The Regulation of Transnational Corporate Identity in Europe

Rules governing the corporate identity of multinational companies are national in nature, with the one exception of the European Company Statute. For the first time in the history of capitalism, this statute enables companies to jettison national rules of incorporation in favor of an international legal identity. This article explains why the statute was the most protracted legislative initiative in the history of European integration and why its final form served significantly to constrain the international market for corporate identity in Europe. Its explanations are anchored in an institutional theory of government behavior that draws on the varieties of capitalism and historical institutionalism traditions. The article concludes with suggestions for how these traditions can be extended beyond their normal purview as a means to giving analytical and substantive nuance to the study of international rule-making.