Legal Organisation

‘Bozar’ is the brand name that refers to the artistic and cultural project established in 2002, most of the activities of which are held in Victor Horta's architectural masterpiece, the Palais des Beaux-Arts.

‘Palais des Beaux-Arts’ is the official name for the Centre for Fine Arts, the société anonyme de droit public à finalité sociale (limited liability company incorporated under public law with a social purpose) which manages the building and the activities.

The legal status of the Centre for Fine Arts has always been different from that of other national museums and cultural institutions of similar importance.

From the outset, the idea was to create a private company with a public mission.

In 1922, Parliament adopted the principle of a State guarantee for the loan that the non-profit organisation ‘Palais des Beaux-Arts de Bruxelles’, which had been created in the meantime, needed to contract to construct the building.

In the early 1980s, despite intense artistic activity, the Centre for Fine Arts was in financial difficulty. In 1984, its management was handed over to a ‘type B parastatal’ public law body, whose sole task was to manage the premises of the Centre for Fine Arts: letting, technical support to users, maintenance and repairs. A number of affiliated partners continued to organise their activities on the premises while retaining their private status. The parastatal body and the affiliates, however, operated according to different rationales, with no integrated management.

In the early 1990s, The Société Philharmonique, one of the main affiliated companies based at the Centre for Fine Arts, started rethinking the Centre’s status. It became clear that the management of the building and of the activities should be more integrated, on the model of international cultural institutions.

By the Act of 7 May 1999, the Centre for Fine Arts, officially the Palais des Beaux-Arts, was established as a limited liability company incorporated under public law with a social purpose. A Royal Decree of 19 December 2001 set out its articles of association, creating a comprehensive cultural institution, in charge of both maintaining and managing the building and putting on events.

The choice of a limited company under public law with a social purpose reflected a trend for the public authorities to modernise their public enterprises with structures and articles of association affording them greater autonomy in carrying out the missions entrusted to them.

The reference document is the management contract between the Centre and the shareholding authority, the Belgian State. It sets out the public service mission, the resources granted to achieve this and the other objectives to be met.

The structure for the new Centre for Fine Arts was formed by transferring the activities of the major users of the Centre for Fine Arts, The Société Philharmonique and the Société des Expositions, and contributing both the net book value of the parastatal company and the net value of the usufruct of the building. The new company became operational on 1 January 2002.

Together with the Belgian National Orchestra and the La Monnaie opera house, the Centre for Fine Arts is one of the three federal cultural institutions. The FPS Chancellery of the Prime Minister provides the supervision of the federal cultural institutions and ensures the coordination, the administrative and budgetary follow-up. The control is exercised by the Minister of the federal government who received jurisdiction over the federal cultural institutions.

They are different from the federal scientific establishments (such as the Royal Museums of Fine Arts of Belgium, the Art and History Museum and the Royal Museum for Central Africa, among others) which come under the authority of the Minister or State Secretary for Scientific Policy.

The Centre for Fine Arts, therefore, has the organisation of a limited liability company. It has a share capital and its decision bodies are those of a private company, giving it the managerial autonomy it needs to fulfil its missions.

Its social purpose means that profits are used to achieve its social mission. 

As a limited liability company incorporated under public law, the Centre for Fine Arts provides a public service and must comply with a range of legal and regulatory provisions under public law, such as those pertaining to procurement contracts or Belgian Federal State accounting.

The members of the Board of Directors, the Director General and the Finance Director are appointed by royal decree.

The Centre is also overseen by government commissioners and a board of auditors composed of registered auditors and of advisers from the Belgian Court of Auditors.

A management contract is signed with the Belgian State for a duration of at least three years and no more than five. In this contract, the Centre for Fine Arts commits to ensuring coherent cultural programming, pursuing an active policy of cultural democratisation, and setting a standard in all cultural, artistic, professional and technical aspects.

More particularly, it stipulates the means to achieve the company’s public service mission, namely:

• Multi-disciplinary and integrated cultural programming, which contributes to the European and international reach of federal Belgium, the Communities and the Brussels-Capital Region, with cultural productions and co-productions and the provision of infrastructure.
• The management and maintenance of the building.

The management contract also sets out the amount of annual Federal funding it receives.

At the time of incorporation of the limited liability company in 2002, the share capital was set at €17,500,000, consisting of 17,500 no-par value shares held by the Belgian Federal State.

This capital represented mainly the net value of the usufruct of the building and did not provide the company with any liquid assets.

Today, the capital stands at €28,000,000 divided between two shareholders, the Belgian State which holds 17,500 shares, and the Federal Holding and Investment Company (SFPI-FPIM)  which holds 8,439 shares.

The Board of Directors ensures the autonomy of the Centre for Fine Arts. It approves the budgets required to deliver the artistic projects defined by the management team of the Centre for Fine Arts, and prepares the annual accounts for approval by its shareholders at the General Meeting.

The Board of Directors has twelve voting seats with an equal number of French-speaking and Dutch-speaking members. The directors, the chairman and the vice-chairman, are appointed by the King, by royal decree debated by the Council of Ministers.

The directors have a six-year mandate, for which they are not remunerated.

The Director General, the Finance Director and the government commissioners are invited to all Board of Directors meetings in an advisory capacity.

The Director General is responsible for the day-to-day running of the company and is assisted by a Management Committee which they chair. The Finance Director is also responsible for the financial balance of the company. They are both appointed by the King, by royal decree debated by the Council of Ministers.

The Executive Committee is composed of four members, including the Director General and the Finance Director. The two other members are appointed by the Board of Directors for a renewable six-year term. 

Lastly, a Management Team meeting is held once a week and involves all the managers of the Centre for Fine Arts, including the members of the Management Committee. 

The Centre for Fine Arts is overseen by the federal minister who has supervisory authority over the federal cultural institutions, and the Minister for Budget.

The oversight is provided by three government commissioners appointed by the King, two on the proposal of the supervisory minister and one on the proposal of the Minister for Budget.

A board of four auditors is entrusted with controlling the financial position, annual accounts and the regularity of transactions to be recorded in the annual accounts.

Two auditors are appointed at the General Meeting from among the members (individuals or legal entities) of the Institut de Réviseurs d'Entreprises, the Belgian institute of auditors, for a four-year term.

The two other auditors are appointed by the Belgian Court of Audit, also for four years.

The Centre for Fine Arts has its own Joint Committee.

This committee is composed of fourteen members: seven management representatives and seven personnel representatives.