The Council of Government approves a bill relating to the appointment of independent directors

The Government Council, meeting Thursday in Rabat under the chairmanship of the Head of Government, Aziz Akhannouch, approved draft law n° 40.22 fixing the number of independent directors as well as the conditions and procedure for their appointment to advisory bodies public companies.

This project, presented by the Minister of Economy and Finance, Nadia Fettah Alaoui, is part of the gradual implementation of the reform areas provided for by framework law no. establishments and public enterprises promulgated by Dahir n° 1-21-89 (July 26, 2021), and in particular its article 26, indicated the Minister Delegate in charge of Relations with Parliament, government spokesperson, Mustapha Baitas, during a press briefing held after the Board meeting.

He underlined that this project aims to fix the number of independent administrators, the conditions and the procedure of their nomination in the advisory bodies of the public companies which take the form of a joint-stock company, that it is with council of administration or municipal board of directors and supervisory board.

Baitas added that the provisions of this draft provide for the mandatory appointment of independent directors by public companies at the level of their advisory bodies, while determining their number, which should not exceed one third of the total number of directors or members. .

The text also defines, according to the official, the conditions of appointment and independence of independent directors, and links the process of their appointment to conditions of competence and experience in areas related to the activities of the public company concerned, in addition to determining the duration of the mission of the independent directors, which cannot exceed six years, with the possibility of renewal, provided that the total duration does not exceed twelve years.

These provisions also prohibit the appointment of an independent director for the duration of his term of office with more than six companies or public establishments or their subsidiaries. In order to allow the public company to adapt its current situation to the provisions contained in this law, a period of two years is provided from the date of publication in the Official Bulletin.

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