### where a previous individual file has been created , the border authority shall , if necessary , update the individual file data , enter an entry / exit record for each entry and exit in accordance with articles 14 and 15 or , where applicable , a refusal of entry record in accordance with article 16 . that record shall be linked to the individual file of the third country national concerned . where applicable , the data referred to in article 17 shall be added to the individual file and the data referred to in article 17 and shall be added to the entry / exit record of the third country national concerned . the different travel documents and identities used legitimately by a third country national shall be added to the third country national ' s individual file . where a previous file has been registered and the third country national presents a travel document which differs from the one which was previously registered , the data referred under article 14 shall also be updated if the facial image reccorded in the chip of the new travel document can be extracted electronically . ### where a previous individual file has been created , the border authority shall , if necessary , update the individual file data , enter an entry / exit record for each entry and exit in accordance with articles 14 and 15 or , where applicable , a refusal of entry record in accordance with article 16 . that record shall be linked to the individual file of the third country national concerned . where applicable , the data referred to in article 17 shall be added to the individual file and the data referred to in article 17 and shall be added to the entry / exit record of the third country national concerned . the different travel documents and identities used legitimately by a third country national shall be added to the third country national ' s individual file . where a previous file has been registered and the third country national presents a valid travel document which differs from the one which was previously registered , the data referred to in article 14 shall also be updated if the facial image recorded in the chip of the new travel document can be extracted electronically .


### carriers may use the secure internet access to the web service referred to in paragraph 1 to verify whether or not third country nationals holding a single or double entry visa have already used the visa . the carrier shall provide the data listed in article 14 . the web service shall on that basis provide the carriers with an ok / not ok answer . carriers may store the information sent and the answer received . ### carriers shall be informed whether or not third country nationals holding a single or double entry visa have already used the visa by an ok / not ok answer conveyed through the cusres message of an interactive api system . carriers may store the answer received .


### carriers may use the secure internet access to the web service referred to in paragraph 1 to verify whether or not third country nationals holding a single or double entry visa have already used the visa . the carrier shall provide the data listed in article 14 . the web service shall on that basis provide the carriers with an ok / not ok answer . carriers may store the information sent and the answer received . ### carriers shall be informed whether or not third country nationals wanting to use their transport services and holding a single or double entry visa have already used the visa by an ok / not ok answer conveyed through the cusres message of an interactive api system . carriers may store the answer received for the sole purpose of informing the respective third country nationals .


### in order to create a safe , efficient and socially responsible road transport sector it is necessary to ensure adequate working conditions and social protection for drivers , on the one hand , and suitable business and fair competition conditions for operators , on the other . ### in order to create a safe , efficient and socially responsible road transport sector and avoid undue restrictions to the freedom to provide cross - border road transport services it is necessary to ensure adequate working conditions and social protection for drivers , on the one hand , and a competitive business environment for operators , on the other .


### member states shall not apply points and of the first subparagraph of article 3 of directive 96 / 71 / ec to drivers in the road transport sector employed by undertakings referred to in article 1 of that directive , when performing international carriage operations as defined by regulations 1072 / 2009 and 1073 / 2009 where the period of posting to their territory to perform these operations is shorter than or equal to 3 days during a period of one calendar month . ### member states shall not apply directive 96 / 71 / ec or directive 2014 / 67 / eu to transit and international transport operations as defined by regulations 1072 / 2009 and 1073 / 2009 ;


### these checks shall cover each year a large and representative cross - section of mobile workers , drivers , undertakings and vehicles falling within the scope of regulations no 561 / 2006 and no 165 / 2014 and of mobile workers and drivers falling withing the scope of directive 2002 / 15 / ec . ; ### these checks shall cover each year a large and representative cross - section of mobile workers , drivers , undertakings and vehicles falling , where relevant , within the scope of regulations no 561 / 2006 and no 165 / 2014 and of mobile workers and drivers falling within the scope of directive 2002 / 15 / ec ' ;


### the committee may meet in specific configurations to deal with the individual strands of the programme . ### the committee may meet in specific configurations to deal with the individual strands of the programme . where appropriate , in accordance with its rules of procedure , external experts , including representatives of the social partners , civil society organisations and representatives of beneficiaries shall be regularly invited to participate in its meetings as observers .


### ' paternity leave ' means leave from work for fathers to be taken on the occasion of the birth of a child ; ### ' paternity leave ' means paid leave from work for fathers or an equivalent second parent as defined in national law on the grounds of the birth or adoption of a child , to be taken around the occasion of the birth or adoption of a child within duration limits of the maternity leave ;


### the burden of proof that there has been no dismissal on the grounds that workers have applied for , or have taken , leave referred to in article 4 , 5 or 6 or have exercised the right to request flexible working arrangements referred to in article 9 should fall on the employer when workers establish , before a court or other competent authority , facts from which it may be presumed that they have been dismissed on such grounds . ### the burden of proof that there has been no dismissal on the grounds that workers have applied for , or have taken , leave referred to in article 4 , 5 or 6 should fall on the employer when workers establish , before a court or other competent authority , facts from which it may be presumed that they have been dismissed on such grounds .


### employers shall consider and respond to requests for flexible working arrangements referred to in paragraph 1 , taking into account the needs of both employers and workers . employers shall justify any refusal of such a request . ### employers shall consider and respond to requests for flexible working arrangements referred to in paragraph 1 , taking into account the needs of both employers and workers . employers shall justify any refusal of such a request in writing .


### this directive should avoid imposing administrative , financial and legal constraints in a way which would hold back the creation and development of small and medium - sized undertakings . member states are therefore invited to assess the impact of their transposition act on smes in order to make sure that smes are not disproportionately affected , with specific attention for micro - enterprises and for administrative burden . ### in implementing this directive member states should avoid imposing unjustified administrative , financial and legal constraints in a way which would hold back the creation and development of micro , small and medium - sized undertakings . member states are therefore invited to regularly assess the impact of their transposition act on smes in order to make sure that smes are not disproportionately affected , with specific attention for micro - enterprises and for administrative burden , particularly concerning the impact of arrangements for parental leave and patterns of flexible work on the work organisation , and to publish the results of such assessments .


### member states shall take the necessary measures to ensure that , when workers referred to in paragraph 2 establish , before a court or other competent authority , facts from which it may be presumed that there have been such dismissal , it shall be for the respondent to prove that the dismissal was based on grounds other than those referred to in paragraph 1 . ### member states shall take the necessary measures to ensure that , when workers who consider that they have been dismissed on the grounds that they have applied for , or have taken , leave referred to in article 4 , 5 or 6 establish , before a court or other competent authority , facts from which it may be presumed that there have been such dismissal , it shall be for the respondent to prove that the dismissal was based on grounds other than having applied for , or having taken , leave referred to in article 4 , 5 or 6 .


### member states shall take the necessary measures to ensure that fathers have the right to take paternity leave of at least ten working days on the occasion of the birth of a child . ### member states shall take the necessary measures to ensure that the second parent has the right to take mandatory paid paternity leave of at least fourteen working days on the occasion of the birth or adoption of a child , or at least fifteen days in the event of multiple births or adoptions .


### member states may make the right to parental leave subject to a period of work qualification or a length of service qualification which shall not exceed one year . in the case of successive fixed - term contracts , within the meaning of council directive 1999 / 70 / ec21 , with the same employer , the sum of those contracts shall be taken into account for the purpose of calculating the qualifying period . __________________ 21 council directive of 28 june 1999 concerning the framework agreement on fixed - term work concluded by etuc , unice and ceep . ### member states may make the right to parental leave subject to a period of work qualification or a length of service qualification which shall not exceed one year . in the case of successive fixed - term contracts , within the meaning of council directive 1999 / 70 / ec21 , with the same employer , the sum of those contracts shall be taken into account for the purpose of calculating the qualifying period . also taken into account should be the periods of training and apprenticeship when similar to working obligations . __________________ 21 council directive of 28 june 1999 concerning the framework agreement on fixed - term work concluded by etuc , unice and ceep .


### this directive lays down minimum requirements , thus giving the member states the option of introducing or maintaining more favourable provisions . rights acquired under the existing legal framework should continue to apply , unless more favourable provisions are introduced by this directive . the implementation of this directive cannot be used to reduce existing rights set out in existing union legislation in this field nor can it constitute valid grounds for reducing the general level of protection afforded to workers in the field covered by this directive . ### this directive lays down minimum requirements , thus giving the member states the option of introducing or maintaining more favourable provisions . however , rights that have been acquired should not be reversed .


### workers exercising their rights to take leave or to request flexible working arrangements provided for in this directive should enjoy protection from dismissal and any preparations for a possible dismissal on the grounds that they applied for , or have taken such leave or have exercised the right to request such flexible working arrangements . where workers consider that they have been dismissed on those grounds , they should be able to ask the employer to provide duly substantiated grounds for the dismissal . ### workers who use leave schemes or flexible working arrangements should enjoy protection from dismissal for having used them . where workers consider that they have been dismissed on those grounds , they should be able to ask the employer to provide duly substantiated grounds for the dismissal .


### employers shall consider and respond to requests for flexible working arrangements referred to in paragraph 1 , taking into account the needs of both employers and workers . employers shall justify any refusal of such a request . ### employers shall consider and respond in writing to requests for flexible working arrangements referred to in paragraph 1 , taking into account the needs of both employers and workers , in particular in micro businesses . employers shall justify any refusal of such a request while providing options for alternative arrangements .


### member states shall take the necessary measures to prohibit the dismissal and all preparations for dismissal of workers , on the grounds that they have applied for , or have taken , leave referred to in article 4 , 5 or 6 , or have exercised the right to request flexible working arrangements referred to in article 9 . ### member states shall take the necessary measures to prohibit the dismissal of workers , on the grounds that they have applied for , or have taken , leave referred to in article 4 , 5 or 6 , or have exercised the right to request flexible working arrangements referred to in article 9 .


### in order to encourage working parents and carers to remain in the work force , those workers should be able to adapt their working schedules to their personal needs and preferences . working parents and carers should therefore be able to request flexible working arrangements , meaning the possibility for workers to adjust their working patterns , including through the use of remote working arrangements , flexible working schedules , or a reduction in working hours , for caring purposes . in order to address the needs of workers and employers , it should be possible for member states to limit the duration of flexible working arrangements , including a reduction in working hours . while working part - time has been shown to be useful in allowing some women to remain in the labour market after having children , long periods of reduced working hours may lead to lower social security contributions translating into reduced or non - existing pension entitlements . the ultimate decision as to whether or not to accept a worker’s request for flexible working arrangements should lie with the employer , specific circumstances underlying the need for flexible working arrangements can change . workers should therefore not only have the right to return to their original working patterns at the end of a given agreed period , but should also be able to request to do so at any time where a change in the underlying circumstances so requires . ### in order to encourage working parents and carers to remain in the work force , those workers should be able to adapt their working schedules to their personal needs and preferences . working parents and carers should therefore be able to request flexible working arrangements , meaning the possibility for workers to adjust their working patterns , including through the use of remote working arrangements where appropriate , flexible working schedules , or a reduction in working hours , for caring purposes . in order to address the needs of workers and employers , it should be possible for member states to limit the duration of flexible working arrangements , including a reduction in working hours . while working part - time has been shown to be useful in allowing some women to remain in the labour market after having children , long periods of reduced working hours may lead to lower social security contributions translating into reduced or non - existing pension entitlements . while the ultimate decision as to whether or not to accept a worker’s request for flexible working arrangements should lie with the employer , it should take into account the needs of employees as well as the constrains to the working arrangements and planning for the micro enterprises , and shouldjustify a refusal . specific circumstances underlying the need for flexible working arrangements can change . workers should therefore not only have the right to return to their original working patterns at the end of a mutually agreed period , but should also be able to request to do so at any time where a change in the underlying circumstances so requires .


### in order to encourage working parents and carers to remain in the work force , those workers should be able to adapt their working schedules to their personal needs and preferences . working parents and carers should therefore be able to request flexible working arrangements , meaning the possibility for workers to adjust their working patterns , including through the use of remote working arrangements , flexible working schedules , or a reduction in working hours , for caring purposes . in order to address the needs of workers and employers , it should be possible for member states to limit the duration of flexible working arrangements , including a reduction in working hours . while working part - time has been shown to be useful in allowing some women to remain in the labour market after having children , long periods of reduced working hours may lead to lower social security contributions translating into reduced or non - existing pension entitlements . the ultimate decision as to whether or not to accept a worker’s request for flexible working arrangements should lie with the employer . specific circumstances underlying the need for flexible working arrangements can change . workers should therefore not only have the right to return to their original working patterns at the end of a given agreed period , but should also be able to request to do so at any time where a change in the underlying circumstances so requires . ### in order to encourage working parents and carers to remain in the work force , employers should give them the possibility to adapt their working schedules to their personal needs and preference . without abusing that right , working parents and carers should be able to request flexible working arrangements , meaning the possibility for workers to adjust their working patterns , including through the use of remote working arrangements , flexible working schedules , or a reduction in working hours , for caring purposes . in order to address the needs of workers and employers and ensure that they are properly balanced , it should be possible for member states to limit the duration of part - time work , giving priority to other flexible working arrangements . while working part - time has indeed been shown to be useful in allowing some women to remain in the labour market after having children or other family responsibilities , long periods of reduced working hours may lead to lower social security contributions translating into reduced or non - existing pension entitlements . the ultimate decision as to whether or not to accept a worker’s request for flexible working arrangements should lie with the employer . specific circumstances underlying the need for flexible working arrangements can change . workers should therefore not only have the right to return to their original working patterns at the end of a given agreed period , but should also be able to request to do so at any time where a change in the underlying circumstances so requires .


### in order to encourage a more equal sharing of caring responsibilities between women and men , the right to paternity leave for fathers to be taken on the occasion of the birth of a child should be introduced . in order to take account of differences among member states , the right to paternity leave should be irrespective of marital or family status as defined in national law . ### in order to encourage a more equal sharing of caring responsibilities between women and men , the right to paid paternity leave for fathers or an equivalent second parent as defined in national law to be taken around the occasion of the birth or adoption of a child and within duration limits of the maternity leave should be introduced . in order to take account of differences among member states , the right to paternity leave should be irrespective of marital or family status as defined in national law .


### member states shall take the necessary measures to prohibit less favourable treatment of workers on the ground that they have applied for , or have taken , leave referred to in article 4 , 5 or 6 , or on the ground that they have exercised their right to flexible working arrangements referred to in article 9 . ### member states shall take the necessary measures to prohibit discrimination against workers on the ground that they have applied for , or have taken , leave referred to in article 4 , 5 or 6 , or on the ground that they have exercised their right to flexible working arrangements referred to in article 9 .


### in accordance with national circumstances , such as national law , collective agreements and / or practice , and taking into account the powers delegated to social partners , member states shall ensure that workers exercising the rights to leave referred to in article 4 , 5 or 6 will receive a payment or an adequate allowance at least equivalent to what the worker concerned would receive in case of sick leave . ### in accordance with national circumstances , such as national law , collective agreements and / or practice , and taking into account the powers delegated to social partners , member states shall ensure that workers exercising the rights to leave referred to in article 4 , 5 or 6 will receive a payment or an adequate allowance at least equivalent to what the worker concerned would receive in case of sick leave . member states ensure that the payment or allowance is set at a level that encourages parents to better share the entitlements .


### in order to provide greater possibility for parents to use parental leave as their children grow up , the right to parental leave should be granted until the child is at least twelve years old . member states should be able to specify the period of notice to be given by the worker to the employer when applying for parental leave and to decide whether the right to parental leave may be subject to a certain period of service . in view of the growing diversity of contractual arrangements , the sum of successive fixed - term contracts with the same employer should be taken into account for the purpose of calculating the period of service . to balance the needs of workers with those of employers , member states should also be able to decide whether they define if the employer may be allowed to postpone the granting of parental leave under certain circumstances . in such cases , the employer should provide justification for the postponement . given that flexibility makes it more likely that second parents , in particular fathers , will take up their entitlement to such leave , workers should be able to request to take parental leave on a full - time or part - time basis or in other flexible forms . it should be up to the employer whether or not to accept such a request for parental leave in other flexible forms than full - time . member states should also assess if the conditions and detailed arrangements of parental leave should be adapted to the specific needs of parents in particularly disadvantaged situations . ### in order to provide greater possibility for parents to use parental leave as their children grow up , the right to parental leave should be granted until the child is at least twelve years old . member states should be able to specify the period of notice to be given by the worker to the employer when applying for parental leave and to decide whether the right to parental leave may be subject to a certain period of service , taking into account the specific conditions in micro , small - and medium - size businesses . in view of the growing diversity of contractual arrangements , the sum of successive fixed - term contracts with the same employer should be taken into account for the purpose of calculating the period of service . to balance the needs of workers with those of employers , member states should also be able to decide whether they define if the employer may be allowed to postpone the granting of parental leave under objective circumstances . in such cases , the employer should provide written justification for the postponement . given that flexibility makes it more likely that second parents , in particular fathers , will take up their entitlement to such leave , workers should be able to request to take parental leave on a full - time or part - time basis or in other flexible forms . it should be up to the employer whether or not to accept such a request for parental leave in other flexible forms than full - time . member states should also assess if the conditions and detailed arrangements of parental leave should be adapted to the specific needs of parents in particularly disadvantaged situations , in particular with regard to children with disabilities , serious medical condition , or illness .


### this directive applies to all workers , men and women , who have an employment contract or employment relationship . ### this directive applies to all workers , men and women , who have an employment contract .


### member states shall take the necessary measures to ensure that workers have an individual right to parental leave of at least four months to be taken before the child reaches a given age which shall be at least twelve . ### member states shall take the necessary measures to ensure that workers have an individual right to parental leave of at least four months to be taken before the child reaches a given age which shall be at least twelve . member states may increase the threshold of 12 years for children with disabilities .


### on - the - spot checks and inspections shall be conducted in accordance with this regulation and , to the extent that a matter is not covered by this regulation , with regulation no 2185 / 96 . ### on - the - spot checks and inspections shall be conducted in accordance with this regulation and , to the extent that a matter is not covered by this regulation , with regulation no 2185 / 96 and all relevant union legislation on data protection .


### the office may request oral information , including through interviews , and written information from officials , other servants , members of institutions or bodies , heads of offices or agencies , or staff members . ### the office may request oral information , including through interviews , and written information from officials , other servants , members of institutions or bodies , heads of offices or agencies , or staff members , thoroughly documented according to regular confidentiality and union data protection standards .


### economic operators shall cooperate with the office in the course of its investigations . the office may request oral information , including through interviews , and written information from economic operators . ### economic operators shall cooperate with the office in the course of its investigations . the office may request oral information , including through interviews , and written information from economic operators , duly documented and processed according to regular confidentiality and data protection standards .


### pcdd pcdf pcdd 2 , 3 , 7 , 8 - tecdd 1 , 2 , 3 , 7 , 8 - pecdd 1 , 2 , 3 , 4 , 7 , 8 - hxcdd 1 , 2 , 3 , 6 , 7 , 8 - hxcdd 1 , 2 , 3 , 7 , 8 , 9 - hxcdd 1 , 2 , 3 , 4 , 6 , 7 , 8 - hpcdd ocdd 2 , 3 , 7 , 8 - tecdf 1 , 2 , 3 , 7 , 8 - pecdf 2 , 3 , 4 , 7 , 8 - pecdf 1 , 2 , 3 , 4 , 7 , 8 - hxcdf 1 , 2 , 3 , 6 , 7 , 8 - hxcdf 1 , 2 , 3 , 7 , 8 , 9 - hxcdf 2 , 3 , 4 , 6 , 7 , 8 - hxcdf 1 , 2 , 3 , 4 , 6 , 7 , 8 - hpcdf 1 , 2 , 3 , 4 , 7 , 8 , 9 - hpcdf ocdf pcdd 2 , 3 , 7 , 8 - tecdd 1 , 2 , 3 , 7 , 8 - pecdd 1 , 2 , 3 , 4 , 7 , 8 - hxcdd 1 , 2 , 3 , 6 , 7 , 8 - hxcdd 1 , 2 , 3 , 7 , 8 , 9 - hxcdd 1 , 2 , 3 , 4 , 6 , 7 , 8 - hpcdd ocdd pcdf 2 , 3 , 7 , 8 - tecdf 1 , 2 , 3 , 7 , 8 - pecdf 2 , 3 , 4 , 7 , 8 - pecdf 1 , 2 , 3 , 4 , 7 , 8 - hxcdf pcdd 1 , 2 , 3 , 6 , 7 , 8 - hxcdf 1 , 2 , 3 , 7 , 8 , 9 - hxcdf 2 , 3 , 4 , 6 , 7 , 8 - hxcdf 1 , 2 , 3 , 4 , 6 , 7 , 8 - hpcdf 1 , 2 , 3 , 4 , 7 , 8 , 9 - hpcdf ocdf ### tef tef tef 1 1 0 , 1 0 , 1 0 , 1 0 , 01 0 , 0003 0 , 1 0 , 03 0 , 3 0 , 1 0 , 1 0 , 1 0 , 1 0 , 01 0 , 01 0 , 0003 tef 1 1 0 , 1 0 , 1 0 , 1 0 , 01 0 , 0003 tef 0 , 1 0 , 03 0 , 3 0 , 1 tef 0 , 1 0 , 1 0 , 1 0 , 01 0 , 01 0 , 0003


### the commission shall be assisted by the committee established by article 133 of regulation no 1907 / 2006 for all matters under this regulation . ### the commission shall be assisted by : the committee established by article 133 of regulation no 1907 / 2006 with regard to the implementation of the issues referred to in articles 13 , except where it refers to implementing acts setting out the format of the information referred to in point of article 13 with regard to the application of article 7 , and point of article 13 where it refers to information received pursuant to article 5 and point of article 7 ; and the committee established by article 39 of directive 2008 / 98 / ec1a of the european parliament and of the council , with regard to the implementation of the issues referred to in articles 7 and 13 , where it refers to implementing acts setting out the format of the information referred to in article point of 13 with regard to the application of article 7 , and point of article 13 where it refers to information received pursuant to article 5 and point of article 7 . _________________ 1a directive 2008 / 98 / ec of the european parliament and of the council of 19 november 2008 on waste and repealing certain directives .


### every four years , the commission shall produce an overall evaluation of the vis . this overall evaluation shall include an examination of results achieved against objectives and an assessment of the continuing validity of the underlying rationale , the application of this regulation in respect of the vis , the security of the vis , the use made of the provisions referred to in article 31 and any implications for future operations . the commission shall transmit the evaluation to the european parliament and the council . ### every two years , the commission shall produce an overall evaluation of the vis . this overall evaluation shall include an examination of results achieved against objectives and costs sustained and an assessment of the continuing validity of the underlying rationale , the application of this regulation in respect of the vis , the security of the vis , the use made of the provisions referred to in article 31 and any implications for future operations . the commission shall transmit the evaluation to the european parliament and the council .


### member states shall ensure that any presumption , which shifts the burden of proof to the suspects or accused persons , is of sufficient importance to justify overriding that principle and is rebuttable . ### member states may provide that any presumption which shifts the burden of proof to the suspect or accused persons , is both reasonable and proportionate in light of the particular circumstances and is rebuttable .


### exercise of the right not to incriminate oneself or of the right not to cooperate shall not be used against a suspect or accused person at a later stage of the proceedings and shall not be considered as a corroboration of facts . ### exercise of the right not to incriminate oneself shall not be used against a suspect or accused person at any stage of the proceedings and shall not be considered as a corroboration of facts .


### exercise of the right to remain silent shall not be used against a suspect or accused person at a later stage in the proceedings and shall not be considered as a corroboration of facts . ### exercise of the right to remain silent shall not be used against a suspect or accused person at a later stage in the proceedings and shall not be considered as evidence that the person concerned has committed the offence which he is suspected or accused of having committed .


### exercise of the right to remain silent shall not be used against a suspect or accused person at a later stage in the proceedings and shall not be considered as a corroboration of facts . ### exercise of the right to remain silent shall not be used against a suspect or accused person as a corroboration of facts in a later stage of proceedings .


### this directive should apply to natural persons who are suspected or accused of having committed a criminal offence . it should apply at any stage of the proceedings , even before those persons are made aware by the competent authorities of a member state , by official notification or otherwise , that they are suspected or accused of having committed a criminal offence , until the conclusion of such proceedings . ### this directive should apply to natural persons who are suspected or accused of having committed a criminal offence . it should apply at any stage of the proceedings .


### this regulation should apply to online content services which are provided against payment of money . providers of such services are in a position to verify the member state of residence of their subscribers . the right to use an online content service should be regarded as acquired against payment of money whether such payment is made directly to the provider of the online content service , or to another party such as a provider offering a package combining a telecommunications service and an online content service operated by another provider . ### this regulation should apply to online content services which are provided against payment of money . the right to use an online content service should be regarded as acquired against payment of money whether such payment is made directly to the provider of the online content service , or to another party such as a provider offering a package combining a telecommunications service and an online content service operated by another provider .


### service providers should ensure that their subscribers are properly informed about the conditions of enjoyment of online content services in member states other than the member state of residence of the subscribers . the regulation enables right holders to require that the service provider make use of effective means in order to verify that the online content service is provided in conformity with this regulation . it is necessary , however , to ensure that the required means are reasonable and do not go beyond what is necessary in order to achieve this purpose . examples of the necessary technical and organisational measures may include sampling of ip address instead of constant monitoring of location , transparent information to the individuals about the methods used for the verification and its purposes , and appropriate security measures . considering that for purposes of the verification what matters is not the location , but rather , in which member state the subscriber is accessing the service , precise location data should not be collected and processed for this purpose . similarly , where authentication of a subscriber is sufficient in order to deliver the service provided , identification of the subscriber should not be required . ### service providers should ensure that their subscribers are properly informed about the conditions of enjoyment of online content services in member states other than the member state of residence of the subscribers . the regulation enables right holders to require that the service provider make use of effective means in order to verify that the online content service is provided in conformity with this regulation . it is necessary , however , to ensure that the required means are reasonable and do not go beyond what is necessary in order to achieve this purpose . considering that for purposes of the verification what matters is not the specific location or country , but rather whether access of the content is within the member state of residence or not , precise location data should not be collected and processed for this purpose . the list of verification means as supplied in this regulation provide sufficient and flexible means by which service providers can authenticate and verify subscriber ' s compliance with the definition of member state of residence .


### consumers increasingly enter into contractual arrangements with service providers for the provision of online content services . however , consumers that are temporarily present in another member state of the union often cannot access and use the online content services that they have acquired the right to use in their home country . ### consumers increasingly enter into contractual arrangements with service providers for the provision of online content services . however , consumers that are temporarily present in another member state of the union often cannot continue accessing and using the online content services that they have acquired the right to use in their member state of residence .


### this regulation introduces a common approach to ensuring that subscribers to online content services in the union , when temporarily present in a member state , can access and use these services . ### this regulation introduces a common approach to ensuring that subscribers to legally acquired online content services in the union , when temporarily present in a member state other than that of their member state of residence can access and use these services whilst respecting all the relevant copyright and related rights of the content access and used .


### this regulation should apply only to online content services which subscribers can effectively access and use in the member state in which they habitually reside without being limited to a specific location , as it is not appropriate to require service providers that do not offer portable services in their home country to do so across borders . ### this regulation should apply only to online content services which subscribers can effectively access and use in their member state of residence in which they habitually reside without being limited to a specific location , as it is not appropriate to require service providers that do not offer portable services within their member state of residence of the subscriber to do so across borders .


### the technological development leading to a proliferation of portable devices such as tablets and smartphones increasingly facilitates the use of online content services by providing access to them regardless of the consumers ' location . there is a rapidly growing demand on the part of consumers for access to content and innovative online services not only in their home country but also when they are temporarily present in another member state of the union . ### the technological development leading to a proliferation of portable devices such as tablets and smartphones increasingly facilitates the use of online content services by providing access to them regardless of the consumers ' location . there is a rapidly growing demand on the part of consumers for access to content and innovative online services not only in their member state of residence but also when they are temporarily present in another member state of the union .


### requiring that the delivery of online content services to subscribers temporarily present in member states other than their member state of residence be of the same quality as in the member state of residence could result in high costs for service providers and thus ultimately for subscribers . therefore , it is not appropriate for this regulation to require that the provider of an online content service take measures to ensure quality of delivery of such services beyond the quality available via the local online access chosen by a subscriber while temporarily present in another member state . in such cases the provider shall not be liable if the quality of delivery of the service is lower . nevertheless , if the provider expressly agrees to guarantee certain quality of delivery to subscribers while temporarily present in other member states , the provider shall be bound by such agreement . ### requiring that the delivery of online content services to subscribers temporarily present in member states other than their member state of residence be of the same quality as in the member state of residence could result in high costs for service providers and thus ultimately for subscribers . therefore , it is not appropriate for this regulation to require that the provider of an online content service take measures to ensure quality of delivery of such services beyond the quality available via the local online access chosen by a subscriber while temporarily present in another member state . in such cases the provider shall not be liable if the quality of delivery of the service is lower . nevertheless , if the provider expressly agrees to guarantee certain quality of delivery to subscribers while temporarily present in other member states , the provider shall be bound by such agreement . providers of online content services should provide subscribers advance notification concerning any variation in the quality that may be delivered or experienced when accessing content in a member state other than the member state of residence . such information could be provided on the provider ' s website .


### there are a number of barriers which hinder the provision of these services to consumers temporarily present in another member state . certain online services include content such as music , games or films which are protected by copyright and / or related rights under union law . in particular , the obstacles to cross - border portability of online content services stem from the fact that the rights for the transmission of content protected by copyright and / or related rights such as audiovisual works are often licensed on a territorial basis as well as from the fact that online service providers may choose to serve specific markets only . ### there are a number of barriers which hinder the provision of these services to consumers temporarily present in another member state . certain online services include content such as music , games or films which are protected by copyright and / or related rights under union law . in particular , the obstacles to cross - border portability of online content services stem from the fact that the rights for the transmission of content protected by copyright and / or related rights such as audiovisual works are often licensed on a territorial basis as well as from the fact that online service providers may arbitrarily choose to serve specific markets only , thus depriving consumers of information and entertainment services .


### requiring that the delivery of online content services to subscribers temporarily present in member states other than their member state of residence be of the same quality as in the member state of residence could result in high costs for service providers and thus ultimately for subscribers . therefore , it is not appropriate for this regulation to require that the provider of an online content service take measures to ensure quality of delivery of such services beyond the quality available via the local online access chosen by a subscriber while temporarily present in another member state . in such cases the provider shall not be liable if the quality of delivery of the service is lower . nevertheless , if the provider expressly agrees to guarantee certain quality of delivery to subscribers while temporarily present in other member states , the provider shall be bound by such agreement . ### requiring that the delivery of online content services to subscribers temporarily present in member states other than their member state of residence be of the same quality as in the member state of residence is essential . if the provider expressly agrees to guarantee certain quality of delivery to subscribers while temporarily present in other member states , the provider shall be bound by such agreement .


### this regulation should apply only to online content services which subscribers can effectively access and use in the member state in which they habitually reside without being limited to a specific location , as it is not appropriate to require service providers that do not offer portable services in their home country to do so across borders . ### this regulation should apply only to online content services which subscribers can effectively access and use in their member state of residence without being limited to a specific location , as it is not appropriate to require service providers that do not offer portable services in their member state of residence to do so across borders .


### the provider of an online content service shall enable a subscriber who is temporarily present in a member state to access and use the online content service . ### the provider of an online content service provided against payment of money shall enable a subscriber who is temporarily present in a member state to access and use the online content service subject to effective and proportionate means of authentication and verification in accordance with this regulation .


### this regulation should , therefore , apply to online content services that a service provider , after having obtained the relevant rights from right holders in a given territory , provides to its subscribers on the basis of a contract , by any means including streaming , downloading or any other technique which allows use of that content . a registration to receive content alerts or a mere acceptance of html cookies should not be regarded as a contract for the provision of online content service for the purposes of this regulation . ### this regulation should , therefore , apply to online content services that a service provider , after having obtained the relevant rights from right holders in a given territory , provides to its subscribers on the basis of a contract , by any means including streaming , downloading or any other technique which allows use of that content . neither the registration to receive content alerts or a mere acceptance of html cookies nor the exchange or transfer of data should be regarded as a contract for the provision of online content service for the purposes of this regulation .


### member states shall ensure that authors and performers receive on a regular basis and taking into account the specificities of each sector , timely , adequate and sufficient information on the exploitation of their works and performances from those to whom they have licensed or transferred their rights , notably as regards modes of exploitation , revenues generated and remuneration due . ### member states may ensure that authors and performers who are in a contractual relationship where there are ongoing payment obligations receive on a regular basis and taking into account the specificities of each sector , timely , adequate and sufficient information on the exploitation of their works and performances from the party with whom they entered into a contract for the exploitation of rights , notably as regards modes of exploitation , revenues generated and remuneration due .


### rightholders shall be allowed to apply measures to ensure the security and integrity of the networks and databases where the works or other subject - matter are hosted . such measures shall not go beyond what is necessary to achieve that objective . ### rightholders shall be allowed to apply targeted , proportionate , reasonable and non - discriminatory measures to ensure the security and integrity of the networks and databases where the works or other subject - matter are hosted . such measures shall be reasonable and efficient , not go beyond what is necessary to achieve that objective , or unnecessarily hamper text and data mining .


### member states shall provide for an exception to the rights provided for in article 2 of directive 2001 / 29 / ec , articles 5 and 7 of directive 96 / 9 / ec , article 4 of directive 2009 / 24 / ec and article 11 of this directive , permitting cultural heritage institutions , to make copies of any works or other subject - matter that are permanently in their collections , in any format or medium , for the sole purpose of the preservation of such works or other subject - matter and to the extent necessary for such preservation . ### member states shall provide for an exception to the rights provided for in article 2 of directive 2001 / 29 / ec , articles 5 and 7 of directive 96 / 9 / ec , article 4 of directive 2009 / 24 / ec and article 11 of this directive , permitting cultural heritage institutions , to make copies of any works or other subject - matter that are permanently in their collections or use the facilities of third parties to do so , in any format or medium , for the sole purpose of the preservation of such works or other subject - matter and to the extent necessary for such preservation .


### rapid technological developments continue to transform the way works and other subject - matter are created , produced , distributed and exploited . new business models and new actors continue to emerge . the objectives and the principles laid down by the union copyright framework remain sound . however , legal uncertainty remains , for both rightholders and users , as regards certain uses , including cross - border uses , of works and other subject - matter in the digital environment . as set out in the communication of the commission entitled ‘ towards a modern , more european copyright framework’26 , in some areas it is necessary to adapt and supplement the current union copyright framework . this directive provides for rules to adapt certain exceptions and limitations to digital and cross - border environments , as well as measures to facilitate certain licensing practices as regards the dissemination of out - of - commerce works and the online availability of audiovisual works on video - on - demand platforms with a view to ensuring wider access to content . in order to achieve a well - functioning marketplace for copyright , there should also be rules on rights in publications , on the use of works and other subject - matter by online service providers storing and giving access to user uploaded content and on the transparency of authors ' and performers ' contracts . _________________ 26 com 626 final . ### rapid technological developments continue to transform the way works and other subject - matter are created , produced , distributed and exploited , and relevant legislation must be future proof so as to not restrict technological development . new business models and new actors continue to emerge . the objectives and the principles laid down by the union copyright framework remain sound . however , legal uncertainty remains , for both rightholders and users , as regards certain uses , including cross - border uses , of works and other subject - matter in the digital environment . as set out in the communication of the commission entitled ‘ towards a modern , more european copyright framework’26 , in some areas it is necessary to adapt and supplement the current union copyright framework . this directive provides for rules to adapt certain exceptions and limitations to digital and cross - border environments , as well as measures to facilitate certain licensing practices as regards the dissemination of out - of - commerce works and the online availability of audiovisual works on video - on - demand platforms with a view to ensuring wider access to content . in order to achieve a well - functioning marketplace for copyright , there should also be rules on the use of works and other subject - matter by online service providers storing and giving access to user uploaded content and on the transparency of authors ' and performers ' contracts . _________________ 26 com 626 final .


### member states shall ensure that authors and performers are entitled to request additional , appropriate remuneration from the party with whom they entered into a contract for the exploitation of the rights when the remuneration originally agreed is disproportionately low compared to the subsequent relevant revenues and benefits derived from the exploitation of the works or performances . ### member states may decide that authors and performers are entitled , in case of an unexpected success , to request additional , appropriate remuneration from the party with whom they entered into a contract for the exploitation of the rights when the remuneration originally agreed is disproportionately low compared to the subsequent relevant net revenues and benefits derived from the exploitation of the works or performances .


### research organisations across the union encompass a wide variety of entities the primary goal of which is to conduct scientific research or to do so together with the provision of educational services . due to the diversity of such entities , it is important to have a common understanding of the beneficiaries of the exception . despite different legal forms and structures , research organisations across member states generally have in common that they act either on a not for profit basis or in the context of a public - interest mission recognised by the state . such a public - interest mission may , for example , be reflected through public funding or through provisions in national laws or public contracts . at the same time , organisations upon which commercial undertakings have a decisive influence allowing them to exercise control because of structural situations such as their quality of shareholders or members , which may result in preferential access to the results of the research , should not be considered research organisations for the purposes of this directive . ### research organisations across the union encompass a wide variety of entities which carry out research , including the public sector and cultural heritage institutions , the primary goal of which is to conduct scientific research or to do so together with the provision of educational services . due to the diversity of such entities , it is important to have a common understanding of the beneficiaries of the exception . despite different legal forms and structures , research organisations across member states generally have in common that they act either on a not for profit basis or in the context of a public - interest mission recognised by the state . such a public - interest mission may , for example , be reflected through public funding or through provisions in national laws or public contracts . at the same time , organisations upon which commercial undertakings have a decisive influence allowing them to exercise control because of structural situations such as their quality of shareholders or members , which may result in preferential access to the results of the research , should not be considered research organisations for the purposes of this directive .


### certain contracts for the exploitation of rights harmonised at union level are of long duration , offering few possibilities for authors and performers to renegotiate them with their contractual counterparts or their successors in title . therefore , without prejudice to the law applicable to contracts in member states , there should be a remuneration adjustment mechanism for cases where the remuneration originally agreed under a licence or a transfer of rights is disproportionately low compared to the relevant revenues and the benefits derived from the exploitation of the work or the fixation of the performance , including in light of the transparency ensured by this directive . the assessment of the situation should take account of the specific circumstances of each case as well as of the specificities and practices of the different content sectors . where the parties do not agree on the adjustment of the remuneration , the author or performer should be entitled to bring a claim before a court or other competent authority . ### certain contracts for the exploitation of rights harmonised at union level are of long duration , offering few possibilities for authors and performers to renegotiate them with their contractual counterparts or their successors in title . therefore , without prejudice to the law applicable to contracts in member states , member states may decide to introduce a remuneration adjustment mechanism for cases of unexpected success where the remuneration originally agreed under a licence or a transfer of rights is disproportionately low compared to the relevant net revenues and the benefits derived from the exploitation of the work or the fixation of the performance , including in light of the transparency ensured by this directive . the assessment of the situation should take account of the specific circumstances of each case as well as of the specificities and practices of the different content sectors . where the parties do not agree on the adjustment of the remuneration , the author or performer should be entitled to bring a claim before a court or other competent authority .


### information society service providers that store and provide to the public access to large amounts of works or other subject - matter uploaded by their users shall , in cooperation with rightholders , take measures to ensure the functioning of agreements concluded with rightholders for the use of their works or other subject - matter or to prevent the availability on their services of works or other subject - matter identified by rightholders through the cooperation with the service providers . those measures , such as the use of effective content recognition technologies , shall be appropriate and proportionate . the service providers shall provide rightholders with adequate information on the functioning and the deployment of the measures , as well as , when relevant , adequate reporting on the recognition and use of the works and other subject - matter . ### information society service providers that actively promote and&#160 ; curate content in the making&#160 ; available to the public copyright protected digital works or other digital subject - matter uploaded by their users and with knowledge by the information society service provider of the copyright protection of those works or subject matter shall endeavour to achieve , where appropriate , fair and balanced agreements with rightholders governing this content and in cooperation with rightholders , take measures to ensure the functioning of those agreements . those measures , such as the use of effective content recognition technologies or notice and takedown , shall be appropriate and proportionate . those service providers shall cooperate and work together with rightholders to ensure that the functioning and implementation of such agreements are full and transparent .


### information society service providers that store and provide to the public access to large amounts of works or other subject - matter uploaded by their users shall , in cooperation with rightholders , take measures to ensure the functioning of agreements concluded with rightholders for the use of their works or other subject - matter or to prevent the availability on their services of works or other subject - matter identified by rightholders through the cooperation with the service providers . those measures , such as the use of effective content recognition technologies , shall be appropriate and proportionate . the service providers shall provide rightholders with adequate information on the functioning and the deployment of the measures , as well as , when relevant , adequate reporting on the recognition and use of the works and other subject - matter . ### information society service providers whose users upload copyright protected content without the authorisation of rightholders , if that authorisation is required , shall endeavour to achieve , where appropriate , agreements with rightholders governing this content , unless they are eligible for the liability exemption provided in article 14 of directive 2000 / 31 / ec of the european parliament and the council . the implementation of such agreements shall respect users ' fundamental rights and article 15 of directive 2000 / 31 / ec of the european parliament and the council . the service providers shall provide rightholders with adequate information on the implementation of such agreements .


### ‘ cultural heritage institution’ means a publicly accessible library or museum , an archive or a film or audio heritage institution ; ### ‘ cultural heritage institution’ means a publicly accessible library , museum , gallery or educational establishment , an archive or a film or audio heritage institution or public broadcaster ;


### member states shall provide for an exception or limitation to the rights provided for in articles 2 and 3 of directive 2001 / 29 / ec , articles 5 and 7 of directive 96 / 9 / ec , article 4 of directive 2009 / 24 / ec and article 11 of this directive in order to allow for the digital use of works and other subject - matter for the sole purpose of illustration for teaching , to the extent justified by the non - commercial purpose to be achieved , provided that the use : ### member states shall provide for an exception or limitation to the rights provided for in articles 2 and 3 of directive 2001 / 29 / ec , articles 5 and 7 of directive 96 / 9 / ec , article 4 of directive 2009 / 24 / ec and article 11 of this directive in order to allow for the digital use of works and other subject - matter for educational purposes , to the extent justified by the non - commercial purpose to be achieved , provided that the use :


### certain rightholders such as authors and performers need information to assess the economic value of their rights which are harmonised under union law . this is especially the case where such rightholders grant a licence or a transfer of rights in return for remuneration . as authors and performers tend to be in a weaker contractual position when they grant licences or transfer their rights , they need information to assess the continued economic value of their rights , compared to the remuneration received for their licence or transfer , but they often face a lack of transparency . therefore , the sharing of adequate information by their contractual counterparts or their successors in title is important for the transparency and balance in the system that governs the remuneration of authors and performers . ### certain rightholders such as authors and performers need information to assess the economic value of their rights which are harmonised under union law . this is especially the case where such rightholders grant a licence or a transfer of rights in return for remuneration . as authors and performers tend to be in a weaker contractual position when they grant licences or transfer their rights , they need information to assess the continued economic value of their rights , compared to the remuneration received for their licence or transfer , but they often face a lack of transparency . therefore , the sharing of adequate information by their direct contractual counterparts or their successors in title is important for the transparency and balance in the system that governs the remuneration of authors and performers .


### article 5 of directive 2001 / 29 / ec allows member states to introduce an exception or limitation to the rights of reproduction , communication to the public and making available to the public for the sole purpose of , among others , illustration for teaching . in addition , articles 6 and 9 of directive 96 / 9 / ec permit the use of a database and the extraction or re - utilization of a substantial part of its contents for the purpose of illustration for teaching . the scope of those exceptions or limitations as they apply to digital uses is unclear . in addition , there is a lack of clarity as to whether those exceptions or limitations would apply where teaching is provided online and thereby at a distance . moreover , the existing framework does not provide for a cross - border effect . this situation may hamper the development of digitally - supported teaching activities and distance learning . therefore , the introduction of a new mandatory exception or limitation is necessary to ensure that educational establishments benefit from full legal certainty when using works or other subject - matter in digital teaching activities , including online and across borders . ### article 5 of directive 2001 / 29 / ec allows member states to introduce an exception or limitation to the rights of reproduction , communication to the public and making available to the public for the sole purpose of , among others , illustration for teaching . in addition , articles 6 and 9 of directive 96 / 9 / ec permit the use of a database and the extraction or re - utilization of a substantial part of its contents for the purpose of illustration for teaching . there is a lack of clarity as to whether those exceptions or limitations would apply where teaching is provided online and thereby at a distance . moreover , the existing framework does not provide for a cross - border effect . this situation may hamper the development of digitally - supported teaching activities and distance learning . therefore , the introduction of a new mandatory exception or limitation is necessary to ensure that educational establishments benefit from full legal certainty when using works or other subject - matter in digital teaching activities , including online and across borders .


### the right of companies to carry out a cross - border division may in certain circumstances be used for abusive purposes such as for the circumvention of labour standards , social security payments , tax obligations , creditors ' or members ' rights or rules on employees participation . in order to combat such abuses , as a general principle of union law , member states are required to ensure that companies do not use the cross - border division procedure in order to create artificial arrangements aimed at obtaining undue tax advantages or at unduly prejudicing the legal or contractual rights of employees , creditors or members . in so far as it constitutes a derogation from a fundamental freedom , the fight against abuses must be interpreted strictly and must be based on an individual assessment of all relevant circumstances . a procedural and substantive framework which describes the margin of discretion and allows for the diversity of approaches by member states whilst at the same time setting out the requirements to streamline the actions to be taken by national authorities to fight abuses in conformity with union law should be laid down . ### companies carrying out a cross - border division should pay due regard to the principle of subsidiarity and the competences of member states involved regarding employment , social security and tax laws .


### in order to provide information to its employees , the company carrying out the cross - border conversion should prepare a report explaining the implications of the proposed cross - border conversion for employees . the report should explain in particular the implications of the proposed cross - border conversion on the safeguarding of the jobs of the employees , whether there would be any material change in the employment relationships and the locations of the companies’ places of business and how each of these factors would relate to any subsidiaries of the company . this requirement should not however apply where the only employees of the company are in its administrative organ . the provision of the report should be without prejudice to the applicable information and consultation proceedings instituted at national level following the implementation of directive 2002 / 14 / ec of the european parliament and of the council43 or directive 2009 / 38 / ec of the european parliament and of the council44 . __________________ 43 directive 2002 / 14 / ec of the european parliament and of the council of 11 march 2002 establishing a general framework for informing and consulting employees in the european community . 44 directive 2009 / 38 / ec of the european parliament and of the council of 6 may 2009 on the establishment of a european works council or a procedure in community - scale undertakings and community - scale groups of undertakings for the purposes of informing and consulting employees . ### in order to provide information to its employees , this report should also explain the implications of the proposed cross - border conversion for employees and / or their representatives . in order to avoid duplications , companies may decide to combine this report with the report addressed to the members . it should explain in particular the implications of the proposed cross - border conversion on the safeguarding of the jobs of the employees , whether there would be any material change in the employment relationships , on the application of collective agreements and the locations of the companies’ central administration or places of business and how each of these factors would relate to any subsidiaries of the company . the requirement for certain specific information should not however apply where the only employees of the company are in its administrative organ and should be delivered in a timely manner . the provision of the report should not create unnecessary administrative requirements or duplication of existing requirements and should be without prejudice to the applicable information and consultation proceedings instituted at national level following the implementation of directive 2002 / 14 / ec of the european parliament and of the council43 or directive 2009 / 38 / ec of the european parliament and of the council44 . __________________ 43 directive 2002 / 14 / ec of the european parliament and of the council of 11 march 2002 establishing a general framework for informing and consulting employees in the european community . 44 directive 2009 / 38 / ec of the european parliament and of the council of 6 may 2009 on the establishment of a european works council or a procedure in community - scale undertakings and community - scale groups of undertakings for the purposes of informing and consulting employees .


### given the complexity of cross - border divisions and the multitude of the interests concerned , it is appropriate to provide for an ex - ante control in order to create legal certainty . to that effect , a structured and multi - layered procedure should be set out whereby both the competent authorities of the member state of the company being divided and of the member state of the recipient companies ensure that a decision on the approval of a cross - border division is taken in a fair , objective and non - discriminatory manner on the basis of all relevant elements and by taking into account all legitimate public interests , in particular the protection of employees , shareholders and creditors . ### given the complexity of cross - border divisions and the multitude of the interests concerned , it is appropriate to provide for an ex - ante and an ex - post control in order to create legal certainty . to that effect , a structured and multi - layered procedure should be set out whereby both the competent authorities of the member state of the company being divided and of the member state of the recipient companies ensure that a decision on the approval of a cross - border division is taken in a fair , objective and non - discriminatory manner on the basis of all relevant elements and by taking into account all legitimate public interests , in particular the protection of employees , shareholders and creditors .


### article 160g report of the management or administrative organ to the members ### article 160g report of the management or administrative organ


### member states shall ensure in order to assess whether the cross - border conversion constitutes an artificial arrangement within the meaning of article 86c , that the competent authority of the departure member state carries out an in - depth assessment of all relevant facts and circumstances and shall take into account at a minimum the following : the characteristics of the establishment in the destination member state , including the intent , the sector , the investment , the net turnover and profit or loss , number of employees , the composition of the balance sheet , the tax residence , the assets and their location , the habitual place of work of the employees and of specific groups of employees , the place where social contributions are due and the commercial risks assumed by the converted company in the destination member state and the departure member state . ### member states shall ensure in order to assess whether the cross - border conversion constitutes an artificial arrangement , that the competent authority of the departure member state carries out an in - depth assessment of all relevant facts and circumstances and shall take into account at a minimum the following : the characteristics of the establishment in the destination member state , including the intent , the sector , the investment , the net turnover and profit or loss ; the number of employees working in the country of destination , the number of employees working in another country grouped according to the country of work , the number of employees posted in the year prior to the conversion within the meaning of regulation no 883 / 2004 and directive 96 / 71 / ec , the number of employees working simultaneously in more than one member state within the meaning of regulation no 883 / 2004 , the composition of the balance sheet ; the tax residence ; the assets and their location ; the habitual place of work of the employees and of specific groups of employees ; the places where social contributions are due ; the commercial risks assumed by the converted company in the destination member state and the departure member state ; and the composition of the balance sheet and of the financial statement in the destination member state and in all member states in which the company operates in the last two fiscal years .


### in order to provide information to its members , the company being divided should prepare a report . the report should explain and substantiate the legal and economic aspects of the proposed cross - border division , in particular explaining the implications of the cross - border division for members with regard to the future business of the company and the management organs’ strategic plan . it should also include explanations about the exchange ratio , where applicable , the criteria to determine the allocation of shares and potential remedies available to members , where they do not agree with the decision to carry out a cross - border division . ### in order to provide information to its members and employees , the company being divided should prepare a report in full respect of the autonomy of the social partners . with regard to the interests of members , and especially minority shareholders , the report should explain and substantiate the legal and economic aspects of the proposed cross - border division , in particular explaining the implications of the cross - border division for members with regard to the future business of the company and the management organs’ strategic plan . it should also include explanations about the exchange ratio , where applicable , the criteria to determine the allocation of shares and potential remedies available to members , where they do not agree with the decision to carry out a cross - border division .


### the commission should carry out an evaluation of this directive . pursuant to paragraph 22 of the interinstitutional agreement between the european parliament , the council of the european union and the european commission on better law - making of 13 april 201652 that evaluation should be based on the five criteria of efficiency , effectiveness , relevance , coherence and value added and should provide the basis for impact assessments of possible further measures . _________________ 52 oj l123 , 12 . 5 . 2016 , p . 1 . ### the commission should carry out an evaluation of this directive . it should examine its impact on the economy , competitiveness and growth . pursuant to paragraph 22 of the interinstitutional agreement between the european parliament , the council of the european union and the european commission on better law - making of 13 april 201652 that evaluation should be based on the five criteria of efficiency , effectiveness , relevance , coherence and value added and should provide the basis for impact assessments of possible further measures . _________________ 52 oj l123 , 12 . 5 . 2016 , p . 1 .


### it is appropriate therefore to provide procedural and substantive rules on cross - border conversions which would contribute to the abolition of restrictions on freedom of establishment and provide at the same time adequate and proportionate protection for stakeholders such as employees , creditors and minority shareholders . ### it is appropriate therefore to provide procedural and substantive rules on cross - border conversions which would contribute to the abolition of restrictions on freedom of establishment and provide at the same time adequate and proportionate protection for stakeholders , such as employees while respecting national employment laws , and providing certainty for creditors and minority shareholders .


### to allow all stakeholders ' legitimate interests to be taken into account in the procedure governing a cross - border conversion , the company should disclose the draft terms of the cross - border conversion containing the most important information about the proposed cross - border conversion , including the envisaged new company form , the instrument of constitution and the proposed timetable for the conversion . members , creditors and employees of the company carrying out the cross - border conversion should be notified in order that they can submit comments with regard to the proposed conversion . ### to allow all stakeholders ' legitimate interests to be taken into account in the procedure governing a cross - border conversion , the company should disclose the draft terms of the cross - border conversion containing the most important information about the proposed cross - border conversion , including the envisaged new company form , the instrument of constitution and the proposed timetable for the conversion . members , creditors , investors and employees of the company carrying out the cross - border conversion should be notified in a timely manner so that they can submit comments with regard to the proposed conversion .


### member states shall ensure in order to assess whether the cross - border conversion constitutes an artificial arrangement within the meaning of article 86c , that the competent authority of the departure member state carries out an in - depth assessment of all relevant facts and circumstances and shall take into account at a minimum the following : the characteristics of the establishment in the destination member state , including the intent , the sector , the investment , the net turnover and profit or loss , number of employees , the composition of the balance sheet , the tax residence , the assets and their location , the habitual place of work of the employees and of specific groups of employees , the place where social contributions are due and the commercial risks assumed by the converted company in the destination member state and the departure member state . ### member states shall ensure in order to assess whether the cross - border conversion constitutes an artificial arrangement within the meaning of article 86c , that the competent authority of the departure member state carries out an assessment of all relevant facts and circumstances and may take into account the following : the characteristics of the establishment in the destination member state , including the intent , the sector , the investment , the net turnover and profit or loss , number of employees , the composition of the balance sheet , the tax residence , the assets and their location , the habitual place of work of the employees and of specific groups of employees , the place where social contributions are due and the commercial risks assumed by the converted company in the destination member state and the departure member state .


### in order to provide information to its members , the company being divided should prepare a report . the report should explain and substantiate the legal and economic aspects of the proposed cross - border division , in particular explaining the implications of the cross - border division for members with regard to the future business of the company and the management organs’ strategic plan . it should also include explanations about the exchange ratio , where applicable , the criteria to determine the allocation of shares and potential remedies available to members , where they do not agree with the decision to carry out a cross - border division . ### in order to provide information to its members , the company being divided should prepare a summary report . the report should explain and substantiate the legal and economic aspects of the proposed cross - border division , in particular explaining the implications of the cross - border division for members with regard to the future business of the company and the management organs’ strategic plan . .


### the right to convert an existing company formed in a member state into a company governed by another member state may in certain circumstances be used for abusive purposes such as for the circumvention of labour standards , social security payments , tax obligations , creditors ' , minority shareholders ' rights or rules on employees participation . in order to combat such possible abuses , a general principle of union law , member states are required to ensure that companies do not use the cross - border conversion procedure in order to create artificial arrangements aimed at obtaining undue tax advantages or at unduly prejudicing the legal or contractual rights of employees , creditors or members . in so far as it constitutes a derogation from a fundamental freedom , the fight against abuses must be interpreted strictly and be based on an individual assessment of all relevant circumstances . a procedural and substantive framework which describes the margin of discretion and allows for the diversity of approach by member states whilst at the same time setting out the requirements to streamline the actions to be taken by national authorities to fight abuses in conformity with union law should be laid down . ### the right to convert an existing company formed in a member state into a company governed by another member state may in certain circumstances be used for abusive purposes such as for the circumvention of labour standards , social security payments , tax obligations , creditors ' , minority shareholders ' rights or rules on employees participation . in order to combat such possible abuses , a general principle of union law , member states are required to ensure that companies comply with national laws and do not use the cross - border conversion procedure in order to create artificial arrangements or unduly prejudice the legal or contractual rights of employees , creditors or members ;


### where the competent authority determines that the cross - border conversion falls within the scope of the national provisions transposing this directive , that it complies with all the relevant conditions and that all necessary procedures and formalities have been completed , the competent authority shall issue the pre - conversion certificate ; ### where the competent authority determines that the cross - border conversion falls within the scope of the national provisions transposing this directive , that it complies with all the relevant conditions and that all necessary procedures and formalities have been completed and that there are no indications for circumventing employees ' participation rules , the competent authority shall issue the pre - conversion certificate ;


### after taking note of the reports referred to in articles 86e , 86f and 86g , where applicable , the general meeting of the company carrying out the conversion shall decide , by means of a resolution , whether to approve the draft terms of the cross - border conversion . the company shall inform the competent authority designated in accordance with article 86m of the decision of the general meeting . ### after taking note of the reports referred to in articles 86f and 86g , where applicable , the general meeting of the company carrying out the conversion shall decide , by means of a resolution , whether to approve the draft terms of the cross - border conversion . before a decision is taken , any preceding applicable information and consultation rights have to be met in such a way and at such a time that an opinion by the employee representatives can be taken into consideration . the company shall inform the competent authority designated in accordance with article 86m of the decision of the general meeting .


### member states shall ensure that the competent authority of the departure member state shall not authorise the cross - border conversion where it determines , after an examination of the specific case and having regard to all relevant facts and circumstances , that it constitutes an artificial arrangement aimed at obtaining undue tax advantages or at unduly prejudicing the legal or contractual rights of employees , creditors or minority members . ### with due regard and respect for subsidiarity and member states competences regarding tax and employment laws , member states shall aim to prevent artificial arrangements aimed at unduly prejudicing the legal or contractual rights of employees , creditors or minority members .


### examination by an independent expert ### examination by the competent authority


### a description of all factual elements necessary for the competent authority designated in accordance with article 160o , to carry out an in - depth assessment to determine whether the intended cross - border division constitutes an artificial arrangement in accordance with article 160p , at a minimum the following : the characteristics of the establishments in the member states concerned of the recipient companies , including the intent , the sector , the investment , the net turnover and profit or loss , number of employees , the composition of the balance sheet , the tax residence , the assets and their location , the habitual place of work of the employees and of specific groups of employees , the place where social contributions are due and the commercial risks assumed by the company being divided in the member states of the recipient companies . ### a description of all factual elements necessary for the competent authority designated in accordance with article 160o , to carry out an in - depth assessment to determine whether the intended cross - border division constitutes an artificial arrangement in accordance with article 160p , at a minimum the following : the characteristics of the establishment in the destination member state , including the intent , the sector , the investment , the net turnover and profit or loss , the number of employees working in the country of destination , the number of employees working in another country grouped according to the country of work , the number of employees posted or sent in the year prior to the conversion within the meanings of regulation no 883 / 2004 and directive 96 / 71 / ec , the number of employees working simultaneously in more than one member state within the meaning of regulation no 883 / 2004 , the tax residence , the assets and their location , the habitual place of work of the employees and of specific groups of employees , the places where social contributions are due ; the commercial risks assumed by the converted company in the destination member state and the departure member state , the composition of the balance sheet and of the financial statement in the destination member state and in all member states in which the company operates in the last two fiscal years .


### article 86f report of the management or administrative organ to the employees the management or administrative organ of the company carrying out the cross - border conversion shall draw up a report explaining and justifying the legal and economic aspects of the cross - border conversion . 2 . the report referred to in paragraph 1 , shall in particular explain the following : the implications of the cross - border conversion on the future business of the company and on the management ' s strategic plan ; the implications of the cross - border conversion on the safeguarding of employment relationships ; any material changes in the conditions of employment and in the location of the company’s places of business ; whether the factors set out in points , and also relate to any subsidiaries of the company . 3 . the report referred to in paragraph 1 of this article , shall be made available , at least electronically , to the representatives of the employees of the company carrying out the cross - border conversion or , where there are no such representatives , to the employees themselves not less than two months before the date of the general meeting referred to in article 86i . that report shall also be made similarly available to the members of the company carrying out the cross - border conversion . 4 . where the management or administrative organ of the company carrying out the cross - border conversion receives , in good time , an opinion from the representatives of their employees or , where there are no such representatives , from the employees themselves , as provided for under national law , the members shall be informed thereof and that opinion shall be appended to that report . 5 . however , where a company carrying out the cross - border conversion and its subsidiaries , if any , have no employees other than those who form part of the management or administrative organ , the report referred to in paragraph 1 shall not be required . 6 . paragraphs 1 to 6 are without prejudice to the applicable information and consultation rights and proceedings instituted at national level following the transposition of directives 2002 / 14 / ec or 2009 / 38 / ec . ### article 86f report of the management or administrative organ to the members and to the representatives of the employees or , where there are no such representatives , to the employees themselves the management or administrative organ of the company carrying out the cross - border conversion shall draw up a single report in respect of directive 2002 / 14 / ec and directive 2001 / 23 / ec justifying to members the legal and economic aspects of the cross border conversion and explaining to the representatives of the employees or , where there are no such representatives , to the employees themselves the implications of the cross - border conversion for them . 2 . the report referred to in paragraph 1 , shall in particular explain the following : the implications of the cross - border conversion on the future business of the company and on the management ' s strategic plan ; the implications of the cross - border conversion for members ; the rights and remedies available to members opposing the conversion in accordance with article 86j ; the reasons for the cross - border conversion ; the implications of the cross - border conversion on the safeguarding of employment relationships ; any material changes in the conditions of employment including the conditions laid down in law and collective agreements and in the location of the company’s places of business ; whether the factors set out in points , and also relate to any subsidiaries , branches or controlled undertakings according to article 3 of directive 2009 / 38 / ec of the company . 3 . the report referred to in paragraph 1 of this article , shall be made available , at least electronically , to the members and to the representatives of the employees of the company carrying out the cross - border conversion or , where there are no such representatives , to the employees themselves not less than two months before the date of the general meeting referred to in article 86i . 4 . where the management or administrative organ of the company carrying out the cross - border conversion receives , in good time , an opinion from the representatives of their employees or , where there are no such representatives , from the employees themselves , as provided for under national law , the members shall be informed thereof and that opinion shall be appended to that report . 5 . however , where a company carrying out the cross - border conversion and its subsidiaries , if any , have no employees other than those who form part of the management or administrative organ and where all the members of the company carrying out the cross - border conversion have agreed to waive this requirement , the report referred to in paragraph 1 shall not be required . 6 . paragraphs 1 to 6 are without prejudice to the applicable information and consultation rights and proceedings instituted at national level following the transposition of directives 2002 / 14 / ec or 2009 / 38 / ec , while not causing any duplication of reporting requirements . 6a . member states shall provide , in specific cases and within the conditions and limits laid down by national legislation , that the company is not obliged to communicate information when the nature of that information is such that , according to objective criteria , it would seriously harm the functioning of the undertaking or establishment or would be prejudicial to it .


### the simplified procedures shall include processing of applications as provided for in the second subparagraph of article 10 . applicants shall be exempt from presenting the evidence referred to in points and of article 5 and in article 5 . ### the simplified procedures shall include processing of applications as provided for in the second subparagraph of article 10 . applicants may be exempt from presenting the evidence referred to in points and of article 5 and in article 5 .


### eu blue card holders shall have full access to highly skilled employment in the member state concerned . member states may require that a change of employer and changes affecting the fulfilment of the criteria for admission as set out in article 5 are communicated in accordance with procedures laid down by national law . ### eu blue card holders shall have access to highly qualified employment in the member state concerned . member states may require that a change of employer and changes affecting the fulfilment of the criteria for admission as set out in article 5 are communicated in accordance with procedures laid down by national law .


### where the use of individual meters is not technically feasible or where it is not cost - efficient to measure heating or cooling in each building unit , individual heat cost allocators shall be used to measure heat consumption at each radiator unless it is shown by the member state in question that the installation of such heat cost allocators would not be cost efficient . in those cases , alternative cost - efficient methods of heat consumption measurement may be considered . the conditions of technical non - feasibility and non - cost effectiveness shall be clearly set out and published by each member state . ### where the use of individual meters is not technically feasible or where it is not cost - efficient or proportionate in relation to the potential energy savings to measure heating or cooling in each building unit , individual heat cost allocators shall be used to measure heat consumption at each radiator unless it is shown by the member state in question that the installation of such heat cost allocators would not be cost efficient . in those cases , alternative cost - efficient methods of heat consumption measurement may be considered . the conditions of technical non - feasibility and non - cost effectiveness shall be clearly set out and published by each member state .


### shall include requirements with a social aim in the saving obligations they impose , including by requiring a share of energy efficiency measures to be implemented as a priority in households affected by energy poverty and in social housing ; ### shall take into account the need to alleviate energy poverty ; to this end they may require that a share of energy efficiency measures are implemented as a priority in households affected by energy poverty and in social housing ;


### new savings each year from 1 january 2021 to 31 december 2030 of 1 . 5 % of annual energy sales to final customers by volume , averaged over the most recent three - year period prior to 1 january 2019 . ### new savings each year from 1 january 2021 to 31 december 2030 of 1 . 4 % of annual energy sales to final customers by volume , averaged over the most recent three - year period prior to 1 january 2019 .


### ' single - use plastic product ' means a product that is made wholly or partly from plastic and that is not conceived , designed or placed on the market to accomplish , within its life span , multiple trips or rotations by being returned to the producer for refill or re - used for the same purpose for which it was conceived ; ### ' single - use plastic product ' means a product that is made wholly or partly from plastic and that is conceived , designed or placed on the market to be used only once , or is effectively used only once before it is discarded ;