Remuneration Committee
The Board of Directors has set up a Remuneration Committee. The mission of this Committee is to establish the compensation and benefits granted to members of the Management Committee, as well as to advise the Board on the granting of warrants under Innogenetics’ warrant plans. According to the Corporate Governance Charter of the Company, the Remuneration Committee shall also perform the task of nominating and evaluating Directors.
The Remuneration Committee consists of five members (four independent Directors and the Chairman of the Board). These five members are currently: Pol Bamelis NV (represented by Pol Bamelis) as Chairman, Main Holding NV (represented by Luc Geuten), Peter Verhaeghe, Peter Read, and Werner Cautreels. The Committee reports to the Board of Directors and meets at least twice a year. In 2007, the Committee met three times.
The Remuneration Committee is a collegial body, and deliberates and takes decisions as such. Based on this consideration, the Company decided not to reveal the individual attendance at the Remuneration Committee meetings as provided in the Belgian Code on Corporate Governance. The attendance at the Remuneration Committee meetings, as presented below, guarantees decision-taking in compliance with the Articles of Association and in the interest of the Company.
As indicated above, the Remuneration Committee met three times. The overall attendance rate was 100%.