15.11.2022
EN
Official Journal of the European Union
C 433/27
Article 10 Bodies for the promotion of gender balance in listed companies Member States shall designate one or more bodies for the promotion, analysis, monitoring and support of gender balance on boards.
For that purpose, Member States may designate, for example, the equality bodies they have designated pursuant to Article 20 of Directive 2006/54/EC of the European Parliament and of the Council (13).
Article 11 Transposition 1.
Member States shall adopt and publish, by ... [two years after entry into force of this Directive] the laws, regulations and administrative provisions necessary to comply with this Directive.
They shall immediately inform the Commission thereof.
When Member States adopt those measures, they shall contain a reference to this Directive or shall be accompanied by such reference on the occasion of their official publication.
The methods of making such reference shall be laid down by Member States. 2.
Member States which have suspended the application of Article 6 pursuant to Article 12 shall immediately communicate to the Commission the information demonstrating that the conditions laid down in Article 12 are fulfilled. 3.
Member States shall communicate to the Commission the text of the main provisions of national law which they adopt in the field covered by this Directive.
Article 12 Suspension of the application of Article 6 1.
A Member State may suspend the application of Article 6 and, where relevant, Article 5(2), where, by ... [the date of entry into force of this Directive], the following conditions have been fulfilled in that Member State: (a) members of the underrepresented sex hold at least 30 % of the non-executive director positions or at least 25 % of all director positions in listed companies; or (b) that Member State’s national law: (i)
requires that members of the underrepresented sex hold at least 30 % of non-executive director positions or at least 25 % of all director positions in listed companies;
(ii) includes effective, proportionate and dissuasive enforcement measures in the event of non-compliance with the requirements referred to in point (i); and (iii) requires that all listed companies not covered by that national law set individual quantitative objectives for all director positions.
Where a Member State has suspended the application of Article 6 and, where relevant, Article 5(2) on the basis of either of the conditions set out in paragraph 1 of this Article, the objectives laid down in Article 5(1) shall be deemed to have been achieved in that Member State. 2.
For the purpose of assessing the fulfilment of the conditions for a suspension on the basis of paragraph 1, first subparagraph, point (a) or (b), the number of director positions required shall be the number closest to the proportion of 30 % of non-executive directors or 25 % of all director positions, but not exceed 39 %.
That shall also be the case where, pursuant to national law, the quantitative objectives laid down in Article 5 are applied separately to shareholder representatives and employee representatives.
(13) Directive 2006/54/EC of the European Parliament and of the Council of 5 July 2006 on the implementation of the principle of equal opportunities and equal treatment of men and women in matters of employment and occupation (OJ L 204, 26.7.2006, p. 23).