GUBERNA contributed the latest ecoDa report, titled "Report and Recommendations on Independent Directors".
Indeed, the role of independent non-executives is particularly important in Corporate Governance. It is key to ensuring proper management of conflicts of interest and that the interests of all relevant stakeholders are adequately taken into account. As a result, particular attention must be paid to the definition of this notion, to the criteria determining this status, to the evaluation of this qualification over time, and to the necessary “independence of mind” of (all) directors.
The report summarises definitions and requirements across Europe. It also gives some recommendations. For instance, the Corporate Governance Codes should recommend that board evaluations take into account more systematically how conflicts of interest are managed. Corporate Governance Codes should also include requirements regarding the specific attitudes and behaviours required from both non-executive and independent non-executive directors (incl. necessary trainings).
You can read the full paper on ecoDa’s website.