Corporate Governance Statement

In line with the provisions of the Belgian Corporate Governance Code of 9 December 2004, the first charter was approved by the Board of Directors on 26 January 2006. The corporate governance charter was reviewed in the light of general developments in the area of corporate governance and the Board of Directors approved a new charter on 6 February 2014. Following the appointment of a General Manager, the corporate governance charter was brought into line with this decision. The Board of Directors approved this new charter on 15 September 2016. The latest version – applying from 1 November 2016 – is available at aquafin.be. The latest composition of the Board of Directors and the Committees is available on our website as well.

Legal structure

Aquafin NV is a public limited company (naamloze vennootschap) incorporated under Belgian law. The Company was incorporated on 25 April 1990 on the initiative of the Flemish Region.

Ownership and control structure

The ownership and control structure of the Company, as well as all cross-shareholdings comprising more than 5% of the shares or voting rights, shall be disclosed, insofar as the Company knows this or as soon as it becomes aware of this. This information is also included in the Corporate Governance Statement in the annual report.

The Flemish Environment Holding has held 100% of Aquafin NV's share since 7 July 2006. The Flemish Environmental Holding is thus the controlling shareholder. There are no cross-shareholdings.

Corporate Governance structure

The Board of Directors is the Company's highest decision-making body and is authorised to perform all actions required or necessary to achieve the Company's objects, with the exception of those actions that are reserved for the General Meeting, by law or by the articles of association, and those powers which the Board of Directors has delegated to the Management Committee.

The Board of Directors has established two advisory committees to support its operations: an Audit Committee and an Appointments and Remuneration Committee. They assist the Board of Directors with specific matters. The ultimate decision-making power lies with the Board of Directors.

The Management Committee is responsible for the day-to-day management. The Board of Directors has established a Management Committee in accordance with article 20 of the articles of association and article 524bis of the Companies Code.