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PROPOSED LAW NO. 147 /X

Exhibition of Motives

In the wake of Council Regulation (EC) No 1435/2003 of July 22,

on the status of the European cooperative society (SCE), Directive n.

2003 /72/CE, of the Council of July 22, 2003, complete the status of the Society

European cooperative with regard to the involvement of employees, establishing

specific provisions with a view to ensuring that the constitution of a society

European cooperative does not lead to the abolition or reduction of the practices of involvement

of the existing employees in the participating cooperatives in their constitution.

Through this Law, the transposition to the internal legal order of the

said Directive No 2003 /72/CE, which is also applicable to non-Member States

of the European Union that are signatories to the Agreement on the European Economic Area,

in the terms of the Decision of the EEA Joint Committee No 44/2004 of April 23.

The involvement of employees in the activities of the European cooperative society

may, without prejudice to the autonomy of the parties, be secured through the institution of a

board of employees, of one or more information and consultation procedures or

a scheme for the participation of workers. Taking into account this regime of

involvement of employees, the European cooperative society wants to be a

company of a community dimension or a company that exercises control of a group

of companies of a Community dimension is not, as a rule, subject to the institution of a

European company council or a procedure for information and consultation.

In these terms, within the framework of transnational provisions and agreements, applicable in case

of the constitution of a European cooperative society whose project provides that the

respective headquarters will be located in national territory, the rules establish

relating to the procedure of negotiations for an agreement on engagement

of the employees, to that same agreement, as well as the cases and modes of institution

compulsory from a particular regime of employee engagement. In the framework

of the provisions of a national character, applicable to European cooperative societies,

its subsidiaries and establishments located in national territory, as well as to the

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representatives of the respective employees, the present law regulates the modes of

designation or election of the representatives of the employees who are members of the

special negotiating group, of the council of workers or of the organ of

administration or surveillance of the European cooperative society, further establishing the

corresponding special labour protection regime. Finally, it is established the

counter-ordinational regime relating to the violation of the provisions relating to the regime of the

involvement of employees in the activities of the European cooperative society.

The project corresponding to this Law has been published, for public appreciation, in the

separates from the Bulletin of Labour and Employment , paragraph 4, of January 16, 2006. In the

sequence of the opinions of representative organizations of workers and of

employers, it is established that the agreement establishing the information regime and

query to regulate differently the financial and material resources to be provided by the

european cooperative society to the council of workers, it is clarified that the

payment of the expenses of the expert of the council of workers also applies

when this structure works on restricted advice, the regime is better formulated.

special protection of representatives of employees who are members of the organ

of administration or supervision of the society and need to counter-ordinate by

non-compliance with the duty to ensure information meetings and consultation between the

direction or administration of the society and the board of employees.

The self-governing bodies of the Autonomous Regions were heard.

Thus:

Under the terms of the paragraph d ) of Article 197 (1) of the Constitution, the Government presents to the

Assembly of the Republic the following proposal for a law:

CHAPTER I

General provisions

Article 1.

Subject

This Law transposes to the internal legal order the Directive No 2003 /72/CE, of the

Council, of July 22, 2003, which completes the status of the cooperative society

European with regard to the involvement of employees.

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Article 2.

Scope

1-The involvement of employees in the activities of the co-operative society

European is assured through the institution of a council of employees, of

one or more procedures for information and consultation or a regime of

participation of employees, in the terms provided for in this Law.

2-The council of workers and the procedures for information and consultation

cover the subsidiaries and establishments of the European cooperative society.

Article 3.

Company of community dimension

1-A European cooperative society that is a company of a community dimension

or a company that exercises control of a group of companies of size

community, in accordance with Article 472 (1) and Article 473 of the Code of the

Work, is not subject to the institution of a European company council or

a procedure of information and consultation.

2-The provisions of the preceding paragraph shall not apply if the special trading group

to deliberate, in the terms provided for in this Law, not to initiate negotiations or

end the ones that are under way.

Article 4.

Definitions

For the purposes of this Act, it shall be understood by:

a) "Council of workers", the representation structure of employees of the

European cooperative society, the respective subsidiaries and establishments

situated in the European Economic Area, constituted pursuant to this Law

with the aim of informing and consulting the employees represented, well

as, where appropriate, to exercise participation rights related to the

referred to society;

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b) "Consultation", the procedure which, from the information provided by the

european cooperative society to the council of workers, or to the

representatives of employees in the context of the information procedure and

consultation, consists in the joint assessment of subjects and information

provided, carried out at a time, in such a way and with content such that they allow

to the representatives of the employees to give an opinion on the measures to be adopted

by the competent body of the society that can be taken into account in the

decision;

c) "Involvement of workers", the procedure, including the information,

consultation and participation, through which workers ' representatives

may be influential in the decisions of the European cooperative society;

d) "Subsidiary", of a participating legal person or of a cooperative society

european, a company on which such a legal person or society

european cooperative has dominant influence within the meaning of Article 473 of the

Code of Labour;

e) "Branch or establishment interested" the subsidiary or the establishment of a

participating collective person who, in the terms of the draft constitution of the

European cooperative society, pass to be a subsidiary or establishment

of this;

f) "Special negotiating group" the group made up of representatives of the

employees of the participating legal persons, their subsidiaries and

establishments interested in the terms of this Law, with the aim of

negotiate with the participating legal persons the involvement of the

workers in the European cooperative society to be constituted;

g) "Information" the information provided by the European cooperative society to the

board of workers, or the representatives of workers in the framework

of a procedure for information and consultation, on matters relating to

jointly to the society and to one or more subsidiaries or establishments

situated in another Member State, or which exceed the competences of the management

of one or more subsidiaries or establishments, carried out at a time, in a manner and

with content such that allow the representatives of the employees to proceed

to an in-depth analysis of their incidences and, where appropriate, prepare

consultations with the competent body of the society;

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h) "Participation" procedure by which the representatives of the employees

assigns, elect, recommend or oppose the appointment of members of the

body of administration or surveillance of the European cooperative society;

i) "Participating legal person" the co-operative or other legal person of

public or private law that participates in the constitution of a society

European cooperative;

j) "Quantitative reduction of employee participation rights", to which

imply that the proportion of the members of the body of the co-operative society

european to which the participation refers is lower than the highest proportion

of members of the bodies of the participating legal persons to which the

participation respects;

l) "European cooperative society", the constituted under the terms of the Regulation

(EC) No 1435/2003 of the Council of July 22 on the status of the

european cooperative society, and too much applicable legislation.

CHAPTER II

Transnational provisions and agreements

SECTION I

Scope

Article 5.

Scope of transnational provisions and agreements

1-The provisions of this Chapter shall apply in the event of a constitution of a

European cooperative society whose project provides for the respective headquarters to come to

situate themselves on national territory:

a) To legal persons participating in the constitution;

b) To the European cooperative society;

c) To the subsidiaries and establishments of the participating legal persons and of the

European cooperative society, provided that they are located in the economic space

European.

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2-The agreement relating to the institution of a council of employees or of a

information and consultation procedure, concluded in the terms of the legislation of

another Member State in whose territory the seat of the cooperative society is located

european, obliges the subsidiaries and establishments located in national territory and the

respective workers.

SECTION II

European cooperative society consisting of legal persons, including by

fusion or by transformation

SUBSECTION I

Procedure of the negotiations

Article 6.

Constitution of the special negotiating group

1-The participating legal persons, after deciding to constitute a society

european cooperative, adopt the necessary measures to initiate the constitution of the

special negotiating group, by providing in particular the following information:

a) Identification of the participating legal persons, their subsidiaries and

interested establishments;

b) Number of employees of legal persons, subsidiaries and establishments

referred to in the preceding paragraph.

2-A information provided for in the preceding paragraph shall be provided:

a) To the representatives of the employees participating in the designation or election

of the members of the special negotiating group, in accordance with the legislation of the

Member States in whose territory the legal persons are located

participants, their respective subsidiaries and interested establishments;

b) To employees of the participating legal persons, subsidiaries and

establishments concerned, in cases where, in accordance with the legislation

of the Member States in whose territory the same is situated, the

representatives of the workers do not participate in the designation or election of the

members of the special negotiating group.

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Article 7.

Composition of the special trading group

1-The special negotiating group is composed of representatives of the employees

of the participating legal persons, their subsidiaries and establishments

interested, employed in each Member State, corresponding to each

of these one representative for each 10% or fraction of the total number of workers

employees in all Member States.

2-In the case of European cooperative society to be constituted by merger, the special group

of trading has as many supplementary members as many as necessary for

ensure, in relation to each Member State, a representative of employees

of each co-operative participating with workers in that state and who extinguish themselves

with the merger.

3-The provisions of the preceding paragraph shall not apply in respect of legal persons

participants to which they belong to others with other members of the special group of

negotiation.

4-The supplementary members provided for in paragraph 2 shall not exceed 20% of the number

of members resulting from the application of the provisions of paragraph 1.

5-If the participating cooperatives provided for in paragraph 2 are in number higher than the

total additional members determined in accordance with the previous number,

these are provident, in descending order, by representatives of those who employ

more workers.

6-The workers of the co-operatives by which members are appointed

supplementary in accordance with paragraphs 2 a to 5 are not represented by the members

nominees on the basis of paragraph 1.

7-A The election or designation of the members of the special trading group is regulated

by the legislation of the Member States in whose territory the employees work

represented.

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Article 8.

Negotiations

1-The participating legal persons should take the initiative to negotiate with the

representatives of workers the workers ' involvement scheme in the

European cooperative society to be constituted.

2-A negotiation has started as soon as the special trading group is

constituted.

3-The special negotiating group has the right to meet immediately prior to

any meeting of negotiations.

Article 9.

Obligations of the participating legal person with registered office in national territory and

largest number of workers

The participating legal person with registered office in national territory and greater number of

workers must:

a) Determine the total number of members of the special trading group and the

Member States in which they are to be elected or appointed, having in

account for the numbers of workers of the participating legal persons,

respective subsidiaries and interested establishments, as well as the criteria of the

article 7;

b) Mark a reasonable time limit, counted from the information provided for in the d) ,

for the election or designation of the members of the special negotiating group

coming from each Member State, taking into consideration the scheme

applicable;

c) Informing the special negotiating group on the draft constitution of the

european cooperative society and its evolution, up to the record of this;

d) To inform the other participating legal persons and the entities provided for in the

n Article 6 (2) of the total number of members of the special group of

negotiation and the Member States in which they are to be elected or

assigned.

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Article 10.

Calculation of the number of workers

For the purposes of the constitution and operation of the special trading group, the

number of employees of the participating legal persons and the respective subsidiaries and

interested establishments is determined in relation to the date of the drafting of the

draft constitution of the European cooperative society.

Article 11.

Deliberations of the special negotiating group

1-Each member of the special bargaining group has one vote.

2-The deliberations of the special negotiating group shall be adopted by a majority

absolute of votes, provided that they correspond to members who represent the majority

absolute of the workers.

3-Dealing with agreement that implies the quantitative reduction of rights of

participation of employees in the body of administration or surveillance of the

participating legal persons, the deliberation of the special negotiating group that

the approve shall be adopted by two thirds of the members, which shall represent two

thirds of workers and they represent, still, workers employed in the

less two Member States, in the following cases:

a) Constitution of a European cooperative society by merger, if any in the

participating cooperatives whose rights of participation cover at least

25% of the respective employees;

b) Constitution of a European co-operative society by any other way,

if there are in the legal persons participating rights that

cover at least 50% of the respective employees.

4-For the purposes of the preceding paragraphs and without prejudice to the following numbers, each

member of the special negotiating group represents the employees of the person

participant collective that it comes from.

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5-In the event that there is, in a Member State, a participating legal person, subsidiary or

establishment of a participating collective person based in another State, of which

does not come from any member of the special negotiating group, the

representation of the respective employees is assigned, in equal parts, to the

members coming from that state.

6-In the event that there are, in a Member State, two or more members of the special group

of trading from the same participating collective person, the

representation of the respective workers is assigned, in equal parts, to those

members.

7-A minutes of the meeting in which any negotiating position of the special group is adopted

of trading shall indicate, in particular, the elements that meet the

requirements of the n. ºs 2 a to 6.

Article 12.

Experts

1-The special trading group may be assisted by experts of its choice.

2-Experts may be present at the negotiating meetings, without a vote,

whenever the special negotiating group the delibere.

Article 13.

Good faith and information in the course of negotiation

1-The parties must respect, in the process of negotiation, the principle of good faith,

particularly responding with the maximum possible brevity to the proposals and

counter-proposals and observing, should there be, the negotiating protocol.

2-Each of the parties shall, in so far as it does not result in injury to the defence

of your interests, provide the other with the elements or information that it requests.

3-The special negotiating group can inform the structures of representation

collective of workers from the beginning and evolution of the negotiations and the respective

result.

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Article 14.

Duration of the negotiation

1-A trading stems during the maximum period of six months from the

communication to legal persons participating in the constitution of the special group

of trading.

2-By agreement between the parties, the period provided for in the preceding paragraph may be

extended up to six months.

Article 15.

Term of the negotiation

1-The special trading group may deliberate not to start the negotiation or end

a which is under way.

2-A The deliberation provided for in the preceding paragraph shall be adopted by two thirds of the

members who represent two-thirds of the workers and represent, as yet,

workers employed in at least two Member States.

3-The provisions of paragraph 1 shall not apply in the case of a European co-operative society

consisting of processing of a cooperative in which there is a regime of

participation of the workers.

SUBSECTION II

Agreement on the involvement of employees

Article 16.

Content and form of the agreement

1-Without prejudice to the autonomy of the parties and the provisions of the following articles, the agreement

on the involvement of employees identifies the European cooperative society

the one that applies and regulates:

a) The date of entry into force and the duration of the agreement;

b) The European cooperative society and their subsidiaries and establishments

covered by the agreement;

c) The arrangements for the involvement of the applicable workers;

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d) The situations in which the agreement is to be reviewed, particularly in the event of

change in the number of workers affecting the number or distribution

of the members of the council of workers or the distribution of the members of the

body of administration or surveillance of the European cooperative society which

the workers, or their representatives, may designate, elect,

recommend or to whose appointment they may object;

e) The process of revising the agreement.

2-In the case of European cooperative society constituted by processing of a

cooperative in which there is a scheme for the participation of workers, the agreement

should institute a scheme at least identical to the previous one.

3-The agreement provided for in paragraph 1 is concluded in writing.

Article 17.

Institution of an information and consultation regime

1-The agreement establishing the information and consultation regime through a council of

workers regulates:

a) The composition of the board, the number and distribution of its members, well

as the length of the mandates;

b) The rights to information and consultation of the council and the corresponding

procedures;

c) The periodicity of meetings of the council;

d) The financial and material resources to be allocated to the council.

2-The agreement that instituts one or more information and consultation procedures regulates

the corresponding rules of execution.

Article 18.

Institution of a Participation Scheme

The agreement establishing a regime of employee participation regulates its

fundamental elements, namely:

a) The number of members of the board of directors or supervision of the society

european cooperative that employees or the respective representatives

may designate, elect, recommend or to whose appointment they may object;

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b) The applicable procedure for the purpose of the provisions of the preceding paragraph.

Article 19.

Mandatory communications

1-The governing body or administration of the European cooperative society shall

refer a copy of the agreement to the ministry responsible for the labour area.

2-The council of workers shall inform the ministry responsible for the area

labour of the identity of its members and of the countries of origin.

3-The provisions of the preceding paragraph shall apply to the employees ' representatives in the

procedure for information and consultation, if any.

4-The provisions of the preceding paragraphs shall apply in the cases of revision of the agreement and of

alteration of the members of the council of workers or representatives of the

workers in the context of the information and consultation procedure.

SUBSECTION III

Mandatory institution of a scheme for employee engagement

DIVISION I

General provisions

Article 20.

Compulsory institution

1-An information and consultation regime is instituted, through a council of

workers, regulated in this subsection, if there is no agreement at the end of the

period of duration of the negotiation, without the special trading group having

deliberate not to start the negotiation or end the one under way.

2-In the case provided for in the preceding paragraph, the participating legal persons who

wish to promote the registration of the European cooperative society must declare

that accept the information and consultation regime through a council of

workers.

3-Without prejudice to the provisions of the preceding paragraphs, the provisions of the above shall still apply

articles 29 to 32, on the participation of employees in the cooperative society

european, in the following cases:

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a) Constitution of a European co-operative society by processing, if

there is regime of participation in the cooperative that transforms;

b) Constitution of a European cooperative society by merger, if it exists

participation scheme in one or more co-operatives covering at least

25% of the employees of the pool of the participating cooperatives, or less

of 25% of workers and the special negotiating group deliberating that

intends the application of that scheme;

c) Constitution of a European co-operative society by any other way,

if there is a regime of participation in one or more legal persons

participants covering at least half of the workers in the pool

participating legal persons, or less than half of the employees and the

special negotiating group deliberating that it intends to implement such a scheme.

4-In cases provided for in points b) and c) of the previous number, if there are different

modalities of participation in the participating legal persons, the special group

of trading should choose the one that applies to the European cooperative society.

5-If the special negotiating group does not proceed to the choice provided for in the number

previous, is applicable to the European cooperative society the modality of participation

that covers the largest number of workers in the participating legal persons.

6-A deliberation of the special negotiating group in the sense of applying for the application

of the participation scheme, under the terms of the paragraph b) or c) of paragraph 3, as well as, being

case of this, the choice of the participation modality that applies to society

european cooperative must be adopted in the 15 days after the term of the

negotiation.

7-The special negotiating group shall inform the participating legal persons

of the deliberation referred to in the preceding paragraph.

DIVISION II

Council of workers

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Article 21.

Council of workers

1-The number of members of the council of workers is determined in relation to the

percentage of employees employed in each Member State, relatively

to the total of employees of the European cooperative society, its subsidiaries and

establishments, assigning a representative for each 10% of the total

workers or fraction.

2-The number of members shall be reviewed at the end of each term, taking into account

possible changes, in accordance with the criterion laid down in the preceding paragraph.

3-It shall apply to the European cooperative society, with the necessary adaptations, the

provisions of Article 9 para.

Article 22.

Members of the council of workers

1-The members of the council of workers must be employees of the society

cooperatively European, its subsidiaries or establishments.

2-A The designation or election of the members of the council of workers is regulated

by the legislation of the Member States in whose territory the employees work

represented.

3-The board of employees shall communicate the identity of the respective members

to the governing body or administration of the European cooperative society.

4-The term of office of the members of the council of workers has the duration of four

years.

Article 23.

Health

1-The board of workers who has 12 or more members shall institute a

restricted council composed, at most, by three members, elected from each other.

2-The board of workers approves its internal regulation.

3-Before carrying out any meeting with the governing body or administration of the

european cooperative society, the council of workers or the restricted council

has the right to gather without the presence of that one.

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4-Can participate in the meetings of the restricted council the members of the board of

workers who represent employees of the subsidiaries or establishments

directly affected by the measures.

5-The council of workers and the restricted council can be assisted by experts

of your choice, whenever they deem it necessary to comply with your

functions.

Article 24.

Rights of the council of workers

1-The rights of the board of employees cover the matters relating to

jointly to the European cooperative society and to one or more subsidiaries or

establishments located in another Member State, or in excess of those

competences of the direction of one or more branches or establishments.

2-The board of employees has the right to be informed in writing and consulted

by the governing body or administration of the European cooperative society on the

evolution and the prospects of the activities of this, as well as its subsidiaries and

establishments provided for in the preceding paragraph.

3-The governing body or administration shall inform the board of employees

on the agenda of your meetings and provide you with copies of the documents that are

presented to the general assembly of the European co-operative society.

Article 25.

Annual report

1-The governing body or administration of the European cooperative society shall

to present to the board of workers a detailed annual report and

documented on the evolution and perspectives of the activities of this, as well as

of its subsidiaries and establishments provided for in paragraph 1 of the preceding Article.

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2-The report must contain information on the structure of the cooperative society

european, subsidiaries and establishments, the economic and financial situation, the evolution

likely from activities, production and sales, initiatives related to the

social responsibility of companies, the situation and predictable employment developments,

the investments, the most important changes concerning the organisation, methods

of work or production processes, the production transfers, the mergers, the

reduction of the size or closure of the society, subsidiaries or establishments or

important parts of establishments and collective redundancies.

Article 26.

Meetings with the governing body or administration

1-Following the submission of the report provided for in the previous article, the council of

workers have the right to meet with the governing body or administration of the

European cooperative society, for the purpose of information and consultation.

2-A The meeting provided for in the preceding paragraph takes place one month after the presentation of the

annual report, save if the steering body or administration accepts a deadline

shorter.

3-The governing body or administration shall inform the Directions of the subsidiaries or

information establishments and consultation of the council of workers in the

terms of the previous numbers.

Article 27.

Information and consultation in exceptional situations

1-The board of workers has the right to be informed in writing about

any issues that considerably affect the interests of employees,

notably the change of facilities involving transfers from locations of

work, the closure of the European cooperative society, its subsidiaries or

establishments and collective dismissal.

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2-The board of employees or, if this so decides in particular for reasons of

urgency, the restricted council has the right to bring together, at its request, with the organ of

direction or administration, or other level of direction of society more

appropriate with competence to make decisions, in order to be informed and

consulted on the measures that would affect the interests of the

workers.

3-A meeting should be carried out with the greatest possible brevity.

4-In the event that the meeting takes place with the restricted council, they have the right to it

participate in the members of the board of workers representing the

employees of the establishments or companies directly affected by the

measures.

5-If the probable sense of the deliberation of the governing body or administration is

different from the opinion of the board of workers, this has the right to gather from

new with that organ with a view to getting a deal.

Article 28.

Information of local representatives

The members of the council of employees shall inform the representatives of the

workers of the European cooperative society and its subsidiaries and establishments or,

in their absence, the workers on the information received and the results of the

consultations held.

DIVISION III

Participation of workers

Article 29.

Mandatory schemes

1-To the European cooperative society constituted by processing shall apply the

scheme of the State-member which applied to the society undergoing processing

relating to the participation of employees in the body of administration or surveillance.

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2-To the European cooperative society constituted by any other mode shall apply,

as well as to its subsidiaries and establishments, the regime of any member state

that applies to a participating legal person and to allow representatives to

of the employees, or to these, designate, elect, recommend or oppose the appointment

of members of the board of directors or surveillance, in proportion more

high.

Article 30.

Distribution of seats

1-The board of workers shall deliberate, taking into consideration the proportion

of the employees of the European cooperative society employed in each

Member State, on:

a) The distribution of seats of the body of administration or surveillance by the

members representing the employees of the different Member States;

b) The way in which the workers of the European cooperative society can

recommend or reject members of the board of directors or surveillance.

2-If, in accordance with the criterion referred to in ( a) from the previous number, there is a

or more Member States in which there are workers who do not have

representatives in the body of administration or surveillance, the board of

workers must assign a place to each of those states, up to the limit

consented by the possibility of the application of the provisions of paragraph 4.

3-If the Member State in whose territory comes the seat of the society

european cooperative does not match a place of the governing body or

supervision, in accordance with the criterion referred to in paragraph a) of paragraph 1, the council of

workers must give a priority to that State, on the basis of the

provisions of the previous number.

4-The number of seats allocated according to para. 2 and 3 shall be subtracted to the

of the Member States to which it would fit more than one place, proceeding by

inverse order of the number of workers employed in those states.

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Article 31.

Designation or election of members

1-A designation or election of the members representing the workers

employees in each member state to the places of the administration body or

supervision of the European cooperative society is regulated by national law

of each state.

2-In the lack of the national legislation provided for in the preceding paragraph, the council of

workers must deliberate on the mode of designation or election of the member

coming from that state.

Article 32.

Status of members representatives of employees

The members of the governing body or watchdog representing the

employees employed in each member state have the same rights and duties

that the members representing the members of the cooperative, including the right to

vote.

SECTION III

European cooperative society consisting of natural persons or by a

legal person and natural persons

Article 33.

Involvement of workers in smaller society

1-The involvement of employees in the European co-operative society constituted

by natural persons or by a legal person and natural persons, who

employs fewer than 50 workers, or 50 or more workers in a single

Member State, be governed by:

a) In the European cooperative society, by the legislation of the Member State of the registered office

of this one that is applicable to entities of the same type;

b) In its subsidiaries and establishments, by the legislation of the Member State in which

find themselves situated and that it is applicable to entities of the same type.

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2-In the event of a move to another member state of the co-operative society's headquarters

European referred to in paragraph 1 and covered by a regime of participation of the

workers, a scheme of participation at least equivalent applies.

Article 34.

Involvement of workers in larger society

The involvement of employees in the European cooperative society constituted by

natural persons or by a legal person and natural persons, who employed by the

less 50 employees in each of two Member States, shall be governed by the provisions of

in Articles 5 to 32.

Article 35.

Amendment of the scheme for employee involvement

1-After the registration, the European cooperative society consisting of persons

singular, or by a legal person and natural persons, who employs

initially less than 50 employees or 50 or more workers in a single

Member State shall be subject to the provisions of Articles 5 to 32 in the following

situations:

a) If, at least one third of the employees of the society, its subsidiaries and

establishments that work in at least two Member States the

request;

b) If the total of workers in society, their branches and establishments pass

to be at least 50 in each of two Member States.

2-For the application of the provisions of Articles 5 to 32 in the situations referred to in the

previous paragraph, considers itself "participating collective person" the society

European co-operative and "subsidiaries and interested establishments" the subsidiaries and

establishments in the European cooperative society.

SECTION IV

Common provisions

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Article 36.

Relationship between the European cooperative society and the representatives of the

workers

The European cooperative society, the members of the special negotiating group, the

board of workers and the representatives of employees within the framework of a

information and consultation procedure should cooperate and act with good faith in the exercise

of the rights and in the performance of the respective duties.

Article 37.

Duty of reservation and confidentiality

The information provided to the members of the special negotiating group, of the council

of workers, the workers ' representatives in the framework of a procedure

of information and consultation and the respective experts, the breach of the duty of secrecy, to no

provision of information, as well as the justification and judicial control of the

confidentiality or refusal of provision of information are regulated by the articles

458 to 460 of the Labour Code.

Article 38.

Financial and material resources

1-Collective persons participating in the constitution of a cooperative society

European must:

a) Pay for the operating expenses of the special trading group, in a manner

that this may properly exercise its functions;

b) To provide the special negotiating group with the necessary material means to the

fulfillment of the respective mission, including installations and places of affixing

of the information;

c) Pay the expenses of at least one expert from the special negotiating group.

2-A European cooperative society shall, without prejudice to the provisions of the agreement that

institute the information and consultation regime:

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a) Provide the members of the board of employees of the financial resources

necessary for their operating expenses and those of the restricted council, if

exist;

b) To provide the board of employees with the necessary material means to the

fulfillment of the respective mission, including installations and places of affixing

of the information;

c) Pay the expenses of at least one expert from the council of workers or the

board restricted.

3-The operating expenses referred to in the preceding paragraphs include the

relating to the organisation of meetings, as well as the translations, stays and

displacements and still the retribution of an expert.

4-The provisions of the preceding paragraph, except with respect to the consideration of an expert,

may be regulated differently by agreement between the board of workers and the

body of direction or administration.

5-Displacement and stay expenses may be paid on the basis of the scheme of

displacements in service of the establishments or companies in which the

representatives of the employees work and, in respect of the expenditure of the expert,

in the scheme applicable to members coming from the same Member State.

6-From the application of the criterion laid down in the preceding paragraph shall not result in a

payment of travel expenses and stay to some member of the special group

of trading or of the less favorable European company council than the other.

7-The expenses for each member of the special trading group are paid

by the participating legal person of which or from whose subsidiary or establishment the

even comes from.

8-Participous legal persons pay the expenses of an expert, in proportion

of the number of the respective employees.

9-The expenses of member of the special trading group that does not come

of any participating legal person, subsidiary or establishment are paid by

such entities as long as the workers are by it represented, in the

proportion of the number of these.

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Article 39.

New negotiation

1-Decorrides two years from the deliberation of the special negotiating group of

do not start or end the ongoing negotiation, there should be new negotiation since

that is requested by at least 10% of the workers in the cooperative society

European, their subsidiaries and establishments or their representatives.

2-The board of workers, decorated four years from your institution

obligatory, it may propose negotiations on a regime of involvement of the

workers in society.

3-A negotiation may take place before the expiry of the deadlines set out in the figures

previous by agreement with the society.

4-The number of workers provided for in paragraph 1 shall be determined with reference to the

moment of order.

5-For the purpose of the negotiation provided for in paragraph 1, to the constitution and composition of the group

negotiation special is applicable to the provisions of Articles 6 and 7.

6-If the negotiation developed pursuant to paragraph 1 does not lead to the agreement, it is not

applicable the provisions of Articles 20 to 32.

7-A The negotiation provided for in paragraph 2 is developed by the council of employees and

be governed by the provisions of articles 11 to 19.

8-In the event of an agreement resulting from the negotiation provided for in the preceding paragraph, the

provisions on the board of compulsory institution employees leave

to apply from the time of application of the engagement regime of the

workers the subject of the agreement.

CHAPTER III

Provisions of a national character

Article 40.

Scope

The provisions of this chapter are applicable to European cooperative societies, their

subsidiaries and establishments located in national territory, as well as to representatives

of the respective workers.

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Article 41.

Designation or election of employee representatives

1-The members of the special negotiating group, the council of workers, the

representatives of employees in the context of the information procedure and

consultation and the members of the board of directors or supervisory board of the society

European cooperative, which represent employees employed in territory

national are designated or elected in the terms of the following articles.

2-The entities that proceed to the designation and the bidders of lists for the election

of the representatives referred to in the preceding paragraph shall respect the right to

equality and non-discrimination and, inter alia, to promote balance between

members of both sexes.

Article 42.

Designation or election of members of the special negotiating group

1-A The designation or election of the members of the special negotiating group shall

ensure that there is a member coming from each participating legal person

with registered office in national territory or, if this is impossible, of those who employ

greater number of workers.

2-Can be a member of the special negotiating group a syndicate associate

representative of employees of the participating legal persons, subsidiaries or

interested establishments, regardless of whether they are a worker of these.

3-Members of the special trading group are assigned:

a) In the event that there is, in national territory, only a legal person

participant or subsidiary, by agreement between the respective committee of employees and

the trade union associations, or by the commission of workers if there is no

trade union associations;

b) In the case of there being, in national territory, two or more legal persons

participants or subsidiaries, by agreement between their respective committees of

workers and trade union associations, or among the commissions of workers

if there are no trade union associations;

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c) In the event that there is, in national territory, one or more legal persons

participants or subsidiaries and one or more establishments of another legal person

participant or branch, by agreement between the respective commissions of

workers and trade union associations, and they should represent them at least

the employees of the said establishments;

d) By agreement between the trade union associations which together represent the

less than two thirds of the employees of the participating legal persons, subsidiaries

and existing establishments on national territory;

e) By agreement between the trade union associations that represent, each, 5% of the

employees of the participating legal persons, subsidiaries and establishments

existing in national territory, in the event that the provision is not met in the

previous point.

4-Only trade union associations representing at least 5% of the employees of the

legal persons participating, subsidiaries and existing establishments in territory

national may participate in the designation of the employees ' representatives, without

injury to the provisions of the following number.

5-The trade union associations which together represent at least 5% of the

employees of the participating legal persons, subsidiaries and establishments

existing in national territory can mandate one of them to participate in the

designation of the employees ' representatives.

6-Members of the special negotiating group shall be elected by direct and secret voting,

of among applications submitted by at least 100 or 10% of employees

of the participating legal persons, subsidiaries and interested establishments

existing in national territory, in the following situations:

a) If there is no place for the respective designation in the terms of the numbers

previous;

b) Where at least one third of the employees of the legal persons

participants, subsidiaries and establishments the rewant.

7-A convocation of the electoral act, the submission of applications, the voting sections,

the vote, the clearance and publicity of the result of the election, as well as the

control of legality of it, they are regulated by the scheme applicable to the council

of European company.

8-A The designation or election of members of the special negotiating group shall be

accompanied by the indication of the number of workers each represents.

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Article 43.

Designation or election of the members of the council of workers

1-The members of the council of workers are assigned:

a) In the event that there is, in national territory, only the cooperative society

european, by agreement between the respective committee of workers and the

trade union associations, or by the committee of workers if there is no

trade union associations;

b) In the event that there is, in national territory, the European cooperative society and

one or more subsidiaries, per agreement between their respective committee of employees

and trade union associations, or among the commissions of workers if not

there are trade union associations;

c) In the event that there is, in national territory, the European cooperative society,

one or more branches and one or more establishments, by agreement between the

respective committee of workers and trade union associations, owing

these represent at least the employees of the said establishments;

d) By agreement between the trade union associations which together represent the

less two thirds of workers in the European cooperative society, their

subsidiaries and establishments;

e) By agreement between the trade union associations that represent, each, 5% of the

workers of the European cooperative society, its subsidiaries and

establishments, in the event that the agreement provided for in paragraph is not checked

previous.

2-The designation of the members of the council of workers shall apply to the

n. paragraphs 2 and 3 of the previous article.

3-The members of the council of workers are elected by direct and secret ballot, of

between applications submitted by at least 100 or 10% of the employees of the

European cooperative society, its subsidiaries and existing establishments in

national territory if there is no place for the respective designation under the terms of the

previous numbers.

28

4-A convocation of the electoral act, the submission of applications, the voting sections,

the vote, the clearance and publicity of the result of the election, as well as the

control of legality of it, they are regulated by the scheme applicable to the council

of European company.

Article 44.

Designation or election of the employees ' representatives within the framework of a

information and consultation procedure

To the designation or election of the employees ' representatives in the framework of a

information and consultation procedure is applicable the provisions of the previous article.

Article 45.

Designation or election of the members of the board of directors or surveillance

To the designation or election of the members who represent the workers for the seats

of the governing body or watchdog of the European cooperative society shall apply

the provisions of Article 42, with the necessary adaptations.

Article 46.

Duration of term of office

Unless otherwise stipulated, the term of office of the members of the council of workers and

of the employees ' representatives in the context of an information procedure and

consultation has the duration of four years.

Article 47.

Special protection of employee representatives

1-The members of the special negotiating group, the council of workers, the

representatives of employees in the context of an information procedure and

consultation and employees ' representatives in the body of administration or

supervision have, in particular, right:

a) The credit of monthly hours for the exercise of the respective functions equal to that of

members of committee of workers;

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b) The reciprocated time credit required to participate in meetings with the

european cooperative society, in meetings of the governing body or

oversight and in preparatory meetings, including the time spent in the

displacements;

c) The justification of absences in the performance of their functions that exceed the

hours credit, pursuant to the terms set out in the Labour Code for members

of the structures of collective representation of workers;

d) The protection in the case of disciplinary procedure, dismissal and

transfer, in accordance with the terms set out in the Labour Code for members

of the structures of collective representation of workers.

2-The members of the special negotiating group only benefit from the scheme

provided for in the preceding paragraph if they are employees of a participating entity,

its subsidiaries or interested establishments.

3-There is no place the accumulation of the credit of hours by the fact that the worker

belong to more than one structure of collective representation of the workers.

4-The representatives of the employees who are members of the board of directors

or supervision of the European cooperative society are entitled to the retribution of the

periods of absence necessary for the exercise of their respective functions.

Article 48.

Calculation of the number of workers

Part-time employees are considered for the purposes of calculating the number of

workers, regardless of the duration of their normal period of work.

CHAPTER IV

Counterordinational liability

Article 49.

General regime

1-The general scheme provided for in articles 614 to 640 of the Labour Code applies

to the offences arising from the violation of this Law.

2-In the application of this Law to the Autonomous Regions shall be taken into account

legal skills assigned to the respective regional bodies and services.

30

Article 50.

Counter-ordinations in particular

1-Constitute counterordinance very serious the violation of Article 6, Article 9, of the

agreement that institute a board of employees or one or more procedures of

information and consultation in the part concerning the rights to information and consultation and

of meeting, of Article 20 (1) and (20), of Articles 24 and 25, of paragraphs 1 and 2 of the

article 26, of paragraphs 1 and 2 of Article 27 and of Article 38 (1) and 2 (2)

2-Constitute counter-ordinance grave the violation of paragraphs 1 and 2 of Article 8 (2) of the

article 12, of the agreement that institute a board of employees or one or more

information and consultation procedures, in the part concerning resources

financial and materials and of paragraphs 3 a to 5 of Article 27 para.

3-Constitute counter-ordinance leads to violation of Article 19 (1)

Seen and approved in Council of Ministers of June 1, 2007

The Prime Minister

The Minister of the Presidency

The Minister of Parliamentary Affairs