ATHUMI - Independent Member of the board - Application deadline : 18/08/2026

Athumi, the Flemish data utility company, was established by the decree of December 2, 2022, authorizing the setup of a private-law autonomous external agency in the form of a limited liability company. Within the framework of this decree, Athumi facilitates the secure and reliable sharing of data between companies and government entities and supports the development of new applications within a data-driven ecosystem.

Athumi sits at the intersection of public and private data sharing. Access to reliable, critical proprietary data is more strategic than ever for businesses and governments alike. Athumi makes this data more actionable, secure, and scalable, while respecting privacy, control, and trust.

Today, Athumi's statutory mandate translates into concrete platforms and ecosystems that enable secure access to data from government sources, personal data, and sensitive commercial data. Examples of application domains include real estate, public utilities and construction, mobility, logistics, healthcare, and digital death administration. For data sharing with the public sector, Athumi collaborates with Digitaal Vlaanderen.

Through platforms such as VIP, KLIP, GIPOD, eLys, and the Athumi Pod Platform, Athumi brings together public and private partners around reliable data flows. In doing so, Athumi simplifies administrative procedures, accelerates collaboration, supports business growth, and strengthens citizens' control over their data.

Athumi carries out its mission within the framework of the founding decree of December 2, 2022, as subsequently amended and supplemented, and applicable regulations—including, among others, regulations concerning the real estate information platform, KLIP, GIPOD, and the eLys platform for death administration.

The Board of Directors currently consists of 5 non-independent members and 2 independent members. Through this call, it is seeking a 3rd voting independent member in accordance with the provisions of the decree and the articles of association of the Flemish public data utility company.

Composition of the Board of Directors

The company is managed by a Board of Directors composed of six to ten directors, appointed by the General Meeting for a maximum term of six years. Directors are eligible for re-election in accordance with the articles of association and the applicable provisions of the governance decree.

The composition of the Board of Directors takes into account statutory and regulatory requirements regarding independence and gender balance. It also aims to ensure complementarity of expertise, experience, personalities, and networks.

The Board of Directors meets at the request of the Chair whenever the company's interests require it, at least once per quarter and approximately ten times a year. Each director commits to thoroughly preparing for Board meetings and attending them. Any inability to attend must be reported promptly to the Chair and/or the secretariat.

Authority of the Board of Directors

The Board of Directors is authorized to perform all acts necessary or expedient to achieve the company's purpose, with the exception of those reserved for the General Meeting by law or by the articles of association.

The Board of Directors represents the company in dealings with third parties and before the courts, as plaintiff or defendant. It may divide tasks among its members and entrust specific missions and powers to one or more directors.

A Remuneration Committee and an Audit Committee have been established within the Board of Directors.

All members of the Board of Directors sign a declaration regarding conflicts of interest and confidentiality.

• What Can You Expect?
• A mandate within a young, growing, and transitioning organization with a relevant social mission and strong digital ambitions.
• An engaged Board of Directors and an environment where strategic thinking, critical analysis, and constructive collaboration are key.
• An allowance of a fixed amount of 400 euros (gross, unindexed) per meeting, payable in accordance with applicable rules and decisions of the General Meeting. This allowance is subject to personal income tax.

Desired Profile

The Board of Directors is seeking an independent director who brings proven expertise in one or more of the areas listed below. The final selection will be made based on complementarity with the current Board of Directors:

• Data and software market expertise: Knowledge of data-driven and software markets, digital platforms, SaaS or platform models, and scalable revenue models. Experience in digital transformation, data infrastructure, cybersecurity, AI, data technologies, or digital product development.
• Ecosystem and partnership development: Experience in building ecosystems, partnerships, public-private partnerships, and stakeholder management, including collaboration with federal government actors and supporting access to relevant federal government data.
• International expansion: Experience in European or international expansion, particularly regarding the development of digital services, platforms, or ecosystems outside the Flemish context.
• Governance and organization: Knowledge of data regulations, data protection, compliance, risk management, and ethical data governance. Experience in growing, transitioning, or scaling a young organization, particularly regarding strategic prioritization and high-performance decision-making.
• Board experience: Prior experience on a Board of Directors, or demonstrated potential to contribute as a board member in an independent, critical, and constructive manner.

In addition, the candidate possesses the following personal skills: strategic vision, integrity, independent judgment, a unifying communication style, the ability to express positions concisely, an entrepreneurial mindset, social commitment, and a willingness to prepare thoroughly for Board meetings.

Independence Conditions

Candidates must be independent of the shareholders and the Board of Directors of Athumi. Shareholders are considered to be: the Flemish Region, the Flemish Community, and other entities participating in or represented by Athumi.

The criteria of the Belgian Code of Companies and Associations serve as a reference for determining independence. The candidate solemnly declares under oath that they meet these conditions, including:

1. Not being a member of the executive management or holding a position as a person responsible for the daily management of Athumi or an affiliated company/person, and not having held such a position during the three years preceding the appointment.
2. Not having served as a non-executive director at Athumi for more than twelve years.
3. Not belonging to the executive staff of Athumi or an affiliated company/person, and not having held such a position during the three years preceding the appointment.
4. Not having received, during their term of office and during the three years preceding appointment, any significant remuneration or other substantial financial benefit from Athumi or an affiliated company/person, other than remuneration received as a non-executive director.
5. Not holding, directly or indirectly, individually or by mutual agreement, shares that collectively represent one-tenth or more of the company's capital or voting rights, and not having been nominated by a shareholder meeting these conditions.
6. Not having, or having had in the year preceding appointment, a significant business relationship with Athumi or an affiliated company/person.
7. Not being, or having been, a partner or member of the audit team of Athumi or of the statutory auditor of Athumi or an affiliated company/person during the three years preceding appointment.
8. Not being a member of the executive management of another company in which a member of Athumi’s executive management serves as a non-executive director, and having no other significant ties with Athumi's directors by virtue of positions held in other companies or entities.
9. Not having a spouse, legally cohabiting partner, or blood relative/in-law up to the second degree holding an executive, managerial, or senior management position at Athumi or an affiliated company/person, or falling under any of the preceding cases.

• What Can You Expect?
• A mandate within a young, growing, and transitioning organization with a relevant social mission and strong digital ambitions.
• An engaged Board of Directors and an environment where strategic thinking, critical analysis, and constructive collaboration are key.
• An allowance of a fixed amount of 400 euros (gross, unindexed) per meeting, payable in accordance with applicable rules and decisions of the General Meeting. This allowance is subject to personal income tax.
• Travel expenses are considered included in the fee, unless exceptionally decided otherwise.