reference code

Legal recognition of the 2020 Code

On 17 May 2019, the Royal Decree of 12 May 2019 laying down the corporate governance code to be complied with by listed companies was published in the Belgian Official Gazette. From now on, Belgian listed companies will be required to designate the Belgian Corporate Governance Code 2020 as a reference…

Legal recognition of the 2009 Code

The Royal Decree of 6 Juin 2010 designating the reference code is abolished by the Royal Decree of 12 May 2019 designating the reference code. Click here for the transitional arrangement

Law on the enhancement of corporate governance

On 23 April 2010, the law on the enhancement of corporate governance for listed companies and autonomous public undertakings, and on the amendment of the rules with regard to the prohibition against pursuing functions in the banking and financial sector, was published in the Belgian Official Gazette.

Each listed company is now obliged to include in its annual report a specific section on corporate governance.

Listed companies are also required to establish a remuneration committee. The remuneration committee is composed exclusively of non-executive directors, the majority of whom are independent directors. The board of directors must ensure that the remuneration committee has the necessary expertise with regard to the remuneration policy.

The Belgian Corporate Governance Code has also been imposed as the reference code for listed companies. Listed companies will be held to assign the Code as their reference code according to article 96, § 2, 1° of the Code on Companies.

How does your Board of Directors cope with the 'Comply or Explain' principle ?

On 30 November 2015, GUBERNA, FEB and EY organized an expert working group around the 'comply or explain' principle.In this working group, three concrete themes were discussed, namely: The application of the 'comply or explain' principle in general; The process that occurs…