From employee shares to Boards of Directors: the Workers' Participation Bill in the Senate

The countdown has begun for the approval of the proposed law on workers' managerial, consultative, organisational, and economic-financial participation in the life of companies: the text has been given the green light by the Senate Labour Commission (in the same version approved by the Chamber of Deputies), which has mandated the rapporteur Paola Mancini (Fdi) to report to the Chamber of Deputies, where the final go-ahead is expected in the first week of May.

The popular initiative bill on which the CISL collected 400,000 signatures, adopted as a basic text by the majority in the Chamber of Deputies where it was subject to a series of amendments, had the full support of Prime Minister Giorgia Meloni, who claimed at the CISL national assembly to have allocated 72 million in the manoeuvre to ensure coverage for the planned incentives. Let's take a closer look at what the text implementing Article 46 of the Constitution, which sanctions the right of workers to active involvement in the life and profits of companies, provides.

There are two options for employee management participation. In companies that adopt a dual governance system, the Articles of Association may provide, if governed by collective agreements, for the participation of one or more employee representatives on the supervisory board. The second option concerns companies that do not adopt the two-tier system: in this case, the articles of association may provide, if governed by collective agreements, for the participation of one or more employee representatives in the supervisory board and in the management control committee, where one is established. In the Labour Committee in the Chamber of Deputies, the article that provided for the obligation of public companies to integrate the board of directors with a director identified by the employees was deleted. An amendment referring to the contracts of the comparatively most representative trade unions was approved in the Chamber of Deputies.

In order to incentivise economic and financial participation, in 2025 on the distribution to employees of at least 10% of the total profits, a 5% substitute tax on personal income tax and regional and municipal surtaxes is envisaged within the limit of EUR 5,000 gross, if in execution of company or territorial contracts (the estimated cost is EUR 49 million). Employee financial participation plans may also provide for the allocation of shares in lieu of performance bonuses.

In another incentive, dividends paid in 2025 to employees, resulting from shares awarded in lieu of the performance bonus up to EUR 1,500 per year, are tax-free for 50% of their amount (estimated cost is EUR 21 million).