A Societa Europa can group its activities performed in several EU countries under a single European label and may transfer its registered office to another EU country without having to dissolve the company.
Who we are
The ASEP is an association gathering European companies that have adopted the statute of European company (SE) or that wish to do so.
What is a European company?
A SE is a legal structure that allows a company to operate in different EU countries under a single statute. It aims at facilitating the functioning of companies that wish to develop their activities at the European level.
The statute for a SE was established by regulation (No 2157/2001) of 8 October 2011 and completed by Directive (No 2001/86/EC) of the same day establishing the rules with regard to the involvement of employees in the SE. It entered into force in 2004.
A SE is established with at least two companies originating in different EU countries, which means that it can only be created from an existing base. Its registered office must be in the country where it has its central administration.
Regarding its governance, it can adopt:
• the two-tier system that provides for a management board and a supervisory board
in addition to the general meeting of shareholders; or
• the single-tier system that provides simply for the general meeting and an administrative board
No SE may be established without a model of employee involvement being selected by agreement between the management and the employees themselves. This agreement must include information and consultation procedures and, where appropriate, employee involvement in the management bodies of the SE.
In August 2017, there were 2827 SE in Europe, established mainly in Germany and in Czech Republic.
The ASEP’s first aim is to promote and raise awareness of the SE statute.
It is entirely in line with the action plan (2012/740) on European company law and corporate governance “A modern legal framework for more engaged shareholders and sustainable companies” that the Commission presented in 2012. It highlighted that there were still too few SEs in Europe and it announced an information campaign to raise awareness about it.
The ASEP also intends to contribute to establishing a suitable regulatory environment for companies’ competitiveness and for the deepening of the internal market for goods and services, helping Europe deal with a globalized economy, generate growth and create jobs.
FORM: the ASEP is an not-for-profit international association whose name is “Alliance for the Societas Europaea Promotion”.
• GENERAL ASSEMBLY: the general assembly possesses all necessary powers to realise the aims and the activities of the association. It is composed of all its members. It approves the annual report of the Board of Directors and their strategic orientations, and it grants discharge to the members of the Board of Directors. It deliberates at least once a year.
Every member has a voice and the decisions are taken by the majority of the attending members.
• BOARD OF DIRECTORS: the ASEP is managed by a Board of Directors which is composed of at least three members elected by the General assembly for a year and who can be re-elected. This Board determines the ASEP strategic orientation, adopts its budget and nominates the members of the Strategic committee. It meets at least once a year.
• STRATEGIC COMMITTEE: the ASEP can decide to set up a Strategic committee composed of three members who are elected for a year and can be re-elected. It formulates strategic recommendations and can carry out all the analyses and studies it deems adequate, upon request of the Board of Directors. It meets at least once a year.