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In accordance with Article 14 of the Law of 12.05.2014 concerning
Regulated Real Estate Companies, the members of the Executive
Committee are effective directors within the meaning of this Article
and are also responsible for the day-to-day running of the company.
The Executive Committee’s operating rules can be viewed in its char-
ter. It can be consulted at
www.cofinimmo.com.
Role of the Executive Committee
Its role is to:
•
propose the company strategy to the Board of Directors;
•
execute the strategy retained by the Board of Directors, including
the decisions to acquire or dispose of buildings or shares of real
estate companies;
•
carry out the day-to-day management of the company and report
on these matters to the Board of Directors.
Current composition
Jean-Edouard Carbonnelle
Chief Executive Officer
Jean-Edouard Carbonnelle joined Cofinimmo in November 1998 as
Chief Financial Officer and was appointed Chief Executive Officer in
2012. Before that, he worked in the Groupe de la Société Générale de
Belgique, first in this holding company itself and subsequently as
Director and Chief Financial Officer of the Diamant Boart Group (abra-
sive tools) and lastly, briefly, as Investor Relations Manager at Union
Minière (non-ferrous metals). He began his professional career in the
department of industrial and mining projects at the World Bank. He is
a graduate in Commercial Engineering (Solvay Business School - ULB
1976) and holds a Master of Business Administration (Wharton School -
University of Pennsylvania 1977).
Xavier Denis
Chief Operating Officer
Xavier Denis joined Cofinimmo in 2002 as Head of Project Development
and Area Manager. Before coming to Cofinimmo, he was an architect
in London between 1996 and 2001 at Chapman Taylor and HOK Sport,
which became Populous. He has 15 years of experience in technical,
financial and commercial management of projects and property port-
folios. He is a Civil Engineer/Architect (UCL 1996) and holds a Master of
Business Administration (INSEAD 2002).
Jérôme Descamps
Chief Financial Officer
Jérôme Descamps joined Cofinimmo in October 2014. He previously
worked as Chief Financial Officer for Société de la Tour Eiffel, a SIIC
(Société d’Investissement Immobilier Cotée) listed on Euronext Paris.
Before that, he worked as Chief Financial Officer at the Awon Group
(Soros Real Estate) and as Management Controller for ISM (a real estate
company owned by GDF Suez, then by General Electric Capital). He is
MRICS certified (member of the Royal Institute of Chartered Surveyors)
and a graduate of the Ecole Supérieure de Gestion de Paris (Finances).
Françoise Roels
Secretary General & Group Counsel
Françoise Roels joined Cofinimmo in August 2004. She heads up
the legal department and is in charge of the Company’s General
Secretariate. She is responsible for Cofinimmo’s compliance and risk
management functions. She is also in charge of matters related to
share ownership and interactions with the Belgian financial control
authorities. She also supervises the company’s Human Resources and
Tax departments. Before coming to Cofinimmo, Françoise Roels worked
for the law firm Loyens, for Euroclear/JP Morgan and for the Belgacom
Group. She was responsible for tax affairs and Corporate Governance.
She holds a law degree (RUG 1984), a bachelor’s degree in philosophy
(RUG 1984), and a master’s degree in taxation (Ecole Supérieure des
Sciences Fiscales 1986).
Performance evaluation of the Board
of Directors and its committees
Under the direction of its Chairman, the Board of Directors conducts
regular evaluations, at least every two or three years, of its size,
composition, performance and that of its committees as well as its
interaction with the Executive Committee. The four objectives of this
analysis are to:
•
appraise the functioning of the Board of Directors or the Committee
concerned;
•
ascertain whether important matters are prepared and discussed
adequately;
•
evaluate the actual contribution of each Director by his or her
presence at meetings of the Board of Directors and the Committees,
and his or her constructive involvement in the discussions and
decision-making;
•
validate the current composition of the Board of Directors or
committees.
The last assessment of the Board of Directors and its committees
occurred in 2015 as part of a process established by the Chairman of
the Board, the Secretary General and the Nomination, Remuneration
and Corporate Governance Committee. The assessment of the Board
was conducted with the assistance of the firm ACCORD, the objective
being to perform a more thorough study of the following themes: the
decision-making process, risk management, performance, composi-
tion, operation, skills and abilities of the Board, as well as its relations
with the committees. In connection with this, a detailed report high-
lighted the areas to be built upon as well as the areas to be improved.
An action plan was put in place and is monitored by the Nomination,
Remuneration and Corporate Governance Committee.
This procedure allowed the Directors to raise points for attention not
covered by the questionnaire. The answers and comments of the
Directors are then examined by the Nomination, Remuneration and
Corporate Governance Committee which studies them and makes all
the necessary recommendations to the Board of Directors.
On each office renewal, the Board evaluates the Director in question,
under the guidance and with the contribution of the Nomination,
Remuneration and Corporate Governance Committee. On this occasion,
the Nomination, Remuneration and Corporate Governance Committee
reviews the Board members’ skills/ experience grid and ensures
that its composition continues to be appropriate. The Nomination,
Remuneration and Corporate Governance Committee then makes
its recommendations regarding the terms of office that are about to
expire to the Board of Directors, who then decides to submit them to
the General Shareholders’ Meeting.
The non-executive Directors carry out an annual evaluation of their
interaction with the Executive Committee. This evaluation is put on the
agenda of a restricted Board of Directors meeting, in the absence of
the members of the Executive Committee.
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Corporate governance statement /
DECISION-MAKING BODIES