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Supervising conduct in mergers

The Social and Economic Council's Merger Code is primarily aimed at protecting employee interests in the event of a proposed merger. It’s purpose is to ensure that employees are given due consideration when enterprises are contemplating a merger. The Code could be applicable if a proposed merger involves private enterprises. and all the conditions as stipulated in the Merger Code are fulfilled.

Notifying trade unions of a merger intention

The Merger Code stipulates that the merging parties must provide the relevant employees’ associations (i.e. trade unions) notice in advance of their intention to merge, furnish them with information, and give them the opportunity to express their views on the merger in so far as it may affect the employees. In the Merger Code, ‘in advance’ means before the merger has been agreed upon. The merging parties must comply in such a way that the views of the employees’ associations could significantly influence whether or not the merger proceeds and, if it does, how it is implemented. The merging parties must give the relevant works councils an opportunity to consider the views of the employees’ associations, so that they can take these views into account when issuing their opinion within the meaning of Article 25 of the Dutch Works Council Act (WOR).

Notifying the Social and Economic Council of a merger intention

Upon notifying the relevant employees’ associations of a potential merger, the merging parties must simultaneously notify the secretariat of the Social and Economic Council that a merger is in preparation. The Council’s secretariat informs the employees’ associations that it has received such notification. The Council secretariat treats all merger notifications with the utmost confidentiality.

Download the form to send a notification to the Council secretariat.

Adjudication Committee

Either an employees’ association or a party involved in a merger may submit a complaint concerning unsatisfactory compliance or non-compliance with the Merger Code to the Merger Code Adjudication Committee established by the Council.

Merger Code Review Committee

In 2015 the Merger Code has been modified by the Council’s Merger Code Review Committee. The Merger Code 2015 is in force as from 1 October 2015.