Building Europe’s Venture Capital Market: Contractual Transplants, National Challenges, and the Road to a Pan-E.U. Regime

A growing consensus has emerged in academic and policy circles that regulating corporations, financial institutions, and markets ideally postulates a genuinely interdisciplinary approach. The DFG LawFin Center supports the quest for fruitful interdisciplinarity by gathering economists and legal scholars for a critical discussion of each other’s work. As part of its mission, the LawFin Center organizes interdisciplinary workshops that will serve as a forum for discussions regarding topical challenges.  

The 5th LawFin Workshop—the first in the series jointly organized with the Department of Legal Studies at Bocconi University and under the sponsorship of ECGI— focussed on: 

"Building Europe’s Venture Capital Market: Contractual Transplants, National Challenges, 
and the Road to a Pan-E.U. Regime”

U.S. venture capital (VC) contracts have shaped transactional practice worldwide, including in Europe. Yet their transplant into many European jurisdictions has been fraught with challenges, producing inefficiencies that threaten the growth of a vibrant VC market. The E.U. is now striking back with an ambitious solution: a new “28th regime” for startups, designed to give investors and entrepreneurs far greater freedom to define their governance through private ordering across the entire Continent.

This workshop dived into the academic and policy debates around Europe’s corporate law dysfunctions and the imminent launch of this pan-European regime. The program combined academic analysis with policy debate. Three research papers were presented and discussed, followed by a policymaking-oriented roundtable with representatives from EU institutions, academia, and the European VC and entrepreneurial ecosystem. The session ran for approximately four hours. 

This workshop was the first in a global seminar series on the law and finance of private equity and venture capital. Upcoming events will broaden the lens. These will include workshops on “U.S. Venture Capital Contracting Goes Global: Perspectives from Asia and Latin America,” (planned for the first quarter of 2026), and “Legal Culture and Private Ordering: What Can VC Contracting Teach Us?” (planned for later in 2026). This series will chart how VC contracting practices travel across jurisdictions, with the ambition to ultimately understand how the interplay of law and informal norms shapes one fundamental pillar of the architecture of innovation finance.