On 26 October 2022, GUBERNA and VBO FEB organised a new edition of the Listed Company Day, a yearly conference where high-level speakers discuss current and future trends in corporate governance, including compliance with the relevant legal framework. This year’s edition was hosted by BNP Paribas Fortis and was organised with the support of our partner EY Belgium.
The theme of the conference was “Being a company director in 2022 and beyond”, tackling the following questions: how does the role of the directors evolve? What new competencies are expected of them? And how can they create value for the long term?
For sure, the current context is unprecedented, and very challenging for company directors. Marnix Van Dooren, Assurance Partner at EY Belgium, highlighted some of the most challenging focus areas:
- Corporate purpose and value statement
- Culture and integrity
- New ways of working
- Cybersecurity and internal controls
- Beyond sustainability reporting
- Governance, risk and compliance (GRC) transformation
- The audit committee of the future
A focus was also made on one particular topic of interest for directors: sustainability. Sandra Gobert, Executive Director of GUBERNA unveiled the very first findings of a study on sustainable value creation in listed companies. This study, commissioned by the Belgian Corporate Governance Committee, seeks to explore how Belgian listed companies understand and apply this important principle of the 2020 Code in practice. The first results, which are still provisional, indicate that Belgian listed companies have started their sustainability transition… but there is still some way to go to fully integrate sustainability in company strategy, operations & governance. Some questions still remain open, such as : Is there sufficient awareness and skills among directors & executives? And do companies have the right tools to achieve their transition?
It is often said that independent directors play a crucial role in helping boards tackle their new challenges. This is also emphasised in the new explanatory note of the Corporate Governance Committee. But are independent directors up to the task? Hans De Wulf, Full Professor at Ghent University, and Jan Cerfontaine, Guest Professor at Ghent University, argued that Belgian boards are characterised by the predominance of controlling shareholders (“800-pound gorillas”), which makes it more difficult for independent directors to fulfil their duties. In their view, if policy makers want independent directors to play a more prominent role as protectors of minority shareholders and broader stakeholder interests, a “legislative push” is needed.
The directors’ perspective on those evolutions was provided during a panel discussion with seasoned company directors, including Herman Daems (chair at BNP Paribas Fortis), Laurence Debroux (director at Solvay, Novo Nordisk, Exor NV & Juventus Football Club), Koen Hoffman (chair at Greenyard, Fagron, Snowworld & MDxHealth), and Vincent Reuter (Chair at Credendo & ICC Belgium). Under the leading of Arie Van Hoe, Executive Manager Law & Business at VBO FEB, the panellists emphasised the importance of nurturing the entrepreneurial spirit in the board of directors, as well as positive board dynamics. They also encouraged boards to prepare themselves to increasing stakeholder / shareholder activism and to upcoming legislations. Finally, they called policy makers to ensure coherent and realistic legislations.
The conference was concluded by an inspiring keynote speech by Pieter Loose, CEO of Ekopak. Mr. Loose is a young entrepreneur who built his company with a clear mission: “turning water consumers into water producers by using alternative sources in an economical and sustainable way”. As a representative of the “next gen”, he stressed the importance of entrepreneurship, purpose, and sustainability. He also praised the disciplining effect and professionalisation brought by the recent IPO of the company. In his view, an effective board of directors can be of great support to realise the company project.