Dual

Term ‘Dual’ in the Legal Context

The term ‘dual’ is a legal term derived from Latin and Greek, whose basic meaning encompasses ‘two’ or ‘double’. In German and European law, ‘dual’ is used in various contexts. The legal significance of ‘dual’ ranges from the description of double structures in corporate law to regulations on dual vocational training systems and the classification of dual-use goods in international trade and export law. This article provides a comprehensive overview of all relevant legal areas where the term ‘dual’ plays a significant role.

1. Dual Structures in Corporate Law

1.1 Dualistic System of Corporate Management

In company law, particularly in stock corporation law, ‘dual’ stands for the separation of control and management functions. German stock corporation law provides for the dualistic management system with the management board and the supervisory board (§§ 76-116 Aktiengesetz).

• The management board conducts the business and represents the company externally.
• The supervisory board monitors the management board’s activities and appoints its members.

This separation serves the purpose of oversight and preventing abuse of power and is of central legal importance, particularly in listed companies. In contrast, the monistic system unites these functions in a single body (such as the board of directors model under SE law).

1.2 Dual Corporate Structures and Group Law

In group law, the existence of dual companies or holding structures with comparable supervisory instances is relevant. Especially in cross-border mergers, the legal form of dual management can have implications for tax matters, liability, and co-determination rights.

2. Dual Vocational Training in Vocational Education Law

2.1 Legal Foundations

The so-called dual training system is regulated in the Vocational Training Act (BBiG) and the Crafts and Trades Regulation Code (HwO). It refers to the combination of company-based training and school education.

• Companies conclude training contracts with trainees pursuant to §§ 10 et seq. BBiG.
• The vocational school provides the theoretical foundation.

2.2 Rights and Obligations in the Dual System

Dual training creates a specific legal relationship between trainees, training companies, and vocational schools. Issues of remuneration, working hours, protective provisions (including under the Youth Employment Protection Act), as well as examination law (chambers as examination bodies under § 37 BBiG), are comprehensively regulated by law.

2.3 Dual Study Programs

Dual study programs at universities and higher education institutions are also legally regulated, particularly in the Higher Education Framework Act and corresponding state laws. They combine academic education with practical phases in companies, which places special requirements on contract design and liability.

3. Dual-Use Goods in Export Control Law

3.1 Definition of Dual-Use

In international export law, ‘dual-use’ refers to goods, technologies, and software that can be used for both civilian and military purposes. The legal basis is the Dual-Use Regulation (EU) 2021/821, which is directly applicable in all EU member states.

3.2 Licensing Requirements and Sanction Mechanisms

Trade in dual-use goods is subject to strict licensing requirements. Export licenses are issued by the Federal Office for Economic Affairs and Export Control (BAFA) after reviewing the goods and the destination country. Violations of export regulations may be punishable and can lead to extensive sanctions, governed, among others, by the Foreign Trade and Payments Act (§§ 17-19 AWG) and the Dual-Use Regulation.

3.3 Compliance Requirements

Companies are required to use internal control systems to ensure that no unauthorized exports are made. Legal requirements include reporting obligations, record-keeping obligations, and designated personnel responsibilities within the company.

4. Other Legal Application Fields of the Term ‘Dual’

4.1 Competition and Antitrust Law

In competition law, ‘dual distribution’ refers to a sales structure in which a manufacturer markets goods both directly and via independent dealers. This gives rise to specific regulations regarding information exchange, pricing, and antitrust limits, as set out particularly in the Vertical Block Exemption Regulation (EU) 2022/720.

4.2 Social Law and Health Insurance

The model of ‘dual health insurance’ describes the coexistence of statutory and private health insurance. The legal basis is found in the Fifth Book of the Social Code (SGB V) and the Insurance Contract Act (VVG). The freedom of choice, switching modalities, and obligations of the respective insurers are regulated in detail.

5. Historical and Linguistic Development

The term ‘dual’ originates from the Latin ‘dualis’ and the Greek ‘δύο’ (dyo, ‘two’). Its legal significance in German-speaking countries emerged especially through the codification of education systems and the requirements for strict separation of management functions in companies.

Conclusion

The significance of the term ‘dual’ in law is far-reaching and varies according to field. Whether in corporate law, vocational training law, international trade law, or social insurance law—the dual structure always serves the purpose of functional separation, risk minimization, or efficiency enhancement. The respective legal provisions are comprehensive and aim to ensure legal certainty and transparency for all parties. Detailed knowledge of dual systems is essential for legal assessment and practical implementation.

References and Legal Sources:

• Stock Corporation Act (AktG)
• Vocational Training Act (BBiG)
• Crafts and Trades Regulation Code (HwO)
• Higher Education Framework Act (HRG)
• Dual-Use Regulation (EU) 2021/821
• Vertical Block Exemption Regulation (EU) 2022/720
• Foreign Trade and Payments Act (AWG)
• Fifth Book of the Social Code (SGB V)
• Insurance Contract Act (VVG)

Frequently Asked Questions

How is dual study classified under labor law?

Dual study programs are characterized by a close integration of theoretical phases at a university and practical phases in a company. In terms of labor law, dual students are generally considered employees within the meaning of § 611a BGB during company-based training periods, as they regularly perform work bound by instructions within the company and receive remuneration for this. For the duration of the company-based phases, there is usually a training contract, and sometimes a standard employment contract; the decisive factor is the terms of the specific contract. During the university phases, dual students are not subject to operational instructions and are not required to perform the main services of an employment contract, such as rendering work. Nevertheless, an obligation to pay remuneration may exist during the theoretical phases if specified in the contract. Dual students are entitled to many protective rights under labor law, particularly working time and youth employment protection laws, the Federal Leave Act, as well as continued pay regulations in case of illness. Particular attention must be paid to the provisions of the Vocational Training Act (BBiG) if the dual study program also constitutes recognized vocational training.

What obligations does the company have towards dual students under the employment contract?

The company is obliged to employ and remunerate dual students in accordance with the employment contract regulations. This particularly includes the duty to ensure appropriate employment that meets the training objectives and to adhere to the training and working hours agreed in the contract. Moreover, companies must comply with occupational health and safety regulations (e.g., Working Time Act, Maternity Protection Act, Youth Employment Protection Act). Companies are required to allow dual students to participate in the necessary university teaching phases and grant the required leave for these. The employer’s duty of care also extends to health protection, accident prevention measures, and the provision of suitable trainers or mentors in the company. In cases of illness or other legally recognized reasons, the duty to work ceases, and continued payment must be made according to legal requirements (in particular, the Continued Remuneration Act). Lastly, the company may be obliged to issue a certificate at the end of the contract.

How is remuneration regulated by law in dual studies?

The remuneration of dual students is principally regulated by contract, as labor law provides no statutory minimum remuneration for dual study programs (exception: if the dual student is simultaneously an apprentice under the BBiG, the minimum apprenticeship remuneration under § 17 BBiG applies). Companies and students agree in their employment or training contract on the amount and form (monthly, yearly, graduated) of remuneration to be paid. Dual students are often also paid during the theoretical phases at university, if contractually provided. If the dual study program is combined with vocational training, the student is entitled to the tariff or statutory training remuneration and any special benefits such as vacation or Christmas bonuses, if collective agreements are applicable. It is important that remuneration is not merely treated as an expense allowance but as regular salary subject to tax and social security contributions.

Do special notice periods apply to dual students?

The notice periods agreed in the contract apply to dual students, which—for training contracts under the BBiG—are governed by § 22 BBiG. During the probationary period (maximum four months), the contract can be terminated at any time without notice. After the probationary period, ordinary termination by the employer is only possible for good cause, that is, extraordinarily without notice and stating the reason for termination. The student, on the other hand, may terminate the contract with four weeks’ notice if he or she wishes to give up the training entirely or switch to a different vocational training course. If it is an employment contract outside the BBiG, the general notice periods of § 622 BGB apply. Additionally, it should be noted that for dual study models without parallel vocational training, other legal arrangements and thus different notice regulations may apply.

What are the social insurance consequences of dual study?

Dual study programs generally have comprehensive social insurance implications. Unlike ‘regular’ students, who are often covered by family insurance and exempt from contributions due to their typical student status, dual students (at least during company-based training) are treated as employees. This means they are fully subject to compulsory social insurance (health, nursing care, pension, and unemployment insurance), with contributions shared equally between employer and employee. The employer is responsible for registering the student for social insurance. Only for periods in which the student participates exclusively in academic courses without remunerated work in the company may there be an exception; each case depends on the individual circumstances, the contract, and its practical implementation. Benefits such as maternity protection, sickness benefits, and pension entitlements are fully accrued.

Are dual students especially protected against overtime and extra work under labor law?

Yes, dual students are subject to both the general Working Time Act (ArbZG) and—depending on age—the Youth Employment Protection Act (JArbSchG). As a rule, the daily working time must not exceed eight hours (in exceptional cases up to ten hours, provided an average of eight hours is maintained over six months). For minors, stricter rules apply under the JArbSchG: generally, they may not work more than eight hours per day or 40 hours per week. Companies must ensure that working times (including teaching times) are observed and are obliged to document compliance. Overtime and extra work may only be assigned to the extent permitted by law and with consideration of rest periods. Violations are subject to strict labor law and potentially regulatory consequences.

What regulations apply to holiday entitlements in dual study programs?

Dual students are entitled to statutory paid annual leave under the Federal Leave Act and, where applicable, further collective or contractual provisions. In dual study programs with a training contract, the holiday entitlement is determined by § 19 BBiG (at least 24 working days for those under 18) or by the Federal Leave Act (at least 20 working days for a five-day week) for adults. Often, collective agreements or employer policies provide for additional leave. Vacation entitlement generally refers to the company-based training phase; during theoretical phases at university, there is generally no obligation to work and thus no need for holiday. The coordination of holiday times is usually agreed upon with the training company, taking into account company needs and academic study periods. Any unused vacation due to exams or block phases must be carried forward or compensated according to statutory regulations.