Corporate Governance and Workers’ Participation

This paper analyses and describes the possible role and responsibility of workers (via their representatives) in the process of strategic decision‐making at corporate level, especially in the Netherlands where the Works Council (Ondernemingsraad) has achieved a certain degree of maturity in the last decade. It is a reaction to the lack of attention to workers’ participation in the actual debate on Corporate Governance. From our point of view workers also have to be seen as equal ‘stakeholders’ and partners in decision‐making. In several Dutch companies forms of partnership in corporate governance are starting to develop. But also in other countries (like Germany) and at European level Works Councils are starting to discuss strategic topics with the Board of Directors. After describing the position and role of the most important boards and stakeholders at corporate level (the Board of Directors, the Supervisory Board, the shareholders, the trade unions and the works councils), the paper presents a stakeholder model in which also the workers participate and exercise influence on strategic decision‐making. Finally it gives practical suggestions for the improvement of the position of workers’ participation in corporate governance. These suggestions and recommandations are mainly based on experiences in Dutch companies.