22.9.2005   

EN

Official Journal of the European Union

C 234/1

1.1

‘A cooperative is an autonomous association of persons united voluntarily to meet their common economic, social and cultural needs and aspirations through a jointly-owned and democratically-controlled enterprise’ (1). Despite the fact that the legal definition of ‘cooperative society’ may embrace different situations in different Member States, legal practitioners recognise that cooperatives are organised under the ‘intuitu personal’ principle.

1.2

The cooperative identity is enhanced by cooperative values, such as democracy, equality, equity, solidarity, transparency and social responsibility and also bolstered by principles such as voluntary membership, the exercise of democratic power by the members of cooperatives, economic participation by members and a commitment to the community (2).

1.3

Cooperative societies can also be distinguished from capitalised companies by the facts that they have variable capital and their shares are registered and, in principle, are not transferable to persons who are not members of the cooperative society in question.

1.4

Almost 140 million people in the EU are members of cooperative societies. There are some 300,000 cooperative societies in the European Union and they provide employment for 2.3 million people.

1.5

Examples of cooperative entrepreneurship may be found in most sectors of activity. This type of entrepreneurship is characterised by a form of organisation based essentially on the pooling of purchasing capacity, sales capacity and labour forces in order to meet the economic needs of the members of cooperatives. This type of entrepreneurship is also well-suited to the pursuit of social, environmental and cultural objectives.

1.6

Cooperatives are also particularly well-qualified to make a contribution towards achieving the objectives of the Lisbon Strategy as they seek to reconcile the goals of economic performance, participation and enabling their staff to achieve their full potential.

1.7

Although the size and degree of development of cooperatives may vary considerably, they generally have strong local roots, thereby enabling them to play their part in the inter-linking and consolidation of the socio-economic fabric of regions, whilst at the same time helping to maintain social cohesion in areas lagging behind in development or having to contend with major redevelopment requirements (3). The fact that cooperatives have local roots does not, however, in any way prevent them from expanding their activities beyond the frontiers of the EU. Cooperatives therefore have a significant impact on the volume of trade and global economic dynamism (4).

1.8

In this context, the role and the impact of cooperatives have also been recognised at both the national and worldwide level. In June 2002, the International Labour Organisation (ILO) adopted a Recommendation on the Promotion of Cooperatives (5) in which it drew attention to the fact that ‘cooperatives, in their various forms, promote the fullest participation in the economic and social development of all people’. This Recommendation was adopted by all 25 Member States of the EU and is currently the subject of a ratification process.

1.9

At EU level, cooperative societies are recognised under Article 48 of the Treaty establishing the European Community (TEC) (6). The European Commission has a unit responsible for ‘crafts, small businesses, cooperatives and mutuals’, which pays particular attention to this type of society. The Council has recently adopted the Statute for a European Cooperative Society and the Directive supplementing the Statute with regard to the involvement of employees (7). The adoption of the Communication under review demonstrates the Commission's continued interest in this type of society.

1.10

This interest also meets an expectation on the part of cooperative societies since they are now obliged to rise to a number of major challenges, as failure to do so would mean that their development would be curbed or their existence placed in jeopardy. In several of the new EU Member States, the use of cooperatives by the former communist governments discredited this form of society. Very many cooperatives operating on markets which are becoming increasingly competitive also have to mobilise considerable resources in order to remain competitive whilst, at the same time, retaining their characteristic features and identity.

2.1

One of the key points in the Commission's Communication of 23 February 2004 is the fact that the Commission draws attention to ‘the increasingly important and positive role of cooperatives as vehicles for the implementation of many Community objectives’.

2.2

The Commission also points out that the potential of cooperative societies has not been adequately exploited. In order to remedy this shortcoming, the Commission proposes the setting of three main objectives, translated into a series of twelve actions.

3.1

The EESC has always paid close attention to the issue of partnerships and the social economy in general (8). It shares the view expressed by the Committee of the Regions that all forms of enterprise should be promoted and supported on an equal basis (9). The EESC organised a public hearing, based on a questionnaire, on 11 October in order to ascertain the reactions of cooperative organisations and enterprises to the Commission's Communication. At the hearing a comparison was made between the proposals put forward by the Commission and the aspirations and priorities of the cooperative sector.

3.2

The EESC welcomes the Commission's Communication on the promotion of cooperative societies in Europe. Implementation of this Communication should facilitate the establishment of a larger number of enterprises of this type, inter alia by highlighting more effectively and making more widely known the contribution which cooperatives can make to the achievement of the objectives of the Lisbon Strategy.

3.3

The EESC does, however, note that quite a large number of the actions envisaged by the Commission in its Communication with a view to bringing about more effective promotion of cooperatives are couched in particularly cautious terms as the Commission points out in several cases, for example, that it will ‘examine or study the possibility of …,’ or ‘pay particular attention to’. The objectives should therefore be defined in a more concrete way and an appropriate timetable should be established.

3.4

The EESC welcomes the attention paid by the Commission to the new EU Member States and the candidate states. In the case of some of these states the fact that the former regimes made use of cooperatives has led to their being seen as one of the tools of these regimes.

3.4.1

For this reason, the EESC believes that it is particularly necessary to make entrepreneurs in these states aware of the potential of cooperative societies, which make it possible, inter alia, to develop activities by evenly sharing resources, responsibilities and entrepreneurial risks, thereby providing grounds to expect that projects will be more viable and more sustainable (10).

3.4.2

The EESC takes the view that support should be given to the fresh impetus also being generated by forms of cooperatives in the new Member States both to the drive to combat social exclusion and in the environmental field. Steps should also be taken to ensure that the fabric of associations, created by a number of cooperatives, does not collapse as a result of the changes affecting this form of entrepreneurship.

3.5

Whilst understanding the approach adopted by the European Commission, namely to underline the SME dimension of cooperative societies, the EESC would point out that many cooperative societies and cooperative groups exceed the EU limits set out in the definition of SMEs. For this reason, the EESC urges that the Commission's proposals should not be limited to the SME dimension. This concerns particularly the references to certain Community actions, for example, in respect of business support services and access to finance.

4.1.1

The Communication demonstrates the particular importance attached by the Commission to the issue of the law governing cooperatives and, in particular, the various national statutes in this field. The EESC supports this approach as it is vital that cooperatives are provided, at both national and EU level, with the best possible legal framework in order to enable them to expand their activities.

4.1.2

Cooperatives are likewise subject to an array of company law provisions (accountancy law, labour law, competition law, tax law, etc). If the laws in these fields fail to take account of a number of specific features of cooperatives, there is good reason to believe that, even if the law governing cooperatives is made as effective as possible, the development of cooperatives is likely to be hindered.

4.1.2.1

By way of example, under the initial draft of accounting standard IAS 32, shares in cooperatives would be regarded as falling into the category of liabilities rather than own funds since they are subject to a potential demand for reimbursement. In view of the consequences which this provision would have for cooperatives, the principle in question has been interpreted in such a way as to enable exceptions to be made to this rule, subject to the fulfilment of two additional conditions (11). The fact that this rule has not been revised and that, instead, an interpretation in respect of cooperative societies has been added to it tends to give weight to the argument that this form of company is generally regarded as constituting an exception vis-à-vis capitalised companies. As has already been mentioned in point 3.1 above, the EESC takes the view that cooperative societies should not be regarded as ‘exceptions’; the legislative framework should rather be adapted, where necessary, to take account of the specific features of cooperatives.

4.1.2.2

The EESC therefore calls upon the Commission to take account of the synergies which should be established between the law governing cooperatives, on the one hand, and the other components of the legal environment, on the other hand, and to translate these synergies into concrete measures.

4.1.2.3

In this same context, the EESC proposes that the groups of experts set up by the Commission to issue opinions on future draft legislation in this field should systematically take account of the intrinsic features of cooperative societies and avail itself of the expertise of representative cooperative organisations (12).

4.2.1

As regards competition law, the EESC firmly supports the standpoint that cooperatives, like other forms of enterprises, should be subject to Articles 81, 82 and 86 to 88 of the TEC. The EESC nonetheless considers that the wording of the point in the Commission's Communication referring to Article 81 of the TEC covering agreements is not explicit, since the Commission underlines the fact that ‘whereas organisation as a cooperative may not necessarily conflict with Article 81 of the TEC, [the] subsequent behaviour or rules [of cooperatives] might be considered restrictive of competition’ (13). The Commission therefore advocates improving the dissemination of the competition rules amongst the various cooperative sectors.

4.2.1.1

On the basis of the information provided at the hearing which it organised on 11 October 2004 with representatives of the cooperative sectors, the EESC believes that this problem is linked more to the fact that the competition rules do not always take account of the specific features of cooperatives, than to an ignorance of the competition rules themselves. The EESC therefore calls upon the Commission to gear its action also towards the services responsible for competition policy in order to ensure that they are better informed of the different forms of organisation of cooperatives.

4.2.1.2

Whilst stressing that having a multiplicity of forms of entrepreneurship on the market is a key element in ensuring healthy competition, the EESC takes the view that such a step could well avoid any discrimination against cooperatives on the grounds of the way in which they are organised.

4.2.2

The EESC also draws attention to the fact that some states outlaw the establishment of cooperatives in particular sectors (14). This represents a clear barrier to freedom of establishment. This situation is all the more regrettable in view of the fact that the Regulation on the Statute for a European Cooperative Society confirms this ban (15). The EESC therefore calls upon the Commission to carry out a study on the scope and impact of these bans.

4.2.3

Turning to the issue of the tax treatment of cooperative societies, the EESC subscribes to the principle that the benefits granted to a type of company should be proportionate to any legal constraints or social added value inherent in that form of enterprise (16). In this context, the EESC encourages the Commission to call upon the Member States to consider the possibility of granting tax incentives to cooperatives on the basis of their social value or in the light of the contribution which they make to regional development, subject to strict monitoring conditions relating to compliance with cooperative principles and values (17).

4.3.1.1

Economic globalisation is tending to accentuate the demands placed upon enterprises to be profitable, sometimes to the detriment of social considerations. Corporate social responsibility (CSR), which has been defined as ‘a concept whereby companies integrate social and environmental concerns in their business operations and in their interaction with their stakeholders on a voluntary basis’ (18), is not a new concept for cooperatives. By virtue of the fact that they pursue both economic and social objectives and the fact that their operating procedures are based on the individual and principles of internal democracy, cooperatives by their very nature accept CSR and put a lot of effort into promoting it (19).

4.3.1.2

The EESC regrets that this dimension has not been incorporated into the Commission's Communication and therefore urges the Commission to draw up an action which addresses this issue in order, inter alia, to promote the practices of cooperative societies in this field (20).

4.3.2.1

For a number of years the EESC has been studying, with considerable interest, matters relating to corporate governance (21). The views which continue to hold sway in this field rarely refer to cooperatives. This is, to some extent, a paradox as quite a large number of the provisions relating to the intrinsic organisation of cooperatives have led them to introduce specific models of governance (22). The services of cooperative auditing associations can also substantially contribute to the success of cooperatives' activities; these associations operate in many Member States, some of which have had an unbroken tradition of cooperatives for over 100 years. It is, therefore, important that the European Community Directive on Statutory Audits recognises and includes this institution of cooperative law.

4.3.2.2

The EESC therefore takes the view that these experiences should be incorporated in the debate on corporate governance in order to enable it to embrace progress and recommendations which could lend themselves to different forms of enterprise.

4.4.1

The EESC also draws the Commission's attention to the existence of groupings of cooperative enterprises. These entrepreneurship models clearly favour cooperation and partnership strategies between cooperatives rather than mergers or acquisitions. This approach enables such enterprises to face the challenges posed by globalisation and the attendant need to be more competitive, whilst at the same time retaining and highlighting cooperative identity.

4.4.2

The EESC takes the view that, subject to compliance with the competition rules, support should be given to the promotion and development of such groupings, which may enable cooperatives to develop a common brand name or a range of goods and services, thereby making it possible to further strengthen the presence of cooperatives at both transnational and worldwide levels. The EESC also proposes that greater account be taken of groupings of cooperative enterprises in the Commission's Communication.

5.1.1

The EESC encourages the Commission to carry out all measures to promote improvements in the understanding of the characteristics of cooperative societies and improvements in the way in which these characteristics are taken into account. Ignorance of these characteristics is indeed the main reason for the inadequate exploitation of the potential offered by cooperatives. In this context, the EESC believes that it is essential to provide further support and encouragement for the identification, benchmarking, and dissemination of examples of good practice in respect of cooperatives.

5.1.2

The EESC proposes, in particular, that the Commission give greater official recognition to ILO Recommendation 193 in view of the fact that this recommendation has been adopted by the 25 EU Member States, the first time there has been such European consensus with regard to standards for cooperatives and the promotion of cooperatives. The EESC also advocates the drawing-up and implementation of specific actions, such as an information campaign to publicise the characteristic features and entrepreneurial dimension of cooperatives; this campaign could be backed up by various video presentations and could make use of the website of DG Enterprise, etc. The target group would be the economic and social players and public authorities at national level.

5.1.3

The EESC also urges that the action of promoting cooperative societies should also be pursued in all Commission DGs. Special attention should be paid, in this context, to the Commission DGs responsible for initiatives having a direct bearing on the entrepreneurial and social dimension of cooperative societies (such as the following DGs: Internal Market; Employment and Social Affairs; Competition and Health and Consumer Protection).

5.2.1

The EESC supports the Commission's desire to improve statistical data relating to cooperatives. In most EU Member States, where such data is available it is rarely updated on a regular basis. Furthermore, the methods used for drawing up aggregate figures are rarely homogeneous. This constitutes a fundamental obstacle to the promotion and improvement of knowledge about cooperatives.

5.2.2

In order to find a solution to this problem, the Commission plans to make use of satellite accounting techniques. The field of application of this technique — which has not yet been defined in the case of cooperatives — has, up to now, been tested in connection with organisations which are either not principally market-sector organisations or are non-profit organisations (23). The EESC therefore highlights the need to ensure that the ways and means adopted in respect of cooperatives do not mask their economic and commercial dimension. Both the public hearing organised by the EESC and the attendant questionnaire pointed to the fact that this concern was also shared by cooperative organisations.

5.2.3

With a view to meeting, as swiftly as possible, the need for data on cooperatives, the EESC recommends, that in the very near future, Eurostat and the national bodies charged with collecting statistics on enterprises work together, wherever this is feasible, in order, inter alia, to enable such data to be classified on the basis of the various legal statutes under which enterprises operate.

5.3.1

In the EESC's view, there is an important need for education and training programmes and programmes for promoting entrepreneurship and life-long learning (24) to take account of the cooperative dimension. The EESC points out that this issue is also taken up in ILO Recommendation 193 and it welcomes the fact that the Committee of the Regions likewise mentioned this matter in its opinion (25). The EESC therefore gives its backing to the Commission in its desire to introduce networking in respect of existing experience and to disseminate this experience.

5.3.2

The EESC also recommends that a survey be undertaken of teaching on the subject of cooperatives offered by schools and universities. By taking such action and also by providing assistance for the creation and dissemination of specific teaching material, the Commission could achieve two aims, namely the networking of existing experience, on the one hand, and the inclusion of the cooperative dimension in teaching programmes, on the other hand.

5.4.1

The EESC endorses the Commission's desire to call upon traditional business support services to take greater account of the cooperative dimension, whilst pointing out that specialised bodies offering this type of service do already exist. These bodies should be able to further expand their supply of services and make them available over a broader area by virtue of the actions to be implemented by the Commission.

5.4.2

In this context, the EESC points out that the new multiannual programme for enterprises and entrepreneurship covering the period 2006-2011 (26) contains no guidelines or specific headings in respect of cooperatives. It also points out that the action plan for promoting entrepreneurship (27) also fails to make any reference to cooperatives; reference is made only to a ‘social economy’ approach but the way in which the passage in the document is worded lacks clarity.

5.5.1

The EESC urges the Commission to carry out, without delay, its planned appraisal of the advisability of including a specific reference to cooperative societies in the European Investment Fund instruments. In this connection, the EESC has however been informed that the inclusion of this reference has recently been rejected on the grounds of the need to ensure equal treatment of the various legal forms in question. The EESC therefore calls upon the Commission to spell out the new concrete actions which it could pursue with regard to financing, bearing in mind that the other line of action, namely to ensure that cooperatives continue to be eligible under the other EU programmes, does not involve making any changes whatsoever to the current situation. Furthermore, the EESC would like to see the European Investment Fund earmark a larger proportion of its aid for SMEs and cooperatives, which lack major guarantees as regards funding.

5.5.2

In this same general context, the EESC draws the Commission's attention to the fact that, under the new agreement on capital resources, the ‘Basel II Agreement’, banks will be obliged to take greater account of the risk profile of enterprises, particularly with regard to their solvency and form of management, in their policy towards providing finance for enterprises. This could make it a more onerous task for some cooperatives to gain access to credit (28).

5.5.3

In view of the special nature of the capital held by cooperatives (for example, their shares are not quoted on the stock exchange and are reimbursed at their nominal value), cooperatives sometimes find it difficult to obtain finance for their development. In this context, the EESC supports the Commission in its call to those Member States which have specific legislation governing cooperatives to include the provision whereby these enterprises may issue non-user investor shares which are tradable and interest bearing on the condition that the participation of such non-user shareholders does not jeopardise the cooperative nature of enterprises nor the exercise of control over the cooperative society by its members (29).

5.6.1

The EESC shares the Commission's view that, by virtue of the ways in which they are governed, cooperative societies are an eminently appropriate model for employee buy-outs. The EESC proposes that the cooperative model be highlighted to a greater extent in the programmes and actions which the Commission intends to promote in this field.

5.6.2

The Commission proposes to carry out a study of social cooperative enterprises, whose main concerns are to take account of social needs. The proposed study could thus highlight the contribution made by social cooperatives towards the achievement of such objectives. The EESC does, however, recommend that the study properly underlines the distinctive features of social cooperatives vis-à-vis those of ‘social enterprises’ (30).

5.7.1

The EESC supports the priority attached by the Commission to the question of the legal status of cooperatives at both EU and national levels. It draws attention to the fact that the regulatory environment in which cooperatives are developing is a factor which is just as important as the forms of organisation adopted by cooperatives in order to achieve their objectives.

5.7.2

The EESC supports the organisation of meetings between Commission representatives and representatives of national administrations on the subject of the implementation of the Regulation on the Statute for a European Cooperative Society and the associated Directive. The EESC also calls for regular monitoring of the preparatory work. By way of comparison, the Statute for a European Company, which recently came into force has, for example, been incorporated into national legislation in only six Member States.

5.7.3

Turning to the drafting of model laws, the EESC draws attention to the ambiguous way in which this point has been formulated. On the one hand, the Commission does not advocate the harmonisation of national cooperative legislation, but, on the other hand, it highlights the conclusions of the High Level Group of European Company Law Experts which tend to support that very objective.

5.7.4

The EESC recognises that many of the articles in the Regulation on the Statute for a European Cooperative Society (SLE) refer to national laws. Bearing in mind that a report is to be drawn up five years after the entry into force of the SCE Regulation, the EESC takes the view that model laws should be established in order to align the laws governing cooperatives and/or the adoption of common rules at EU level should be proposed. It is vital that professional organisations representing cooperatives be involved in the appraisals and work in this context from the outset.

5.7.5

In this context the EESC does, however, wish to draw attention to the fact that the public hearing which it organised revealed that a fair number of cooperative organisations was more interested in securing a strengthening of current national laws governing cooperatives than in having the laws revised with a view to achieving harmonisation (31). The cooperative movements and organisations took the view that such an approach would also be likely to provide more satisfactory answers to the problem of ‘demutualisation’ (32) with which some cooperatives had to contend.

5.7.6

In this context, the EESC also suggests to the Commission that it carry out a comparative study of the impact and scope of the incorporation into national legislation on cooperatives in some EU Member States of provisions hitherto specific to capitalised companies (33).

5.8.1

The EESC backs the Commission's intention to enhance, by means of Community programmes, the contributions made by cooperative societies to achieving the objectives of the EU. The EESC does, however, wonder how this objective is to be achieved bearing in mind that, as things stand at present, the requisite budgetary headings do not exist.

5.8.2

In its Communication, the Commission highlights, in particular, the field of ‘agricultural policy in the context of EU enlargement’ by making it the subject of one of the proposed actions. The EESC gives its support to this dimension but takes the view that the references to other fields, namely rural and regional development and job-creation, should also be translated into actions.

5.8.3

From a general standpoint, the EESC believes that it would be more advisable to adopt the concept of ‘cooperative development centres’ when defining support and promotion actions. Using this concept, it would be possible to capitalise on the existence of cooperatives in a given field by creating spin-off cooperatives in other sectors.

6.1

The EESC welcomes the publication of this Commission Communication on the promotion of cooperative societies in Europe. Following on from the adoption of the Regulation on the Statute for a European Cooperative Society (SCE), the Communication thus demonstrates the Commission's interest in the subject of cooperatives by highlighting the economic and social dimension of this type of enterprise, in addition to its potential to bring about the achievement of the objectives of the Lisbon strategy.

6.2

The EESC supports, in particular, the priority attached to the promotion of cooperative entrepreneurship. Lack of knowledge of this form of entrepreneurship is one of the key impediments to the development of cooperatives in Europe.

6.3

Whilst expressing its support for the thrust of the Commission's Communication, the EESC takes the view that some of the actions should have been defined in more concrete terms and have been based on a predefined timetable. The EESC thus recommends the introduction, as soon as possible, of a monitoring process in respect of the proposed actions, rather than awaiting publication after 2008, of the assessments of these actions, as proposed by the Commission. The relevant professional organisations representing cooperatives, at both national and EU levels, should be closely involved in such a process.