http://w3id.org/um/cbcm/eu-cm-ontology#DomesticMerger
A domestic merger involves at least two companies based in the same EU Member State and is leading to a universal transfer of assets and liabilities from the merging company to the acquiring company.
Instances of Company domestic merger can have the following properties:
| PROPERTY | TYPE | DESCRIPTION | RANGE |
|---|---|---|---|
| From class Company merger | |||
| has acquiring company | owl:ObjectProperty | (hasAcquiringCompany ?ENTITY1 ?ENTITY2) means that some company merger transaction ?ENTITY1 produces a new company or alters an existing one (?ENTITY2) such that ?ENTITY2 will acquire (via a universal transfer of assets and liabilities) one or more other companies involved in the process ?ENTITY1. | Company |
| has merging company | owl:ObjectProperty | (hasMergingCompany ?ENTITY1 ?ENTITY2) means that some company merger transaction ?ENTITY1 involves a company ?ENTITY2 which will be dissolved during the process of ?ENTITY1 and will be acquired (via a universal transfer of assets and liabilities) by another distinct company involved in ?ENTITY1. | Company |
| From class Company transaction | |||
| AC Employees count at transaction | owl:DatatypeProperty | number of employees of the acquiring company - at the moment of the transaction | nonNegativeInteger |
| Last employment figure for the acquiring company | owl:DatatypeProperty | The last available annual employment figure for the acquiring company | nonNegativeInteger |
| Total EU employees | owl:DatatypeProperty | total number of employees of the acquiring company in the EU at the moment of the transaction | nonNegativeInteger |
| AC Last employment figure year | owl:DatatypeProperty | The year the last annual employment figure was obtained for acquiring companies | dateTime |
| is BLER existing prior | owl:DatatypeProperty | Is an employee board level representation/participation (BLER) mechanism applicable prior to the cross-border transaction? 0 = no BLER prior to cross-border transaction 1 = BLER existing prior to cross-border transaction | boolean |
| BLER composition | owl:DatatypeProperty | What is the employee board level representation (BLER) ratio going to be after the completion of the transaction? The ratio is ranging from 0.00 (no BLER) to 0.33 (1/3 BLER) to 0.5 (50-50 Mitbestimmung) to (theoretically) 1.00, which would be 100% employee representatives on the board and no shareholder representatives. | owl:Thing |
| Companies have Economic Committee | owl:DatatypeProperty | Are the companies involved in the transaction having an economic committee? An economic committee advises the work council about the financial parts of the transaction. | boolean |
| Companies have employees | owl:DatatypeProperty | Are the companies involved in the transaction having employees? Only one company needs to have employees for this property to be true | boolean |
| Companies have Works Council | owl:DatatypeProperty | Are the companies involved in the transaction having a works council? Works councils safeguard employees' welfare | boolean |
| Diverging employment figure | owl:DatatypeProperty | If a different employee number for the acquiring company is found, it is recorded in this field | nonNegativeInteger |
| Impact on employees | owl:DatatypeProperty | Is the impact on employees of the envisaged transaction specified in the transaction document (e.g. the merger plan)? Part of merger plan that specifies how the transaction will affect employees. - Yes: there is an impact on employees (positive or negative); - No: no impact on employees; - Not applicable: the conditions are not met (e.g. no employees, BLER threshold not met) for this criterion to be applicable; - Unclear: the wording of the document is unclear with regard to the impact/effect/measures taken; - Not mentioned: given the parameters, this aspect should be addressed in the transaction document, but is not mentioned | string |
| Is SE creation | owl:DatatypeProperty | Variable indicating whether this case concerns an SE-creation (yes/no) to distinguish creations of SEs from other transactions | boolean |
| Law Firm | owl:DatatypeProperty | Name of the lawfirm involved in the transaction, if available (for internal use; cross-border divisions and seat transfers are currently not possible within an EU legal framework.) | string |
| MC Employees count at transaction | owl:DatatypeProperty | Number of employees of the acquiring company - at the moment of the transaction | nonNegativeInteger |
| Last employment figure for the merging company | owl:DatatypeProperty | The last available annual employment figure for the merging company | nonNegativeInteger |
| MC Last employment figure year | owl:DatatypeProperty | The year the last annual employment figure was obtained for merging companies | dateTime |
| Multi-transaction | owl:DatatypeProperty | A transaction whereby more than two companies (i.e. multiple merging companies) are involved and merged into one acquiring company | boolean |
| Has negotiated agreement | owl:DatatypeProperty | Is the management of the companies involved starting the process of setting up a Special Negotiating Body (SNB) in order to reach a negotiated agreement on the future employee participation mechanism (BLER) after the transaction? BLER (Board-Level Employee Represenation): highest level of employee involvement in a company in the supervisory board. They can take co-determine decisions of the company's management and where the company is heading. - Yes: there is a negotiated agreement to be negotiated with the SNB; - No: no negotiated agreement; - Not applicable: the conditions are not met (e.g. no employees, BLER threshold not met) for this criterion to be applicable; - Unclear: the wording of the document is unclear with regard to the impact/effect/measures taken; - Not mentioned: given the parameters, this aspect should be addressed in the transaction document, but is not mentioned | string |
| Raw transaction ID | owl:DatatypeProperty | unique identifier before database entry. This id is the old ID-structure used before entry into the CbCMdb | positiveInteger |
| SNB voluntary application | owl:DatatypeProperty | Is a Special Negotiating Body (SNB) set up voluntary? Whether or not a SNB is created/will be created voluntarily. - Yes: an SNB is created voluntarily; - No: no voluntary SNB set up; - Not applicable: the conditions are not met (e.g. no employees, BLER threshold not met) for this criterion to be applicable; - Unclear: the wording of the document is unclear with regard to the impact/effect/measures taken; - Not mentioned: given the parameters, this aspect should be addressed in the transaction document, but is not mentioned | string |
| Standard rules application | owl:DatatypeProperty | Are the standard rules applied directly without and instead of the start of negotiations with a Special Negotiating Body (SNB)? Instead of an SNB being set up, the standard rules are applied instead. - Yes: the standard rules are applied; - No: standard rules ar enot applied; - Not applicable: the conditions are not met (e.g. no employees, BLER threshold not met) for this criterion to be applicable; - Unclear: the wording of the document is unclear with regard to the impact/effect/measures taken; - Not mentioned: given the parameters, this aspect should be addressed in the transaction document, but is not mentioned | string |
| BLER to be negotiated | owl:DatatypeProperty | Is an employee board level representation/participation (BLER) mechanism going to be re-negotiated in the process of the cross-border transaction? - Yes: BLER be (re-)negotiated with the SNB; - No: no BLER-(re-)negotiation; - Not applicable: the conditions are not met (e.g. no employees, BLER threshold not met) for this criterion to be applicable; - Unclear: the wording of the document is unclear with regard to the impact/effect/measures taken; - Not mentioned: given the parameters, this aspect should be addressed in the transaction document, but is not mentioned | string |
| Transaction comment | owl:DatatypeProperty | Notes from researcher about the transaction | string |
| Transaction completion date | owl:DatatypeProperty | Date on which the transaction was effectuated (the date that the competent authority e.g., business registry of that country, says that the criteria have been met by merging and acquiring companies and the merging/transferring company is dissolved). This is the final step of a transaction process | dateTime |
| Transaction ID | owl:DatatypeProperty | unique identifier for a transaction | positiveInteger |
| Transaction plan available | owl:DatatypeProperty | Is the transaction plan available for analysis? Merger plan, Seat transfer plan or Division plan. Transaction notice is where the transaction is announced. The other documents are where the nature and details of the transaction are specified. | boolean |
| Transaction notice date | owl:DatatypeProperty | Date of the transaction notice (document announcing the transaction) constituting the start of the transaction process. Date that the document was published (which is the important date because this is when it becomes legally binding) | dateTime |
| Total WW employees at transaction | owl:DatatypeProperty | number of employees of company group worldwide at the moment of the transaction | nonNegativeInteger |
| Diverging employment figure year | owl:DatatypeProperty | The year for which a diverging employee number is recorded | dateTime |
| Last WW employment figure year | owl:DatatypeProperty | Year in which the last worldwide employment figure was recorded | dateTime |
| has document source | owl:ObjectProperty | In which document did the researcher find information about the transaction? | Company mobility document |
| data found in registry from country | owl:ObjectProperty | In which countries' registry did the researcher find information about the transaction? | Country |
| After-transaction company form | owl:ObjectProperty | (?ENTITY1 hasPostCompanyForm ?ENTITY2) indicates the new company form of a company undergoing a cross border conversion or a national conversion. | Company form |
| Pre-transaction company form | owl:ObjectProperty | (?ENTITY1 hasPriorCompanyForm ?ENTITY2) indicates the original company form of a company undergoing a cross border conversion or a national conversion. | Company form |
| has sub procedure | owl:ObjectProperty | (hasSubProcedure ?ENTITY1 ?ENTITY2) means that some process ?ENTITY1 contains another (shorter) process ?ENTITY2 that should be completed before ?ENTITY1 can complete. | owl:Thing |
| has transaction input | owl:ObjectProperty | (hasTransactionInput ?ENTITY1 ?ENTITY2) means that some company transaction ?ENTITY1 has a prerequisite entity ?ENTITY2 that needs to be considered, assessed, or modified during the transaction referred to by ?ENTITY1. | Company |
| has transaction result | owl:ObjectProperty | (hasTransactionResult ?ENTITY1 ?ENTITY2) means that some company transaction ?ENTITY1 has a byproduct ?ENTITY2 (e.g. a company, transaction certificate etc.) after completion of the process. | Company |
| involves country | owl:ObjectProperty | (involvesCountry ?ENTITY1 ?ENTITY2) means that some company transaction ?ENTITY1 includes the modification of a company whose place of business is located in the country referred to by ?ENTITY2 | Country |
| reported in | owl:ObjectProperty | (reportedIn ?ENTITY1 ?ENTITY2) means that some significant event, process or statement ?ENTITY1 is published or mentioned or declared in writing in some publication, document or database ?ENTITY2. | Company transaction notice |
| requires document | owl:ObjectProperty | (requiresDocument ?ENTITY1 ?ENTITY2) means that some significant event or process ?ENTITY1 needs a compulsory document ?ENTITY2 to be submitted and reviewed before the process ?ENTITY1 can be completed. | Company mobility document |
| transaction validated by document | owl:ObjectProperty | (transactionValidatedByDocument ?ENTITY1 ?ENTITY2) means that some company transaction ?ENTITY1 went through a process of approval and assessment through various criteria such as veracity, eligibility, legal relevance etc. and a document ?ENTITY2 was produced to prove the satisfaction of the critieria by ?ENTITY1. | Company mobility document |
| Type of SE | owl:ObjectProperty | Variable indicating the SE-establishment mode: by merger, conversion, holding-SE, subsidiary-SE or unsure | Societas Europaea (SE) type |
| Has document source | owl:ObjectProperty | In which document did the researcher find information about the transaction? | Company mobility document |
| Data found in registry from country | owl:ObjectProperty | In which countries' registry did the researcher find information about the transaction? | Country |
| From class Thing | |||
| authors | owl:ObjectProperty | (authors ?ENTITY1 ?ENTITY2) means that (authoredBy ?ENTITY2 ?ENTITY1) | owl:Thing |
| Cross-border company mobility data provenance relation | owl:ObjectProperty | (cbcmDataProvenanceRelation ?ENTITY1 ?ENTITY2) means that the relation between ?ENTITY1 and ?ENTITY2 captures provenance information for company transaction data. | owl:Thing |
| Cross-border company mobility document relation | owl:ObjectProperty | (cbcmDocumentRelation ?ENTITY1 ?ENTITY2) means that the relation between ?ENTITY1 and ?ENTITY2 captures information pertaining to a company mobility document or similar information source relevant to corporate mobility. | owl:Thing |
| Cross-border company mobility entity relation | owl:ObjectProperty | (cbcmEntityRelation ?ENTITY1 ?ENTITY2) means that ?ENTITY1 is related to ?ENTITY2. | owl:Thing |
| Cross-border company mobility object relation | owl:ObjectProperty | (cbcmObjectRelation ?ENTITY1 ?ENTITY2) means that the relation between ?ENTITY1 and ?ENTITY2 captures information pertaining to an object. | owl:Thing |
| Cross-border company mobility organisation relation | owl:ObjectProperty | (cbcmOrganisationRelation ?ENTITY1 ?ENTITY2) means that the relation between ?ENTITY1 and ?ENTITY2 captures information pertaining to an organisation. | owl:Thing |
| Cross-border company mobility transaction relation | owl:ObjectProperty | (cbcmTransactionRelation ?ENTITY1 ?ENTITY2) means that the relation between ?ENTITY1 and ?ENTITY2 captures information pertaining to a company mobility transaction. | owl:Thing |
| employs | owl:ObjectProperty | (employs ?ENTITY1 ?ENTITY2) means (employedBy ?ENTITY2 ?ENTITY1) | owl:Thing |
| Ended at | owl:DatatypeProperty | The date and time a process ended | dateTime |
| Example | owl:AnnotationProperty | Provides a human-readable written example of the entity in question. | owl:Thing |
| Generated | owl:ObjectProperty | Generation is the completion of production of a new entity by a process. This entity did not exist before generation and becomes available for usage after this generation. Based (inverse of) on: https://www.w3.org/TR/prov-o/#wasGeneratedBy | owl:Thing |
| has company stakeholder | owl:ObjectProperty | (hasCompanyStakeholder ?ENTITY1 ?ENTITY2) means that some entity ?ENTITY1, which is either a significant process or agent has another agent ?ENTITY2 with personal interests in benefiting either financially or otherwise from the outcomes of ?ENTITY1 (if it is an event or process), or in its byproducts and profits (if it is an agent). | Agent |
| has part | owl:ObjectProperty | (hasPart ?ENTITY1 ?ENTITY2) means that the entity referred to by ?ENTITY1 has a constituent entity referred to by ?ENTITY2. | owl:Thing |
| has subsidiary company | owl:ObjectProperty | (hasSubsidiaryCompany ?ENTITY1 ?ENTITY2) means (hasParentCompany ?ENTITY2 ?ENTITY1) | owl:Thing |
| involves the change of | owl:ObjectProperty | (involvesChangeOf ?ENTITY1 ?ENTITY2) means that the process ?ENTITY1 requires the modification or alteration of the entity or object ?ENTITY2. | owl:Thing |
| is transaction input of | owl:ObjectProperty | (isTransactionInputOf ?ENTITY1 ?ENTITY2) means (hasTransactionInput ?ENTITY2 ?ENTITY1) | owl:Thing |
| is transaction result of | owl:ObjectProperty | (isTransactionResultOf ?ENTITY1 ?ENTITY2) means (hasTransactionResult ?ENTITY2 ?ENTITY1) | owl:Thing |
| iso2code | owl:AnnotationProperty | -- | owl:Thing |
| located in | owl:ObjectProperty | (locatedIn ?ENTITY1 ?ENTITY2) means that some entity ?ENTITY1 occupies the spatial region referred to by ?ENTITY2. | owl:Thing |
| maintained by | owl:ObjectProperty | (maintainedBy ?ENTITY1 ?ENTITY2) means that some digital resource ?ENTITY1 (e.g. database, website, document repository etc.) has stewardship by some agent or organisation ?ENTITY2 who is responsible for the upkeep of ?ENTITY1. | owl:Thing |
| maintains | owl:ObjectProperty | (maintains ?ENTITY1 ?ENTITY2) means (maintainedBy ?ENTITY2 ?ENTITY1) | owl:Thing |
| Organization name | owl:DatatypeProperty | The name of the organization | string |
| owned by | owl:ObjectProperty | (ownedBy ?ENTITY1 ?ENTITY2) means that some agent ?ENTITY2 has proprietorship over another object or organisational agent ?ENTITY1. | owl:Thing |
| part of | owl:ObjectProperty | (partOf ?ENTITY1 ?ENTITY2) means (hasPart ?ENTITY2 ?ENTITY1) | owl:Thing |
| Registered Office | owl:DatatypeProperty | Deprecated property | owl:Thing |
| Requirement level | owl:AnnotationProperty | Specifies a phrase to indicate the degree to which the providing of a value for the entity (e.g. a data or object property) in question is compulsory, recommended or optional. | owl:Thing |
| source country | owl:ObjectProperty | (sourceCountry ?ENTITY1 ?ENTITY2) means that some company transaction ?ENTITY1 has some transaction input (a company) whose place of business is located in the country ?ENTITY2. | owl:Thing |
| target country | owl:ObjectProperty | (targetCountry ?ENTITY1 ?ENTITY2) means that some company transaction ?ENTITY1 has some transaction result (a company) whose place of business is located in the country ?ENTITY2. | owl:Thing |
| Used | owl:ObjectProperty | Usage is the beginning of utilizing an entity by an activity. Before usage, the activity had not begun to utilize this entity and could not have been affected by the entity. Based on: https://www.w3.org/TR/prov-o/#used | owl:Thing |
| Associated with | owl:ObjectProperty | An activity association is an assignment of responsibility to an agent for a process, indicating that the agent had a role in the activity. Based on: https://www.w3.org/TR/prov-o/#wasAssociatedWith | Agent |
| Generated by | owl:ObjectProperty | Generation is the completion of production of a new entity by a process. This entity did not exist before generation and becomes available for usage after this generation. Based on: https://www.w3.org/TR/prov-o/#wasGeneratedBy | owl:Thing |
| creator | owl:AnnotationProperty | -- | owl:Thing |
| description | owl:AnnotationProperty | -- | owl:Thing |
| issued | owl:AnnotationProperty | -- | owl:Thing |
| modified | owl:AnnotationProperty | -- | owl:Thing |
| publisher | owl:AnnotationProperty | -- | owl:Thing |
| rights | owl:AnnotationProperty | -- | owl:Thing |
| title | owl:AnnotationProperty | -- | owl:Thing |
| contributor | owl:AnnotationProperty | -- | owl:Thing |
| description | owl:AnnotationProperty | -- | owl:Thing |
| license | owl:AnnotationProperty | -- | owl:Thing |
| term_status | owl:AnnotationProperty | -- | owl:Thing |
| license | owl:AnnotationProperty | -- | owl:Thing |
| entityPosition | owl:AnnotationProperty | -- | owl:Thing |
| entityPositionX | owl:AnnotationProperty | -- | owl:Thing |
| entityPositionY | owl:AnnotationProperty | -- | owl:Thing |
| wasAttributedTo | owl:AnnotationProperty | -- | owl:Thing |
| type | owl:AnnotationProperty | -- | owl:Thing |
| preferredNamespacePrefix | owl:AnnotationProperty | -- | owl:Thing |
| preferredNamespaceUri | owl:AnnotationProperty | -- | owl:Thing |
@prefix cbcm: <http://w3id.org/um/cbcm/eu-cm-ontology#> .
@prefix owl: <http://www.w3.org/2002/07/owl#> .
@prefix rdfs: <http://www.w3.org/2000/01/rdf-schema#> .
@prefix xsd: <http://www.w3.org/2001/XMLSchema#> .
cbcm:DomesticMerger a owl:Class ;
rdfs:label "Company domestic merger"@en ;
rdfs:comment "A domestic merger involves at least two companies based in the same EU Member State and is leading to a universal transfer of assets and liabilities from the merging company to the acquiring company."@en ;
rdfs:isDefinedBy cbcm: ;
rdfs:subClassOf [ a owl:Restriction ;
owl:onClass cbcm:Country ;
owl:onProperty cbcm:involvesCountry ;
owl:qualifiedCardinality "1"^^xsd:nonNegativeInteger ],
[ a owl:Restriction ;
owl:onProperty cbcm:hasTransactionInput ;
owl:someValuesFrom cbcm:AcquiringCompany ],
[ a owl:Restriction ;
owl:onProperty cbcm:hasTransactionInput ;
owl:someValuesFrom cbcm:MergingCompany ],
cbcm:CompanyMerger .