How we decide
How we take decisions and how our 20 Members have their say
Shares and capital per ESM Member
|ESM Members||ESM key (%)||Number of shares||Subscribed capital (€ 000)||Paid-in capital (€ 000)|
ESM Governance Structure
The ESM governing bodies are the Board of Governors and the Board of Directors. The Managing Director of the ESM is appointed by the Board of Governors for a renewable term of 5 years. The ESM Managing Director is Pierre Gramegna.
With assistance of the Management Board, he is responsible for conducting the current business of the ESM under the direction of the Board of Directors.
The graph below illustrates the ESM's current governance structure:
Board of Governors
The Board of Governors is the highest decision-making body of the ESM. It comprises government representatives of each of the 20 ESM shareholders with the responsibility for finance. Representatives of the European Commission and the ECB may participate in its meetings as observers.
The Board of Governors meets at least once a year and whenever the affairs of the ESM so require.
- The annual meeting of the Board of Governors
- Rules of Procedure of the ESM Board of Governors (PDF, 95 KB)
- Previous Chairpersons of the ESM Board of Governors
The Board of Governors documents its work in annotated meeting agendas, summaries of decisions, decisions and underlying documents. They are available for review and download in its meeting documents library.
Board of Directors
The Board of Directors consists of representatives from each of the 20 ESM Members. Each Governor appoints one Director and one alternate Director. The European Commission and the ECB may participate in its meetings as observers.
The Board of Directors takes decisions as provided for in the ESM Treaty and By-Laws or as delegated by the Board of Governors. Decisions are taken by qualified majority, unless otherwise stated by the ESM Treaty. The Board of Directors' meetings are chaired by the ESM Managing Director.
The Board of Directors documents its work in annotated meeting agendas, summaries of decisions, decisions and underlying documents. They are available for review and download in its meeting documents library.
Board of Auditors
The Board of Auditors is an independent oversight body of the ESM. The Board of Auditors inspects the ESM accounts and verifies that the operational accounts and the balance sheet are in order. Under its mandate as per the ESM Treaty and By-Laws, it audits the regularity, compliance, performance, and risk management of the ESM and monitors the ESM internal and external audit processes and their results.
The Board of Auditors prepares an annual report in respect of the ESM Financial Statements, which is contained in the ESM Annual Report in addition to the External Audit Opinion. Furthermore, the Board of Auditors draws up an Annual Report for the Board of Governors on its audit work, audit findings, conclusions, and recommendations. This report is made accessible to the national parliaments and the supreme audit institutions of the ESM Members, as well as to the European Court of Auditors and the European Parliament together with the ESM management comments issued in response to the report.
The Board of Auditors is composed of five members appointed by the Board of Governors. New members to the Board of Auditors are appointed for a non-renewable term of three years. In line with Article 24 of the By-Laws two members are appointed upon proposal of the Chairperson of the Board of Governors, two members are proposed by the supreme audit institutions of the ESM Members based on a system of rotation, and one member by the European Court of Auditors.
Board of Auditors key documents
- 2022 Annual Report to the Board of Governors
- 2022 ESM management comments
- Rules of procedure of the Board of Auditors
- Code of Conduct of the Board of Auditors
- 2021 Annual Report to the Board of Governors
- 2021 ESM management comments
- 2020 Annual Report to the Board of Governors
- 2020 ESM management comments
- 2019 Annual Report to the Board of Governors
- 2019 ESM management comments
- 2018 Annual Report to the Board of Governors
- 2018 ESM management comments
- 2017 Annual Report to the Board of Governors
- 2017 ESM management comments
- 2016 Annual Report to the Board of Governors
- 2016 ESM management comments
- 2015 Annual Report to the Board of Governors
- 2015 ESM management comments