EU Inc.: A Flexible but Incomplete Blueprint for European Startup Finance

This article examines the financial structure provisions of the EU Inc. Proposal (COM(2026) 321 final) by assessing their innovative scope and actual capacity to facilitate Europe-wide financing of start-ups and scale-ups. The analysis focuses on three areas: the abolition of the minimum share capital requirement and the introduction of no-par-value shares; the regime governing contributions in kind and distributions to shareholders; and the provisions on capital increases, paying particular attention to instruments that entitle the holder to new shares, and their relationship with Simple Agreements for Future Equity (SAFEs). While the EU Inc. framework introduces meaningful simplifications by largely consolidating solutions already adopted by certain Member States for private limited liability companies, the article argues that it falls short of creating a genuinely harmonised financing framework. The provisions of Article 68 are not specific enough to overcome the fragmentation of national SAFE practices, and Article 60 raises concerns about regulatory arbitrage because it allows EU Inc. to access regulated markets without adequate governance safeguards. The article concludes with concrete policy proposals, including targeted amendments to Article 60, the introduction of a dedicated MTF segment for EU Inc. shares and the Commission's adoption of a standard financing contract template to promote a European SAFE.