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16 DECEMBER 2015. - An Act to amend the Act of 21 March 1991 to reform certain economic public enterprises

PHILIPPE, King of the Belgians,
To all, present and to come, Hi.
The House of Representatives adopted and sanctioned the following:
Section 1^er. - General provision
Article 1^er. This Act regulates a matter referred to in Article 74 of the Constitution.
Section 2. - Amendments to the Act of 21 March 1991 on reform of certain economic public enterprises
Art. 2. In article 18, paragraph 2, paragraph 2, of the Act of 21 March 1991 on the reform of certain autonomous public enterprises, the words "state" are replaced by the words "public authorities".
Art. 3. In section 42, paragraph 1^erthe words "of Article 13 and Chapter IX of this Title" are replaced by the words "of Articles 13 and 18 and chapters IX and XIV of this Title".
Art. 4. In title I of the same law, a chapter XIII is inserted entitled "Special provisions on autonomous public enterprises active in sectors open to competition".
Art. 5. In Chapter XIII, inserted by Article 4, an article 54/1 is inserted as follows:
"Art. 54/1. The provisions of this chapter apply to the following autonomous public enterprises:
1° Proximus;
2° bpost; and
3° from the date fixed by the King by decree deliberated in the Council of Ministers, any other autonomous public enterprise that, for at least two consecutive years, carries out at least seventy-five per cent of its annual turnover, excluding value added tax, in activities that are open to competition without being reserved, by or under the law, to the undertaking in question. "
Art. 6. In the same chapter XIII, an article 54/2 is inserted as follows:
"Art. 54/2. Article 13 is not applicable to autonomous public enterprises referred to in Article 54/1. "
Art. 7. In the same chapter XIII, an article 54/3 is inserted, as follows:
"Art. 54/3. Self-employed public enterprises referred to in Article 54/1 may meet their personal needs by the recruitment and employment of persons under a contract of employment governed by the Act of 3 July 1978 on contracts of employment, including in addition to the cases provided for in Article 29, § 1^erParagraph 2. Article 34, § 2, G), 1°, is not applicable to these companies. "
Art. 8. In the same chapter XIII, an article 54/4 is inserted as follows:
"Art. 54/4. Autonomous public enterprises referred to in Article 54/1 may:
1° to conclude, within the framework of their activities, subcontracts with third parties, if any, in accordance with Article 148bis, § 1^erand applicable rules on public procurement;
2° use professional collaboration with third parties for the provision of work as an independent worker, without prejudice to the provisions of heading XIII of the Programme Law (I) of 27 December 2006 and, where applicable, article 148decies, § 1^er"
Art. 9. In title I of the same law, a chapter XIV is inserted entitled "Special provisions relating to publicly traded autonomous enterprises".
Art. 10. In Chapter XIV, inserted by Article 9, an article 54/5 is inserted as follows:
"Art. 54/5. The provisions of this chapter apply to self-governing public enterprises whose shares are allowed to negotiate on a regulated market within the meaning of section 2, 3, of the Financial Sector Supervision and Financial Services Act of August 2, 2002. "
Art. 11. In the same chapter XIV, an article 54/6 was inserted as follows:
"Art. 54/6. The following provisions are not applicable to autonomous public enterprises referred to in Article 54/5:
1° Article 10, § 1^er2;
2° Article 12, § 3, second sentence;
Article 17, amended by the laws of 24 December 2002 and 6 April 2010;
4° Article 18, amended by the Royal Decree of 18 October 2004 and the Law of 28 July 2011, with the exception of Article 18, § 2bis, inserted by the law of 28 July 2011;
5° Articles 19 and 20, except Article 20, § 2, second sentence;
6° Article 21, amended by the laws of 6 April 2010 and 14 November 2011 and the Royal Decree of 11 December 2013;
7° Article 23, amended by the law of 12 December 1994;
8° Article 24;
9° Article 27, § 3;
10° Article 35, § 4, paragraph 2, second, third and fourth sentences;
11° Article 39, § 1^erParagraph 3, and paragraphs 2 and 5;
12° Article 40, §§ 2 and 3."
Art. 12. In the same chapter XIV, an article 54/7 is inserted as follows:
"Art. 54/7. § 1^er. By derogation from Article 39, §§ 3 and 4, and, if applicable, to Articles 60/1, § 3, and 147bis, the King may, by order deliberately in the Council of Ministers, on the conditions that it determines, authorize transactions that have the consequence that the participation of the public authorities in the capital of the autonomous public enterprises referred to in Article 54/5 falls below fifty percent plus one action. In this context, the King is guided by the strategic importance of participation in the company concerned, the need for a Belgian anchorage, the essential contribution that the company can make to the objective of sustainable economic growth, its social utility and the impact on employment.
The power granted to the King by paragraph 1^er expires 31 December 2018.
§ 2. As soon as the participation of public authorities in the capital of one of the autonomous public enterprises referred to in Article 54/5 falls below fifty percent plus an action pursuant to paragraph 1^er, this company ceases to emerge from the category of autonomous public enterprises and is deleted from the list of Article 1^er§ 4, without prejudice to the transitional provisions made under Article 54/8. It is then converted to an anonymous company of private law, without interruption of legal personality. "
Art. 13. In the same chapter XIV, an article 54/8 is inserted as follows:
"Art. 54/ 8. In case the King authorizes an operation referred to in Article 54/7, § 1^erby deliberative order in the Council of Ministers, it shall take all necessary measures to:
1° maintain, with a view to the continuity of public service, the provisions relating to the public service missions of the company concerned and the related management contract, for a transitional period expiring no later than 31 December 2020;
2° delete the legal provisions related to the public law status of the company concerned;
3° to settle individual labour relations between the concerned company and the workers who, on the effective date of the operation referred to in article 54/7, § 1^er, belong to the statutory staff of the company, in order to ensure continuity of the rights of such workers with respect to the stability of employment, remuneration and pension provided for in the basic regulations of the staff status established in accordance with sections 34 and 35;
4° to regulate the application of the social security laws of workers to the personnel referred to in the 3°, including aligning the prohibitions on cumulative pensions with those applicable in the private sector;
5° to arrange a transitional regime for collective labour relations within the company concerned up to the social elections that must be held within three years of the operation referred to in article 54/7, § 1^er"
Art. 14. In the same chapter XIV, an article 54/9 is inserted as follows:
"Art. 54/9. Orders made under section 54/8 may amend, supplement, replace or repeal existing legal provisions.
The powers granted to the King by Article 54/8 expire 31 December 2018. After that date, orders under section 54/8 may no longer be amended, supplemented, replaced or repealed by a law.
The provisions made under section 54/8, 3°, 4° and 5° cease to produce their effects if they have not been confirmed by law within six months of their effective date. The confirmation produces its effects from that date."
Art. 15. In the same Act, an article 59/9 is inserted as follows:
"Art. 59/9. Sections 59/2, §§ 2 and 4, and 59/4 are not applicable as long as Proximus's actions are allowed to negotiate on a regulated market within the meaning of Article 2, 3°, of the Act of 2 August 2002 on the supervision of the financial sector and financial services. "
Art. 16. In section 141quinquies of the same law, inserted by the law of 19 April 2014, the words "31 December 2015" are replaced by the words "31 December 2020".
Art. 17. In the same law, an article 148bis/4 is inserted as follows:
"Art. 148bis/4. Articles 148bis/1, § 2, § 4, paragraph 1^er, and § 5, and 148bis/3 are not applicable as long as the actions of bpost are allowed to negotiate on a regulated market within the meaning of Article 2, 3°, of the Act of 2 August 2002 on the supervision of the financial sector and financial services. "
Section 3. - Miscellaneous provisions
Art. 18. The provisions of section 11 of this Act shall not terminate the terms of office of administrator and delegated administrator, within the self-government enterprises concerned, on the date of the entry into force of that section. These mandates continue until the expiry of their initial term, without prejudice to the possibility for the competent bodies to put an end to them anticipateably in accordance with the provisions of the Code of Societies and the statutes of the companies concerned.
Art. 19. Without prejudice to Article 2, § 3, of the Act of 2 April 1962 relating to the Federal Company of Participation and Investment and the regional companies of investment, replaced by the law of 4 August 1978 and amended by the laws of 26 August 2006 and 25 April 2014, the State may, by way of sale or contribution to capital, assign to the Federal Company of Participation and Investment all or part of the shares it holds The conditions for such assignment are previously approved by the King, by order deliberately in the Council of Ministers.
Art. 20. This Act comes into force on the day of its publication in the Belgian Monitor.
Promulgate this Act, order that it be put on the State Seal and published by the Belgian Monitor.
Given in Brussels on 16 December 2015.
PHILIPPE
By the King:
Deputy Prime Minister and Minister of Development Cooperation, Digital Agenda, Telecommunications and Post Office
A. DE CROO
Seal of the state seal:
Minister of Justice,
K. GEENS
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Note
House of Representatives
(www.lachambre.be)
Documents: 541287/001