Mapping of transnational texts negotiated at corporate level

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EUROPEAN COMMISSION Employment, Social Affairs and Equal Opportunities DG Social Dialogue, Social Rights, Working Conditions, Adaptation to Change

Brussels, 2 July 2008 EMPL F2 EP/bp 2008 (D) 14511

Mapping of transnational texts negotiated at corporate level

TABLE OF CONTENTS

1. Transnational texts: a recent but already significant development .............................. 3

2. A European-driven process .......................................................................................... 5

3. A sectoral dimension.................................................................................................... 6

4. The various titles, forms and natures of the transnational texts................................... 7

5. The involvement of European Works Councils and unions......................................... 8

6. Establishing procedures for transnational social dialogue ......................................... 11

7. Anticipating and managing change, training and mobility: the major issue in transnational texts of European scope........................................................................ 25

8. Establishing common standards on health and safety, equal opportunities, financial participation and data protection................................................................................ 17

9. Transnational texts and legal issues ........................................................................... 20

10. Transnational texts in practice: disseminating, monitoring, assessing results and resolving difficulties................................................................................................... 23

11. Table: Transnational texts recorded (until first half 2007) ........................................ 38

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INTRODUCTION

Corporate governance in Europe is adapting fast to deal more effectively with global markets and the internationalisation of information and decision-taking. Business strategies need to anticipate the impact of corporate decisions affecting workers, clients and suppliers located in several countries, and subject to different rules and legislations. Innovative instruments are required to involve stakeholders upstream in the corporate decision process at transnational level. A particularly good example of such instruments is provided by transnational texts that are concluded between the management of a company and workers’ representatives on a variety of issues and cover establishments and/or undertakings located in several countries.

The present document provides an analysis of those “transnational texts” with an exclusive or dominant European scope on the basis of recent facts and figures, with the aim of contributing to a common base of knowledge. The Commission’s services compiled and analysed the information contained in existing transnational texts published in various specialised publications or websites1. They are listed in the table to be found under section 11.

The Commission's services also interviewed directly the actors involved in signing the available 51 transnational texts which have been concluded before 2006 and which have a dominant European scope. The questions asked dealt with the reasons for signing or not signing the text, the relations between different levels of management and different levels of workers’ representatives in the negotiation process, how parties to the text perceived it, intentions as regards the nature of the commitments, how the text had worked in practice as well as difficulties encountered, and how they intended to resolve them.

The Commission presented preliminary results of this research to stakeholders (governmental experts, social partners, experts, academics and company actors) in seminars held in May and November 2006. The seminars also provided an opportunity for presenting and discussing a number of case studies and experiences2.

1 Particularly ETUI-REHS/SDA EWC database http://www.ewcdb.org/ ; M. Carley & M. Hall in EWC

bulletin IRS & IRRU Warwick London, Ebr-service http://www.ebr-ewc.net/, Eurobetriebsrat Training und Beratungsnetz http://www.euro-betriebsrat.de/ebr/index.html, employment europnews http://www.eeuropnews.com/

2 Documents, presentations and minutes are available online: http://ec.europa.eu/employment_social/labour_law/documentation_en.htm#5

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1. TRANSNATIONAL TEXTS: A RECENT BUT ALREADY SIGNIFICANT DEVELOPMENT

A recent development…

In July 2007, the Commission’s services had recorded 147 transnational texts, most of which were concluded after 2000. The list of the transnational texts, together with their geographical scope, main field and signatories, as well as the companies involved (country of headquarters, sector and headcount) can be found in the enclosed table.

Transnational texts were pioneered by Danone in 1988, but since 2000, the number of companies in which such texts have been concluded has rapidly increased. Many companies have concluded worldwide joint texts on fundamental rights and social responsibility. However, a significant number of such texts address specific European issues. Such is the case with General Motors and Ford, which concluded a series of texts on restructuring in Europe; Arcelor, ENI and Lafarge, which developed joint European health and safety standards; Total and Areva, which established a European strategy on equal opportunities; Suez and Deutsche Bank, which developed measures concerning employment trends, mobility or training; Air France which agreed a European-wide mechanism for financial participation; Unilever, GE plastics and Philip Morris, which produced texts on data protection and use of internet; Dexia, Generali and EADS, which established joint principles on social responsibility and human resources policy.

0

5

10

15

20

25

1988

1989

1990

1991

1992

1993

1994

1995

1996

1997

1998

1999

2000

2001

2002

2003

2004

2005

2006

2007

1st h

alf

Year of conclusion

Num

ber o

f tra

nsna

tiona

l tex

ts re

cord

ed

GlobalMixedEuropean

…Including transnational texts of European, global and mixed scope…

Out of the 147 transnational texts recorded:

– 76 texts are limited in scope or focus on the European area; they are called “European”;

– 59 texts are focused on respect for fundamental rights primarily outside Europe; they are called “global”3;

3 This staff working document does not focus on them, they are, however, included in the overall record

in order to place texts having a European scope in a broader picture.

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– 12 texts are of global scope but also address specific European issues and/or very strongly involve the European Works Council; they are called “mixed”.

A clear distinction of transnational texts, according to their scope and character, between “European” and “global” texts is not always possible as there is a continuum between both types4 and also both categories have had a quite comparable evolution over time.

A particular type of global text has been identified in the form of “International Framework Agreements” (IFAs). These are usually defined5 as agreements concluded between a transnational company and an international union federation with the purpose of ensuring fundamental rights, typically by recognising the ILO core labour standards in all of the company’s locations and establishing a formal ongoing relationship between the corporation and the union organisation. They are usually concluded in the context of Corporate Social Responsibility (CSR) initiatives as an alternative or in complement to unilateral codes of conduct. However, there is no exact correspondence between IFAs and texts classified here as “global”, those classified according to the signatories and others according to the scope6.

…With already several million employees affected

The 147 transnational texts recorded were concluded in 89 companies, which employ together about 7.5 million employees. The 42 companies in which “European” and “mixed” transnational texts were recorded employ worldwide about 4.4 million employees.

As measured by the size of the working population to which they apply, the importance of transnational texts is therefore undisputed. Probably it has been largely underestimated. One out of four European Works Councils’ (EWCs) representatives surveyed in 2005 by Prof. Waddington indicate that joint texts had already been concluded in the framework of their respective EWC7. As there are about 800 European Works Councils, this would indicate a much larger number of transnational texts concluded than the ones recorded.

4 Authors have also noted a continuum between “agreement on rights” and “substantive agreements” as

well as a continuum between consultation, negotiation and bargaining (Hammer 2004 and Hammer 2005). N. Hammer, International Framework Agreements: Overview and Key Issues, paper presented at the Industrial Relations in Europe Conference, Utrecht, 26-28 August 2004.

5 See notably Bourque, R., “les ACI et la négociation collective à l’heure de la mondialisation”, document de travail DP/161/2005, IIES OIT, Genève, 2005; Hammer, N.,“IFAs: global industrial relations between rights and bargaining”, Transfer No 4, Brussels, Winter 2005; Papadakis, K. (ed), Cross border social dialogue and agreements: an emerging global industrial relations framework?, IILS ILO, Geneva, 2008 Rudikoff, Lisa P., “International framework agreements: a collaborative paradigm for labor relations”, Global law working paper 01/05, NYU School of Law, New York, 2005; Sancy, B. & Descolonges, M. (dir), Les nouveaux enjeux de la négociation sociale transnationale, La découverte, Paris, 2006; Schömann,I., Sobczak, A., Voss, E., Wilke, P., Codes of conduct and international framework agreements: new forms of governance at company level, European Foundation for the improvement of Living and Working Conditions, Dublin, 2008.

6 Some transnational texts, with a worldwide scope, are treated here as “global” texts but are usually not considered as IFAs because of their signatories on the employee side or their topics (Coca Cola 2005, CSA 2004, Hartmann 1999, Suez 1998 2002, Triumph 2001, Vivendi 1996), the revised or completed texts have been included in the present record (ENI 2004, Faber Castell 2000, Ikea 2001, Statoil 2003). The IFAs with mainly a European scope are treated as “European” texts (Danone). The IFAs addressing specific European issues in addition to global ones are treated as “mixed” texts (Club Méditerranée 2004, Daimler Chrysler 2006, Danone 1994, EADS 2005, EDF 2004, Endesa 2002, France Telecom 2006, PSA 2006).

7 J. Waddington, data presented to the conference ‘Co-determination in a Modern Europe: Democratic Workers’ Participation or Convergence at Minimal Standards?’ organised by the Otto Brenner Stiftung, Bratislava, May 2006.

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There are also indications of cross-border agreements being concluded between companies in border areas8. These agreements, involving SMEs, tend to be centred on very specific issues: health and safety at work or organisational issues, and are signed by trade union organisations in both border regions. They are considered to be examples of good practice.

2. A EUROPEAN-DRIVEN PROCESS

The conclusion of transnational texts appears to be a European-driven process: out of the 89 companies involved in the texts recorded, 75 are headquartered in the European Economic Area. Even global texts are overwhelmingly negotiated with multinational corporations headquartered in Europe and involve European employee representative bodies. Moreover, four out of the six American companies included in the record have concluded 15 transnational texts with a scope expressly limited to Europe.

Among the companies headquartered in Europe included in the record:

– companies headquartered in France have been the most involved, with 21 companies concluding 41 transnational texts, 33 being of European and mixed scope;

– companies headquartered in Germany have been more involved in concluding global texts, with 20 companies concluding 23 transnational texts, six being of European or mixed scope;

– 12 out of the 14 involved companies headquartered in Nordic countries have concluded 12 global texts, the two remaining Nordic finance companies having set up a standing transnational negotiation mechanism at Nordic level leading to a record nine texts of European scope;

– in 11 companies in Belgium, Luxembourg and the Netherlands, 16 transnational texts have been recorded, 11 being of European or mixed scope;

– in five companies in Italy, nine transnational texts have been recorded, five being of European scope.

The companies headquartered in France (Danone, Accor, Vivendi, Suez) were the first ones to conclude transnational texts, starting in 1988, followed by Italian (ENI in 1996), Swedish (IKEA in 1998), American (Philip Morris in 19989), Belgian (Solvay in 1999) and German (Hartmann, Faber Castell in 1999) companies. Since 2000, the process has been reinforced in the countries where the first companies involved were headquartered but has also spread to other locations.

8 Information provided by representatives from border regions at the 2006 stakeholder seminar. 9 Group Kraft, a major US company, was merged with Philip Morris in 1998; Philip Morris is recorded as

having its headquarters in Switzerland since the split between both activities.

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The origin of the companies involved in transnational texts

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Austra

lia

Canad

a

New Zea

land

South

Africa

USARus

sia

Switzerl

and

Austria

Belgium

Czech

R

Denmark

France

German

y

Greece Ita

ly

Luxe

mbourg

Netherl

ands

Norway

Portug

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Spain

Sweden UK

Country of headquarters

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Companies Additional texts (one company may conclude several texts)

3. A SECTORAL DIMENSION

As far as texts with an exclusive or dominant European focus are concerned, the metal, financial and food & drink sectors account for the most significant numbers of the transnational texts recorded and of the companies involved. Companies in the energy, chemical, construction and transport sectors were also quite active. Whereas the metal sector is also the main contributor of texts with a global dimension, these texts have been prevalent in utilities and telecommunications, construction packaging and paper and other services.

The sectors involved in transnational texts

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101520253035

Metal

Energy

, mini

ng

Chemica

ls, ph

armac

eutics

Utilitie

s, tel

ecom

Constru

ction

Packa

ging,

pape

r, offic

e m.

Food & dr

ink, to

bacc

o

Financ

e

Transp

ort, le

isure

Others

Sectors

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ecor

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GlobalMixedEuropean

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In addition to the guidelines and standard procedures established by the global union federations as to the conclusion of IFAs, several European sectoral union organisations, pioneered by the European Metalworkers’ Federation (EMF), have started establishing internal procedures and guidelines for negotiating and signing European transnational agreements.

4. THE VARIOUS TITLES, FORMS AND NATURES OF THE TRANSNATIONAL TEXTS

There is a wide diversity in the titles given to the transnational texts recorded. Out of the 88 European and mixed transnational texts:

– 36 texts include the word “agreement” in their title: “agreement”, “framework agreement”, “global agreement”, “European agreement”, and “group agreement”; they deal with all kinds of issues, particularly restructuring. Examples are the framework agreements on restructuring at General Motors or on training at Danone or on social policy at Geopost, the European agreement on anticipation of change at Schneider, the group agreements at Suez on equal opportunities and forward-looking management of employment and skills, the global agreement at PSA on social responsibility, the agreements at Porr on data protection or at ENI on health and safety.

– Nine texts are called “principles”, “guidelines” or “orientations”; they deal with health and safety, joint ventures, introduction of the euro, restructuring, CSR and information and consultation procedures.

– Seven texts are called “charters”: “charter”, “social charter”, “European charter”, “group social charter”; they deal with health and safety, subcontracting and CSR.

– Seven texts are called “declarations” or “joint declarations”; they deal with health and safety, subcontracting, data protection and restructuring.

– Five texts are called “joint opinion”, they deal with specific issues, particularly restructuring.

– Other titles include “code of conduct”, “procedure”, “protocol”, “framework”, “practices”, “project”, “action programme”, “convention” on procedures for social dialogue or on issues such as health and safety, training, restructuring.

– Four texts form an “annex” to the European Works Council or European Company involvement agreement or a part thereof, and two further texts are declared as forming part of or being an annex to a future EWC agreement; they deal with restructuring, data protection, CSR or procedures for social dialogue.

– In one company, Nordea, a Group Council and eight business area councils covering the Nordic countries have been established on a permanent basis. In addition, in case of major changes with cross border consequences expected to result in redundancies, the issue may be referred to a negotiating committee should parties have split opinions over the initiative.

As it appears from the record, there seems to be no correspondence between the title of the text and the main issue addressed in it. Further analysis of the content also indicates that the

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title is not always in accordance with the more indicative or imperative aim of the text’s provisions.

Most of the texts called agreements do not have the legal character of a collective agreement under any national rules. However, at least nine can indeed be considered to be collective agreements at company or group level, since they were negotiated under French or Italian rules and concluded by national unions. They cover financial participation, anticipation of change, equal opportunities, health and safety, CSR and social dialogue. In addition, three “European agreements” have voluntarily been sent to the European Commission for “registration”, in a move similar to national collective agreements which are to be sent to national administrations to that end.

As to the form of the text concluded, some transnational texts indicate clearly the date of conclusion, the names and positions of the signatories, the scope, the addressees, the duration and a definition of the terms used where necessary. Some texts are fully drafted as company collective agreements according to the legislation applicable in the country where the headquarters is registered, for example as “group agreements” under the French Labour Code. Some are drafted as political declarations. Most texts recorded are mixed, with parts drafted as agreements and others drafted as declarations.

The perception by management, European Works Council and unions of the nature of the particular transnational text they have concluded is broadly similar. There are no fundamental differences in the views expressed on the same text and the latter is usually seen as a result of the European Works Council’s activities. However, the perception of the nature of such texts tends to vary significantly among companies, ranging from political declarations to company collective agreements. There was in many cases difficulty in defining the nature of the text concluded and often concepts were used that normally apply in other contexts10. The different views expressed, notably by the social partners on the occasion of stakeholder seminars, about the nature of the transnational texts call for a clarification of the concepts being used.

5. THE INVOLVEMENT OF EUROPEAN WORKS COUNCILS AND UNIONS

Transnational texts involve different sorts of parties and signatories: European Works Councils (EWCs), international and European Union organisations as well as national unions and national works councils. Over one third of the European and mixed transnational texts recorded and about two thirds of the global ones involve a combination of parties.

While international and national union federations are the main signatories of global texts, European Works Councils are the main parties in European and mixed texts . However, where several transnational texts are concluded in a single company, the parties usually remain the same, except in some companies where the parties change according to the issue dealt with or the scope of the text (Arcelor, Lafarge, EADS, Suez).

10 For example: “It is a political declaration but not only that, there are other elements involved”; or “It is

an agreement but it is not really a collective agreement in the way that one usually understands the term”.

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Signatories of the European and mixed transnational texts

EWC aloneEWC + IUF/EUFEWC + EUF + nationalIUF/EUF aloneNational + IUF/EUFNational alone

Signatories of the global transnational texts

EWC aloneEWC IUF/EUFEWC + EUF + nationalIUF/EUF aloneNational + IUF/EUFNational alone

EWC = European Works Council; national = national unions

IUF = International Union Federation; EUF = European Union Federation (or organisation)

The leading role of European Works Councils

European Works Councils are signatories to 71 out of the 88 European and mixed transnational texts recorded:

– on their own in 42 cases, especially in companies headquartered in the United States, Germany, the Netherlands, Belgium as well as in some cases in France, mainly on health and safety or data protection issues;

– together with international or European union organisations in 16 cases, notably in the metal sector;

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– together with both national unions and international or European union organisations in 13 cases, notably in companies headquartered in France or in the Nordic countries.

In addition, regarding seven out of the 17 remaining texts, European Works Councils were strongly involved in their negotiation, even if they do not appear among the signatories. The reason invoked in such instances by all parties to the negotiations regarding the absence of signature by the European Works Council is that “it is not a negotiating body”. Generally speaking, the actors surveyed in the 2006 complementary study also see the conclusion of transnational texts as resulting from the activity of the European Works Councils, from information-consultation to negotiation, even if they voluntarily refrain from signing the texts concluded in the end. It appears, therefore, that European Works Councils play the leading role in the conclusion of the transnational texts dealing with European issues11.

The overall picture is quite different for global texts where the leading role is taken by international and European Union federations, even if usually together with national unions or European Works Councils. However, European Works Councils are involved in about one third of the global transnational texts recorded: they are the sole signatories of five global texts, the co-signatories of 12 additional global texts together with international or European Union federations, and were further involved in two additional global texts signed by the latter.

The involvement of international, European and national union organisations

International and European Union organisations are signatories of 39 out of the 88 European and mixed transnational texts recorded. They are especially active in the metal sector. In most cases, unions tend to be co-signatories together with European Works Councils (see above) and national unions.

The actors surveyed give the following reasons for signing by international or European union federations: legitimating the union organisation or coordinating national representative bodies. The reasons invoked for the absence of their signature are the fact that the unions may act through the European Works Councils, the preference of some company managements for elected bodies, the German culture of works councils negotiating company agreements on issues such as restructuring, and the presence of various sectors within the same company.

The national unions of the country where the headquarters are located signed 23 out of the 88 European and mixed transnational texts recorded, particularly the ones on social responsibility, financial participation and working conditions of companies headquartered in France, Italy or in the Nordic countries, usually with European or international actors but alone in four cases where the texts concluded are company collective agreements under national law. In a few cases, individual national unions from countries other than where the headquarters are located are also direct signatories to the transnational texts recorded (EDF, Geopost, IF, Nordea).

The main reasons invoked by the actors surveyed for involving national bodies in the signature of transnational texts are linked to the will to associate local bodies that will be

11 Also referred in a 2004 study of the European Industrial Relations Observatory (EIRO): Developments

in European Works Councils, Mark Hall and Paul Marginson, European Foundation for the Improvement of Living and Working Conditions, Dublin, November 2004, on line at http://www.eiro.eurofound.ie/2004/11/study/tn0411101s.html

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major actors in implementing the text already at its conclusion stage, and the will to give the text the character of a company collective agreement under a national law.

6. ESTABLISHING PROCEDURES FOR TRANSNATIONAL SOCIAL DIALOGUE

Nature of the process leading to transnational texts

The evidence gathered through the survey suggests that the processes leading to European or mixed transnational texts vary a great deal, and range from highly centralised processes to attempts to involve all the local and regional actors.

Under a typically centralised approach, negotiations are carried out by the European management of the group with the European Works Council’s select committee or some representatives thereof. The results of the negotiations are then validated, either by the European Works Council in its entirety, or by the European federations. There are cases where this centralised form of negotiation takes place, but before the text is signed the management checks it with the local management or business managers to make sure that there are no significant problems. If necessary they will then amend certain elements of the text, e.g. change it from a global scope to a European scope.

As an example of the full involvement of local or national players from the very start, the example of a text dealing with a range of corporate social responsibility issues might be taken. The idea behind this involvement is that it is the local and national players who are responsible for implementing the text. As far as the management is concerned, local management is involved and there is a link between various committees (human resources, executive, operational). On the employee side, the European Works Council is the initiating body and is also responsible for implementing the follow-up. Local unions and/or works councils, in some cases elected where not existing previously, are fully involved in the negotiations and sign the agreed text. The role of union coordination within the European Works Council is deemed to be a very important element in linking the different levels in this context.

In several cases regarding restructuring, a more formal and step-by-step process, involving centralised and decentralised levels, took place. There is initial shared information involving both the European level and representatives of the most affected units, on both employee and management sides. Where another company is involved in the restructuring because of a joint venture or sell-off, it also takes part. The EWC opens a vote on starting negotiations and all national bodies take a decision giving the EWC the right to negotiate. Then the negotiations start between the select committee of the EWC and the European Human Resources unit, as well as some other management and workers’ representatives where needed. When the negotiations come to an end, the EWC takes the decision, possibly together with the European union federation, and the national bodies ratify it. This process goes backwards and forwards between different levels.

The actors surveyed in the 2006 complementary study suggested the existence of certain “opt-out” practices in cases in which employee representatives other than the one involved in negotiating or signing texts in a centralised procedure did not agree with it. Certain national members from the EWC which signed the agreement “opted out” because they felt that the agreement ran counter to national legislation on data protection. Certain national unions “opted out” from texts signed by a European Union federation because they did not agree with

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its content and/or because they felt that the EWC should have been consulted on its conclusion.

The choices in the negotiating process and the signatories of a transnational text appear, therefore, to be linked to the scope, nature and aim of the text concluded, to the existing relationship between the actors, as well as to management and union strategies. These choices have consequences when it comes to legitimating and implementing the texts concluded.

Transnational texts establishing rules for transnational social dialogue

Transnational texts may play a complementary role in relation to the rules set down by the agreements established under the provisions of the Community Directives aimed at establishing transnational information, consultation and participation mechanisms12.

The 2001 agreements establishing a “Group Council” and “Business Area Consultative Committees for Information, Consultation and Negotiation” at Nordea

Aim: permanent framework for the consultation and negotiation processes within Nordea, at global and business levels, preparing for the European company statute.

Provisions: Group Committee and 8 Business area Committees establishing the framework for negotiation processes and agreements on restructuring, reorganisation and other working conditions (except for salaries, working time and benefits which remain under national competence). Negotiating committee to which an initiative bringing major changes with cross border consequences expected to result in redundancies may be referred to, should parties have split opinions.

Initiative: Nordic unions and central management.

Negotiation and signatures: Nordea Group, national unions from Finland, Sweden, Denmark and Norway, NFU (Nordic Finance Union).

Scope: Nordic entities, extension to Poland and Estonia.

Effects: agreements considered legally binding, intention that transnational agreements concluded under this framework directly apply in the different countries.

Follow-up: transnational union in Nordea and management.

Evaluation: positive approach to Group’s reorganisations, allows for fully transnational human resources management, and establishes a discussion process for decision-making which involves employees.

Twelve European or mixed transnational texts recorded expressly encourage social dialogue between management and employees, including the provision of economic information and the capacity to analyse it as well as consultation procedures. For example, the Ford (2003)

12 Directive 94/45/EC on European Works Councils (OJ. L254 of 30.9.1994, p.64), Directive 2001/86/EC

on the involvement of employees in European companies (OJ. L394 of 10.11.2001, p.22), Directive 2003/72/EC on the involvement of employees in European cooperative societies (OJ. L207 of 18.8.2003, p.25), Directive 2005/56/EC on cross-border mergers of companies (OJ. L310 of 25.11.2005, p.1).

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agreed principles on CSR in Europe state that the “achievement of business competitiveness, employee involvement and employment security are positively influenced by good relations and mutual trust between employees and management within the Company”. In this way, “timely information and consultation is a prerequisite for successful communication between management and employee representatives. Information will be provided in good time to enable representatives to appropriately prepare for consultation. Collective bargaining on conditions of work is the expression in practice of freedom of association within the workplace, a responsibility to bargain in good faith in order to build trust and productive workplace relations. Even when disagreement occurs, all parties will be bound by group collective and legislative requirements and the aim will be to reach adequate solutions.”

Some of these texts expressly establish negotiating procedures for transnational social dialogue between company management and employee representatives. In Allianz, it takes place in relation to the establishment of a European Company in accordance with the European Company Statute Regulation and Directive. In Nordea and in If Insurance, it concerns setting up truly transnational Nordic companies. In GE Plastics, it appears to be related to the need for both parties – European Works Council and Management – to establish rules governing the conclusion of agreements covering the different Member States in which the company operates in Europe. In Veolia Environment, the 2005 agreement establishing the European Works Council states that the EWC “may be called on to negotiate certain agreements in principle on transnational issues, implementation of which depends on national laws and regulations in each of the countries covered by these agreements.” The first issues negotiated in this context widen the negotiations taking place with the French Group Works Council on evolution of skills and training as well as on health & safety.

Social and European dimensions at stake in developing transnational dialogue

From the survey carried out in 2006 by the Commission’s services it is possible to infer some broad underlying grounds for the conclusion of transnational texts at company level. These add to the more specific needs or objectives, particularly in the context of corporate restructuring, which lead to specialised texts, as can be seen in following chapters.

Both on the management and employee sides, entering into negotiations on a transnational text is often linked to the aim of enhancing the company’s social dimension following structural changes, mergers or acquisitions and fits into the management’s overall communication strategy. For example: “We wanted to have a fundamental text for a common social life in the Group created through successive mergers”, or “for a new group, a new European agreement”.

Negotiating at transnational level may also be clearly linked to the transnational organisation of the company, to the need to deal with European issues at European level, particularly where the company is organised by branches and not by countries. It addresses both the need of management and of employees to have a rational structure for their dialogue.

On the management side, concluding transnational texts may be aimed at diminishing the risks of industrial conflict: “not having a hundred fires burning”, finding a way out of or reducing collective actions. It may contribute to balancing influence and powers within the company, when – for example – it is described as aiming at “a political concession to the EWC”, or at reinforcing the position of the EWC by giving its members “something concrete to show” or by favouring the EWC’s position by comparison with that of other stakeholders’ one. It may also indicate a commitment to work with employees over time, to reach trust and

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confidence or to develop a contractual social dialogue. The expected and apparently attained results are then to ensure future smooth transitions, to motivate and commit employees and to improve performance by creating a productive environment.

On the employee side, in addition to achieving concrete results for the benefit of the employees, the conclusion of transnational texts may be aimed at making the employees’ representation move forward as a European Works Council, organising international union cooperation, developing rational structures for social dialogue or, in some cases, supporting the social policy of the company management facing other pressures.

The actors surveyed in 2006 also suggested the positive impact of transnational texts on dialogue and understanding as well as on the European dimension of the company. Both management and employee sides generally consider that the texts worked well and helped social dialogue in addition to achieving concrete results. The transnational texts concluded are seen as having helped to bring things to an end, to remove uncertainties and provide satisfactory answers, to understand and define steps, to lead to a higher level of trust, to see each other as partners, to develop a style of cooperation, to give employees the necessary information and capacity to intervene, and in some cases to establish a working process of decision-making with some degree of union and employee involvement. The transnational texts concluded are also seen as helping employees to integrate better into the company, to prevent internal unfair competition, and make local actors more aware of the European social dimension.

Transnational texts may also have unexpected effects on social dialogue. In one case, the management considers that the most positive aspect of the transnational text concluded is the right it provides to intervene in local negotiation where there is a deadlock. The intervention of the joint EWC-central management delegation has in various cases injected an external view and is seen as contributing to avoiding legal proceedings and to solving problems.

7. ANTICIPATING AND MANAGING CHANGE, TRAINING AND MOBILITY: THE MAJOR ISSUE IN TRANSNATIONAL TEXTS OF EUROPEAN SCOPE

While global transnational texts typically focus on fundamental rights or address the different aspects of corporate social responsibility, transnational texts for the European area13 tend to have as their core aim the establishment of partnerships to deal with restructuring, reorganisation and anticipative measures. Twenty four out of the 76 European transnational texts recorded focus on anticipation and management of change. Thirteen additional European and mixed transnational texts address this issue in a text dealing more generally with social policy or social dialogue.

Dealing with restructuring

These transnational texts have been concluded with a view to comprehensive restructuring measures within Europe or contain provisions in the event of future restructuring measures. They generally contain safeguard measures for employees, such as the transfer of pension entitlements (for example Ford Visteon) and, if necessary, provide for support in finding new employment. They also generally express their commitment to social dialogue in order to

13 See also the study “Transnational collective bargaining: past, present and future” by E. Ales, S.

Engblom, T. Jaspers, S. Laulom, S. Sciarra, A. Sobczak, F. Valdés Dal-Ré, December 2005.

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communicate better and directly between management and employees, to involve employees in the decisions taken by the management and to keep them up to date about developments within the company.

Ten European texts are focused on providing a framework for dealing with restructuring and change (Axa, Danone 1997 and 2001, Diageo, Deutsche Bank, EADS, General Motors 2004, RWE, Solvay, Unilever). For example, the General Motors (2004) text states that “Management and Employee Representatives will work together in good faith to find financially sustainable and socially responsible solutions for the necessary manpower adjustments. This includes that both parties will examine potential business opportunities in order to lessen the impact on employees. Respective solutions may cover (in no particular order) but are not limited to processes like: voluntary separation programs, early retirement programs, specific local programs based on national legislation, transfers to spin-offs, joint ventures, partnerships, other locations, etc. and will, in the event of a sufficient number of participants, enable us to work towards results without forced redundancies. Both parties acknowledge that these measures cannot be limitless in cost and timing.”

Focus of the transnational texts recorded

05

1015202530354045

Restru

cturin

g/antic

ipatio

n

Subco

ntrac

ting/S

MEs

Trainin

g/mob

ility/worki

ng co

nditio

ns

Equal

oppo

rtunit

ies

Financ

ial pa

rticipa

tion

Data/in

terne

t

Health

& Safety

CSR and H

R policy

Funda

mental ri

ghts

Proced

ures/

socia

l dial

ogue

num

ber o

f tex

ts

GlobalMixedEuropean

Other texts, which have not been concluded specifically with a view to restructuring measures, contain a general provision should such measures become necessary. For example, the signatories of the Dexia Group in their text on social management commit themselves to consultation and open negotiations before launching a dismissal procedure, and the European Works Council may send a delegation to the business unit concerned if the negotiations break down and an outside arbitrator is needed.

Ten European texts address specific restructuring cases, in particular the series of General Motors and Ford transnational texts.

EN EN

The actors surveyed in 2006 indicated very concrete results from these transnational texts dealing with restructuring. Management recognised (a) that they helped to bring the negotiation with employees to an end in a difficult and time-limited context, (b) the effectiveness of certain precise provisions such as the ones provided in the General Motors framework agreement described in the box above and, more generally, (c) their positive impact on the employees’ acceptance of the need for restructuring. Employee representatives also perceive concrete results, such as having avoided plant closures, allowed the positive development of a sold activity or maintained statutes for employees. They also acknowledge the common rules for dealing with the restructuring and the common raft of measures provided for the workers affected.

The 2000 ‘Framework Agreement on the Consequences of the Alliance between General Motors and Fiat’ at General Motors Europe

Aim: employment, status and workers’ representation in the framework of the alliance between General Motors and Fiat Provisions: employment guarantees, maintaining of collective agreements, possibility to return to General Motors.

Initiative: German unions, EWC.

Negotiation: European Group management, EWC select committee including EMF coordinator, workers’ representatives and HR managers from the sites concerned.

Signature: General Motors Europe, EWC, EMF.

Scope: GM European entities included in the scope of the alliance with Fiat.

Effect: through national implementing process.

Follow-up: annual EWC meeting and bilateral meetings with concerned sites, disputes brought to the knowledge of the EWC.

Evaluation: clear commitment of the parties, acceptation of the alliance by the workers, smooth transition and safety network, maintaining status, facilitated reintegration of the workers after the alliance failed.

Anticipating and developing skills, training and mobility

Anticipation of change and forward-looking management of competences and skills are the focus of four additional European texts recorded (Suez, Schneider, Total), representing an extension of the negotiations that took place on this issue in French companies with over 300 workers or of Community scale. For example, the 2007 Suez Group agreement states that the company has to improve management of employment and skills, anticipating future changes in occupations, work, growth, etc. It should allow for workers to be able to work also in other parts of the company and prevent redundancies. The agreement also provides for the establishment of a series of structures at different levels to accompany this policy.

In addition to the texts specifically focused on anticipation and management of change, four European texts recorded focus on training and mobility (Air France, Danone, ENI). Other more general texts include provisions in this regard. For example, the Dexia (2002) Principles on Social Management lay down common rules in terms of secondment and expatriation, and

EN EN

say that each worker within the Group must have access to training as this will help maintain their employability and develop their career, whether in the same business line or elsewhere.

In the same vein, 2005 research findings14 elsewhere indicate that over 40% of joint texts between European Works Councils and Management deal with skills and training, and over 30% with staff mobility.

Organising subcontracting and promoting SMEs

Four European texts recorded focus on subcontracting and promotion of SMEs (Club Méditerranée, Lhoist, Solvay, Total). The Club Méditerranée (2001) joint declaration deals with the principles to be applied for subcontracting in the EU: “As and when necessary, the Club Méditerranée companies call upon the services of subcontractors with special skills and know-how. The terms under which subcontractors are hired fully comply with social legislation and collective agreements concluded in the country in question. In this way, both the employees of Club Méditerranée companies and subcontracted workers are protected in each country . Club Méditerranée ensures that the subcontracting companies hired by Club Méditerranée establishments undertake to respect the company agreements and collective agreements applicable to them, where such agreements exist, and also comply with the regulations governing social security, particularly the fundamental principles and rights at work as provided for in the ILO Declaration of 18 June 1998. Staff representatives from all the villages concerned can refer matters associated with prevailing social conditions in outsourced activities to the management of the village or the respective national Club Méditerranée management with a view to indicating any issue or difficulty relating to adherence to the aforementioned principles.”

Positive results were also identified from more general texts on CSR. For example, one transnational text was considered as having introduced managerial principles throughout the group and given dynamism to concrete actions, leading – for example – to a label for call centres, to negotiations on socially responsible subcontracting in one country and to a charter on purchasing.

8. ESTABLISHING COMMON STANDARDS ON HEALTH AND SAFETY, EQUAL OPPORTUNITIES, FINANCIAL PARTICIPATION AND DATA PROTECTION

Eleven European and mixed transnational texts recorded deal specifically with health and safety at work and four of them with equal opportunities. However, the actual importance of these issues in transnational texts is larger, as they are mentioned in texts of wider scope. 2005 research findings15 indicate that over 60% of joint texts between European Works Councils and management deal with health & safety, and over 40% with promotion of equality.

On health and safety at work, Arcelor held for example in 2003-2004 a “European Convention” jointly coordinated by the EWC and the European Human Resources management and also involving local management and employees’ representatives in order to design, develop and implement a pan-European H&S policy. The drafting of joint texts was part of the process.

14 J. Waddington, id. 15 J. Waddington, id.

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The 2006 survey indicated positive results arising from such transnational texts dealing with health and safety, to the extent that they helped to draw up a corporate health and safety policy. One management representative believes, for example, that it is quite encouraging (except for some branches with smaller sites) and that it led to proposals for action addressed to management. The impact is not so much attributed to the text as such but rather to the involvement in this issue that resulted in actions and expectations. He notices that one third of the EWC meetings, which take place four times a year, address health and safety issues. He underlines that it also helped to integrate representatives from acquired companies, which is important in a very decentralised group where central management does not control the subsidiaries.

Transnational texts are also seen by management as helping to enhance control of risks, for example regarding environmental issues.

On equal opportunities, the Danone (1989) “Action Programme”, the Total (2005) “European Agreement” and the Areva (2006) and Suez (2007) “Group Agreements” are aimed specifically at developing a detailed and coherent policy throughout Europe (see box below on Total). Almost all agreements addressing more broadly CSR or human resources policy include provisions on this subject. Positive results from these transnational texts dealing with equal opportunities include concrete developments on diversity and non-discrimination stemming from the strong commitment and the promotion efforts related to the text, for example regarding visible minorities in television (which forms part of the activities of one of the companies concerned) or at headquarters.

The 2005 “European Agreement on Equal Opportunities” at Total

Aim: equal opportunities and promotion of diversity within the Group, implementation of the European Framework of Action on Gender Equality. Provisions: non-discrimination in classifications and functions, reducing pay gaps, hiring an equal proportion of women compared to the number of candidates, national objectives in hiring women in technical or scientific positions, career follow-up after maternity leave, promoting diversity and international mobility, keeping disabled persons at work, actions aimed at reconciling private and professional lives. Initiative: EWC. Negotiation: Group central management, EWC. Signature: Total SA, EMCEF, FECCIA, FECER. Scope: legally autonomous entities forming part of the Total Group, as listed in the annex to the agreement establishing the EWC. Indicators: dashboard including quantitative indicators on hiring, classifications, pay per activity. Follow-up: annual report analysed by EWC and local representative bodies, evaluation of managers. Evaluation: common rules in HR management of European entities, promotion of local negotiation, difficulty of ensuring widespread appropriation of the text.

On financial participation, Air France (2005) and Suez (2007) have concluded agreements of European scope. Consolidating the Group at European level and developing common values were the aim in concluding the social charter in 2001 and both 2005 agreements on financial participation and profit-sharing at Air France KLM. The latter are truly company collective agreements under French legislation but their scope extends to other European countries.

EN EN

Regarding data protection and use of the internet, five transnational texts are recorded as dealing specifically with the protection of employees’ data16. These are Philip Morris (2001), GE Plastics (2002 and 2004), Porr (2004) and Unilever (2004).

For example, the Porr (2004) agreement signed by the European Works Council deals with the need to handle employees’ personal data at corporate level in order to establish statistics, to simplify local human resources management and to enhance the efficiency of staff management. It applies to all employees at any of the Group’s companies in the European Economic Area and to employees posted to such a company. Without prejudice to national applicable legislation, it gives management the right to forward employees’ personal data to the Corporate Human Resources management department and to the works council “where necessary for the defence of employee interests or where useful for exercising its information or consultation rights”. Each employee has the right to be informed about the data concerning them and to correct any errors.

The 2004 Agreed Joint Statement on Protection of Personal Data at Unilever

Aim: examination of Unilever policy on protection of personal data and its conformity with both the European and national legislation in the EU countries.

Content: joint statement that the Unilever policy complies with European and national legislation; details on work of the working party: limitation to managers and restriction of access to personal information subject to international communication, confidentiality agreement before transmission of information to a third-party company in the event of sale or transfer, restricted access to confidential data irrespective of the location within the company, appointment of national data protection officers.

Initiative: management.

Discussion: working party involving representatives of the European Works Council, HR managers and Unilever legal experts.

Signature: Unilever; Chairman of the European Works Council.

Scope: EU countries.

Effects: commitments of management.

Follow-up: through national data protection officers, no joint European-level follow-up established.

Evaluation: no case of non-respect reported.

The GE Plastics (2002) agreement on internet policy signed by the European Works Council establishes guidelines for use of the internet by employees, preventing abuse as far as possible. It provides for the installation of an internet-filter, which will “only take place after having consulted the EWC and/or local works council”. “In cases where illegal and/or inappropriate use is suspected (..), management has a justified reason to investigate and monitor the e-mail and internet usage of suspected data subjects”. “In the event applicable

16 See specific references to Community rules on data protection below

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law and regulations prohibit such, management or employee may request an investigation by external consultants.” “Violation of any of the foregoing rules and guidelines may result in discipline up to and including discharge”.

Additionally the Endesa (2002) text on social dialogue contains general provisions ensuring “that registration, filing and use of employee data is treated with strict confidentiality and in accordance with local legislation”.

9. TRANSNATIONAL TEXTS AND LEGAL ISSUES

The legal dimension is not always considered by the parties involved in concluding transnational texts, only some of which are meant to be binding. However, and even independently of the will of the signatories, some legal issues are involved when concluding and putting into practice a transnational text.

The legal status of the transnational texts concluded

There is no known case law as to the legal status of transnational texts establishing whether they should be considered to be contracts, unilateral commitments of the employer, collective agreements or advertising (notably for texts on CSR).

Even where transnational texts are signed by a party representing an employer and a party representing the employees and recorded under the title of agreements, they cannot have the status of collective agreements in any of the covered countries, because under national legislation and/or practice:

– the party representing the employees (European Works Council, European or international union organisations) is not recognised as such or does not fulfil the conditions of representativeness;

– the negotiation of the transnational text does not follow the rules established for the negotiation of company agreements;

– the form and content of the transnational text do not follow the rules established for the negotiation of company agreements;

– the transnational text addresses issues that cannot be the subject of a company agreement;

– the transnational text is not registered as a collective agreement.

The fact that a transnational text does not have the legal status of a company collective agreement does not always prevent its signatories from considering it as such in practice, as emerges from the 2006 survey.

Some of the transnational texts recorded have, however, the status of a collective agreement at company level under national legislation and/or practice, notably the ENI (2001) agreement on industrial relations, the two Air France (2005) agreements on financial participation and profit-sharing as well as the three Suez (2007) Group agreements on equal opportunities, financial participation and forward-looking management of employment and skills.

EN EN

The legal effects of the transnational texts

In the absence of a European legal framework, a transnational text can only have a direct effect or be legally binding in those countries where it has the status of a collective agreement and where collective agreements have a direct effect.

Some texts, however, declare themselves to be “legally binding” on management and/or on employees and provide for direct application. For example, the Porr (2004) agreement on data protection: “the agreement is to apply to all employees of the Group’s companies in the European Economic Area and to employees posted to such a company”. Also the Diageo (2002) Annex, to the European Works Council Agreement, on restructuring: “the agreement is intended by the parties to be legally binding” and “is governed by Irish law”.

Direct application is usually provided for in all subsidiaries. For example, the Total (2005) European agreement on social dialogue and forward looking management of jobs provides that “this agreement applies to all legally autonomous entities of the Total Group”. It may also be intended to apply to subcontractors. For example, The GE Plastics (2004) agreement on pre-employment screening provides that “The agreement lays down the principles on how to conduct pre-employment screening, which shall apply to its supplier Kroll Background Europe, which will carry out these background checks for GEPE”.

Some transnational texts are intended to become legally binding through national implementation, notably the series of Ford and General Motors texts on restructuring. For example, the General Motors framework agreements include a sentence stating that “Implementation of this framework shall occur at national level. In line with European legislation and national laws, Management and Employee Representatives will ensure that the agreed provisions will become legally binding for individual employees as well as negotiating partners”. Implementation through national initiatives is also provided for in the EDF (2004) agreement on CSR.

The legal framework of the transnational texts

The application of international private law rules to transnational texts in order to determine the applicable legislation and the competent jurisdiction raises particular difficulties.

Some transnational texts do, however, specify the applicable legislation and competent jurisdiction as well as the linguistic version to be referred to.

As regards the relation between the transnational texts concluded and other transnational norms, most of the texts dealing with fundamental or trade union rights refer to international norms. Transnational texts usually refer to the relevant ILO conventions, despite the fact that these conventions are addressed to States and not to private bodies. Some European transnational texts refer to Community legislation. For example, in the Axa (2005) joint declaration annexed to the EWC agreement “Parties (…) solemnly declare that this agreement is ruled by Community law, in particular the Treaty of the Union, the Social Charter and Directive 94/45 of 22 September 1994. As a result, any difficulty linked to its interpretation or application should come under Community jurisdictions”.

Transnational texts may also recall the intention to respect national legislation. For example, the Danone (1988) joint opinion on management of change specifies that the provisions should under no circumstances substitute more favourable clauses existing at the company.

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The Porr (2004) agreement provides that rights are established “without prejudice to national applicable legislation”.

In this context, international transfers of personal data from the Member States may be subject to special contracts entered into the EU/EEA controllers and the third country entities receiving the data which provide for specific rights granted to data subjects whose data are transferred in order to ensure the protection of their rights. In the case of "binding corporate rules" used for international transfers of personal data from the EU to companies of the multinational group established in third countries, the "Article 29 Working Party"17 has fixed the conditions that binding corporate rules must satisfy to be considered a valid instrument for international transfers under the data protection Directive 95/46/EC. In this regard binding corporate rules shall be legally enforceable by data subjects whose personal data are processed by the group and by data protection authorities, so that they may have a right to enforce compliance with the rules by lodging a complaint before competent data protection authorities and competent courts.

The consequences of change in ownership or management

The consequences of changes in ownership or management for the validity and respect of the transnational text concluded were questioned by the actors during the 2006 study seminars and complementary study.

For example, there were questions about the future of Arcelor’s transnational texts after the merger with Mittal. The fact that the EDF agreement continues to be in use by the new owners of two transferred undertakings was underlined.

The experience of the Nordic Nordea bank was also described by a union representative at the second 2006 study seminar: “In the consultative committees it is possible to make decisions, legally binding decisions as far as they are not in conflict with the national laws. We have not had any problems with that so far. There are issues we do not discuss in the consultative committees, such as salaries, working hours and social benefits. But all other issues, like strategy, downsizing, changes in the organisation, outsourcing, etc., very important matters are being discussed in these committees. This is not an EWC agreement, but a transnational agreement. (…) What we are struggling with is that there are many countries within Nordea now and it is extremely important that we learn to think European. It is the hard way, but we believe it is absolutely necessary. The thing that we are afraid of concerning our agreement, which we are all very proud of, is that we do not know what will happen in the event of a take-over or merger. It is not protected. (…) We would like to have this transnational agreement legally binding in order to be able to keep our system (…). Therefore, we would absolutely like the EU to discuss and reach conclusions on transnational agreements. This would help us.”

However, the strength of parties’ commitments is also at stake where such a change occurs, and challenges go beyond legal aspects, as underlined during the second 2006 study seminar.

17 Independent European advisory body on data protection and privacy set up under Article 29 of data

protection Directive 95/46/EC - see footnote 13 in main document) Doc WP 74: Applying Article 26 (2) of the EU Data Protection Directive to Binding Corporate Rules for International Data Transfers.

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10. TRANSNATIONAL TEXTS IN PRACTICE: DISSEMINATING, MONITORING, ASSESSING RESULTS AND RESOLVING DIFFICULTIES

Actors directly involved in the conclusion and/or implementation of transnational texts were asked questions regarding their assessment of implementation, the problems encountered and how these had been solved. The views of management, the European Works Council representatives and the union representatives were very much in step with each other. The fact that most of the texts which were discussed are very recent has to be taken into account in analysing the results.

Monitoring mechanisms

Follow-up provisions appear in most of the transnational texts recorded. These provisions include some form of monitoring commitments, usually in the form of an annual review of the implementation of the text concluded and/or the setting-up of a monitoring committee. These committees usually include internal staff and involve the EWC. The European or international trade union organisations are also included where they are signatories and in some cases provide for external monitoring.

For example, in the case of the EDF (2004) agreement on CSR, the follow-up is done by a specific monitoring body involving international union federations and the unions for each of the companies. An analysis of every article of the agreement is carried out once a year.

Some texts go beyond this usual follow-up mechanism and establish specific tools. For example, the Total (2005) European agreement on equal opportunities establishes a “European social dashboard”, including data on recruitment of women or actions undertaken to keep employees with disabilities at work. The EWC is to analyse these data at least annually, as well as the local representative bodies.

Monitoring mechanisms may correspond to a will to enhance the control of risks, notably health and safety or environmental ones. Monitoring mechanisms, as well a indicators, are seen as necessary in order to be able to assess results.

With regard to data protection, national data protection authorities are competent to monitor and enforce compliance with national data protection laws of processing activities carried out by transnational groups, including transfers of personal data processed in the EU to companies and organisations established in third countries. Furthermore when binding corporate rules are used by international organisations for international transfers within the companies of the group, the "Article 29 Working Party" requires the implementation of regular audits to verify the level of compliance with the binding corporate rules at the different level of the group18.

Some actors expressed a need for mechanisms allowing for the adaptation of the texts according to developments in the particular context.

Resolving disputes

18 See above, Art. 29 Working Party. Doc WP 74.

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Apart from the main difficulty of ensuring collective ownership of the text, some specific provisions of the text might be difficult to apply over time. For example, one of the texts on restructuring provides that the company will continue to give a certain number of contracts to the sold entity. But all persons responsible for purchasing or for relations with subcontractors have not necessarily fully integrated the terms of this agreement. The provision in this case is to grant compensation: if the provisions of the agreement are not respected for certain purchases, then compensation is paid. This is seen as a solution to the difficulty of having an agreement respected by all the different management levels across the company.

Another point raised is linked to interpretation of the texts. In the survey, it was felt that there is a need to find ways of resolving differences of interpretation of the text because —obviously — once a text has been finalised, it is possible to interpret it in different ways. It was felt that there is a need to have mechanisms for solving such different interpretations of the texts.

For example, at the second 2006 study seminar, a union representative described the Nordea situation as follows: “Text-making is difficult, very, very difficult. Our text has so far been good, but it is important that the text does not consist of too many factors that make it possible to interpret in many ways. Therefore, the official language in Nordea is English, which none of us has as our mother tongue. This makes it easier for us to avoid misunderstandings. We cannot insure ourselves against that, of course. So far we have solved misunderstandings by dialogue. In the event of disputes, we have a negotiation committee, which has been used once in six years. I think that is very good. We came to a conclusion there.”

With regard to data protection, when binding corporate rules by international organisations for international transfers within the companies of the group, the "Article 29 Working Party" requires that data subjects whose personal data are processed shall always have the right to enforce compliance with the rules, in particular by lodging complaints with the national data protection authorities as well as by judicial proceedings.

Dispute settlement is provided for in some of the recorded texts. The arrangements for settlement of conflicts or infringements of these recent texts vary greatly.

Some contain very general provisions for a monitoring committee to “examine the matter and propose appropriate measures” (Schwann Stabilo 2005), or simply state that “the parties shall notify each other” if any “anomalies” should arise, which the management will then seek to “eliminate” and inform the union organisations accordingly (ENI). The texts mostly provide for the creation of joint committees to deal with interpretation of the text and empowered to draw up recommendations or arbitrate, but there are also other systems in place, for example:

– common examination and drawing-up of recommendations through a meeting of the signatories, in the Total (2004) agreement on social dialogue;

– examination and conciliation through a joint steering group, in the Danone (2001) agreement on restructuring;

– arbitration through joint bodies, in the Ford agreements on restructuring;

– monitoring by the Italian National Joint Commission, in the Merloni (2001) joint statement on fundamental rights;

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– warning procedures for management and signatories, in the EADS (2005) framework agreement on CSR.

Some detailed provisions may be established. For example, the Ford (2000) text on the sale of Visteon included some precise follow-up and dispute-resolution provisions: “1. The parties to this agreement commit to implementing this agreement at national level. A joint working group shall be set up with Ford management and the FEWC select committee. This working group shall monitor implementation of this agreement and shall take a decision in the event of any dispute regarding its interpretation. 2. After legal separation, Newco management shall be responsible for adherence to this agreement vis-à-vis the corresponding Newco employee representatives. In the event of disagreements between Newco management and the corresponding employee representatives that arise from different interpretations of this agreement, the procedure described under 1. above may be applied. 3. Where Newco management and employee representatives agree it is beneficial to make changes to the agreement, then changes will be made by mutual consent and after prior approval by the working group.”

The main challenge: ensuring collective appropriation of the text

Some transnational texts include mechanisms for its dissemination to local management and employees.

Dissemination of the text is often considered to be extremely important for its implementation, in order to make sure that everybody in local management is familiar with the text as well as all the employees who are concerned by it.

Attention is drawn to the time needed to ensure collective appropriation of the text concluded. For example, at the 2006 second study seminar, the Nordea union representative described the process as follows: “As we see it, it is a necessity that the agreement is well known and accepted all over the organisation. This is not an easy task. The agreement is not one-way, but is reached by negotiations. It must be an understanding, a collective ownership. This is extremely important and takes time. I think a year is a short time. We also have to create a common platform to see that both the union and the management have the same goal. Our goal is to have a healthy company, this is not only for the management or the shareholders. It is absolutely in the interest of the employees because it creates more secure jobs. When it comes to the agreement, many persons, both among management and employees, are involved. What we have achieved is that the employees throughout the bank now see the advantages of the consultative committees. They see that it makes a difference. Both management and the unions agree upon the fact that dialogue like this produces better results.”

Collective ownership of the text goes together with developing a European way of thinking, moving beyond the protection of own interests. Companies have done this in various ways, notably by training the EWC or enhancing union coordination.

The third element linked to the ownership of the agreement is that, if it is to be implemented everywhere, managerial action is needed. Some cases involve performance indicators for management linked to implementation of the transnational text on health and safety or equal opportunities.

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One essential point is felt to be the follow-up by the union representatives and the EWC. The follow-up might either be carried out by those who actually negotiated the text or by different players. Here it all depends on the relationship between those who negotiated and those who are implementing the text later.

Results and future

In overall terms, all of the players feel that transnational texts have a positive impact on social dialogue. They also feel that there is a positive impact on understanding and facing challenges, for example, as regards the need for and design of restructuring or data processing. It was also felt that this was a way of bringing in a European dimension and also constituted a driving force for further action in various countries. Specific results are also mentioned by the players, such as improvements in the field of health and safety or results linked to anticipation and management of change, as described in previous chapters.

How to develop these results and support the development of transnational texts is the purpose of the staff working document "the role of transnational company agreements in the context of increasing international integration (SEC(2008)2155 of 2 July 2008).

11. TABLE: TRANSNATIONAL TEXTS RECORDED (UNTIL FIRST HALF 2007)

EN 27 EN

Company Headquarters Sector Head Count Date Title Scope Main Field Individual Signatory

Parties

Accor France Hotels 147 000 1995 Agreement Global Fundamental social rights Accor Group, IUF

2000 Joint Opinion European Mobility N.A.

2000 Joint Opinion European Position of sales and marketing staff

N.A.

2001 Social Charter Mixed

Fundamental rights, human resources policy

Groupe Air France, ETF (representing ETUC), EWC

2005 Agreement on Profit sharing

European Profit sharing (intéressement)

Société Air France, 18 French unions

2005 Agreement on Participation

European Financial participation (participation)

Société Air France 18 French unions

Air France (AF/KLM) France Transport 102 500

2007 Protocol European Training project AF-KLM, EWC

Allianz Germany Finance, insurance 173 000 2006 Part of SE

Agreement European Negotiating procedure

Allianz AG, RAS holding spa, SNB

Anglogold Ashanti South Africa Mining energy 65 000 2002 Agreement Global

Fundamental social rights, social dialogue

Anglogold LTD, ICEM

France 2002 European Convention European H&S Usinor, EWC

2004 European Convention European H&S Arcelor, EWC

Arcelor-Usinor (Mittal)

Luxembourg (Global)

Steel industry 320 000

2005 Global Agreement Global

Corporate Social Responsibility

Arcelor, EMF, IMF (EWC involved)

Areva France Metal, energy 58 000 2006 Group Agreement European Equal

opportunities Group Areva, EMF (EWC involved)

Axa France Finance, insurance 112 000 2005

Joint Declaration — Annex to EWC Agreement

European Social dialogue and restructuring

AXA SA, UNI (mandated by 18 unions- 8 countries) CFDT, CFTC, CGT, CGC, UNSA

EN 28 EN

Company Headquarters Sector Head Count Date Title Scope Main Field Individual Signatory

Parties

Ballast Nedam Netherlands Construction 8 000 2002 Framework

Agreement Global Fundamental rights, subcontracting

Ballast Nedam, FNV Bouw, IFBWW

BMW Germany Automotive industry 106 000 2005 Joint

Declaration Global Corporate Social Responsibility

BMW, EWC, IMF

Bosch Germany Engineering 226 000 2004 Joint Declaration Global

Corporate Social Responsibility

Bosch, EWC, IMF

Bouygues France Utilities, construction & telecom

122 000 2001 European Social Charter

European CSR Bouygues Group, EWC, French WC, ETUC, CEC

Brunel Netherlands Recruitment & service provider

5 300 2007 Framework Agreement Global

Fundamental rights, working conditions

Brunel, IMF, AMWU (Australia)

Carrefour France Retail 430 000 2001 Agreement Global Fundamental rights

Carrefour, UNI (EWC involvement)

Chiquita USA Agriculture 26 000 2001 Agreement Global Fundamental rights

Chiquita, COLSIBA (Coordinadora Latinoamericana de Sindicatos Bananeros), IUF

2001 Joint Declaration European Subcontracting Group Club

Méditerranée, EWC

Club Méditerranée France Leisure 20 000

2004 Agreement Mixed

Fundamental rights and mobility Europe and Africa

Group Club Méditerranée, IUF

Coca Cola USA Food and drink 50 000 2005 Joint Statement Global Social dialogue Coca Cola company,

IUF

CSA Czech Airlines

Czech Republic Transport 5 500 2004 Code of

Conduct Global Social responsibility GUF, union coalition

2002 Principles Global Social responsibility

Daimler Chrysler, EWC on behalf of IMF

2006 Principles Mixed Health & Safety Daimler Chrysler, EWC, IMF

Daimler Chrysler Germany Automotive

industry 372 000

2006 Principles European Information and consultation

Daimler Chrysler, EWC (also on behalf of EMF)

EN 29 EN

Company Headquarters Sector Head Count Date Title Scope Main Field Individual Signatory

Parties

Danone France Food and drink 100 000 1988 Joint Opinion European Principles & common work programme

Danone Group, IUF, EWC involved (not signatory)

1989 Project European Economic & social information

Danone Group, EWC, IUF

1989 Action Programme

European ?

Equality between men & women

Danone Group, EWC, IUF

1994 Joint Declaration Mixed? TU rights Danone Group, EWC,

IUF

1997 Joint opinion European

Management of change (training, redeployment, consultation, TU rights)

Danone Group, EWC, IUF

Danone France Food and drink

2001 Agreement European

Social measures in cases of restructuring

Danone Group, EWC

Deutsche Bank Germany Banking 75 000 2004 Joint

Position European Management of change Deutsche Bank, EWC

Dexia Belgium/France Finance 25 000 2002 Principles European Social

management Dexia Management, EWC

Diageo United Kingdom Food and drink 22 000 2002

Annex to EWC Agreement

European Good restructuring practices

Diageo, EWC

2005 Framework Agreement Mixed

Corporate Social Responsibility

EADS NV, EWC, IMF, EMF

EADS Netherlands (France, Spain)

Aerospace 110 000

2006 Procedure for Dialogue European Restructuring EADS, EWC

EDF France Energy 167 000 2004 Agreement Mixed Corporate Social Responsibility

Groupe EDF, 16 national unions France, UK, Hungary, Poland, Slovakia, Argentina, Brazil, Mexico; Asia: Comité de Concertation Asie-Pacifique (CCAP), international: ICEM, ISP, OIEM, FMTI, (EWC involved)

EN 30 EN

Company Headquarters Sector Head Count Date Title Scope Main Field Individual Signatory

Parties

Endesa Spain Energy 14 000 2002 Protocol Mixed Social dialogue

Endesa, Federación de Industrias Afines UGT, Federación Minerometalúrgica CC.OO., ICEM

1996 Agreement European H&S Eni SpA, FILCEM-Cgil, FEMCA-Cisl, UILCEM-Uil, EMCEF

2001 Agreement European Industrial relations, social dialogue

Eni SpA, FILCEA-Cgil, FEMCA-Cisl, UILCEM-Uil, FNLE, UGL

2002/ 2004 Agreement Global

Corporate Social Responsibility, social dialogue

Eni SpA, FILCEA-Cgil, FEMCA-Cisl, UILCEM-Uil, ICEM

ENI Italy Energy 70 000

2003 Pilot Project European Lifelong learning Eni SpA, EWC

Etex Belgium Construction 12 500 2002 Group Social Charter European HR policy President and

secretary of EWC

1999 Agreement Global Fundamental social rights

A.W. Faber-Castell Unternehmensverwaltung, IG Metall, IFBWW

Faber Castell Germany

Office materials, writing products

6 000

2000 Social Charter Global

Social dialogue, monitoring

A.W. Faber-Castell Unternehmensverwaltung, IG Metall, IFBWW

Fonterra New Zealand Food and drink 20 000 2002 Global Agreement Global

International trade union rights and minimum labour standards

Fonterra Co-operative Group Limited, New Zealand Dairy Workers Union (NZDWU), IUF

EN 31 EN

Company Headquarters Sector Head Count Date Title Scope Main Field Individual Signatory

Parties

2000 Agreement European

Sale of Visteon: employees’ statute, representation and Visteon contracts

Management representatives, Ford EWC members and Visteon employee representatives

2000 Agreement European

Joint venture CFT: maintenance of Ford contracts, investments

Ford of Europe, EWC

2003 Agreed Principles European

Social rights and Corporate Social Responsibility

Ford of Europe, EWC

Ford USA Automotive industry 283 000

2004 Agreement European

IOS restructuring: maintenance of jobs, investments, employability

Ford of Europe, EWC

France Télécom (Orange)

France Telecommunications 20 600 2006 Global

Agreement Mixed

Fundamental rights, H&S, social dialogue, restructuring

France Télécom, UNI, global union alliance FT, CFDT, CGT, FO

Freudenberg Germany Chemical Industry 27 500 2000 Global

Agreement Global

Promotion of cooperation and social responsibility, social dialogue, H&S, environmental protection

Board of Management of the Freudenberg Group, ICEM, IG BCE

GEA AG Germany Engineering 14 000 2003 Declaration Global + EWC

Corporate Social Responsibility

GEA AG, EWC, EMF IMF

2002 Agreement European Internet policy GEPE management, EWC

2003 Annex to EWC Agreement

European

Bargaining mechanism between the European Works Council and management

GEPE management, EWC

GE Plastics (Sabic)

USA (Saudi Arabia) Plastics 30 000

2004 Agreement European Pre-employment screening

GE Plastics Europe B.V., EWC

EN 32 EN

Company Headquarters Sector Head Count Date Title Scope Main Field Individual Signatory

Parties

Generali Italy Finance, insurance 61 000 2006

European Social Charter, Annex to EWC Agreement

European

Social dialogue, Corporate Social Responsibility, reorganisation

Generali, EWC

2000 Framework Agreement European

GM/Fiat alliance: statutes

GME, EWC (EEF), EMF

2001 Framework Agreement European Restructuring

at Luton GME, EWC

2001 Framework Agreement European

Restructuring at Opel (Olympia)

GME, EWC

2002 Agreement European Corporate Social Responsibility

GME, EWC, EMF

2004 Framework European European restructuring

GME, EWC, EMF (IMF)

2007 Orientations European Restructuring: future Astra production

GME, EWC, EMF

General Motors USA Automotive

industry 327 000

2007 Agreement European Restructuring at Antwerp

GME, EWC, EMF, Belgian unions

Geopost France Logistics 19 000 2005 Framework Agreement European

Social policy and employment

Geopost, UNI, CGT, CFDT, FO, Gew. Kommunikation, Ver.di

Hartmann Germany Pharmaceuticals 8 000 1999 Code of

Conduct Global Fundamental rights

Paul Hartmann AG, EWC

H&M Sweden Retail 40 000 2004 Agreement Global Fundamental rights H&M CEO, UNI

Hochtief Germany Construction 37 000 2000 Code of Conduct Global

Corporate Social Responsibility

HOCHTIEF Executive Board, the company’s General Works Council, IG BAU and IFBWW

If Insurance Sweden Finance, insurance 6 600 2006 Procedure European

Negotiation, social dialogue (Nordic)

If, Nordic finance unions

EN 33 EN

Company Headquarters Sector Head Count Date Title Scope Main Field Individual Signatory

Parties

1998 Code of Conduct Global Fundamental

social rights

IKEA, IFBWW Wood and Forestry Committee, the Swedish Wood Workers Union.

Ikea Sweden Furniture retail/manufacturing

70 000

2001 Framework Agreement Global Fundamental

social rights

IKEA, IFBWW Wood and Forestry Committee, the Swedish Wood Workers Union.

Impregilo Italy Construction 13 000 2004 Framework Agreement Global?

Corporate Social Responsibility

IMPREGILO S.p.A., IFBWW, FENEAL-UIL, FILCA-CISL, FILLEA-CGIL

Inditex Spain Textile and clothing 70 000 2007

International Framework Agreement

Global

Fundamental rights, working conditions, training

CEO Inditex, ITGLWF (Spanish unions and European federation involved)

ISS Denmark (Global)

Cleaning and maintenance 280 000 2003 Letter of

Agreement Global + EWC

Fundamental social rights CEO of ISS, UNI

2003 Joint Declaration European H&S N.A.

Lafarge France Materials- construction 71 000

2005 Agreement Global

Corporate Social Responsibility, industrial relations

Lafarge Group, IFBWW, ICEM and WFBW

Leoni Germany Automotive metal 18 000 2003 Declaration Global +

EWC

Social rights and social relations

Leoni Managing Board, EWC, IMF

Lhoist Belgium Materials construction 7 000 2002 Charter European Subcontracting N.A.

Lukoil Russia Energy/Oil 150 000 2004 Global Agreement Global Fundamental

rights

Oil company Lukoil, Russian Oil, Gas and Construction Workers Union, ICEM

Marazzi Italy Ceramics 4 300 2001 Declaration European H&S Marazzi, EWC

Merloni- Indesit Italy Metal – white

products 20 000 2001 Statement of

Agreement Global + EWC

Fundamental rights

Merloni, FIM-Cisl, FIOM-Cgil, UILM-Uil, IMF

Metro Germany Retail 264 000 2004 Principles Mixed Social partnership Metro, EWC

Nampack South Africa Packaging 17 000 2006 Framework Agreement Global Fundamental

rights Nampack, UNI

EN 34 EN

Company Headquarters Sector Head Count Date Title Scope Main Field Individual Signatory

Parties

National Australia Group

Australia Banking 40 000 2006 Framework Agreement Global Fundamental

rights NAG, UNI

2001 & ongoing Agreement Nordic

Group Council – information, consultation

Nordea Group, Suora, Finansforbundet NO, SE and DK, Nordea union NO, NFU

Nordea Sweden Banking 32 000

2001 & ongoing Agreement Nordic

8 Business area consultative committees for info-consult and negotiation

Nordea Group, Suora, Finansforbundet NO, SE and DK, Nordea union NO, NFU

Norske skog Norway Paper 11 000 2002 Agreement Global Fundamental rights

Norske Skog, Fellesforbundet, ICEM

OTE Greece Telecommunications 18 500 2001 Global

Agreement Global Fundamental rights

OTE, OME-OTE (UNI’s Greek affiliate), UNI

1998 Code of Conduct European Smoking at

workplace Philip Morris, EWC

1998 Principles European Introduction of the euro Philip Morris, EWC

2001 Agreement European Transfer of HR data Philip Morris, EWC

2001 Agreement European Use of data recorded by sales forces

Philip Morris, EWC

2002 Part of EWC Agreement European Processing key

HR data Philip Morris, EWC

Philip Morris (Kraft Jacobs)

Switzerland (USA) Tobacco 80 000

2005 Guidelines European Information and consultation, employment

Philip Morris, EWC

Porr Austria Construction 10 500 2004 Agreement European Data protection Porr management, EWC

Portugal Telecom Portugal Telecommunic

ations 30 000 2006 Framework Agreement Global Fundamental

rights Portugal Telecom, UNI

Prym Germany Metal manufacturing 4 000 2004 Declaration Global

Social rights and industrial relations

Prym Group Management, IMF, EWC

PSA Peugeot France Automotive

industry 207 000 2006 Global Agreement Mixed

Corporate Social Responsibility

PSA, FIOM, EMF, EWC

EN 35 EN

Company Headquarters Sector Head Count Date Title Scope Main Field Individual Signatory

Parties

Quebecor Canada Telecommunications, printing 43 000 2007 Joint

Declaration Global Fundamental rights Quebecor, UNI

Renault France Automotive industry 131 000 2004 Declaration Global Fundamental

social rights

Renault management, Renault Group Works Council, IMF

Rheinmetall Germany Defence, automotive, components

30 000 2003 Code of Conduct

Global + EWC

Corporate Social Responsibility

Rheinmetall AG, EWC, EMF, IMF

Rhodia France Chemical industry 20 000 2004 Global

Agreement Global Corporate Social Responsibility

Rhodia Group, ICEM

Röchling Germany Automotive industry, plastics

6 000 2004 Code of Conduct

Global + EWC

Fundamental social rights

Röchling KG, EWC, EMF, IMF

Royal BAM Netherlands Construction 27 000 2007 Framework Agreement Global Fundamental

rights Royal BAM, BWI, FNV, CNV

RWE Germany Energy 73 000 2007 Agreement European Restructuring RWE, EWC

Sara Lee USA Textile and clothing 65 000 2001 N.A. European H&S N.A.

SCA Sweden Paper and packaging 46 000 2004 Agreement Global

Cooperation and Corporate Social Responsibility

SCA (Swedish Paperworkers Union), ICEM , EWC

Schneider France Electric materials 88 500 2007 European

Agreement European Anticipation of change

Schneider, EMF (EWC involved)

Schwan Stabilo Germany Writing

products 3 500 2005 International Framework Agreement

Global Fundamental social rights

Schwan-Stabilo, IFBWW, IG Metall

Securitas Sweden Security services, transport

215 000 2006 Agreement Global Ethics, trade union rights

Securitas AB, UNI, Swedish Transport Workers Union

Skanska Sweden Construction 79 000 2001 Agreement Global Fundamental rights Skanska, IFBWW

SKF Sweden Metal industry 39 000 2003 Code of Conduct

Global + EWC

Ethics, trade union rights

AB SKF, SKF EWC (representing the EMF, IMF)

EN 36 EN

Company Headquarters Sector Head Count Date Title Scope Main Field Individual Signatory

Parties

1999 Practices European Subcontracting Solvay, EWC

2002 European Charter European Health & Safety Solvay, EWC Solvay Belgium

Chemicals, pharmaceuticals

30 000

2003 Guidelines European Social policy in Joint Ventures Solvay, EWC

Staedtler Germany Writing products 3 000 2006

International Framework Agreement

Global Fundamental rights

Staedtler, IG Metall, BWI

Statoil Norway Energy 16 000 2001/2003 Agreement Global Social dialogue Statoil, ICEM, NOPEF

1998 International Social Charter

Global + EWC

Fundamental rights and human resources management

General Management of SUEZ, International Human ResourcesCommittee, EWC

2002 Charter Global + EWC H&S

SUEZ Group’s General Management, EWC

2007 Group Agreement Mixed

Equal opportunities, diversity

SUEZ SA, CFDT, CGC, CFTC, FO, ETUC, CEC, EWC

2007 Group Agreement Mixed Financial

participation

SUEZ SA, CFDT, CGC, CFTC, FO, ETUC, CEC, EWC

Suez (Lyonnaise des Eaux

France Utilities and communication 140 000

2007 Group Agreement European

Forward-looking management of employment and skills

SUEZ SA, CFDT, CGC, CFTC, FO, ETUC, CEC, EWC

Telefónica S.A. Spain Telecommunic

ations 207 000 2001 Code of Conduct Global Fundamental

rights Telefónica S.A., CC.OO, UGT, UNI

2004 Agreement European

Social dialogue, forward-looking management of jobs, restructuring

Total SA, l’EMCEF, CEC/FECCIA, FECER, EWC involved (not signatory)

2005 European Agreement European Equal

Opportunities

Total SA, L’EMCEF, FECCIA, FECER ; (EWC involved, not signatory)

Total France Petrochemicals and energy 95 000

2007 European Agreement European Promotion of

SMEs

Total SA, l’EMCEF, CEC/FECCIA, FECER, EWC involved (not signatory)

EN 37 EN

Company Headquarters Sector Head Count Date Title Scope Main Field Individual Signatory

Parties

Triumph Switzerland Textile and clothing 38 500 2001 Code of

Conduct Global + EWC

Fundamental rights

Triumph Management and EWC

Umicore Belgium Metal 14 000 2007 Agreement Global Sustainable development

Umicore, IMF, ICEM, ACVI, ABBV, ACLVB

2001 Brochure European Responsible restructuring

Unilever, EWC (involved)

Unilever Netherlands/UK

Food and drink, home and personal care

179 000

2004 Agreed Joint Statement European Data protection Unilever, EWC

Veidekke Norway Construction 5 000 2005 Framework Agreement Global

Corporate Social Responsibility, H&S, wages, working hours

Veidekke, Fellesforbundet, Norsk Arbeidsmandsforbund, IFBWW

Vinci France Construction, utilities 142 000 2003 Joint

Declaration European H&S Vinci, EWC

1996 Joint Declaration

Global + EWC

Fundamental social rights

Générale des Eaux CEO, EWC

1999 Charter European H&S Vivendi , EWC Vivendi (Veolia — Générale des Eaux)

France Utilities and communication 270 000

2005 EWC Agreement European Negotiating

procedure

Veolia environment, SNB assisted by ETUC, CEC-Eurocadres

Volker Wessels Netherlands Construction 16 500 2007 Agreement Global Fundamental

rights VolkerWessels NV, BWI

Volkswagen Germany Automotive industry 325 000 2002 Declaration Global

Social rights and social relations

Volkswagen AG, Group Global Works Council of Volkswagen AG, IMF

WAZ Germany Media 16 000 2007 Framework Agreement Global

Press freedom & fundamental rights

WAZ, EFJ, IFJ