Employee representation

Employee representation refers to the legal rights of employees or their representatives (works councils, unions, employee delegates) to be informed, consulted or to participate in decisions affecting the company, particularly in the context of significant transactions — mergers, acquisitions, restructurings, site closures. In France, the Works Council (CSE — Comité Social et Économique) must be informed and consulted before any significant transaction; this consultation can add 4–8 weeks to the M&A timeline. In Switzerland, employee information rights are more limited under the Code of Obligations, with consultation typically required only in cases of mass redundancies.

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Example: in the acquisition of a French company with 180 employees, the CSE consultation procedure adds 6 weeks to the closing timeline. The seller informs the CSE of the proposed transaction, organises two consultation meetings and receives a formal opinion (avis) before signing. The SPA includes a condition precedent on completion of the CSE process — with the buyer waiving this condition only if the consultation is completed within 45 days.

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Hectelion manages employee representation obligations in French and Swiss M&A processes, structuring timelines to minimise impact on transaction closing.