Die Vorrats-SE als Problem der Gesetzesumgehung und des Rechtsmissbrauchs

The Societas Europaea (SE) is increasingly gaining in importance as a legal form. One of the frequently used paths into an SE is the use of a so-called "shelf SE". This thesis examines whether this path into an SE is legally permissible from both a corporate perspective and that of the labour law. In particular, the question of whether a so-called employee negotiation procedure has to be conducted during the "activation" of a shelf SE, which means transferring a company that already exists to the SE, is still unsolved in practice. This thesis demonstrates in detail that both general legal concepts of circumventing and abusing the law are methodically decisive in answering this question. It examines the different ways of transferring an existing company to a shelf SE, classifies them separately and suggests a sophisticated solution.