Composition
Given the appointment of one additional Board member at the Annual Shareholders Meeting of 9 May 2023, the Board of Directors of Ekopak includes 8 members, of whom :
- 3 executive and 5 non-executive directors
- 3 independent directors, 2 directors associated with the reference shareholder Alychlo, 2 executive directors associated with Pilovan, and 1 executive director.
The Board of Directors is chaired by Pieter Bourgeois.
The members of Ekopak’s Board of Directors are listed below in alphabetical order of their family names, or – in the case of management companies – in alphabetical order of the family names of the respective permanent representatives. The names preceded by an asterisk refer to the permanent representatives of the management companies who actually hold the position of director.
Pieter Bourgeois*
CEO of Alychlo NV, Ekopak’s reference shareholder. Master in electro-
mechanical industrial engineering (Group T); MBA (Solvay Brussels School of Economics). Over 20 years of experience in various management roles at Alycholo, DHL, YouBuild and Worldline/Banksys. Belgian nationality.
Valerie Dejaeghere*
CEO of Qpinch since January 2023. Master in Applied Economics Sciences from KU Leuven; complemented with executive programs in Strategic Excellence and Sustainability Management from Columbia Business School and Vlerick Business School. Several years of experience at ExxonMobil in various national and international management positions in Europe and USA. Belgian nationality.
Els De Keukelaere*
chief financial officer of Ekopak NV since 2020. Master in applied economics (UGent, Ghent university), MBA in financial management (Vlerick Business School), Registered Accountant since 2004. Previous career roles include: auditor at KPMG (last function : Audit Director) and chief financial officer of Concordia Insurances (Ghent). Belgian nationality.
Tim De Maet*
chief operations officer of Ekopak NV since 2020 following 9 years as operation manager with the company. Master industrial engineering chemistry with a specialization in environmental biotechnology (HoGent, Ghent). Over 15 years of experience in the water solutions industry, including Entaco NV and Micron NV. Belgian nationality.
Kristina Loguinova
compliance officer at Value Square NV and parttime professor at the VUB (Vrije Universiteit Brussel/ Free University of Brussels). Master of laws and PhD in financial law (VUB ). Prior to joining Value Square she provided consulting services on innovation and sustainable finance (ESG) to a broad range of financial companies. Dutch nationality.
Pieter Loose*
chief executive officer of Ekopak NV since 2013 following 3 years as sales engineer at the company. Master industrial civil engineering (HoGent, Ghent university/KULeuven). Prior to Ekopak, Pieter held various management roles at Hertel. He is also vice-chairman of Watercircle, an interest group for water technology companies in Belgium. Belgian nationality.
Regine Slagmulder*
professor in accounting & control at Vlerick Business School and visiting professor at INSEAD. Master in electronic engineering and in management sciences (UGent), PhD in management (Vlerick Business School), certified director (INSEAD IDP-C). Previously, she was a professor at INSEAD (France & Singapore) and Tilburg University (The Netherlands), and also worked for McKinsey & Company’s strategy practice.
Belgian nationality.
Kurt Trenson*
(end mandate on 31 January 2024, to be replaced by Nathalie Van Den Haute at the ASM of 14 May 2024, the latter was co-opted by the Board of Directors dd 1 February 2024), chief financial officer at Alychlo NV since April 2022. Master in Applied Economics Sciences, MBA in International Management. After his studies, he worked for 22 years in various senior positions at KBC Bank. Belgian nationality.
Nathalie Van Den Haute*
(mandate since 1 February 2024, through co-optation by the Board of Directors, to be confirmed at ASM of 14 May 2024) investment principal Alychlo NV. Master in Commercial Engineering, VUB, Solvay Business school, MBA in financial management (Vlerick Business School). Prior to joining Alychlo, Nathalie held various roles in the corporate finance department of KBC Securities ; since 2019 she was head of the Equity Capital Market activity within the corporate finance team.
Belgian nationality.
(1) Executive director (E) or non-executive director (N)
(2) Independent director (I), representing a reference shareholder (S) or as member of the executive committee (E)
(3) Member of the Audit committee (A) and/or the Remuneration and nomination committee (R) – presidency is indicated with an asterisk (*)
(4) ASM: Annual Shareholders Meeting
Assignments
- Pursue sustainable value creation by setting the strategy, putting in place effective, responsible and ethical leadership and monitoring the performance;
- Appoint and dismiss the Chief Executive Officer and other members of the Executive Management;
- Meet at least four times a year.
Activity Report
In principle, the Board of Directors convenes on a quarterly basis. The meeting frequency may be increased when deemed appropriate or necessary for the business. In 2023, the Board of Directors held 8 meetings, of which 5 with physical participation and 3 online (“ad hoc”) meetings. The meeting participation rate was 100%.
At these meetings, the Board of Directors discussed and evaluated operational and financial performance of the company, as well as strategic issues and opportunities, including (potential) mergers and acquisitions and expansion projects. In 2023, considerable attention has been paid to the expansion of the activities of Ekopak on the one hand. This largely refers to the acquisition of GWE, a Belgium-headquartered, but internationally operating company that is an expert in Industrial Wastewater Treatment Systems. The Board of Directors also dedicated considerable efforts to the review of the first integrated annual report, the oversight of the sustainability KPI’s and to the improvement of the corporate governance structure. This included an optimization of the board composition with the nomination of a third independent director, as well as the review of several policies, such as the policies on Human Rights and Diversity. Other important topics included the construction of the new HQ building of Ekopak, the new HR structure following the acquisition of GWE, and the further integration of the sustainability theme into Ekopak’s strategy and operations.
The conflict of interest regulation had not to be applied in 2023.
Committees of the Board of Directors
Within the Board of Directors, two specialised committees have been set up, with effect as from the Listing Date, for assisting the Board of Directors and making recommendations in specific fields.
Audit Committee
- Set up in accordance with Article 7:99 of the Belgian Code of Companies and Associations, and with provisions 4.10-16 of the Belgian 2020 Corporate Governance Code;
- Members: Regine Slagmulder* (chair), Pieter Bourgeois*, Kristina Loguinova and, since 21 December 2023, Valerie Dejaeghere* (* permanent representative of management company);
- In principle, the Audit Committee convenes on a quarterly basis. The meeting frequency may be increased when deemed appropriate or necessary for the business.
In 2023, the Audit Committee convened 4 times and all members participated in each meeting.
In its meeting of 20 March 2023, the Audit Committee has dealt with the finance section of the 2022 Annual Report, the Statutory Auditor’s report on the accounting year 2022 to the ASM, the approval of the remuneration for the Statutory Auditor, and the information on risk assessment and management to be included in the 2022 Annual Report. The road to the implementation of the Corporate Sustainability Reporting Directive (CSRD) was the main topic of the meeting of 29 June 2023. The Audit Committee meeting of 6 September 2023 was mainly dedicated to the financial report over the first 6 months of 2023.
The final Audit Committee meeting of 2023 focused on: the activity report of the Statutory Auditor, including pre-audit procedures and GWE, the accounting principles to be applied for the joint-ventures), followed by a status update on governance, internal audit and an updated risk assessment. All members of the Audit Committee have participated in all meetings mentioned above. The conflict of interest regulation had not to be applied in 2023.
Remuneration & nomination committee
The conflict of interest regulation had not to be applied in 2022.
- Set up in accordance with Article 7:100 of the Belgian Code of Companies and Associations and with provisions 4.17-23 of the Belgian 2020 Corporate Governance Code.
- Members: Kurt Trenson* (chair end date 31 January 2024). As of 1 February 2024, replaced by Nathalie Van Den Haute*. Regine Slagmulder* and Kristina Loguinova
- *permanent representative of management company.
- In principle, the Board of Directors convenes on a bi-annual basis. The meeting frequency may be increased when deemed appropriate or necessary for the business.
In 2023, the Remuneration and Nomination Committee convened 4 times and all members participated in every meeting.
The main topics at the 4 Remuneration and Nomination Committee meetings in 2023 were: the composition of the Board of Directors, the KPI’s to be applied for the bonus scheme of the Executive management team members,
an update of the HR calendar, the annual management evaluation, the uniformisation of the service contracts of the management team members and the organisation structure after the GWE-acquisition. The conflict of interest regulation had not to be applied in 2023.
The conflict of interest regulation had not to be applied in 2023.
