Gender balance on boards and Romania’s next step

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EWOB

One year after the deadline for transposing the Women on Boards Directive into national legislation, the conversation in Europe has moved into a new phase: implementation, reporting, accountability and, most importantly, impact. 

The recent Brussels conference was also a moment to acknowledge the wider ecosystem that has supported this conversation, both at European and national level. European Women on Boards (EWOB), in partnership with Covington & Burling LLP, created a valuable platform for countries across Europe to exchange real implementation experiences, compare progress and discuss the practical impact of the Gender Balance Directive. The event was anchored by the clarity and vision of Hedwige Nuyens, EWOB Chair, and enriched by the institutional perspective brought by Carlien Scheele, Director of EIGE. 

Romania’s contribution to this European conversation is also the result of sustained collaboration at national level. ARIR – Romanian Investor Relations Association, with the support of the Financial Supervisory Authority, the National Agency for Equal Opportunities between Women and Men, PWN Romania, the Independent Directors Association / Asociația Administratorilor Independenți AAI and ACCA, developed a dedicated guide for listed companies, designed to support them in understanding and implementing the new requirements in a meaningful way. 

The event brought together voices from across European markets to assess where countries stand, what progress has already been made and what still needs to happen for the Directive to generate meaningful change inside listed companies. 

Daniela Maior, the president of ARIR, joined the panel “The Impact of the Directive Throughout Europe,” together with Maria Sipilä and Prof. Dr. Anja Seng, in a discussion moderated by Anette Juellund, bringing Romania’s perspective to a European conversation that is becoming increasingly relevant for issuers, investors, regulators and governance professionals.  

Her intervention placed Romania within the broader European picture but also highlighted the particularities of a market where gender balance, board professionalisation and capital market development are strongly connected. 

Romania’s framework: flexibility with clear objectives 

The adoption of EU Directive 2022/2381 represented a major step forward for gender balance on corporate boards. Beyond its technical provisions, it signalled political consensus around a subject that had long been treated unevenly across markets. For Romania, the Directive also arrived at a moment when corporate governance is already high on the public agenda, including in the context of the country’s OECD accession process. This makes the current period especially important: board composition is no longer only a matter of internal company policy, but part of a wider conversation about transparency, professionalism and trust. 

Romania transposed the Directive into national legislation in 2025, following extensive discussions on implementation. ARIR was actively involved in this process and contributed with a position paper addressed to relevant stakeholders. The current legal framework gives companies the possibility to pursue one of two objectives: women representing either 33% of all board members or 40% of non-executive board members. 

This flexibility is important. It allows companies to work with their own governance structures and board renewal cycles, while still moving towards a clear and measurable objective. At the same time, it avoids reducing the process to a purely formal exercise. Real gender balance cannot be achieved only by checking a box. It requires planning, access to a wider talent pool, transparent nomination processes and a long-term commitment to leadership development. 

Reporting as a tool for visibility and accountability 

The first reporting exercise took place in July 2025, and the second one begins next month. This new reporting cycle will offer a clearer picture of progress between the first two periods and will help the market understand not only where companies stand, but also how they are preparing for the years ahead. 

Current data already shows that the Romanian market is in transition. In the BET index, 60% of companies already meet at least one of the two objectives, while 30% meet both. These figures show that progress exists, but also that there is still work to be done. They should be read in context: many companies have not gone through full board appointment processes in the past year, which means that more visible results may appear over the next board renewal cycles. 

An important feature of the Romanian framework is that companies are not immediately required to fulfil one of the two objectives at any cost. However, if they do not meet them, they must have a plan to do so in the future. This planning obligation matters because it turns the conversation from a static percentage into a governance process and asks companies to look at how they identify candidates, how they prepare leadership pipelines and how they ensure that board composition reflects both competence and diversity. 

From legal requirement to governance culture 

For ARIR, this is where the Directive’s real potential lies. Gender balance on boards should not be seen as an isolated requirement, but as part of the same ecosystem that supports stronger corporate governance, better investor relations and more resilient capital markets. Investors increasingly look at governance quality as a signal of how a company is managed, how risks are addressed and how seriously leadership takes long-term value creation. A balanced board is also a question of perspective, credibility and trust. 

The topic is becoming more visible in the Romanian market. Discussions about gender balance are increasingly present during General Meetings of Shareholders, which is a positive development. Companies are now expected to address the subject, explain their approach and show how they intend to progress. This kind of transparency is essential because it creates pressure, but also opportunity: pressure to act with consistency and opportunity to build stronger relationships with investors and stakeholders. 

At the same time, the implementation of the Directive should encourage real transition processes, not symbolic measures adopted only because the law requires them. Sustainable progress depends on more than appointments, it depends on education, career advancement and the expansion of the selection pool for board roles. If companies want to reach the objectives in a meaningful way, they need to look earlier in the leadership pipeline and support the development of women executives long before a board seat becomes available. 

ARIR’s role in supporting the market

This is also why ARIR has continued to support the market before and after the Directive was transposed. Before the legislative update, ARIR worked to keep companies informed about the topic and to encourage the internal adoption of measures that would help them prepare. After the national legislation was updated, ARIR contributed, alongside other associations and the National Gender Balance Agency, to the creation of a guide designed to support companies in implementing long-term measures that genuinely respond to the legal provisions and encourage gender balance, which can be read here. 

ARIR also organised a major event at the Romanian Parliament, bringing together more than 40 speakers from listed companies, state institutions, investors, recruiters and other relevant stakeholders with the clear objective to make the market aware not only of the new legislation, but also of the practical measures that can help companies achieve the proposed objectives. 

The next step: sustainable progress

Romania is still at the beginning of this journey, but the direction is important. The Directive has created a framework and reporting will bring visibility. Market dialogue will create momentum and the next challenge is to transform this momentum into concrete and sustainable progress. 

For ARIR, the connection between gender balance, transparent reporting and strong corporate governance remains essential to investor confidence and to the sustainable development of the Romanian capital market. Listed companies have the opportunity to set an example that goes beyond their own boards. Progress at this level can inspire better balance across organisations, sectors and leadership structures. 

  

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Daniela Maior,the Women on Boards Directive

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