28° stato: slogan e passi realistici verso una codificazione europea del diritto commerciale

This article examines the recent proposal for a “28th State” or “28th Regime” within the European Union, aimed at overcoming the fragmentation of national legal systems through the creation of an optional European framework for businesses. After reconstructing the origins of the concept—from the debate on optional instruments in European private law and the failed Common European Sales Law (CESL) project—the paper analyzes its evolution into the idea of a European Business Code and its revival in the recent reports by Enrico Letta and Mario Draghi. The study explores the different institutional approaches currently under discussion, including the European Parliament’s proposal for a legal framework tailored to innovative companies and start-ups. While acknowledging the economic rationale behind the initiative—reducing transaction costs, fostering innovation, and strengthening the competitiveness of European enterprises—the article argues that a comprehensive European commercial code remains politically and legally unrealistic. Instead, it advocates a gradual and pragmatic strategy focused on simplifying, rationalizing, and consolidating existing EU business law, identifying specific areas where further harmonization could effectively support the development of the internal market and European competitiveness.