Special negotiating body
The special negotiating body (BVG) must be formed when a European company ( Societas Europaea , SE) is founded and has the task of concluding a written agreement with the management on the involvement of employees in the SE. An SE can only be entered in the commercial register when the envisaged procedure for employee participation has been carried out.
General
Due to the variety of national regulations on employee participation in the European Union, there is no uniform European set of regulations for the SE. Instead, the legislation provides for an agreement to be negotiated individually between the management and the employee side with regard to the co-determination regulations of the SE to be founded. In this context, the formation of a special negotiating body is prescribed, which is to be formed upon written request from the management and which negotiates an agreement with regard to employee participation. A period of 10 weeks applies to the compilation of the BVG. If the BVG has not yet been fully formed after this period and the employees are responsible for the delays in compiling the BVG, negotiations will still take place. A period of 6 months applies to the negotiations themselves between the management and the BVG.
Distribution of seats
The starting point for establishing an SE is doing business in at least two member states. In order to ensure sufficient representation of the employees, every country in which the companies involved employ employees must be represented by at least one representative. According to the law, the occupation of every third and seventh seat must be observed. If the BVG already has two members from within Germany, every third member is a representative of a union represented in the participating companies. If the BVG has more than six members from within Germany, at least every seventh member is a manager.
Decision making
There are 3 possibilities for the decision-making between the company management and the BVG in the course of the negotiations:
- Two thirds of the members of the BVG reject the negotiations. In this case, the regulation on the European works council applies; the SE can be registered immediately. To do this, however, the BVG's consenting majority must represent two thirds of the employees and represent at least two countries. In addition, this option is not available in the case of conversion if the company to be converted already has co-determination.
- An individual agreement is negotiated between the management and the BVG. The BVG must approve this with an absolute majority. In the event of a reduction in co-determination rights, a 2/3 majority of the BVG, representing at least 2 member states, is required, in detail:
- Merger: if co-determination extends to at least 25% of the employees
- Holding SE, subsidiary SE: if participation extends to at least 50% of the employees
- After the negotiation period of 6 months had expired, no result was achieved. If the responsible bodies of the companies involved agree, the constellation of the so-called fallback regulation for the regulation of co-determination applies.
- In detail, the standard rules only apply if
- Conversion: co-determination rights already exist
- Merger: co-determination rights already exist and extend to at least 25% of the employees or co-determination rights already exist, extend to less than 25% of the employees and the BVG takes a corresponding resolution
(unless: opting out for merger) - Holding SE, Subsidiary SE: co-determination rights already exist and extend to at least 50% of the employees or co-determination rights already exist and extend to less than 50% of the employees and the BVG takes a corresponding resolution
- In detail, the standard rules only apply if
Web links
Individual evidence
- ↑ Art. 12 para. 2 Council Regulation (EC) No. 2157/2001 of October 8, 2001 on the Statute for a European Company (SE) in the consolidated version of January 1, 2007 OJ. L 294 of 10 November 2001, pp. 1–21 in conjunction with Art. 3 to 5 Council Directive 2001/86 / EC of 8 October 2001 supplementing the Statute for a European company with regard to the involvement of employees OJ L 294 of November 10, 2001, pp. 22-32.
- ↑ § 3 Act for the implementation of Regulation (EC) No. 2157/2001 of the Council of October 8, 2001 on the Statute for a European Company (SE) (SE Implementation Act - SEAG). of December 22, 2004 ( BGBl. 2004 I p. 3675 ).
