Why isn’t the National Bank the same as other companies?
The National Bank is an atypical company with its own legal status, and special organs and operating rules which distinguish it from other public limited liability companies.
In the beginning, in 1850, its founder – the Minister, Frère-Orban – while giving the National Bank the form of a public limited liability company (with entirely private shareholdership at that time) stated: “What is our aim in setting up a National Bank? We do not want to make a profit for individuals or make the shareholders rich, but we are setting up a National Bank in the interests of the general public."
The National Bank is listed on the stock market (an uncommon situation for a central bank, though it also applies in Greece and Switzerland, for example) but it is not like other listed companies. In contrast to the position for other public limited liability companies, it is the legislature which has determined the majority of the provisions of its statutes, because it is the country’s central bank: a public institution responsible for tasks in the public interest, vested in it by the Belgian legislature, and now also by the European legislature.
The current legal rules governing the National Bank are the outcome of successive legal measures. In amending the provisions relating to the National Bank, the legislature has on each occasion aimed to ensure that the public interest takes precedence, and to maintain the institution’s ability to act effectively in performing its role as a central bank in a changing environment. Aware that they are not participating in a company which is the same as others, the vast majority of the National Bank’s private shareholders have generally understood that. For its part, the National Bank has made sure that they receive an appropriate return on their investment, with more or less guaranteed purchasing power. That is not the case with other listed companies where the shareholders also take on the risk of bankruptcy.
In a judgment passed in December 2003, the highest constitutional body in the country, the Court of Arbitration, confirmed once again - in so far as it needed to do so - “the special status of the National Bank which, although established in the form of a private company, performs tasks in the public interest."