Discussion

EU Inc.: A new harmonised corporate legal regime

sherlock_h: Even if it falls short on the ideal implementation via a regulation rather than a directive (the former mandating all states to adhere to a single implementation and the latter defining a framework that can be implemented by member states) this is still a huge accomplishment and a step in the right direction.And all done as a grass roots effort from a few dedicated and motivated folks like Andreas Klinger.

jjmorrison: The only antidote to bureaucracy is more bureaucracy.

Gormo: It's funny that the EU pretends not to be a sovereign entity or a state in its own right, but then sets up legal frameworks like this. Even in the US, you can't set up a corporation at the federal level: apart from a handful of entities chartered via special acts of Congress, a business entity must exist under the laws of a particular state.

dmitrygr: They surely became a sovereign entity when they started fining member states (who are allegedly sovereign) for attempting to own their own border policy: https://www.hungarianconservative.com/articles/current/migra...

matthewmacleod: That obviously makes no sense. A club isn’t a sovereign entity just because it has rules. Hungary is free to leave the EU and set a border policy that conflict with EU law if it wishes - but if it wants to remain part of that organisation, particularly one that has open borders thorough The Schengen area, then of course it needs to follow the rules.

pier25: So this basically makes the Estonian e-residency program obsolete?

dmitrygr: As UK showed, leaving EU is hard and EU will fight you on it as well as seek to penalize you

dlahoda: Sounds like EU deliberately evil?

dmitrygr: > The objective is to enable innovative companies to operate under a single, harmonised set of EU-wide rules, covering relevant aspects of corporate, insolvency, labour and tax law.A good idea in theory> legal framework provides faster (within 48 hours), cheaper (maximum EUR 100) and fully digital company registration, simplified procedures throughout the company life cycleDid not expect this.If they deliver, this might actually make startups in europe a bit more common

echelon: > If they deliver, this might actually make startups in europe a bit more commonJust in time for AI to make startups no longer possible for labor capital to undertake as financial capital alone (plus the hyperscalers) take the reigns.Once there's a $1M Claude Code button to implement an entire business, it's over. Engineeers and business folks and the startup hustle are over.I was hoping open source would save us, but it's not keeping pace with the leading edge of foundation models. Plus the hyperscalers own all of the infrastructure to run and scale anyhow. Piddly RTX cards are nothing in the face of this.This is tech (and humanity's) final "embrace, extend, extinguish".This is the last few years of startups.

tfourb: Brick and mortar stores, as well as service oriented businesses do exist and will continue to do so for the foreseeable future. Tech is not the entirety of business.

okanat: EU didn't fight UK. UK fought EU to not lose their exorbitantly privileged status and benefits while leaving the club itself. They wanted to have their cake and eat it too. When they realized and decided that they will get none of the benefits, the finalization of the exit took merely weeks. EU is a huge privilege / opportunity for smaller countries. EU-6 doesn't need the other ones to be the second biggest market. If Hungarians want out, it can be done by the end of 2026 and you can enjoy being a proper vassal to neo-Soviets by 2027.

joe_mamba: >EU-6 doesn't need the other ones to be the second biggest market. That's where you're wrong. Where would German industry be today without the labor, suppliers, export market and cheap energy imports from the other non-EU-6 members? Especially after they denuclearized and derussified and rely on importing energy from everyone to stay afloat. You can't claim you don't need them while your importing their energy, labor, resources, doctors, etc.

ant6n: I was looking into using tokenize.it to get some of these benefits for a German GmbH. But I guess this eu inc will take years beige it exists.

Rexxar: It was only hard because UK wanted to stop immediately to participate to budget while continuing to benefit from already agreed multi-years policies.

johannes1234321: Well, this part of bureaucracy tries to provide a single bureaucracy instead of 27 different ones.

woadwarrior01: I think the question really is: What's better? One giant bureaucracy or 27 smaller (and competing) bureaucracies?

okanat: Bureaucracies are not in competition though. They are intended monopolies. For a prospective company they are investment options, larger countries usually have larger bureaucracies but also larger labor markets.

joe_mamba: Yeah, I don't get why Hungary is doing this. Just do like Italy, Grece, Romania, Croatia, etc do, and waive those migrants though, since they'll all go to places like Austria, Belgium, Germany, Sweden, etc, they won't stay in Hungary anyway, and this way you still get to cash those EU cheques. Malicious compliance FTW. If the holier-than-thou EU want no border checks, then fine, let them enjoy it. Hope EU leaders also have no locked doors or security at their place of living in Brussels to match the openness and inclusivity towards unvetted strangers of their border policies. Otherwise it's just hypocrisy.

surgical_fire: Are you really conflating the idea of Schegen with "keeping unlocked doors to your house"?Very quick way to show you are not willing to engage in ideas in good faith.

joe_mamba: Oh look, another person that doesn't know or refuses to acknowledge that Schengen means border free travel only for member states and visa holders, while still having to enforce borders and immigration rejections for non-members or those with no visas, but is accusing others of bad faith argumentation.

matthewmacleod: Of course leaving the EU is hard. Membership has a significant effect on regulation and governance. The fact that something is hard also doesn’t mean you aren’t free to do it.It being “fought” or countries being “penalised” is a matter of opinion but not one I share.

gman83: The EU will fight you? If Texas tried to secede from the US, the government would send in the military. The EU "fought" them by not giving them a sweetheart trade deal on their way out the door?

surgical_fire: Hungary can leave the EU if it wants. Article 50 exists for this.If it wants to stay in the EU it has to adhere to the bloc rules. It is not forced to stay in the EU (and, in fact, getting rid of Orban would not be such a bad idea). Hungexit when?

maartenh: Elections are happening soon (April). It's not clear at all Orban will win this round of elections, see e.g. https://apnews.com/article/hungary-orban-magyar-rival-rallie...

geff82: Will I be able to freely move between EU countries when I own such a company or will Germany tax 340% of the average profit of the last three years for doing so as they do now? People with German GmbH are essentially unable to move anywhere.

storus: I think you know the answer already. Another half-baked initiative. I can't imagine countries willingly losing their tax revenues.

okanat: Germany had its biggest boom when there was no Schengen agreement. Most of the German labor came from Turkey, not from the smaller and less developed EU countries. Its immigration policy was targetted and more selective even. Germany doesn't import much energy from less developed EU countries either: https://www.iea.org/countries/germany/energy-mix#where-does-... most of them come from EU-6 and UK which makes sense since those countries have technology and resources to produce extra capacity. It's the same deal with France with its former and current colonies. They truly do not need to be in a union with the less developed countries to get those benefits. Same for Canada, Canada doesn't need to enter a union with a less developed country to get lots of immigration.I'm not saying that Germany (or other EU-6) doesn't need immigration. I'm an immigrant in Germany and I do support it for qualified and even non-qualified jobs. However, it is not a clear cut benefit to be in a union with emigrant source countries either.The current setup of EU is a toxic relationship for both sides though, it is a benevolent colonization setup. Allowing smaller post-Soviet countries without significantly investing and improving their economies and industries and their political stability before ascension, ended up very badly for the other ones. EU-6 siphoned out all the labor, younger population and educated classes of post-Soviet countries, so now their populations are mostly old, resented people, the biggest businesses owned by EU-6 for only cheap labor. Those populations are really susceptible to authoritarian overtakes and the authoritarian governments like Hungary and Slovakia of today and Poland of past can block significant decisions with the veto right.EU is very beneficial for smaller countries however at a significant cost for both sides in a bad way. It worked best when the candidate / new member nation was already a significantly developed and industrialized part of Soviet Union like Baltics or Poland (for the most part, they are not 100% clear yet).

joe_mamba: >If it wants to stay in the EU it has to adhere to the bloc rules.What are you supposed to do when the bloc rules imposed upon you now, are not the ones that were agreed upon when you joined? Imagine your landlord or employer changes your contract without your consent and just tells you to walk if you don't like it. It wouldn't be legal anyway, but it would also be a dick move. I'm old enough to see how the EU of today is not the same it was just 20 years ago.

dosinga: Employers and landlords do that sort of thing all the time. Rent goes up, job descriptions change, return to office is suddenly required. And yeah, you can get a different job or a different home if you don't like it.

jongjong: I don't like the limited liability construct. There needs to be full liability shared between all stakeholders.

victorbjorklund: So just use a partnership?

riffraff: This is a legal framework, not a fiscal one, so presumably no.

krisknez: Who does this?

jacquesm: That's the point: nobody except for dentists and lawyers. But it should be the norm.

iknowstuff: Would you invest in e.g. a Croatian startup?I bet not, because you don’t know their laws, and you don’t want to litigate in Croatian. You also don’t know the tax implications and chance is you will only find out when it’s too late.So if an EU Inc happens, it needs to be based on a shared English law, otherwise it doesn’t change much

jacquesm: > 340%Holy crap.> People with German GmbH are essentially unable to move anywhere.Well, that's not entirely true, but I can see how it might complicate things considerably.

woodpanel: Oh we all saw the true colors of the glorious and open and free-to-leave EU when Brits wanted to leave.

victorbjorklund: Yes, they were free to leave. No one stopped them from leaving the free trade area and having the exact same status as any other random country in the world. Or did you mean that Uk wanted to leave EU but keep all the good benefits? Like canceling Netflix and bitching about not being able to watch the latest series.

woodpanel: sure. It did just take 3 simple elections over many years, with open antagonizing, fearmongering and interference by the EU until they accepted defeat.

nradov: Well if you want to kill all innovation and economic growth then full shareholder liability is one way to do it.

jongjong: What kinds of innovations require protecting people from being held liable for harms that they participated in? Economic growth for whom and at whose expense?

lucketone: Its complicated.- It would discourage share buying.- somebody with control packet can do terrible things, while minority stock owners have no impact. Blame attribution might be tricky.

oytis: You can easily hire a person from Ohio to work for your company incorporated in California without having a separate legal entity in Ohio. Not the case in EU.

golem14: You can move before you make a profit however ? Seems quite self defeating for Germany - all the companies that are about to break out will move out just before hitting profitability ?Noice!(I'm of course spitballing ;)

skissane: > Even in the US, you can't set up a corporation at the federal level:This is only because the drafters of the US constitution didn’t think to list corporations law as an enumerated power of Congress - I don’t think they omitted it out of an ideological conviction, simply because nobody thought of it at the time. That said, given SCOTUS’ expansive reading of the interstate commerce clause, there’s a decent chance SCOTUS would let them get away with a federal corporations law, but they’ve never had the political will to try a general federal incorporation lawThe drafters of the Australian constitution did list corporations law as a power of the federal government-but they were working over a century later, and they studied the US system intently to try to identify what worked and what mistakes to avoid. However, it took until 1989 for a federal corporations law to be enacted, and then the High Court ruled in 1990 that the new federal corporations law was unconstitutional, because the corporations power in the constitution only authorised federal regulation of existing domestic corporations, not the act of incorporating them - however, this was fixed by a federal-state agreement voluntarily ceding corporations law power to the Commonwealth (this is another innovation the Australian constitution has compared to the US - the ability of the federal level to gain new enumerated powers without constitutional amendment, by the states voluntarily agreeing to cede them)

jongjong: Yeah it's interesting. For any activity where rich people care about outcomes, suddenly they want full liability.We need to say no to diffuse harms and concentrated gains.

jacquesm: The biggest problem is the privatized gains/societal expenses. That's where the real accidents happen and with liability for shareholders and execs you can bet that a lot of corporate crime would simply never happen in the first place.