Governance
In accordance with the rules and guidelines contained in the Code, the governance framework of WEB SAâs activities is specified in a Corporate Governance Charter.Â
In addition, WEB SAâs Corporate Governance principles are set by the Board of Directors in a number of documents (only available in French version):
GOVERNANCE CHARTER
CODE OF CONDUCT
GUIDELINES OF THE BOARD OF DIRECTORS
GUIDELINES FOR THE AUDIT COMMITTEE
GUIDELINES EFFECTIVE MANAGERS
The corporate governance structure includes:
- The management bodies, namely:
- Sole Administrator of WEB SA: WEPS SA.;
- Board of Directors and Effective Managers of WEB SA;
- Â Audit Committee.
- Supervisory bodies, both external and internal:
- internal: âAudit Committee, Internal Audit;
- external: Statutory Auditor, Property Experts.
Sole Administrator
WEB SA is managed by its Sole Administrator WEB Property Services (or in abbreviated form WEPS SA), appointed in the Articles of Association for an indefinite period.
Mission
The Board of Directors decides on WEB SA’s strategy and objectives, the guidelines for achieving them and the level of acceptable risk. It is responsible in particular for:
- Property strategy,
- Financial strategy,
- Staff policy,
- Financial and regulatory information.
Composition
The Board of Directors consists of at least five (5) Directors, who may or may not be shareholders, including at least three (3) independent Directors
Currently, it consists of seven (7) Directors including one (1) nonexecutive Director, three (3) independent non-executive Directors and three (3) Executive Directors.
Daniel Weekers
Président du Conseil d'Administration, Administrateur non exécutif
Valérie Wagner
Vice-présidente du Conseil d'Administration, Administrateur exécutif (HMS)
Jacques Peters
Président du Comité d'audit, Administrateur non exécutif, indépendant
Jean-Jacques Cloquet
Administrateur non exécutif, indépendant
Cléonice Mastrostefano
Aministrateur non exécutif, indépendant
Laurent Wagner
Administrateur exécutif (CEO)
Caroline WAGNER
Administrateur exécutif (CAO)
Mission
Although not legally obliged to do so, the Board of Directors of WEB SA has decided to set up an Audit Committee. The Audit Committee’s mission consists of ensuring the accuracy of financial statements and accounting information intended for the Board of Directors, Shareholders and third parties within the financial world.
Composition
Jacques Peters
Président du Comité d'audit, Administrateur non exécutif, indépendant Jean-Jacques Cloquet
Administrateur non exécutif, indépendant Cléonice Mastrostefano
Aministrateur non exécutif, indépendantNomination and Remuneration Committee
No nomination and remuneration committee has been set up within the meaning of Article 4.17 and 4.19 of the 2020 Code, since WEB SA meets two of the three exclusion criteria set out in Article 7:100, paragraph 4 of the Companies and Associations Code, and is therefore not legally bound to set up such committees; this role is therefore fulfilled by the Board of Directors.
The Company’s Remuneration Policy is established by the Board of Directors of WEPS SA as sole Director, on the proposal of the Board of Directors in accordance with the Companies and Associations Code, Law of 12 May 2014 on regulated real estate companies (“RREC Law”) and the Belgian Corporate Governance Code (“2020 Code”), subject to the exemptions set out in the Corporate Governance Statement.
Mission
The Executive Management is made up of persons having the status of Effective Manager within the meaning of the applicable legislation; the Effective Management is entrusted to at least two natural persons, who are appointed by the Board of Directors.
Currently, four (4) individuals are appointed as such within the Company.
Composition
Laurent Wagner
Administrateur exécutif (CEO) Caroline WAGNER
Administrateur exécutif (CAO)
Antoine TAGLIAVINI
CFO
Laurent VENSENSIUS
CTOThe role of the effective Managers as well as the distribution of tasks are described in the WEB’s Governance Charter and i the Effective Managers’s guidelines.
