Structure and committees
Board of directors
The board comprises 11 directors, including 8 non-executive and independent as meant by article 7:87 §1 of the CCA and the 2020 Code, and 3 executive directors (members of the executive committee).
The board meets a minimum of 8 times a year.
- Decides the company's strategic directions
- Actively oversees the quality of management and its compliance with the strategy
- Examines the quality of the information given to investors and the public
- Incorporates the risks and opportunities associated with climate change into the global strategy
- Provides the company's entrepreneurial leadership
The executive committee consists of 5 members. In addition to its chairman, Mr Jean-Pierre Haning (CEO), it includes 4 other members who may or may not be directors, each of whose members, acting jointly with another committee member, is responsible for the company's day-to-day management. The committee meets weekly and each member has a specific area of responsibility.
- Handles the company's day-to-day management, under the chairmanship of the CEO
- Proposes the company's strategy to the board of directors
- Executes the strategy approved by the board of directors
- Monitors the risks and opportunities associated with climate change
The audit committee consists of 2 independent directors as meant by article 7:87 §1 of the CCA and the 2020 Code and 1 independent director as meant by article 7:87 §1 of the CCA. The members of this committee have a collective expertise in the company's field of activities. At least 1 member has accounting and auditing expertise. The audit committee assists the board of directors to the independence of the auditor regarding:
- the process of preparing financial and non-financial information
- the effectiveness of the company's internal control and risk management mechanisms
- the internal audit and its effectiveness
- the legal audit of the annual and consolidated accounts
- The general meeting of shareholders appointed Deloitte, Company auditors certified by the FSMA and represented by Mr Rik Neckebroeck, Auditor, to carry out external audits of Cofinimmo's business. Their role is to certify the annual accounts and review the half-yearly accounts, as for any limited liability company.
- Cofinimmo being a RREC the company auditors also prepare special reports at the request of the Financial Services and Markets Authority (FSMA).
Nomination, remuneration and corporate governance committee
The nomination, remuneration and corporate governance committee consists of 4 independent directors as meant by article 7:87 §1 of the CCA and the 2020 Code. This committee advises and assists the board of directors for all questions relating to:
- the composition of the board of directors, its committees and the executive committee
- the selection, evaluation and appointment of the members of the board of directors and the executive committee
- the remuneration policy for the members of the board of directors and the executive committee
- corporate governance