The Board currently consists of eight Directors. One member is Executive Director (CEO) and five members are Independent Directors in accordance with the Corporate Governance Code 2020. Two Directors were appointed on the recommendation of important shareholders.
Deceuninck complies with the Belgian Corporate Governance Code 2020. The Board subscribes to the principles of corporate governance and transparency as set out in the Code and applies it as its reference code.
The Company adopted the one-tier board structure as the new governance structure of the Company.
This structure consists of the Board, which is authorised to perform all acts that are necessary or useful for the realisation of the object of the Company, except for those for which the general meeting is authorised by law.
The Board established an Audit Committee and a Remuneration and Nomination Committee, which have an advisory, supervisory and preparatory role for certain decisions the Board must make.
Finally, the Board granted a special power of attorney to the CEO in its Board meeting of 16 December 2021, as published in the Annexes to the Belgian Official Gazette.
Board of Directors
|Function||Name||Membership Committees||Latest renewal mandate||Mandate expiry|
|Executive Chairman||Francis Van Eeckhout, representative of Beneconsult BV**||Member of the Audit Committee and Chairman of the Remuneration and Nomination Committee||23/04/2019||AGM 2023|
|CEO||Bruno Humblet, representative of HumbleBee Partners BV||27/04/2021||AGM 2025|
|Vice Chairwoman||Benedikte Boone, representative of Venture Consult BV**||Member of the Remuneration and Nomination Committee||27/04/2021||AGM 2025|
|Vice Chairman||Wim Hendrix, representative of Homeport Investment Management BV*||Chairman of the Audit Committee||26/04/2022||AGM 2026|
|Director||Marcel Klepfisch, representative of Marcel Klepfisch SAS*||Member of the Audit Committee and Member of the Remuneration and Nomination Committee||27/04/2021||AGM 2025|
|Director||Anouk Lagae, representative of Alchemy Partners BV*||Member of the Remuneration and Nomination Committee||27/04/2021||AGM 2025|
|Director||Paul Van Oyen, representative of PVO Advisory BV*||Member of the Remuneration and Nomination Committee||28/02/2023||AGM 2023|
|Director||Laure Baert*||23/12/2022||AGM 2026|
**Representative of significant shareholder
- Willy Deceuninck
- Arnold Deceuninck
- Pierre Alain De Smedt †
Secretary of the Board: Ann Bataillie, representative of Bakor BV, General Counsel
Statutory Auditor: PwC Bedrijfsrevisoren BV, represented by Lien Winne
The Board established an Executive Team Group consisting of the CEO, the CFO, the General Counsel and the CTO/COO. The Executive Team Group supports the CEO in the day-to-day operational management of the Group, and the execution of its responsibilities in accordance with the values, strategies, policies, plans and budgets that are determined by the Board. The members of the Executive Team Group were delegated the day-to-day management of the Company in accordance with article 7:121 BCA.
Together with the three regional CEOs (the Executive Team Regions), the CHRO, the CMCO and the CIO (the Executive Team Extended), they are the Executive Management of the Company.
|Ex. Team Group||Bruno Humblet, representative of HumbleBee Partners BV||CEO|
|Ex. Team Group||Serge Piceu, representative of Emveco BV||CFO|
|Ex. Team Group||Ann Bataillie, representative of Bakor BV||General Counsel Group, Secretary to the Board|
|Ex. Team Group||Dries Moors, representative of DrM Consulting BV||CTO/COO|
|Ex. Team Regions||Alp Günvaran||CEO Turkey and EM|
|Ex. Team Regions||Luc Vankemmelbeke, representative of Value Coaching BV||CEO Europe|
|Ex. Team Regions||Joren Knockaert||CEO North America|
|Ex. Team Extended||Filip Levrau||CIO|
|Ex. Team Extended||Carlin Deseyne, representative of Activ BV||CHRO|
|Ex. Team Extended||Bart Peeters, representative of Flotland BV||CMCO|
Rules, policies & compliance
Deceuninck attaches great value to good corporate governance. The following chapter contains Deceuninck’s Corporate Governance Charter, the Renumeration Policy and the Dealing Code