The European Commission’s proposal for a “28th regime” - the introduction of a harmonised legal framework for companies under the so-called EU Inc. - marks an ambitious attempt to address one of the Union’s long-standing structural challenges: the fragmentation of company law across Member States. By offering an optional, fully digital and standardised corporate form, the initiative aims to facilitate cross-border activity, reduce administrative burdens, and support the scaling-up of European businesses.
At first glance, the proposal reflects a pragmatic and well-calibrated approach. The decision to introduce the regime as optional, rather than replacing national systems, is both politically realistic and legally sound. Equally welcome is the reliance on national business registers as the competent authorities for incorporation and legal recognition, thereby preserving existing institutional infrastructures while enhancing their European dimension. The emphasis on digitalisation and interoperability further aligns the initiative with broader EU priorities in the Single Market.
Yet, beyond these strengths, an important issue emerges in relation to the interaction between the new corporate form and the broader policy environment in which companies operate. The point at stake is not the harmonisation of national definitions of SMEs or innovative enterprises, which remains outside the scope of the regulation, but rather the potential lack of clarity regarding access to existing support measures. In practice, eligibility for financial incentives, public support schemes and innovation programmes continues to rely primarily on classifications such as SME status or nationally defined categories of innovative firms, rather than on the legal form of the company.
In the absence of a clear connection between the EU Inc. framework and these existing criteria, companies may face uncertainty when assessing whether adopting the new legal form has any impact on their eligibility for support measures. This could lead to additional compliance checks across jurisdictions and reduce the overall predictability of the regulatory environment for both companies and investors. There is therefore a risk that an instrument intended to simplify cross-border operations may, in practice, introduce an additional layer of complexity. This is particularly relevant in a context where legal certainty and ease of access to support mechanisms are key factors in corporate structuring decisions, especially for SMEs and high-growth companies.
Addressing this issue does not require aligning or harmonising national policy frameworks. Rather, it calls for ensuring that the introduction of the EU Inc. does not inadvertently create uncertainty or fragmentation in the application of existing support schemes. In this respect, greater transparency and interoperability - for instance through standardised information made available via business registers - could play a useful role in clarifying the relationship between the legal form and relevant policy classifications.
The success of the 28th regime will also depend on the robustness of the infrastructure that underpins it. The proposal significantly expands the role of the Business Registers Interconnection System (BRIS) and its connections with other European systems, yet important questions remain regarding governance, responsibility and operational sustainability. A clearer and more structured governance framework is needed to ensure coherent development and coordination at EU level. At the same time, the increased technical and organisational demands placed on national registers - including real-time interoperability, enhanced data quality and cybersecurity - must be matched with adequate financial support. Without dedicated resources, there is a risk that implementation will be uneven, or even potentially reinforcing rather than reducing fragmentation.
Equally important is the need to define common standards for data quality and responsibility. As business registers evolve into multi-purpose information hubs, clarity is required on who is accountable for the accuracy, updating and transmission of data across interconnected systems. This is essential not only for legal certainty, but also for the credibility of the entire framework.
Finally, while the push towards deeper integration of digital systems is welcome, it must be carefully managed to avoid unintended consequences. The interconnection of business registers with digital wallets, anti-money laundering systems and fiscal databases offers clear benefits, but also carries the risk of excessive complexity and technological lock-in. A modular and phased approach to interoperability would help strike the right balance, enabling integration while preserving flexibility and ensuring that national systems can adapt at a sustainable pace.
The 28th regime has the potential to become a cornerstone of a more integrated and competitive European business environment. By lowering barriers to cross-border activity and offering a common corporate framework, it responds to a genuine need within the Single Market. However, ensuring clarity in how the new framework interacts with existing support mechanisms, strengthening institutional infrastructure, and maintaining a focus on simplicity and usability will be key to delivering on its promise. If these elements are addressed, the EU Inc. could evolve from a technical legal instrument into a truly strategic tool for Europe’s growth.
Ana Sarateanu
Director of Unioncamere Europa