4.3.4 Summary

The elaborated human rights provisions in international and European treaties as well as in Dutch legislation state that men and women must be treated equally before the law and that equal opportunities should be ensured. A rights-based approach implies that in order to treat men and women equally and to provide equal opportunities to them, a company should always strive to realize a 50 percent-50 percent board composition.

At international, European and Dutch level, various measures have been taken to address inequalities and unequal opportunities between men and women. We noted that within the EU, the European Commission drives this agenda, and that the European Commission has proposed a Directive imposing a 40 percent female board representation quota on large companies in Europe (Section 4.3.2). However, this proposal has not yet been enacted.

An example of such a ‘measure to repair inequalities’ in the Netherlands can be found in the amended DCC which temporarily required large Dutch companies to have at least 30 percent male and at least 30 percent female board members, as discussed in Section 4.3.3 above. A legislative proposal was submitted to extend the applicability of the measure up to 2020. Although this was a starting point, we argue that in order to properly comply with the human rights provisions in international and European treaties, such reparation measures should aim to realize a 50 percent-50 percent ratio, instead of a relatively low 30 percent-30 percent ratio. Moreover, standards enacted on the basis of ‘comply or explain’ are often assumed to offer ample escape to companies which do not intend to comply.

Another approach is requiring companies to provide disclosures on their diversity policies concerning their boards. The EU Directive 2014/95 imposes on listed companies and other large companies that they include in their annual report a corporate governance statement, which contains a description of the diversity policy applied in relation to their boards and management bodies. Gender is mentioned as a relevant aspect, however it is not the only aspect stated. In Section 4.3.2, we mentioned that the Code requires similar actions of Dutch listed companies. In our view, these types of disclosure measures lean more towards the economic approach than the rights-based approach as gender is only mentioned as one out of several aspects.

The next step is to assess the compliance of Dutch listed companies with regard to the Code. We will see that also the 30 percent-30 percent ratio prescribed by Dutch law will play a role in the companies’ perceptions of their compliance with the Code. In Section 4.5, we further elaborate on our empirical research results.