Guidelines and ideas about the merger of unions

1. Guidelines and ideas about the merger of unions

2. 1. Introduction • Aim of the presentation: To point out vital questions To pass on negative and positive experiences To offer food for thoughts To contribute to a checklist • But this presentation: Does not represent a patent manual for union mergers Is not intended to be exhaustive Can´t cover all different aspects

3. 2. Principal remarks • Prior to a merger it is important to create a common view on the following questions and a common wording: • Aim and purpose of the merger • What will be improved after the merger? • How will members, works councils, contract partners, the public, parties, etc. notice it ? • What makes us strong when we unite?

4. 2. Principal remarks • To this end, an analysis of the initial situation and the general conditions for the merger and a common evaluation will be useful : • Economic, social, political framework conditions • Future developments • Strong & Weak points of the unions involved • organisationally, financially, personally, politically • Professional Competence, • Infrastructure (rooms, IT,....), • Potential for development • Factors of success & nuisance • Different proportions, traditions and cultures of the unions involved

5. 2. Principal remarks • Each union merger can be accomplished as a project: • Assignment for preparing the merger • Nomination of project coordinators • Allocation of union staff resources • Key koordination, Minutes of meetings and other documents • Keeping constantly track • Putting together of project teams (involving full time union officials and works councils on voluntary base) • Determination of start and finishing date • Determination of objectives and costs, • Definition of a timeframe

6. 3. Emotional aspects and experiences • Without mutual trust a successful merger is unthinkable • Each merger is a matter for the boss (symbol – role model) • Each merger needs genitors/mentors, as a driving engine and for removing the spanners from the works • Keypersons should be recruited, factors for nuisance avoided

7. 3. Emotional aspect and experiences • Who will hold what kind of position? • Who will lose his/her position or job? • Winners and losers • What are the fears that we have to face? • Adoption of small by big unions • Merger of unions of equal size • Foundation of a new union • .......

8. 3. Emotional aspects and experiences • To integrate the human factor in the whole merger process : • While decision-making is relatively quickly done, acceptance and growing-together takes time • Active involvement ensures that people get the feeling that they are part of a common union • Information is vital, but should be result-oriented • Who will be when, how and to which extent informed? (in and outside the unions)

9. 4. Legal framework conditions • The base of decision on the manner of a merger and ist possible organisational, political and legal consequences is the individual national legislation;

10. 4. Legal framework conditions Legal basis • Constitution, company law, law governing associations, labour law • Contract law • Financial and tax legislation • .............. Statutory basis • Statutes of the union involved in the merger • Statutes of the umbrella trade union organisation • .............

11. 4. Legal framework conditions • Prior to the merger it is vital to clarify the legal requirements for the merger, the legal capacity and legal succession after the accomplishment of the merger . We give you further some examples for questions, arising in this context:

12. 4. Legal framework conditions • Which union bodies can/are entitled to make decisions? • Should the members be balloted to approve the merger? • Are members requested to rejoin the new union? • How is the relationship to the umbrella trade union organisation? • Are more than the two amalgamating unions affected? • Will the merger have an impact on the legal capacity to conclude collective agreements?

13. 4. Legal framework conditions • Regulation of successorship after the merger regarding: • Legal capacity, power to conclude contracts • Contracts, the unions previously have concluded • Will the validity of the concluded collective agreements continue or expire? • Contractual partners of the merging unions as employers, government, local/regional bodies, authorities, banks, etc. Property, assets of both unions? • .....................

14. 5. Finances • The union´s financial resources are vital for its organising as well as conflict capability( fighting strength). Transparency and honesty should therefore be the basic principles right from the start:

15. 5. Finances • Financial status of the unions involved: • Fixed assets, investments, holdings in cash and securities, liabilities, etc • Total capital, liabilities • Risks, arising from obligations, not mentioned in the closing accounts • Income and expenditure structure, cash budgeting • Consolidation of balance-sheets, Profit and loss, income and expenditure calculations

16. 5. Finances Transparency could be provided by the unions´ account audit, performed by an external auditor. The mode of property transfer has to be clarified according to civil and tax law provisions. • A deadline has to determined • Closing account of the involved union • Final audit by a professional external auditor • Property merger (merger of balance sheets) for the opening balance • Clarification about taxes that have to be paid/will be levied • Eventually trying to find a tax cost saving procedure • ............................ Comparison of statutory provisions concerning finances (if existing) Maybe drawing up of a new provision

17. 6. Union staff • The union itself is an „employer“! The full time union officials are as well as the works councils on a voluntary base in union bodies are a decisive factor for the success or the failure of a merger. Possible effects of a merger: • Change of the employing „union“ • Modification of former labour contracts • Obligations arising from successorship • Necessary adjustments of different claims arising from employment relationships at individual unions.............

18. 7. Organisational aspect • The merger of unions is usually decided and accomplished on the occasion of a so-called „Merger Congress“. The preparation of these decisions should be based on the according preliminary decisions of both unions involved (basis for the merger project). Decisions have to prepared for the following:

19. 7. Organisational aspect • New name of the union (question of identity) • New statutes and procedural order • New organisational structure • New bodies and committees (joint election proposals) • seats and mandates in external bodies after the merger (umbrella organisation, social partner institutions, authorities,..)

20. 7. Organisational aspect • Office premises concept (common premises) • Standing and election order for individual separate and merger congresses • Regional conferences to elect the congress´delegates • Congresses of the merging unions • Discharge of the previous executive bodies • Decision on liquidation (if necessary), Approval of merger

21. 7. Organisational Merger, amalgamation congress • New statutes, procedural order • Decisions on implementation, transitional periods • Election of new bodies (Executive/Steering-, auditing-, arbitration commissions) • Working Programme, Resolutions • Political message

22. 8. Political contents • To prepare the organisational procedure of the merger is not sufficient. The preparation of the political contents of the merger is also of importance. • The new emerging union has to take up position - Leitbild • Working Programme • Definition of goals (organisational-political) • Resolutions

23. 9. After the decisions have been taken • The approval of a merger marks at the same the emergence of a new union- a new union is born, now it has to start to live • Constitution of new elected bodies (establishing their functioning) • Obligatory formal notifications with the authorities (about the formation • of a new union) • Public relations (internal and external)

24. 9. After the decisions have been taken • Implementation of the office rooms, staff, financial and organisational concepts • Implementation of the political and organisational goals • At this stage a lot of new problems will arise, disappointments can´t be avoided • Reorganisation will take place in addition to the usual daily business • Members and works council have to recognize the advantages of the mergers • Resistance has to be met • Members, Works councils and union employees have to be constantly motivated

25. What we wish you.... A lot of success to achieve • An Organisationally • And financially strona • ....... Unified union. • With a strong membership base • Glück auf!