[ParlTrack]

Proposal for a directive
Article 1 – paragraph 1 – point 3

Directive (EU) 2017/1132
Article 86 l – paragraph 1

1. Without prejudice to paragraph 2, the company resulting from the cross- border conversion shall be subject to the rules in force concerning employee participation, if any, in the destination Member State.deleted

2018/10/01
Committee: EMPL

Joachim SCHUSTER

Proposal for a directive
Article 1 – paragraph 1 – point 3

Directive (EU) 2017/1132
Article 86l – paragraph 2

2. However, the rules in force concerning employee participation, if any, in the destination Member State shall not apply, where the company carrying out the conversion has, in the six months prior to the publication of the draft terms of the cross-border conversion as referred to in Article 86d of this Directive, an average number of employees equivalent to four fifths of the applicable threshold, laid down in the law of the departure Member State, which triggers the participation of employees within the meaning of point (k) of Article 2 of Directive 2001/86/EC, or where the national law of the destination Member State does not: (a) of employee participation as operated in the company prior to the conversion, measured by reference to the proportion of employee representatives amongst the members of the administrative or supervisory organ or their committees or of the management group which covers the profit units of the company, subject to employee representation; or (b) establishments of the company resulting from the conversion that are situated in other Member States the same entitlement to exercise participation rights as is enjoyed by those employees employed in the destination Member State.deleted provide for at least the same level provide for employees of

2018/10/01
Committee: EMPL

Joachim SCHUSTER

Proposal for a directive
Article 1 – paragraph 1 – point 3

Directive (EU) 2017/1132
Article 86l – paragraph 3 – introductory part

3. ~~In the cases referred to in paragraph 2 of this Article, the~~The information, consultation and participation of employees in the converted company and their involvement in the definition of such rights shall be the object of an agreement between the employees and the management and shall be regulated by the Member States, mutatis mutandis and subject to paragraphs 4 to 7 of this Article, in accordance with the principles and procedures laid down in Article 12(2)~~, (3)~~ and (4) of Regulation (EC) No 2157/2001 and the following provisions of Directive 2001/86/EC:

2018/10/01
Committee: EMPL

Joachim SCHUSTER

Proposal for a directive
Article 1 – paragraph 1 – point 3

Directive (EU) 2017/1132
Article 86l – paragraph 3 – point b

(b) Article 4(1), Article 4(2)(a), (b),(c) (g) and (h), Article 4(3) and Article 4(4);

2018/10/01
Committee: EMPL

Joachim SCHUSTER

Proposal for a directive
Article 1 – paragraph 1 – point 3

Directive (EU) 2017/1132
Article 86l – paragraph 3 – point e

(e) ~~the first subparagraph of~~ Article 7(1);

2018/10/01
Committee: EMPL

Joachim SCHUSTER

Proposal for a directive
Article 1 – paragraph 1 – point 3

Directive (EU) 2017/1132
Article 86l – paragraph 3 – point g

(g) the Annex, with the exclusion of points (a) ~~of Part 3 of the Annex~~, (b) and paragraph 2 of Part 3, instead of which the following will apply as a minimum: The employees of the company, its subsidiaries and establishments and/or the representative body shall have the right to elect and appoint a number of members of the administrative or supervisory body of the converted company equal to two representatives in companies up from 50 employees, one third in companies having from 250 employees to 1000 employees and parity in companies with more than 1000 employees.

2018/10/01
Committee: EMPL

Joachim SCHUSTER

Proposal for a directive
Article 1 – paragraph 1 – point 3

Directive (EU) 2017/1132
Article 86l – paragraph 3 – point 3 a (new)

3a. The agreement reached shall provide for at least the same level of employee participation as operated in the company prior to the conversion as well as at least the level that would apply following the rules in force concerning employee participation, if any, in the destination Member State. This level shall be measured by reference to the proportion of employee representatives amongst the members of the administrative or supervisory organ or their committees or of the management group which covers the profit units of the company, subject to employee representation.

2018/10/01
Committee: EMPL

Joachim SCHUSTER

Proposal for a directive
Article 1 – paragraph 1 – point 3

Directive (EU) 2017/1132
Article 86l – paragraph 4 – point a

(a) shall confer on the special negotiating body the right to decide, by a majority of two thirds of its members representing at least two thirds of the employees, not to open negotiations or to terminate negotiations already opened and to rely on the rules on participation in force in the destination Member State;deleted

2018/10/01
Committee: EMPL

Joachim SCHUSTER

Proposal for a directive
Article 1 – paragraph 1 – point 3

Directive (EU) 2017/1132
Article 86l – paragraph 4 – point b

(b) may, in the case where, following prior negotiations, standard rules for participation apply and notwithstanding such rules, decide to limit the proportion of employee representatives in the administrative organ of the converted company. However, if in the company carrying out the conversion employee representatives constituted at least one third of the administrative or supervisory board, the limitation may never result in a lower proportion of employee representatives in the administrative organ than one third;deleted

2018/10/01
Committee: EMPL

Joachim SCHUSTER

Proposal for a directive
Article 1 – paragraph 1 – point 3

Directive (EU) 2017/1132
Article 86l – paragraph 4 – point c

(c) shall ensure that the rules on employee participation that applied prior to the cross-border conversion continue to apply until the date of application of any subsequently agreed rules or in the absence of agreed rules until the application of default rules in accordance with point (ag) of Ppar~~t 3 of the Annex~~agraph 3.

2018/10/01
Committee: EMPL

Joachim SCHUSTER

Proposal for a directive
Article 1 – paragraph 1 – point 3

Directive (EU) 2017/1132
Article 86l – paragraph 5

5. The extension of participation rights to employees of the converted company employed in other Member States, referred to in point (b) of paragraph 2, shall not entail any obligation for Member States which choose to do so to take those employees into account when calculating the size of workforce thresholds giving rise to participation rights under national law.deleted

2018/10/01
Committee: EMPL

Joachim SCHUSTER

Proposal for a directive
Article 1 – paragraph 1 – point 3

Directive (EU) 2017/1132
Article 86l – paragraph 7

7. Where the converted company is operating under an employee participation system, that company shall be obliged to take measures to ensure that employees' participation rights are protected in the event of any subsequent cross-border or domestic merger, division or conversion for a period of t~~hre~~en years after the cross- border conversion has taken effect, by applying mutatis mutandis the rules laid down in paragraphs 1 to 6.

2018/10/01
Committee: EMPL

Joachim SCHUSTER

Proposal for a directive
Article 1 – paragraph 1 – point 18

Directive (EU) 2017/1132
Article 133

(18) Article 133 is ~~amended as follows:~~ replaced by the following: “1. The information, consultation and participation of employees in the converted company and their involvement in the definition of such rights shall be the object of an agreement between the employees and the management and shall be regulated by the Member States, mutatis mutandis and subject to paragraphs 2 to5 of this Article, in accordance with the principles and procedures laid down in Article 12(2) and (4) of Regulation (EC) No 2157/2001 and the following provisions of Directive 2001/86/EC: (a)Article 3(1), (2)(a)(i), 2(b) and (3), the first indent of the first subparagraph of Article3(4), the second subparagraph of Article 3(4), Article3(5), the third subparagraph of Article 3(6) and Article 3(7); (b)Article 4(1),Article 4(2)(a),(b) (c)(g) and (h), Article 4(3) and Article 4(4); (c)Article 5; (d)Article 6; (e)Article 7(1); (f) Articles 8, 9, 10 and 12; (g)the Annex, with the exclusion of points (a), (b) and paragraph 2 of Part 3, instead of which the following will apply as a minimum: The employees of the company, its subsidiaries and establishments and/or the representative body shall have the right to elect and appoint a number of members of the administrative or supervisory body of the converted company equal to two representatives in companies up from 50 employees, one third in companies having from 250 employees to 1000 employees and parity in companies with more than 1000 employees. 2. The agreement reached shall provide for at least the same level of employee participation as operated in the company prior to the conversion as well as at least the level that would apply following the rules in force concerning employee participation, if any, in the destination Member State. This level shall be measured by reference to the proportion of employee representatives amongst the members of the administrative or supervisory organ or their committees or of the management group which covers the profit units of the company, subject to employee representation. 3. When regulating the principles and procedures referred to in paragraph 1, Member States shall ensure that the rules on employee participation that applied prior to the cross-border conversion continue to apply until the date of application of any subsequently agreed rules or, in the absence of agreed rules, until the application of default rules in accordance with point (g) of paragraph 1. 4. When regulating the principles and procedures referred to in paragraph 3, Member States shall ensure that the rules on employee participation that applied prior to the cross-border conversion continue to apply until the date of application of any subsequently agreed rules or, in the absence of agreed rules, until the application of default rules in accordance with point (g) of paragraph 1. 5. Where the company carrying out the conversion is operating under an employee participation system, that company shall be obliged to take a legal form allowing for the exercise of participation rights. 6. Where the converted company is operating under an employee participation system, that company shall be obliged to take measures to ensure that employees' participation rights are protected in the event of any subsequent cross-border or domestic merger, division or conversion for a period of ten years after the cross-border conversion has taken effect, by applying mutatis mutandis the rules laid down in paragraphs 1 to 4. 7. A company shall communicate to its employees the outcome of the negotiations concerning employee participation without undue delay.”;

2018/10/01
Committee: EMPL

Joachim SCHUSTER

Proposal for a directive
Article 1 – paragraph 1 – point 18 – point a

Directive (EU) 2017/1132
Article 133 – paragraph 7

(a) paragraph 7 is replaced by the following: “7. the cross-border merger is operating under an employee participation system, that company shall be obliged to take measures to ensure that employees' participation rights are protected in the event of any subsequent cross-border or domestic mergers, divisions or conversions for a period of three years after the cross-border merger has taken effect, by applying mutatis mutandis the rules laid down in paragraphs 1 to 6.”;deleted Where the company resulting from

2018/10/01
Committee: EMPL

Joachim SCHUSTER

Proposal for a directive
Article 1 – paragraph 1 – point 18 – point b

Directive (EU) 2017/1132
Article 133 – paragraph 8

(b) the following paragraph 8 is added: “8. its employees whether it chooses to apply standard rules for participation referred to in point (h) of paragraph 3 or whether it enters into negotiations within the special negotiating body. In the latter case the company shall communicate to its employees the outcome of the negotiations without undue delay.”;deleted A company shall communicate to

2018/10/01
Committee: EMPL

Joachim SCHUSTER

Proposal for a directive
Article 1 – paragraph 1 – point 20

Directive (EU) 2017/1132
Article 160n – paragraph 1

~~1. Without prejudice to paragraph 2, each recipient company shall be subject to the rules in force concerning employee participation, if any, in the Member State where it has its registered office.~~deleted

2018/10/01
Committee: EMPL

Joachim SCHUSTER

Proposal for a directive
Article 1 – paragraph 1 – point 20

Directive (EU) 2017/1132
Article 160n – paragraph 2

2. However, the rules in force concerning employee participation, if any, in the Member State where the company resulting from the cross-border division has its registered office shall not apply, where the company being divided, in the six months prior to the publication of the draft terms of the cross-border division as referred to in Article 160e of this Directive, has an average number of employees equivalent to four fifths of the applicable threshold, laid down in the law of the Member State of the company being divided, which triggers the participation of employees within the meaning of point (k) of Article 2 of Directive 2001/86/EC, or where the national law applicable to each of the recipient companies does not: (a) of employee participation as operated in the company being divided prior to the division, measured by reference to the proportion of employee representatives amongst the members of the administrative or supervisory organ or their committees or of the management group which covers the profit units of the company, subject to employee representation; or (b) establishments of the recipient companies that are situated in other Member States the same entitlement to exercise participation rights as is enjoyed by those employees employed in the Member State where the recipient company has its registered office.deleted provide for at least the same level provide for employees of

2018/10/01
Committee: EMPL

Joachim SCHUSTER

Proposal for a directive
Article 1 – paragraph 1 – point 20

Directive (EU) 2017/1132
Article 160n – paragraph 3

3. ~~In the cases referred to in paragraph 2, the~~The information, consultation and participation of employees in the companies resulting from the cross-border division and their involvement in the definition of such rights shall be the object of an agreement between the employees and the management and shall be regulated by the Member States, mutatis mutandis and subject to paragraphs 4 to 7 of this Article, in accordance with the principles and procedures laid down in Article 12(2)~~, (3)~~ and (4) of Regulation (EC) No 2157/2001 and the following provisions of Directive 2001/86/EC:

2018/10/01
Committee: EMPL

Joachim SCHUSTER

Proposal for a directive
Article 1 – paragraph 1 – point 20

(b) Article 4(1), Article 4(2)(a), (b), (c), (g) and (h), Article 4(3) and Article 4(4);

2018/10/01
Committee: EMPL

Joachim SCHUSTER

Proposal for a directive
Article 1 – paragraph 1 – point 20

Directive (EU) 2017/1132
Article 160n – paragraph 3 – point e

(e) ~~the first subparagraph of~~ Article 7(1);

2018/10/01
Committee: EMPL

Joachim SCHUSTER

Proposal for a directive
Article 1 – paragraph 1 – point 20

Directive (EU) 2017/1132
Article 160n – paragraph 3 – point g

(g) the Annex, with the exclusion of points (a) ~~of part 3 of the Annex~~, (b) and paragraph 2 of part 3, instead of which the following will apply as a minimum: The employees of the company, its subsidiaries and establishments and/or the representative body shall have the right to elect and appoint a number of members of the administrative or supervisory body of the converted company equal to two representatives in companies up from 50 employees, one third in companies having from 250 employees to 1000 employees and parity in companies with more than 1000 employees.

2018/10/01
Committee: EMPL

Joachim SCHUSTER

Proposal for a directive
Article 1 – paragraph 1 – point 20

Directive (EU) 2017/1132
Article 160n – paragraph 3 a (new)

3 a. The agreement reached shall provide for at least the same level of employee participation as operated in the company prior to the division as well as at least the level that would apply following the rules in force concerning employee participation, if any, in the destination Member State. This level shall be measured by reference to the proportion of employee representatives amongst the members of the administrative or supervisory organ or their committees or of the management group which covers the profit units of the company, subject to employee representation.

2018/10/01
Committee: EMPL

Joachim SCHUSTER

Proposal for a directive
Article 1 – paragraph 1 – point 20

(a) shall confer on the special negotiating body the right to decide, by a majority of two thirds of its members representing at least two thirds of the employees, not to open negotiations or to terminate negotiations already opened and to rely on the rules on participation in force in the Member States of each of the recipient companies;deleted

2018/10/01
Committee: EMPL

Joachim SCHUSTER

Proposal for a directive
Article 1 – paragraph 1 – point 20

Directive (EU) 2017/1132
Article 160n – paragraph 4 – point b

(b) may, in the case where, following prior negotiations, standard rules for participation apply and notwithstanding such rules, decide to limit the proportion of employee representatives in the administrative organ of the recipient companies. However, if in the company being divided the employee representatives constituted at least one third of the administrative or supervisory board, the limitation may never result in a lower proportion of employee representatives in the administrative organ than one third;deleted

2018/10/01
Committee: EMPL

Joachim SCHUSTER

Proposal for a directive
Article 1 – paragraph 1 – point 20

Directive (EU) 2017/1132
Article 160n – paragraph 4 – point c

(c) shall ensure that the rules on participation that applied prior to the cross- border division continue to apply until the date of application of any subsequently agreed rules or in the absence of agreed rules until the application of default rules in accordance with point (ag) of Ppar~~t 3 of the Annex~~agraph 3.

2018/10/01
Committee: EMPL

Joachim SCHUSTER

Proposal for a directive
Article 1 – paragraph 1 – point 20

Directive (EU) 2017/1132
Article 160n – paragraph 5

5. The extension of participation rights to employees of the recipient companies employed in other Member States, referred to in point (b) of paragraph 2, shall not entail any obligation for Member States which choose to do so to take those employees into account when calculating the size of workforce thresholds giving rise to participation rights under national law.deleted

2018/10/01
Committee: EMPL

Joachim SCHUSTER

Proposal for a directive
Article 1 – paragraph 1 – point 20

Directive (EU) 2017/1132
Article 160n – paragraph 7

7. Where the company resulting from the cross-border division is operating under an employee participation system, that company shall be obliged to take measures to ensure that employees' participation rights are protected in the event of any subsequent cross-border or domestic merger, division or conversion for a period of t~~hre~~en years after the cross-border division has taken effect, by applying, mutatis mutandis, the rules laid down in paragraphs 1 to 6.

2018/10/01
Committee: EMPL

27 Amendments of Joachim SCHUSTER related to 2018/0114(COD)

ParlTrack - 2011-2024