Directive (EU) 2025/2450 of the European Parliament and of the Council of 26 November 2025 amending Directive 2009/38/EC as regards the establishment and operation of European Works Councils and the effective enforcement of transnational information and consultation rights (Text with EEA relevance)

‘3 Information and consultation of employees must occur at the relevant level of management and representation, according to the subject under discussion. To achieve that, the competence of the European Works Council and the scope of the information and consultation procedure for employees governed by this Directive shall be limited to transnational issues, taking into account the possible effects on the workforce and the level of management involved.’

‘4 Matters shall be considered to be transnational where they can reasonably be expected to concern the Community-scale undertaking or Community-scale group of undertakings as a whole, or at least two undertakings or establishments of the undertaking or group situated in at least two different Member States. Those conditions shall be deemed to be met where: (a) the measures considered by management of the Community-scale undertaking or Community-scale group of undertakings can reasonably be expected to affect workers of that undertaking, of that group, or of any establishment of that undertaking or group, in more than one Member State; or (b) the measures considered by management of the Community-scale undertaking or Community-scale group of undertakings can reasonably be expected to affect workers of that undertaking, of that group, or of any establishment of that undertaking or group, in one Member State, and their workers in at least one other Member State can reasonably be expected to be affected by the consequences of those measures.’

‘1 For the purposes of this Directive, “controlling undertaking” means an undertaking which can exercise a dominant influence over another undertaking (the controlled undertaking) by virtue, for example, of ownership, financial participation, or the rules and decisions which govern it.’

‘1 In order to achieve the objective set out in Article 1(1), central management shall initiate negotiations for the establishment of a European Works Council or an information and consultation procedure on its own initiative or at the joint or separate written request of at least 100 employees or their representatives in at least two undertakings or establishments situated in at least two different Member States.’

‘4 With a view to the conclusion of an agreement in accordance with Article 6, central management shall convene a sufficient number of negotiation meetings with the special negotiating body. It shall inform the local managements accordingly.’

‘6 Any expenses relating to the negotiations referred to in paragraphs 3 and 4 shall be borne by central management so as to enable the special negotiating body to carry out its task in an appropriate manner. Those expenses shall include reasonable costs of experts, including of legal experts, insofar as necessary for that purpose. Such expenses shall be notified to central management before they are incurred. In compliance with this principle, Member States may lay down budgetary rules regarding the operation of the special negotiating body.’

‘2a Central management and the special negotiating body, when negotiating or renegotiating a European Works Council agreement, shall lay down the necessary arrangements and make all reasonable efforts to achieve, without prejudice to the national law and practice on electing or appointing employees’ representatives, the objective of gender balance, whereby women and men each comprise at least 40 % of the members of the European Works Council and, where applicable, at least 40 % of the members of the select committee. If the objective of gender balance is not achieved, the European Works Council shall explain, in writing, the reasons to the workers. Failure to achieve the objective of gender balance shall not prevent the creation of a European Works Council or a select committee.’

1 Member States shall provide that members of special negotiating bodies, members of European Works Councils, or employees’ representatives in the framework of an information and consultation procedure, and any experts who assist them, are not authorised to disclose information which central management has expressly provided to them in confidence, in the legitimate interest of the undertaking, in accordance with objective criteria laid down by the Member State. In addition, central management may set up appropriate transmission and storage arrangements to help safeguard the confidentiality of information.

2 When central management provides information in confidence pursuant to paragraph 1, it shall inform the members of the special negotiating bodies, the members of the European Works Councils, or the employees’ representatives in the framework of an information and consultation procedure, of the reasons justifying confidentiality and shall determine the duration of the confidentiality obligation where possible.

3 The confidentiality obligation referred to in paragraph 1 shall continue to apply, wherever the persons referred to in that paragraph are, even after the expiry of their terms of office, until the reasons for the confidentiality obligation have become obsolete.’

1 Member States shall provide, in specific cases and under the conditions and limits laid down by national legislation, that central management situated in their territory is not obliged to transmit information to members of special negotiating bodies, members of European Works Councils, or employees’ representatives in the framework of an information and consultation procedure, and any experts who assist them, when the nature of that information is such that, in accordance with objective criteria laid down by the Member State, the transmission of that information would seriously harm the functioning of the undertakings concerned. A Member State may make such dispensation subject to prior administrative or judicial authorisation.

2 When central management does not transmit information on the ground referred to in paragraph 1, it shall inform the members of the special negotiating bodies, members of the European Works Councils, or employees’ representatives in the framework of an information and consultation procedure, of the reasons justifying the non-transmission of information.’

1 Central management and the European Works Council shall work in a spirit of cooperation with due regard to their reciprocal rights and obligations. The same shall apply to cooperation between central management, and employees’ representatives in the framework of an information and consultation procedure for workers.

2 Information on transnational matters shall be provided at such time, in such fashion and with such content as are appropriate to enable employees’ representatives to undertake an in-depth assessment of their possible impact and, where appropriate, prepare for consultations with the competent organ of the Community-scale undertaking or Community-scale group of undertakings. The provision of such information shall also take into account any arrangements pursuant to Article 6(2), point (c).

3 Consultation shall take place at such time, in such fashion and with such content as enables employees’ representatives to express their opinion prior to the adoption of the decision, on the basis of the information provided in accordance with paragraph 2, without prejudice to the responsibilities of management, and within a reasonable time, taking into account the urgency of the matter. The employees’ representatives shall be entitled to a reasoned written response from central management or any more appropriate level of management prior to the adoption of the decision on the measures in question, provided that the employees’ representatives have expressed their opinion within a reasonable time in accordance with this paragraph.

1 Without prejudice to the competence of other bodies or organisations in this respect, the employees’ representatives, including the members of the special negotiating body and the members of the European Works Council, shall have the means required to apply the rights arising from this Directive, to represent collectively the interests of the employees of the Community-scale undertaking or Community-scale group of undertakings.

2 Without prejudice to Articles 8 and 8a, the members of the European Works Council shall have the right and necessary means to inform the representatives of the employees of the establishments or of the undertakings of a Community-scale group of undertakings or, in the absence of representatives, the workforce as a whole, of the content and outcome of the information and consultation procedure, in particular before and after meetings with central management.

3 Members of special negotiating bodies, members of European Works Councils and employees’ representatives exercising their functions under the procedure referred to in Article 6(3) shall, in the exercise of their functions, enjoy protection and guarantees equivalent to those provided for employees’ representatives by the national law or practice in force in their country of employment. This shall apply in particular to attendance at meetings of special negotiating bodies or European Works Councils or any other meetings within the framework of the agreement referred to in Article 6(3), the payment of wages for members who are on the staff of the Community-scale undertaking or the Community-scale group of undertakings for the period of absence necessary for the performance of their duties, and protection against retaliatory measures or dismissal. A member of a special negotiating body or of a European Works Council, or such a member’s alternate, who is a member of the crew of a seagoing vessel, shall be entitled to participate in a meeting of the special negotiating body or of the European Works Council, or in any other meeting under any procedures established pursuant to Article 6(3), where that member or alternate is not at sea or in a port in a country other than that in which the shipping company is domiciled, when the meeting takes place. Meetings shall, where practicable, be scheduled to facilitate the participation of members or alternates, who are members of the crews of seagoing vessels. Where a member of a special negotiating body or of a European Works Council, or such a member’s alternate, who is a member of the crew of a seagoing vessel, is unable to attend a meeting, the possibility of using, where possible, new information and communication technologies shall be considered.

4 In so far as this is necessary for the exercise of their representative duties in an international environment, the members of the special negotiating body and of the European Works Council shall be provided with training without loss of wages. Without prejudice to agreements concluded pursuant to Article 6(2), point (f), the reasonable costs of such training and related expenses shall be borne by central management, provided that central management has been informed thereof in advance.’

1 Where, after 1 January 2028, a European Works Council agreement concluded before 2 January 2029 in accordance with Articles 5 and 6 of Directive 94/45/EC or with Articles 5 and 6 of this Directive does not address, as a consequence of the amendments entered into force on 31 December 2025, one or several of the elements and requirements of Article 6 of this Directive, central management shall, at the written request of the European Works Council or of at least 100 employees or their representatives in at least two undertakings or establishments situated in at least two different Member States, initiate negotiations to adapt that agreement so as to address that or those elements and requirements of Article 6 of this Directive. Central management may also initiate such negotiations on its own initiative. Such negotiations may be limited to addressing in the agreement those elements and requirements of Article 6 of this Directive that were inserted on 31 December 2025.

2 Where the European Works Council agreement contains procedural arrangements for its adaptation or renegotiation, the adaptation may be negotiated pursuant to those arrangements. Otherwise, the adaptation shall follow the procedure set out in Article 5, in conjunction with Article 13, second and third paragraphs.

3 When an adaptation procedure under this Article does not lead to an agreement within two years from the date of the request of employees or their representatives or from the date of initiation of the negotiations by the European Works Council or by central management on its own initiative, the subsidiary requirements set out in Annex I shall apply.

4 This Article shall not have the effect of exempting the parties to European Works Council agreements from respecting the applicable minimum requirements in this Directive.

Where negotiations pursuant to Article 5 of this Directive are initiated in order to conclude an agreement pursuant to this Directive in a Community-scale undertaking or Community-scale group of undertakings in which an agreement covering the entire workforce providing for the transnational information and consultation of employees was concluded prior to the date of application of Directive 94/45/EC and is still in force, the period referred to in Article 7(1), third indent, of this Directive shall be reduced to two years. The initiation of negotiations does not affect the terms of the existing agreements in force.’

1 Member States shall adopt and publish, by 1 January 2028, the laws, regulations and administrative provisions necessary to comply with this Directive. They shall forthwith communicate to the Commission the text of those provisions. They shall apply those provisions from 2 January 2029. However, they shall apply the provisions transposing Article 1, points (12) and (13), insofar as they relate to Article 14 and Article 14a(1), (2) and (3), from 2 January 2028. When Member States adopt those measures, they shall contain a reference to this Directive or be accompanied by such a reference on the occasion of their official publication. The method of making such a reference shall be laid down by Member States.

2 Member States shall communicate to the Commission the text of the main provisions of national law which they adopt in the field covered by this Directive. Member States shall notify the Commission by 1 January 2028 of the means by which special negotiating bodies, European Works Councils and employees’ representatives can, pursuant to Article 11(2) to (5) of Directive 2009/38/EC, as amended, bring judicial proceedings and, where relevant, administrative proceedings, in respect of all the rights under that Directive.

This Directive shall enter into force on the twentieth day following that of its publication in the Official Journal of the European Union.

This Directive is addressed to the Member States.