The European company, perspectives after Brexit

AuthorOvidiu Ioan Dumitru
The European company, perspectives after Brexit
Lecturer Ovidiu Ioan DUMITRU1
The history of the companies has proven to all of us that this area may have a
dynamic similar to the most energetic ones in life. The human societies have changed and
developed and together with them the companies were forced to adapt themselves in order
to exist and to function over the times. The creation of the European Union brought probably
the biggest changes is these fields and the European countries, now member states, have
adapted their judicial system in order to have a more uniform and harmonized system. The
degree of this status quo, with the rich and eventful historical, cultural and political
background is highly debatable and very subjective. With the desire to build a common
market, to increase trade and welfare, one of the most significant challenge was the creation
of an European company (known also as Societas Europea or SE). The purpose of this paper
is to analyze the evolution of the European company and to present a perspective of it after
the new evolutions in EU, mainly BREXIT. Using a comparative method on the main issues
that were solved or not by the creation of the European company, the article tries to show
the clash of business cultures, especially British and German ones, which affected the
evolution of the entire European corporate legislation. The conclusions are guided mainly
by the future possible evolution of the provisions regarding the European company after one
of the strongest business cultures, namely the British one, will withdraw from the continuous
fight that kept the development business forms more in the hands of the member states and
less in the ones of an harmonized European structure.
Keywords: European company, Societas Europea, Brexit, European Company Law,
Corporate Governance, Boards, Shareholders, Freedom of Establishment,
JEL Classification: K22, K33.
1. Creation of the European Company, a long struggle for a weak
unified form
The history of the European Company starts many years ago, in 1897, in
Italy, in the academic area as a concept of an international company with its own
single statute. The proposal came from the professor Fedozzi, a theoretical concept
that was placed only partially in practice after the First World War, when
”Eurofima”, a company dealing with the development of railways, was created by
Berne Convention from 1955.2
1 Ovidiu Ioan Dumitru Department of Law, Bucharest University of Economic Studies, Romania,
2 Karol Linmondin, The European Company (Societas Europaea) - A Successful Harmonisation of
Corporate Governance in the European Union?, The Bond Review, Vol. 15, Comparative Corporate
Governance, 2003 , p. 150.

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