Activities of Constance LE GRIP related to 2012/0299(COD)
Plenary speeches (1)
Gender balance among non-executive directors of companies listed on stock exchanges (debate)
Shadow opinions (1)
OPINION on the proposal for a directive of the European Parliament and of the Council on improving the gender balance among non-executive directors of companies listed on stock exchanges and related measures
Amendments (16)
Amendment 12 #
Proposal for a directive
Recital 6 a (new)
Recital 6 a (new)
(6 a) A better representation of society in boards through gender balance would provide the companies involved with a broader understanding of consumers' needs and economic behaviour, which would help them to better match offer and demand, ensuring a more efficient functioning of the internal market.
Amendment 21 #
Proposal for a directive
Recital 12
Recital 12
(12) The scattered and divergent regulation or the absence of regulation at national level as regards the gender balance on boards of listed companies does not only lead to discrepancies in the number of women among non-executive directors and different rates of improvement across Member States, but also poses barriers to the internal market by imposing divergent corporate governance requirements on European listed companies. Those differences in legal and self-regulatory requirements for the composition of corporate boards can lead to practical complications for listed companies operating across borders, notably when establishing subsidiaries or in mergers and acquisitions, as well as for candidates for board positions. Nevertheless, the enforcement of the provisions laid down in the directive should be irrespective of the different ways non-executive directors are selected in european companies' boards.
Amendment 22 #
Proposal for a directive
Recital 12 a (new)
Recital 12 a (new)
(12 a) One of the main factor for a correct implementation of the following directive is the effective use of criteria for the selection of non-executive directors, which would be set in advance and with full transparency, and where candidates' competencies are equally considered regardless their gender.
Amendment 46 #
Proposal for a directive
Article 1 – paragraph 1
Article 1 – paragraph 1
This Directive lays down measures to ensure a more balanced representation of men and women among the non-executive directors of listed companies by establishing measures aimed at accelerated progress towards gender balance, respecting Member States' economic and legal framework, while allowing companies sufficient time to make the necessary arrangements.
Amendment 52 #
Proposal for a directive
Article 4 – paragraph 3
Article 4 – paragraph 3
3. In order to attain the objective laid down in paragraph 1, Member States shall ensure that, in the selection of non-executive directors, priority shall be given to the candidate of the under-represented sex if that candidate is equally qualified as a candidate of the other sex in terms of suitability, competence and professional performance, unless an objective assessment taking account of all criteria specific to the individual candidates tilts the balance in favour of the candidate of the other sex. The criteria used for the selection referred in first sub-paragraph shall be clear, transparent and non-discriminatory. They shall be set in advance and made available for any candidate.
Amendment 53 #
Proposal for a directive
Article 4 – paragraph 3 a (new)
Article 4 – paragraph 3 a (new)
3 a. The Member States shall define in their legislation the appropriate stage of the procedure of selection of non- executive directors for the purpose of reaching in the most effective way the objective set in paragraph 1.
Amendment 54 #
Proposal for a directive
Article 4 – paragraph 3 b (new)
Article 4 – paragraph 3 b (new)
3 b. Where the selection referred in paragraph 3 is made through a vote of shareholders or employees, companies shall ensure that appropriate information relating to the measures set in this directive are provided to voters, including the sanctions incurred by the company because of non-compliance;
Amendment 60 #
Proposal for a directive
Article 6 – paragraph 2 – point b
Article 6 – paragraph 2 – point b
(b) nullity or annulment declared by a judicial body of the appointment or of the election of non-executive directors made contrary to the national provisions adopted pursuant to Article 4(1). The nullity or annulment of the appointment or of the election of non-executive directors should not have any consequence on the validity of the decisions taken by the board.
Amendment 138 #
Proposal for a directive
Recital 31
Recital 31
Amendment 174 #
Proposal for a directive
Article 2 – paragraph 1 – point 1
Article 2 – paragraph 1 – point 1
(1) ‘listed company’ means a company incorporated in a Member State whose securitihares are admitted to trading on a regulated market within the meaning of Article 4(1) (14) of Directive 2004/39/EC, in one or more Member States;
Amendment 200 #
Proposal for a directive
Article 4 – paragraph 1
Article 4 – paragraph 1
1. Member States shall ensure that listed companies in whose boards members of the under-represented sex hold less than 40 per cent of the non-executive director positions make the appointments to those positions on the basis of a comparative analysis of the qualifications of each candidate, by applying pre-established, clear, neutrally formulated, non- discriminatory and unambiguous criteria, in order to attain the said percentage at the latest by 1 January 2020 or at the latest by 1 January 2018 in case of listed companies which are public undertakings.
Amendment 215 #
Proposal for a directive
Article 4 – paragraph 3
Article 4 – paragraph 3
3. In order to attain the objective laid down in paragraph 1, Member States shall ensure that, in theat every stage in the procedure for selection of non-executive directors, priority shall be given to the candidate of the under-represented sex if that candidate is equally qualified as a candidate of the other sex in terms of suitability, competence and professional performance, unless an objective assessment taking account of all criteria specific to the individual candidates tilts the balance in favour of the candidate of the other sex.
Amendment 218 #
Proposal for a directive
Article 4 – paragraph 3 a (new)
Article 4 – paragraph 3 a (new)
3a. Where the selection referred in paragraph 3 is made through a vote of shareholders or employees, companies shall ensure that voters are properly informed regarding the measures provided for in this directive, including sanctions for non-compliance by the company.
Amendment 227 #
Proposal for a directive
Article 4 – paragraph 6
Article 4 – paragraph 6
Amendment 272 #
Proposal for a directive
Article 6 – paragraph 2 – introductory part
Article 6 – paragraph 2 – introductory part
2. The sanctions must be effective, proportionate and dissuasive and may include the following measures alone:
Amendment 286 #
Proposal for a directive
Article 6 – paragraph 2 – point b
Article 6 – paragraph 2 – point b
(b) nullity or annulment declared by a judicial body of the appointment or of the election of non-executive directors made contrary to the national provisions adopted pursuant to Article 4(1). The nullity or annulment of the appointment or of the election of non- executive directors should not have any consequence on the validity of the decisions taken by the board.