Dr Wolfgang Grobecker Dr Eva Nase Although embedded in a European Legal Framework, a European Company (Societas Europaea or SE), which is registered in Germany more or less resembles a German Aktiengesellschaft (AG). The administration and management, the corporate governance and the rights of shareholders of a German SE are primarily governed by its articles of association and by national statutory laws: in Germany by the laws applicable to an AG, in particular the German Stock Corporation Act (Aktiengesetz), unless the EU regulation or the national implementation laws provide otherwise. In practice, German statutory laws have more of an influence on the governance of an SE than the European legal framework. An SE can be incorporated in Germany in five ways: (i) by way of a merger of two stock corporations; (ii) by incorporating a joint holding or (iii) a joint subsidiary SE; (iv) by a transformation of a German AG into an SE; and (v) by incorporating a subsidiary SE by another SE.
August 29 2012