The Board of Directors shall be made up of not less than five and not more than 35 Directors. Members of the Board of Directors may or may not be shareholders, and are appointed for a period not exceeding four years.
Board members must have the necessary qualities to exercise their function in an objective and independent way in order to safeguard the interests of BNP Paribas Fortis at all times.
In accordance with BNP Paribas Fortis policy, the composition of the Board of Directors maintains an appropriate and bal-anced mix of Executive Directors and Non-Executive Directors, whether independent or not.
Executive Directors may not constitute the majority of the Board. Furthermore, BNP Paribas Fortis strives to maintain an appropriate balance of skills and competencies on the Board of Directors in accordance with the provisions of the Banking Act.
The establishment, composition, responsibilities and function-ing of the Board of Directors and the Executive Board comply with the Code.
Composition
On 1 March 2013, the composition of the Board of Directors is as follows:
daeMs Herman
Chairman of the Board of Directors; Non-Executive Director;
Member of the Board of Directors since 14 May 2009.
Board Member mandate expires at the 2016 Ordinary Annual General Meeting of Shareholders.
CHodroN de CourCel Georges
Vice Chairman of the Board of Directors; Non-Executive Director; Member of the Board of Directors since 14 May 2009.
Board Member mandate expires at the 2016 Ordinary Annual General Meeting of Shareholders.
Jadot Maxime
Executive Director; Chairman of the Executive Board since 01 March 2011; Member of the Board of Directors by cooption since 13 January 2011.
Board Member mandate was confirmed and renewed on 21 April 2011 and expires at the 2015 Ordinary Annual General Meeting of Shareholders.
dierCKX Filip
Executive Director; Vice Chairman of the Executive Board;
Member of the Board of Directors since 28 October 1998.
Board Member mandate expires at the 2013 Ordinary Annual General Meeting of Shareholders.
MeNNiCKeN thomas
Executive Director; Member of the Board of Directors and of the Executive Board since 14 May 2009.
Board Member mandate expires at the 2016 Ordinary Annual General Meeting of Shareholders.
VaNdeKerCKHoVe Peter
Executive Director; Member of the Board of Directors and of the Executive Board since 21 April 2011.
Board Member mandate expires at the 2015 Ordinary Annual General Meeting of Shareholders.
reMY dominique
Executive Director; Member of the Board of Directors and of the Executive Board by cooption since 25 July 2012, with entering into force on 30 August 2012, following resignation of Jean-Yves FILLION on 30 August 2012.
Board Member mandate was confirmed and renewed on 11 December 2012 and expires at the 2016 Ordinary Annual General Meeting of Shareholders.
BoNNaFÉ Jean-laurent
Non-Executive Director; Member of the Board of Directors since 14 May 2009.
Board Member mandate expires at the 2016 Ordinary Annual General Meeting of Shareholders.
BooGMaNs dirk
Independent Non-Executive Director; Member of the Board of Directors since 01 October 2009.
Board Member mandate expires at the 2016 Ordinary Annual General Meeting of Shareholders.
GeeNs Koen
Non-Executive Director proposed by SFPI/FPIM*; Member of the Board of Directors by cooption since 26 May 2011.
Board Member mandate expires at the 2016 Ordinary Annual General Meeting of Shareholders.
dutordoir sophie
Independent Non-Executive Director; Member of the Board of Directors by cooption since 30 November 2010.
Board Member mandate was confirmed and renewed on 21 April 2011 and expires at the 2015 Ordinary Annual General Meeting of Shareholders.
PaPiasse alain
Non-Executive Director; Member of the Board of Directors since 14 May 2009.
Board Member mandate expires at the 2016 Ordinary Annual General Meeting of Shareholders.
stÉPHeNNe Jean
Independent Non-Executive Director; Member of the Board of Directors since 26 April 2001.
Board Member mandate expires at the 2013 Ordinary Annual General Meeting of Shareholders.
VarÈNe thierry
Non-Executive Director; Member of the Board of Directors since 14 May 2009.
Board Member mandate expires at the 2016 Ordinary Annual General Meeting of Shareholders.
FoHl Camille
Non-Executive Director; Member of the Board of Directors since 01 January 2008. Executive Director from 01 January 2008 until 31 December 2012.
Board Member mandate expires at the 2015 Ordinary Annual General Meeting of Shareholders.
d’asPreMoNt lYNdeN antoinette
Independent Non-Executive Director; Member of the Board of Directors since 19 April 2012.
Board Member mandate expires at the 2016 Ordinary Annual General Meeting of Shareholders.
VilleroY de GalHau François
Non-Executive Director; Member of the Board of Directors since 19 April 2012.
Board Member mandate expires at the 2016 Ordinary Annual General Meeting of Shareholders.
delWaide Henri
Non-Executive Director proposed by SFPI/FPIM*; Member of the Board of Directors since 11 December 2012.
Board Member mandate expires at the 2016 Ordinary Annual General Meeting of Shareholders.
(*) Société Fédérale de Participations et Investissements / Federale Participatie- en Investeringsmaatschappij.
Mr. Luc VANSTEENKISTE is a permanent invitee to the Board of Directors and all Board Committees.
The BNP Paribas Fortis Board of Directors, which is responsible for setting general policy and supervising the activities of the Executive Board, is currently composed of 18 Directors, 13 of whom are Non-Executive Directors (four of these appointed as Independent Directors in compliance with the criteria laid down in Article 526ter of the Companies Code) and five are Executive Directors.
Between 1 January 2012 and 31 December 2012, the composition of the Board of Directors was as follow : daeMs, Herman
Chairman of the Board of Directors CHodroN de CourCel, Georges Vice Chairman of the Board of Directors BoNNaFÉ, Jean-laurent
Non-Executive Director Jadot, Maxime
Chairman of the Executive Board; Executive Director dierCKX, Filip
Vice Chairman of the Executive Board; Executive Director;
FoHl, Camille
Non-Executive Director; Executive Director and member of the Executive Board until 31 December 2012.
MeNNiCKeN, thomas
Executive Director; Member of the Executive Board FillioN, Jean-Yves
Executive Director; Member of the Executive Board (until 30 August 2012)
reMY, dominique
Executive Director; Member of the Executive Board (since 30 August 2012)
VaNdeKerCKHoVe, Peter
Executive Director; Member of the Executive Board BooGMaNs, dirk
Independent Non-Executive Director
dutordoir, sophie
Independent Non-Executive Director stÉPHeNNe, Jean
Independent Non-Executive Director WiBaut, serge
Non-Executive Director (until 2 February 2012) laVeNir, Frédéric Non-Executive Director (until 19 April 2012) PaPiasse, alain Non-Executive Director VarÈNe, thierry Non-Executive Director PruVot, Jean-Paul
Non-Executive Director (until 30 March 2012) GeeNs, Koen
Non-Executive Director VilleroY de GalHau, François
Non-Executive Director (since 19 April 2012) d’asPreMoNt lYNdeN, antoinette
Independent Non-Executive Director (since 19 April 2012)
delWaide, Henri
Non-Executive Director (since 11 December 2012)