The Protection of Creditors of a European Private Company (SPE)

23 Pages Posted: 10 Apr 2011

See all articles by Mathias Siems

Mathias Siems

European University Institute (EUI); University of Cambridge - Centre for Business Research; European Corporate Governance Institute (ECGI)

Leif Herzog

CMS Hasche Sigle

Erik Rosenhäger


Date Written: April 7, 2011


Soon we can expect a new type of company: the European Private Company (Societas Privata Europaea – SPE) aimed at small and medium-sized enterprises in the EU. In this article, we analyse how creditors of future SPEs will be protected. In the first part, we identify on a general level how creditors can be protected. Then, we turn to the tools used in the different draft versions of an SPE statute (Commission Draft, EP Draft, Presidency Compromise). As these do not cover all aspects of creditor protection, the next part examines how these gaps ought to be filled. Subsequently, we discuss whether, from a normative perspective, creditor protection in the EU should be further harmonised. Overall, we conclude that what emerges is a mixed picture between various levels of European and national rules. This may not be ideal but it may be the price worth paying in order to reach political agreement on SPE law.

Keywords: European Private Company, Societas Privata Europaea, Creditor Protection, Regulatory Competition

JEL Classification: G30, G33, G38, K00, K22, K33

Suggested Citation

Siems, Mathias and Herzog, Leif and Rosenhäger, Erik, The Protection of Creditors of a European Private Company (SPE) (April 7, 2011). European Business Organization Law Review, Vol. 12, pp. 147-172, 2011, Available at SSRN:

Mathias Siems (Contact Author)

European University Institute (EUI) ( email )

Via Bolognese 156 (Villa Salviati)
Firenze, 50139


University of Cambridge - Centre for Business Research ( email )

Top Floor, Judge Business School Building
Trumpington Street
Cambridge, CB2 1AG
United Kingdom


European Corporate Governance Institute (ECGI) ( email )

c/o the Royal Academies of Belgium
Rue Ducale 1 Hertogsstraat
1000 Brussels


Leif Herzog

CMS Hasche Sigle ( email )


Erik Rosenhäger

Linklaters ( email )

United States

Do you have a job opening that you would like to promote on SSRN?

Paper statistics

Abstract Views
PlumX Metrics