Compliance with “The Belgian Code on Corporate Governance”
Barco complies to a large extent to all corporate governance rules,
as can be found in “The Belgian Code on Corporate Governance”, which can be consulted on www.corporategovernancecommittee.be.
Following is a survey of the principles and guidelines of the code that Barco does not comply with, along with an explanation of the reasons for non-compliance.
Principle 8.9, Shareholders’ meetings
The level of shareholding for the submission of proposals by a shareholder to the general shareholders' meeting should not exceed 5% of the share capital.
According to the articles of the association (article 30) and the code on companies (article 532), shareholders owning more than 20% of the company’s shares can request that a general shareholders’ meeting be convened. A 5% limit is not appropriate given the size of the company.
Principle 9, Appendix F, Disclosure requirements, 9.4/1
The CG Chapter of the annual report should at least include:
- for the CEO and the other members of the executive management, on an individual basis, the number and key features of shares, share options or any other right to acquire shares, granted during the year.
For the other members of the executive management, this information is given on a global basis. Barco considers this to be sufficient in view of the current social environment and in order to avoid singling out individuals who are involved in day-to-day management interaction in the company.
Furthermore, all individual trading in financial instruments related to Barco, is made public on the BFIC website in line with the Royal Decree of 5 March 2006.