CELEX: 51991PC0273(04)
Language: en
Date: 1992-03-05
Title: Proposal for a COUNCIL DIRECTIVE supplementing the Statute for a European cooperative society with regard to the involvement of employees

21.4 . 92                                  Official Journal of the European Communities                               No C 99/37
              Proposal for a Council Directive supplementing the statute for a European cooperative society
                                              with regard to the involvement of employees
                                                              (92/C 99/04)
                                                     COM(91) 273final — SYN 389
                                            (Submitted by the Commission on 6 March 1992)
THE COUNCIL OF THE EUROPEAN COMMUNITIES ,                                    ber States relating to collective redundancies (2), as
                                                                             amended by Directive .../... /EEC (3),
Having regard to the Treaty establishing the European
Economic Community and in particular Article 54
                                                                        — Council Directive 77 / 187/ EEC of 14 February
                                                                              1977 on the approximation of the laws of the Mem­
thereof,
                                                                             ber States relating to the safeguarding of employ­
                                                                             ees' rights in the event of transfers of undertakings
Having regard to the proposal from the Commission,                           businesses or parts of businesses (4),
                                                                        — Council Directive ../... / EEC of ... on the
In cooperation with the European Parliament,                                 establishment of a European Works Council in
                                                                             Community-scale undertakings or groups of under­
Having regard to the opinion of the Economic and                             takings for the purposes of informing and consult­
Social Committee,                                                            ing employees (5);
Whereas, in order to attain the objectives set out in                   Whereas appropriate provisions must be adopted to
Article 8a of the Treaty, Regulation ( EEC) No ... (')                  ensure that the employees of SCEs are properly
establishes a statute for a European cooperative society                informed and consulted where decisions likely to affect
(SCE);                                                                  their interests are taken in a Member State other than
                                                                        that in which they are employed ;
Whereas there are in the Member States laws, regula­
tions and administrative provisions concerning the                      Whereas the laws, regulations and administrative provi­
provision of information to and the consultation of the                 sions of the Member States governing the participation
employees of undertakings, whatever their legal form ;                  of employees in national cooperatives may be made
whereas in some Member States , there are provisions                    applicable to SCEs ;
concerning the participation of employees in coopera­
tives ;
                                                                        Whereas an SCE may not be registered until a partici­
Whereas it is desirable to coordinate information and
                                                                        pation model or, in the absence thereof, an employee
                                                                        information and consultation system and in particular
consultation arrangements at Community level in order                   a separate committee has been chosen ;
to develop dialogue between the management boards
and administrative boards of SCEs and employees ;
                                                                        Whereas, however, where no agreement is reached prior
                                                                        to registration of the SCE, the founder entities should
Whereas the realization of the internal market is giving
rise to a process of concentration and conversion of                    propose to the general meeting called to approve the
cooperatives ; whereas in order to ensure a harmonious                  formation of the SCE certain requirements with respect
                                                                        to informing and consulting employees ;
development of economic activities, SCEs carrying on
cross-border activities must adopt, if appropriate, a par­
ticipation model , or, failing this, inform and consult                 Whereas the information and consultation committee
employees on decisions which concern them ;                             or any other alternative body must be informed and
                                                                        consulted about activities and strategies of the SCE
Whereas this Directive determines the minimum areas                     capable of affecting the employees' interests ;
where there must be information and consultation,
without prejudice to the application of the following                   Whereas in order to ensure the proper functioning of
Directives :
                                                                        the internal market and avoid any inequality in the
— Council Directive 75/ 129/EEC of 17 February
     1975 on the approximation of the laws of the Mem­                  (2)  OJ No L 48 , 22. 2 . 1975 , p. 29 .
                                                                        (3)  COM(91 ) 292 final , 15 . 7 . 1991 .
                                                                        (4)  OJ No L 61 , 5 . 3 . 1977 , p. 26.
(')  See page 17 of this Official Journal .                             (5)  CQM(90) 581 final .
 ---pagebreak--- No C 99 /38                           Official Journal of the European Communities                                 21.4. 92
terms of competition, the employees of the SCE should            ments for informing and consulting the employees of
be guaranteed equivalent levels of information and               the SCE . The agreement must be concluded in writing
consultation ;                                                   before the SCE is registered.
Whereas in order to allow for more flexibility with res­
                                                                 2 . Where no such agreement can be reached the repre­
pect to small SCEs, Member States need not provide               sentatives of the employees of the founder entities may
for employee representation in SCEs employing fewer              make a written statement setting out why in their opi­
than 50 workers ;
                                                                 nion the formation of the SCE is contrary to the
                                                                 employees' interests and what measures should be
Whereas the provisions of this Directive form an indis­          taken with respect to the employees .
sociable supplement to those of Regulation (EEC) No
           [on the statute for a European cooperative
society] ; whereas it is therefore necessary to ensure that      3 . The management boards or administrative boards
the two sets of provisions are applied concomitantly,            of the founder entities shall draw up for submission to
                                                                 the general meeting called to approve the formation of
                                                                 the SCE a report to which is attached either
HAS ADOPTED THIS DIRECTIVE :
                                                                 — the text of the agreement referred to in paragraph 1 ,
                                                                      or
                           Article 1
                                                                 — the statement by the employees' representatives
This Directive coordinates the laws, regulations and                  referred to in paragraph 2.
administrative provisions of the Member States con­
cerning the involvement of employees in the SCE.
                                                                 4. The general meeting called to approve the forma­
This Directive is an essential supplement to Regulation          tion of the SCE shall ratify the information and consul­
( EEC) No                [on the statute for a European          tation arrangements embodied in the agreement
cooperative society].                                            referred to in paragraph 1 , or where no agreement has
                                                                 been reached, shall decide on the arrangements which
                                                                 are to apply to the SCE in the light of the report and of
 No SCE may be registered until a participation model            the statement referred to in paragraphs 2 and 3 .
or, in the absence thereof, an information and consul­
tation system has been chosen in accordance with the
 provisions of this Directive .                                  5 . The arrangements chosen may subsequently be
                                                                 replaced by other arrangements agreed between the
                                                                 SCE's management board or administrative board and
                           TITLE I                               the representatives of the employees of the SCE. The
                                                                 agreement must be submitted to the general meeting for
                        Participation                            approval .
                           Article 2                             6 . The procedure laid down in this Article shall apply
                                                                 in the event of conversion pursuant to Article 9 (2) of
 The laws, regulations and administrative provisions of          the Regulation (EEC) ../... [on the statute for a
 a Member State governing the participation of employ­            European cooperative society].
 ees in the supervisory or administrative boards of
 national cooperative societies may be made applicable
 to an SCE whose registered office is in its territory.          7 . In the event of the registered office of an SCE
                                                                 being transferred to another Member State, the infor­
                                                                 mation and consultation arrangements in existence
 Where such provisions are not applied the Member
 State shall take the necessary measures to ensure at
                                                                 before the transfer may be altered only in accordance
 least that the employees of the SCE are informed and             with the procedure laid down in this Article. The par­
 consulted in accordance with Articles 3 , 4 and 5 .             ties to the negotiations shall be the management board
                                                                  or the administrative board of the SCE and the repre­
                                                                  sentatives of the employees of the SCE.
                           TITLE II
                                                                                           Article 4
         Information and consultation arrangements
                           Article 3                              1 . The management board or the administrative board
                                                                  of the SCE shall inform and consult in good time the
  1 . The management boards or administrative boards              employees of that entity at least in the following areas :
 of the founder entities and the representatives of the
 employees of those entities provided for by the laws             (a) any proposals which might significantly affect the
 and practices of the Member States shall agree arrange­               interests of the employees of the SCE, without pre­
 ---pagebreak--- 21.4. 92                            Official Journal of the European Communities                              No C 99/39
     judice to the Community provisions concerning             (b) the number of representatives so elected must as
     information and consultation, and in particular                far as possible be in proportion to the number of
     Directives 75/ 129/ EEC, 77/ 187/ EEC and . . . /              employees they represent ;
     EEC [on the establishment of a European works             (c) all employees must be able to participate in the
     council] ;                                                     vote irrespective of their length or service or the
(b) any question concerning conditions of employ­                   number of hours they work per week ;
     ment, in particular changes affecting the organ­          (d) the election must be by secret ballot.
     ization of the SCE and the introduction of new
     working methods or new products and/or services ;         2 . The employees' representatives elected in accord­
(c) all documents submitted to the SCE's general               ance with paragraph 1 may perform their functions
     meeting ;                                                 within the SCE irrespective of the rules governing qual­
                                                               ification as an employees ' representative in the law of
(d) the operations referred to in Article 43 ( 1 ) of the      the Member State in which the SCE has its registered
      Regulation (EEC) ... [on the statute for a Euro­         office .
     pean cooperative society].
2 . The employees of the SCE shall be informed and                                      TITLE III
consulted :
                                                                                     Final provisions
— within a separate committee representing the
     employees of the SCE, or
                                                                                         Article 6
— within any other structure agreed between the man­
     agement boards or administrative boards of the            The provisions of Titles I and II shall not be applicable
     founder entities and the representatives of the           where the majority of the employees of the SCE are
     employees of those entities .                             also members thereof.
A Member State may restrict this choice in the case of                                   Article 7
SCEs having their registered office in its territory.
                                                               1 . Member States shall bring into force the laws, regu­
3.    In an SCE with fewer than 50 employees the two           lations and administrative provisions necessary to com­
parties to the negotiations may decide that simplified         ply with this Directive before 1 January 1993 . They
information and consultation arrangements should be            shall immediately inform the Commission thereof.
laid down , subject to compliance with paragraph 1 .
                                                               When Member States adopt these provisions, these
                                                               shall contain a reference to this Directive or shall be
                         Article 5                             accompanied by such reference at the time of their offi­
                                                               cial publication . The procedure for such reference shall
 1 . The representatives of the employees of the SCE           be adopted by Member States.
shall be elected, and shall be provided with such facili­
ties as are necessary to enable them to perform their          2.   Member States shall communicate to the Commis­
duties properly, in accordance with the laws and prac­         sion the main provisions of national law which they
tices of the Member States and in compliance with the          adopt in the field covered by this Directive .
following principles :
(a) employees ' representatives must be elected in each                                  Article 8
      Member State in which the SCE has establishments
     or subsidiaries ;                                         This Directive is addressed to the Member States .