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According to the NBB, Belgium has more than 85.000 public limited companies ("naamloze venootschappen" in Dutch or "sociétés anonymes belges" in French)^[1]. That means just as many board of directors, equivalent to at least 255.000 board members, since the board of a public limited company is usually composed of at least three board members. With great pride GUBERNA and KPMG present the "Board Member Handbook", that is focused on the board members of public limited company.

If you want to recruit and select non-executive or independent board members in a professional way, then the procedure to do so can be compared to that of top management in organisations. It has to do with determining organisational needs, sketching a candidate profile, comparing candidates, evaluating and eventually choosing the person who has added value for the board of directors and for the organisation.

GUBERNA has taken the initiative to develop a practical tool to help public organisations and those responsible for the selection of board members to fulfill high independence norms. As a knowledge centre for good governance GUBERNA develops tools that support organisations to make their board (more) professional.

As is stated in principle 7 of the Belgian Corporate Governance Code 2009 (and reproduced in the 2020 edition), “the company shall remunerate directors (and executives) fairly and responsibly”. The idea that board members should be remunerated has even been enshrined in the new Code on Companies and Associations, for all types of companies, listed or not. However, it is not easy for companies, even listed ones, to determine the fair remuneration of their directors.

The ACI Audit Committee Handbook is a comprehensive handbook for and about audit committees - a unique reference publication for board members and everyone that is associated with the audit committee.

Work has value! That is why the codes for good governance advise organisations to compensate non-executive board members. It is not a "one-size" fits all for organisations to determine the right remuneration. This is more the case for non-listed organisations who, in contract to listed companies, do not have any requirements concerning the publication of board member remuneration.

Thanks to our partnership with AIG, GUBERNA can offer its members a free (limited) directors' liability insurance

Would you like to benchmark the renumeration of your board members? GUBERNA supports organisations by develoing an adequate renumeration policy for non-executive board members.

As a part of the Premium offering, GUBERNA offers incompany education tailor-made to organisations who need a flexible and personalized education programme for good governance. With this service GUBERNA wants to support your organisation with the professional development of your board members and senior management.