Examples of Belgian Code of Companies and Associations in a sentence
Throughout the Articles of Association, all references to the old Belgian Companies Code and its provisions are replaced by a reference to the new Belgian Code of Companies and Associations and, where applicable, its corresponding applicable provisions.
In order to implement the decisions taken by the extraordinary general shareholders’ meeting of 9 December 2019 in the framework of the application of the alarm bell procedure in accordance with article 633 of the former Belgian Companies Code, the Board of Directors proposes, in application of Article 2:71 of the Belgian Code of Companies and Associations, to deliberate and resolve upon the voluntary dissolution and liquidation of the Company.
Proposed resolution: The general shareholders’ meeting resolves to approve the proposal of voluntary dissolution set out in the special report of the Board of Directors, prepared in accordance with Article 2:71, §2, first paragraph of the Belgian Code of Companies and Associations, to therefore dissolve and liquidate the Company with immediate effect as a result of which the current financial year is closed on the same date.
The current composition of the Audit Committee complies with the Belgian Code of Companies and Associations.
Any director with a conflicting financial interest (as contemplated by article 7:96 of the Belgian Code of Companies and Associations) on any matter before the Board of Directors must bring it to the attention of both the statutory auditor and fellow directors, and take no part in any deliberations or voting related thereto.
According to the Belgian Code of Companies and Associations, all members of the Audit Committee must be non-executive directors, and at least one member must be independent within the meaning of the Belgian Code on Corporate Governance.
There has therefore not been any non-compliance with article 7:96 of the Belgian Code of Companies and Associations.
It is subject to the rules applicable to listed public limited liability companies under the Belgian Code of Companies and Associations (the Code).
Such proxies must be given in accordance with the applicable legislation or as set forth (in accordance with the applicable legislation) in the notice convening the meeting.The holders of a proxy must comply with the provisions of the Belgian Code of Companies and Associations in relation to the proxies for general shareholders' meetings.The board of directors may determine the draft text of the powers of attorney.
On 18 November 2021, the Company announced that it had appointed Moore Corporate Finance, to prepare an independent expert’s opinion for the independent directors of the Company (“Committee of Independent Directors”), in the framework of Article 7:97 of the Belgian Code of Companies and Associations.