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Circumvention of German stock corporation law - DAX companies are increasingly using the European legal form

2021-11-17T13:33:28.368Z


In corporate supervisory boards, employee representatives and, to a certain extent, women, should control the work of management. More and more companies are circumventing this - with the help of European company law.


Enlarge image

Vonovia is one of the DAX companies that, according to a study, has not stipulated any codetermination on the supervisory board

Photo: Roland Weihrauch / dpa

More and more German companies are using the conversion of their legal form into a European stock corporation (SE) in order to circumvent equal participation in supervisory boards and also the statutory quotas for women. This was announced by the union-related Hans Böckler Foundation, citing a study by the Institute for Codetermination and Management (IMU). According to this, there are currently 424 German SE companies, including 107 with more than 2000 employees.

The legal form of the

Societas Europaea has

existed since 2004 and is very similar to the stock corporation (AG) under German law.

However, the SE has some differences compared to the conventional stock corporation: For example, companies do not have to create a numerical parity of employees on the supervisory board according to the Codetermination Act, as is the case with an AG.

According to the study, only 21 of the 107 large SEs have supervisory boards, half of which are employee representatives.

"Four out of five of these large SEs avoid equal participation in the supervisory board," it says.

"This currently affects more than 300,000 employees, and the trend has been rising for years."

14 SE groups represented in the Dax

With the expansion of the Dax to 40 members, 14 SE groups are now represented in the most important stock market index, according to the report.

But only four of them would have a supervisory board with equal representation: Allianz, BASF, E.on and SAP.

"Most companies take the step to bypass codetermination on supervisory boards," IMU expert Sebastian Sick is quoted as saying.

"This means that you also exclude the use of the quota for women on supervisory boards and executive boards." The study names Vonovia, among other things: The housing company has around 10,000 employees at all, it says.

According to the study, more than half of the SE operating in the EU are German, "some of them are predominantly active in Germany," it says.

The legal form of the SE was actually founded to relieve Europe-wide companies.

hba / Reuters

Source: spiegel

All business articles on 2021-11-17

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