The introduction of new legal enterprise-forms in the European Union, in particular the SUP

On 9 April 2014, the Commission published a proposal for a directive that would introduce a single-member private limited liability company under a common label: Societas Unius Personae (SUP) into the national legislation of the EU-Member States. In this publication it is examined what kind of legal forms of limited liability companies with a capital structure already exist within the EU-Member States and whether the SUP is a welcome addition. In this respect the proposed legal form of the SUP is analysed. This analysis is necessary in order to answer the question whether the SUP is an appropriate legal form for Small and Medium Sized Enterprises as well as for subsidiaries. Furthermore attention is paid to issues which generally arise when the European legislator attempts to introduce a new legal enterprise-form, in this case focused on the forthcoming SUP. The authors conclude that there are no irreconcilable differences between the laws of the Member States that might hinder the introduction of the SUP. The crucial question is whether the SUP-Directive passes the test of the European principles of subsidiarity and proportionality.