On March 18, 2026, the European Commission unveiled EU Inc (Commission announcement), an optional company status for founding a startup that is valid across the entire Union. The proposal includes fully digital registration within 48 hours for a maximum of €100, no minimum share capital, and a common stock option regime (Commission EU Inc page). For a French founder, nothing has changed yet: the European Parliament and the Council must adopt the text before the first EU Inc can be registered. Still, what it outlines is concrete for any startup that hires, raises, or sells beyond France's borders. Here we compare EU Inc with existing structures (SAS, SARL, Delaware C-Corp) and explain what you can do right now.
What is EU Inc?
EU Inc leaves French company law intact. The Commission presents it as a 28th regime: an additional legal layer that sits on top of the 27 existing national systems without replacing them. A founder will be able to choose to set up an EU Inc instead of an SAS or a GmbH, just as you choose between an SAS and a SARL today. The difference: the rules will be identical from Lisbon to Helsinki.
The March 2026 announcement: context and the Commission's ambition
Ursula von der Leyen announced EU Inc at Davos on January 20, 2026 (World Economic Forum speech), a few days after a European Parliament report called for a legal framework for innovative companies (European Parliament press release). The Commission published its proposal on March 18. The starting point is stark: the EU has 27 national legal systems and more than 60 different legal forms. An Estonian founder who wants to hire in France and raise in Germany has to navigate three separate systems, with three lawyers and three accountants.
The Commission is asking the European Parliament and the Council to agree on the text by the end of 2026. As of spring 2026, both institutions were still working on the proposal (European Parliament, "EU Inc: what is the 28th regime?").
The 3 pillars: fast incorporation, zero capital, harmonized stock options
Pillar 1: Digital incorporation in 48 hours. The founder registers the company online, from any member state, within 48 hours and for a maximum of €100. In Germany, where setting up a GmbH requires a notary, the change is significant. In France, an SAS can already be set up without a notary: the gain lies in speed and in having the same process across all 27 countries.
Pillar 2: No minimum share capital. The proposal allows zero euros of capital. For an SAS, shareholders set the capital freely and one euro is enough, so the difference is symbolic.
Pillar 3: A common stock option regime. The proposal creates an optional employee stock option plan with harmonized deferred taxation: employees pay tax when they sell their shares, instead of at grant or exercise. In France, the tax authorities already tax the exercise gain on BSPCE when the shares are sold, at a rate that depends on how long the employee has been with the company (impots.gouv.fr). Today each member state applies its own rules; EU Inc would give companies that adopt the plan the same tax timeline everywhere.
EU Inc vs SAS vs SARL vs Delaware: a practical comparison
You have an idea, a co-founder, and a European market in mind.
Comparison table: incorporation, capital, governance, taxation
| Criterion | EU Inc (proposed) | SAS (France) | SARL (France) | Delaware C-Corp |
|---|---|---|---|---|
| Incorporation | Digital, 48h, max €100 | 5-10 days, €200-800 | 5-10 days, €200-600 | 1-3 days, ~$300-500 |
| Minimum capital | €0 | €1 | €1 | $0 |
| Governance | Flexible, standardized articles | President + CEO, freely drafted articles | Manager, regulated articles | Board + Officers, very flexible |
| Taxation | National (corporate tax of the country of registered office) | 25% corporate tax, 15% on the first €42,500 of profit for an eligible SME | 25% corporate tax, 15% on the first €42,500 of profit for an eligible SME | Federal 21% + State tax |
| Stock options | Optional common plan, taxed on sale | BSPCE (exercise gain taxed on sale) | No BSPCE | ISO/NSO, variable |
| Mobility | Identical status in all 27 member states | Cross-border conversion (Directive 2019/2121) | Cross-border conversion (Directive 2019/2121) | Not applicable |
Why Delaware remained the go-to option for French startups
French founders based in Paris, with French customers, still set up C-Corps in Delaware.
There are three reasons. US VCs (and many European VCs) prefer to invest in US-law entities: standardized term sheets and predictable case law. The US stock option regime is easier to understand than BSPCE for employees spread across several countries. And a Delaware holding company makes it easier to access US capital markets.
The problem: this structure is expensive. Expect several thousand dollars for the legal setup, a registered agent to pay every year, plus franchise tax and the complexity of running a US holding company with a French subsidiary. For a pre-seed startup targeting the European market, it is often unnecessary. Your choice of entity also determines the instrument for your first round: a C-Corp usually raises on a SAFE, an SAS on a BSA Air (BSA Air vs SAFE comparison).
What EU Inc actually brings
A French founder who hires in Spain and raises from a Berlin VC could rely on a single structure, recognized in all 27 member states, instead of multiplying entities or going through Delaware. To move an SAS from Paris to Amsterdam, you no longer need to dissolve it: Directive (EU) 2019/2121 (EUR-Lex), transposed in France by Ordinance No. 2023-393 of May 24, 2023 (Légifrance), provides for cross-border conversion. The procedure remains heavy: a draft conversion plan, reports to shareholders and employees, and legality checks in both countries.
5 concrete benefits for a French founder
Incorporate in 48 hours (vs 5-10 days for an SAS)
Setting up an SAS in France means drafting the articles of association, opening a business account (some banks take two weeks), depositing the capital, publishing a legal notice, and registering with the commercial court registry. That takes at least 5 business days. The EU Inc proposal provides for 48 hours, fully online, for a maximum of €100. For a founder who wants to formalize the company before an investor meeting, the difference is real.
€0 share capital (vs the symbolic €1 minimum for an SAS)
In practice, the difference between €0 and €1 of capital is negligible. Make no mistake: an investor looking at an EU Inc capitalized at €0 will ask the same questions as today. Share capital has never been a funding criterion. What matters is the lean canvas, traction, and your ability to execute.
Harmonized stock options
This is the point that changes the math for a startup hiring outside France. A French startup that hires a developer in Lisbon and a marketing lead in Berlin has to deal with three different tax regimes for stock options. BSPCE fall under French tax law, while each employee based abroad is subject to the rules of their country of residence.
With the EU Inc stock option plan, employees fall under a single framework: tax is due at sale rather than at exercise. Nobody is forced to sell shares to pay tax on a paper gain. For the founder, it becomes a powerful recruiting tool across the continent. If you are raising from Paris VC funds with plans to hire across Europe, your equity package becomes far simpler.
Simpler cross-border remote work
This one is underestimated. A French employee of a Paris startup who works from Barcelona for three months may create a "permanent establishment" in Spain, with local tax and social security obligations. The Commission says the EU Inc framework also covers aspects of labor and tax law, without detailing at this stage how these situations will be handled. Wait for the final text before counting on it.
Access to European markets without redomiciling
A French SAS that wants to open an office in Munich sets up a German branch or subsidiary. With EU Inc, all 27 member states would recognize the same structure without a local subsidiary. For a B2B SaaS startup that sells and invoices in several European countries, that is a major simplification.
The limits of EU Inc, for now
EU Inc is a real step forward. Three limits remain.
The 27 national legal systems stay in place
EU Inc is a 28th regime added to the existing 27. Labor law remains national. So does intellectual property law. If you hire in France, the French Labor Code applies, whether your company is an SAS or an EU Inc.
Taxation stays national
This is the most commonly misunderstood point. EU Inc does not create a European tax regime. An EU Inc based in Paris will pay French corporate tax just like an SAS: 25%, with a reduced 15% rate on the first €42,500 of profit for an eligible SME (service-public.fr). An EU Inc based in Ireland will pay the Irish rate of 12.5%: the 15% global minimum (OECD Pillar Two) only applies to groups with more than €750M in revenue. EU Inc harmonizes the legal form and leaves taxation to member states. The one exception is the timing of stock option taxation.
Uncertain rollout timeline (not before 2027-2028?)
The Commission is asking Parliament and the Council to reach an agreement by the end of 2026. Assuming the Council and Parliament agree on time (optimistic, given the complexity), the digital registers will then need to be set up. Realistically, the first EU Incs will not appear before 2027, possibly 2028. And some countries, such as Germany with its notary system, could slow the process down.
When and how to use EU Inc
If you are founding your startup today, EU Inc is not yet an option. You can still get ready for it.
The startup profile EU Inc is built for
Take two co-founders, one in Paris and the other in Lisbon, preparing a round with European funds based in Berlin and Amsterdam. Today, they set up a French SAS, hire in Portugal under local contracts, and grant BSPCE whose tax treatment differs from one country to the next. With EU Inc, they would register a single company online, offer the same stock option plan to employees in both countries, and present investors with a status that is identical in every member state.
The status is aimed first at startups that hire (or plan to hire) in several European countries, sell to customers in at least two European markets, plan to raise from non-French investors, or want to offer stock options to employees outside France.
On the other hand, a purely French market or freelance activity gives you no reason to wait for EU Inc. The same goes for locally regulated sectors (healthcare, banking) where licenses remain national.
Expected incorporation steps
Based on the Commission's proposal:
- Choose the country of registered office. Your taxation will depend on this choice.
- Register online. Through a European digital portal. Standardized articles of association, maximum cost of €100.
- Identity verification. Digital, probably via eIDAS.
- Registration. Within 48 hours at most.
- Open a bank account. This point is still unclear. Today, it is often the bottleneck.
While you wait for EU Inc: today's alternatives (SAS + holding, SASU, Delaware)
You cannot wait until 2027. Three setups hold up today.
SAS or SASU. The default choice. Flexible, BSPCE-compatible, and well understood by local investors. To structure a first round, a BSA AIR remains the fastest instrument.
SAS + holding. If you expect to expand across Europe, an operating SAS with a holding company makes it easier to set up subsidiaries and optimize IP and dividends.
Delaware C-Corp + French subsidiary. Best suited to startups targeting the US market or raising from American VCs. The first year is expensive, between the setup, the registered agent, and double bookkeeping. Only go this route if your investors require it.
FAQ
Is EU Inc already available?
No. The European Commission presented this legislative proposal on March 18, 2026. The European Parliament and the Council still need to adopt it, and the Commission is asking them to reach an agreement by the end of 2026. No EU Inc exists yet, and we do not expect the first registrations before 2027.
Does EU Inc replace the SAS in France?
No. EU Inc coexists with national legal forms. The SAS, SARL, and SA all remain available. EU Inc is an additional option.
What does EU Inc provide for stock options?
The proposal creates a common, optional stock option plan with harmonized deferred taxation. Employees pay tax when they sell their shares, instead of at grant or exercise. Each EU Inc decides whether to adopt the plan.
Is EU Inc a good fit for early-stage startups?
Potentially. You can incorporate with no minimum capital and fees capped at €100. But at the early stage, the priority is still the product and your first customers. If your startup is purely French in its early days, a standard SAS remains the pragmatic choice. EU Inc becomes relevant once you start hiring or selling outside France, usually from seed or Series A onward.
