How does your firm work with General Counsel in making sure the board fulfils its duty to monitor— not only in terms of addressing director liability problems as they emerge, but also in proactively minimising the risk of future events?

Corporate Governance and directors’ liabilities are a key subject in board agendas.

As legal counsel to many Luxembourg regulated and non-regulated companies, we continuously ensure that these subjects are appropriately addressed and documented in the minutes of board meetings.

We also often attend board meetings, or advise Chairmen or General Counsel, to ensure that board members are duly informed on critical topics such as the rules governing conflicting interests, the new personal data protection regime, or the increasing cyber-security risk exposing companies to operational risk.

We also advise on commercial risks and economic risks as well as reputational risk. The board has a duty to provide clear and regular reporting to the shareholders or local authorities, as well as to the employees. We stress the benefit of maintaining a permanent dialogue between the board members and the executive teams so as to proactively anticipate, identify, measure and monitor risks before they arise.

In the financial sector, a particular concern relates to the monitoring the risk of money laundering and terrorism financing, and the implementation of strict internal policies on Know Your Customer (KYC) and Know Your Transactions (KYT).

We can help to make these rules and regulations accessible to board members and assist them in the translation of these rules into action plans, internal policies or monitoring tools.

Professional training programmes provided by ILA focus the attention of executive and non-executive directors and company secretaries on these subjects, and give them the tools to appropriately manage the risks.