Training Session

May 16, 2019
2:00 PM


May 16, 2019
5:30 PM
Where ?
Arendt House
41A, Avenue John F. Kennedy
L-2082 Luxembourg-Kirchberg
Who ?
Glenn Meyer


How to ensure, in practice, a solid and robust internal governance and prudent risk management framework in the light of the duties and liabilities applicable to members of the management body.


Responsibilities of the management bodies under Luxembourg law – general principles

Internal Governance

  • Concept: preliminary explanations
  • Objectives

Basic principles - recap

  • Powers of the management bodies
  • Beginning and end of the mandate of the members of the management bodies
  • Delegation of powers

Legal obligations and rules of conduct

  • An accretion of legal and regulatory provisions
  • Principal duties and rules of conduct
  • Ancillary duties


Civil liability

  • Liability for mismanagement
  • Liability for breach of the law on commercial companies and/or the articles of association
  • Liability in tort

Liability mitigation tools

Specific responsibilities resulting from the amended CSSF Circular letter 12/552

Internal governance

  • Impacted functions: the model of the three lines of defense

Board of directors and authorised management

- Rules pertaining to composition and qualificationules pertaining to composition and qualification

  • Composition
  • Qualification, knowledge and competence
  • Other Required qualities (independence, level of implication, etc...)
  • Assessment of knowledge and competence and training
  • Concrete impacts of the mandates of the board members and your procedures?

- Functions

  • Clarifications regarding the responsibilities of directors
  • Interactions between the board of directors and the authorised management
  • Need to establish committees for the purpose of assisting the board of directors?
  • Interaction of powers between the directors and the shareholders
  • Relations of the directors with third parties
  • Relations of the directors with the regulator
  • Responsibilities regarding control
  • Concrete impacts on your internal organisation, other functions and procedures?


Glenn Meyer (Partner, Banking and Financial Services, Arendt & Medernach).

Target Group

Members of management bodies, experienced executives and directors who wish to strengthen their knowledge and understanding of the various duties and liabilities that managers and directors of Luxembourg credit institutions have to face and tackle when exercising their functions of director duties in the specific context of Luxembourg.


​3.5 hours.


English, French




For any information, please contact us by e-mail

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Glenn Meyer

Glenn Meyer is a Partner in the Banking & Financial Services practice of Arendt & Medernach, where he advises banks, investment firms, payment and electronic money institutions as well as all other professionals of the financial sector on all types of financial regulatory matters as well as on general banking law. He also handles mergers and acquisitions and asset acquisition files in the financial sector. Glenn has also acquired over the years considerable knowledge and expertise in the regulatory framework relating to the combat against money laundering and terrorist financing as well as in handling various types of litigation and customer complaint matters involving banks and investment f...

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Arendt & Medernach SA

41A, Avenue JF Kennedy L-2082 Luxembourg

T (352) 40 78 78 1
F (352) 40 78 04

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