Member of the Board of Directors, independent voting representative

Member of the Board of Directors

The Board of Directors is, among other things, responsible for the overall management of the company, i.e. it is responsible for establishing a clear strategy. The sustainability of the company is to be ascertained. Growth is to be fostered while achieving the statutory purpose.

Entrepreneurial decisions are always associated with risks. The necessary information must be gathered, various options for solutions must be discussed, and risks must be carefully weighed up. Decisions must be made impartially – without conflicts of interest. The decision-making process must be recorded. If, in retrospect, a business decision proves to be a wrong decision, a judge will apply the so-called “Business Judgment Rule” in a possible action for liability. He or she will check whether the necessary care was taken in reaching the decision. This requires acting on an informed basis in good faith in the best interests of the company.

I dealt with current issues in corporate governance during my postgraduate studies at Boston University. As a former chairwoman of the board of directors of an SME, I know how to prepare and conduct board meetings, take minutes, provide timely information on key aspects of the company and prepare annual reports. As an entrepreneur and former lecturer in the field of business law, I have a flair for economic matters.

The Board of Directors is responsible for the ultimate supervision of the persons entrusted with the management of the company, in particular regarding the compliance with the law, the Articles of Association, regulations and directives. In addition, the Board of Directors is responsible for organizing the company and for appointing and dismissing the persons entrusted with the management of the company. Members of the Board of Directors must regularly inform themselves about the course of business.

As a lawyer, I am accustomed to asking questions, weighing things up, and complying with the law. A woman can be valuable in bringing different opinions and different perspectives to male-dominated boards of directors. As a trained mediator, I am familiar with conflict management.

In well-capitalized companies, I can gladly serve as a member of the board of directors. I look forward to hearing from you.

Independent Proxy

Stock corporation law is designed to be proxy friendly. Shareholders may be represented by third parties for the purpose of exercising their rights at a General Meeting. They have several options, namely:

  • Representation by a shareholder;
  • Representation by a third party, if the Articles of Incorporation permit this;
  • Representation by a corporate body;
  • Representation by a holder of deposited shares;
  • Representation by an independent proxy.

The independent proxy votes on behalf of the shareholders at the General Meeting of Shareholders if the shareholders do not attend in person.

A listed company can appoint a person as an independent proxy who can be mandated by the shareholders to vote on their behalf at the General Meeting of Shareholders. I am at your disposal for such a mandate. I look forward to hearing from you.