The Societas Privata Europaea (spe) – Will It Promote the Internationalization of Smes?
Abstract: Small and medium-sized enterprises (SMEs) are important for an economy’s employment, innovation and growth. However, due to their size, SMEs experience a number of restrictions, which also lead to a low degree of internationalization. To promote their internationalization, the European Union plans to introduce a private limited corporate law form (the Societas Privata Europaea, SPE). After an empirical overview of SMEs in the EU, we analyze whether the SPE draft regulation does indeed provide rules which result in (1) low transaction and coordination costs, (2) provide secure ownership rights and (3) reduce information asymmetries and thus mitigate agency relations among owners, management, employees and creditors. As this can be agreed to, we ask whether an additional 28th EU-wide private corporate law form is necessary. We discuss the available empirical findings about the extent of horizontal and vertical corporate law competition in the EU. Finally, we examine whether the theory of interjurisdictional competition provides normative arguments against or in favour of introducing the SPE. As a conclusion, we find no profound arguments against its introduction from the theory of regulatory competition.
