Responsibilities of the Board of Directors

The Board of Directors is the ultimate decision-making body. It undertakes the supervision of the company in general and of the management in particular. The Board of Directors is jointly responsible as a collegiate body for the success and performance of the company in the long term, acting in the interests of all the stakeholders.

 The Board of Directors has the following responsibilities:

• Strategic and steering responsibility: following a proposal from the Managing Director: determining the mission, identity and values, the strategy, the BU model and the structure of the company, the general policy lines and the LT objectives.  It approves important strategic decisions such as reorganisations, cooperation agreements, mergers and takeovers;
• Auditing the integrity of the financial reporting, risk management and investment policy. Ensuring that an efficient and effective internal control system is being set up, including sufficient identification of risks and risk management. The Board of Directors supervises the internal audit function;
• Supervision of the financial policy, the allocation of financial resources and budgets;
• Monitoring the execution of strategic decisions, of the Executive Committee and of the company performances depending on the agreed goals;
• Determining the structure, the competencies and the assignments of the executive management;
• Appointment and monitoring, payment and evaluation of the members of the Executive Committee;
• Drawing up an extensive, clear and objective annual report concerning the state of the company and prospects for the future. Determination of the annual accounts;
• Selection of the supervisory auditor and supervision of his services. Communication with the supervisory auditor and overseeing the development of objective relationships with the supervisory auditor;
• Supervision of the application of the principles of sound governance.