Works council election: Multiple voting rights for managers in matrix structures

An employee who belongs to several establishments of the same company is entitled to vote in the works council election in all of these establishments - this also expressly applies to matrix managers, provided they are not executives.

The Federal Labor Court (BAG) made this decision, which is practically relevant for companies with internal matrix structures, in good time before the next regular works council election in 2026 (BAG, decision of May 22, 2025, 7 ABR 28/24). The reasons for the decision are still pending, so far only the press release (no. 22/25) is available.

Facts of the case

Matrix structures have long been common practice in many companies: Managers lead specialist teams whose members belong to different companies or even enterprises. The classic allocation under works constitution law reaches its limits here. In the underlying case, the employer provided IT services at several locations and had formed five organizational units on the basis of a general works agreement, in each of which a works council was elected. Matrix managers, who are not executives within the meaning of § 5 (3) BetrVG, led teams with employees from different organizational units.

In the works council election in the "Region South" plant, matrix managers were also considered eligible to vote if they were supervisors of employees in this plant. The employer contested the works council election and argued that the managers in question were not assigned to the "Region South" plant (but to their "parent plant") and were therefore not actively entitled to vote. The Baden-Württemberg Higher Labour Court declared the election invalid as it rejected the managers' multiple eligibility to vote.

Decision

In its decision of 22 May 2025 (7 ABR 28/24), the BAG overturned the decision of the Baden-Württemberg Higher Labor Court and clarified the situation:

An employee who belongs to several establishments of the same company is entitled to vote in the election of the works council in all of these establishments - this also expressly applies to matrix managers, provided they are not senior executives.

The BAG emphasizes that the right to vote is linked to the integration into the respective company organization. The decisive factor is whether the manager is deployed in the respective company to fulfill the purpose of the company and actually performs professional management tasks there. Affiliation to one company does not exclude the right to vote in another company. However, the integration of the matrix manager must always be examined on a case-by-case basis.

In the specific case, the BAG was unable to conclusively decide whether the matrix managers were actually integrated into the "Region South" company and referred the matter back to the Regional Labor Court for further clarification of the facts and a decision.

Practical tips

Companies with internal matrix structures should carefully check at an early stage which companies matrix managers are actually integrated into. The decisive factor is whether the manager regularly works together with the employees of the respective company and exercises professional authority. Whether the manager is physically present at the respective company for a certain period of time, on the other hand, is likely to be less relevant.

Works councils are likely to be interested in including as many matrix managers as possible in their electoral list because the number of employees entitled to vote has an impact on the number of works council members (§ 9 BetrVG) and the number of leaves of absence (§ 38 BetrVG). However, the entry in the voters' list must be based on a well-founded case-by-case examination. Incorrect electoral lists can also lead to the election being contested.

It is doubtful, whether structural collective agreements and works agreements can be used to shape the right to vote by assigning matrix managers to only one company.

Exciting legal questions are still open. For example, the decision only concerns the right to vote; whether the right to stand for election (eligibility for election to the works council) can also exist more than once, remains open. If so, a matrix manager could be elected to the works council in several companies.

Furthermore, the BAG's decision relates to internal matrix structures. The legal situation remains open for international or - in practice frequently - cross-company matrix structures. It is to be hoped that the reasons for the decision will provide some guidance.

The ruling of the BAG provides more legal certainty for companies with matrix structures, but requires a careful and case-by-case examination of the integration of executives. For the upcoming 2026 works council elections, an early review of the company structures and the eligibility of all affected managers is recommended. In the event of uncertainties, legal advice should be sought in good time in order to avoid challenges and uncertainties in the election process.