BOOK II: Commercial companies and economic interest groupings.

It may be stipulated in the Articles of Association of any public limited company that the company is “à participation ouvrière”. Companies whose Articles of Association do not contain this stipulation may convert into worker-owned companies, by proceeding in accordance with Article L. 225-96. Companies with worker participation are subject, independently of the general rules applicable to sociétés anonymes, to the provisions of this section.

If the company uses the option of issuing worker shares, this circumstance must be mentioned on all its deeds and documents intended for third parties by the addition of the words “à participation ouvrière”.

The company’s shares consist of: 1° shares or denominations of capital shares; 2° shares known as “working shares”.

The labour shares are the collective property of the salaried staff, formed into a labour cooperative company. This labour company must and exclusively includes all employees who have been linked to the company for at least one year and who are over eighteen years of age. The loss of salaried employment deprives the participant, without compensation, of all his rights in the labour cooperative. The liquidation of the rights which…

The labour shares are in registered form, registered in the name of the workers’ cooperative society, inalienable for the duration of the workers’ cooperative society.

The participants in the société coopérative de main-d’oeuvre are represented at the general meetings of the société anonyme by proxies elected by these participants, meeting at a general meeting of the cooperative. The elected proxies must be chosen from among the participants. Their number is fixed by the articles of association of the société anonyme. The number of votes available to these proxies, at each general meeting of the société…

Each participant has one vote at the general meeting of the workers’ cooperative. The articles of association may, however, allocate several votes to participants, depending on the amount of their salary, within the limit of a maximum figure equal to as many votes as the annual salary of the person concerned, established on the accounts closed at the end of the previous financial year, includes times the figure for the…

The general meeting of the workforce cooperative can only validly deliberate if, on first convocation, at least two thirds of the cooperative’s participants are present or represented. The articles of association determine the quorum required for the meeting convened on second call. In the absence of statutory provisions, this quorum is half of the members of the cooperative, present or represented. The general meeting decides by a majority of the…

In the event of legal action, the proxies elected at the last general meeting appoint one or more of them to represent the participants. If no election has yet been made, or if none of the elected proxies is a member of the workers’ cooperative, special proxies shall be elected in the forms and conditions provided for in the first paragraph of Article L. 225-263 and the articles L. 225-264…

However, general meetings of sociétés anonymes à participation ouvrière deliberating on amendments to the Articles of Association or on proposals to continue the company beyond the term fixed for its duration or to dissolve it before that term are duly constituted and may validly deliberate only if they include a number of shareholders representing three quarters of the capital shares. The Articles of Association may provide otherwise. In the event…