Zenitel is governed and represented by its Board of Directors. The Board of Directors has delegated the day-to-day management of the company to the Executive Team that is composed of Koen Claerbout (CEO) and Mark Küpers (CFO). Koen Claerbout is also the Managing Director of Zenitel. The Company Secretary of Zenitel is Charlotte Callens.

Dependent directors

• Yves De Backer BV (represented by Yves De Backer)
• Equity @ Work BV (represented by Hans Swinnen)
• K-CL BV (represented by Koen Claerbout, Managing Director)

Independent directors

• Blanco Blad BV (represented by Jo Van Gorp), Chairman
• Wenche Holen
• Liesbet Van der Perre
• Cascade Dynamics BV (represented by Gail Smith)

Audit Committee

The responsibility of the Audit Committee assists the Board of Directors in fulfilling its overall responsibilities. The Audit Committee reviews the financial reporting process, the system of internal control and management of financial risks, the audit process, and the Company’s process for monitoring compliance with laws and regulations and its own code of business conduct.

In performing its duties, the committee maintains effective working relationships with the Board of Directors, CEO, senior management, and the internal and external auditors. To perform his or her role effectively, each committee member obtains an understanding of the detailed responsibilities of committee membership as well as the Company’s business, operations and risks.

Members

• Yves De Backer BV (represented by Yves De Backer), Chairman 
• Blanco Blad BV (represented by Jo Van Gorp)  
• Wenche Holen
• Cascade Dynamics BV (represented by Gail Smith)

Taking into account the relatively small size of the Company, the Board of Directors decided to install one single Nomination and Remuneration Committee, instead of two separate committees.

The Nomination and Remuneration Committee

The Nomination and Remuneration Committee ensures that the procedure for appointing and reappointing directors, committee members, the CEO, and senior managers of Zenitel and its country offices is also as objective as possible. The committee ensures that the remuneration policy applied, in this respect, is as objective as possible.

Members

• Yves De Backer BV (represented by Yves De Backer), Chairman
• Wenche Holen
• Cascade Dynamics BV (represented by Gail Smith)

The Board of Directors, from the left: Hans Swinnen, Gail Smith, Koen Claerbout, Liesbet Van der Perre, Jo Van Gorp, Wenche Holen,and Yves De Backer.

Statutory Auditor

The statutory auditor of ZENITEL NV is EY Bedrijfsrevisoren BV, De Kleetlaan 2, 1831 Diegem, represented by Mr. Marnix Van Dooren. Ernst & &Young Bedrijfsrevisoren was appointed for a period of three years at the general shareholders’ meeting of 29 April 2019.