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Séminaire « Why do business incorporate in other EU member States? An empirical analysis of the role of conflict of law rules »

Le Professeur Veronique Magnier, directrice de l’IDEP, participera au séminaire « Why Do Business Incorporate in other EU Member States? An Empirical Analysis of the Role of Conflict of Law Rules » qui se déroulera à HEC le 12 septembre 2017.

Renseignements et inscriptions: Marie-Françoise Augustin <>

Télécharger le programme détaillé

HEC Paris



Why Do Business Incorporate in other EU Member States? An Empirical Analysis of the Role of Conflict of Law Rules

Mathias Siems 

Professor of Commercial Law, Durham University

 Research Associate at the Centre for Business Research, University of Cambridge 


Horatia Muir Watt, Professor of Private International Law, SciencesPo Paris  

Véronique Magnier, Professor of Company Law, Université Paris Sud 

Tuesday, 12 September 2017 at 4:30 PM

Research in law, political science and economics has taken a strong interest in the way companies strategically incorporate in foreign jurisdictions. However, the empirical research about corporate mobility in the EU has so far been limited in two respects: it has focussed on the analysis of foreign companies in the UK and it has mainly been concerned with differences in the costs of incorporation such as minimum capital requirements. This paper aims to fill these gaps. It is the first paper that presents data on incorporations of foreign businesses in the commercial registers of each EU Member State. It is also the first one to assess the impact of differences in the conflict of laws rules applicable to companies as they reflect the case law of the Court of Justice on the freedom of establishment. It finds that countries which have a clear-cut version of the ‘incorporation theory’ attract more incorporations than countries which have retained elements of the ‘real seat theory’. The paper also discusses the policy implications that follow from these findings for EU harmonisation in this field. (Draft paper attached)



1 Rue de la Libération,

78350 Jouy-en-Josas



David Restrepo Amariles

Registration is mandatory before Friday, 8 September 2017 with

Marie-Françoise Augustin <>

Registered participants are welcome to join us for a reception after the seminar.