What are the differences between the merger directive and the SE directive?
There are some important differences between the merger directive and the SE directive. The first is the threshold for the application of the standard rules. This threshold applies in the SE directive (Art. 7 (2) lit. b) when at least 25% of the employees of the companies concerned had been covered by codetermination rules before the foundation of the SE. This threshold is raised in the merger directive to one-third (33.33%). Moreover, there is the possibility for member states in the case of a merger in which the standard rules are applied to limit the number of employee representatives on the board if the country where the registered office is located provides the option of a one-tier board system in its company law and the company resulting from the merger applies this option (see Art. 16 IV lit. c). However, if one of the merging companies had more than one-third participation, the limitation may not result in a proportion of employee representatives lower than one-third. It must b
