The Statute for a European Company: Its Impact on Board Structures, and Corporate Governance in the European Union

Abstract

This article analyses the Council Regulation on the Statute for a European Company, and its impact on board structures and corporate governance within the European Union. It describes the Statute's structure, and highlights the Statute's many unanswered questions regarding corporate structure and governance. The article argues that the Statute will have its greatest positive effect on cross-border combinations, and will have little or no effect on normal takeovers, joint ventures, and subsidiaries. It advocates the immediate need for Member States with a two-tier structure to allow for a one-tier structure, and vice versa. Finally, the article asserts that the Statute will become an engine for regulatory competition among the Member States as they model their respective corporate forms to attract firms.