Corporate governance
In addition to the decision-making bodies, the corporate governance of the ECB encompasses an Audit Committee and a number of external and internal control layers.
In order to further strengthen the ECB’s and the Eurosystem’s corporate governance, a high-level Audit Committee provides assistance to the Governing Council regarding its responsibilities concerning:
- the integrity of financial information;
- the oversight of internal controls;
- compliance with applicable laws, regulations and codes of conduct;
- the performance of audit functions.
The Committee’s role is outlined in more detail in the Audit Committee mandate. The Audit Committee is chaired by Yannis Stournaras and comprises four other members: Luis de Guindos, Pervenche Berès, Ardo Hansson and Klaas Knot.
The Internal Auditors Committee, in accordance with the Audit Charter for the Eurosystem/ESCB and the Single Supervisory Mechanism (SSM), assists in the achievement of Eurosystem/ESCB and the SSM objectives by providing independent, objective assurance and consulting services designed to add value and improve the performance of Eurosystem/ESCB and the SSM tasks and activities.
The Internal Auditors Committee reports to the ECB’s decision-making bodies and is responsible for preparing and implementing the Eurosystem/ESCB and SSM audit plan. Moreover, it defines common standards for the audit work in the Eurosystem/ESCB and SSM.
The Statute of the ESCB provides for two layers:
- External auditors
- European Court of Auditors
The external auditors audit the annual accounts of the ECB (Article 27.1 of the Statute of the ESCB). The European Court of Auditors examines the operational efficiency of the management of the ECB (Article 27.2).
The audit reports of the external auditors are published as part of the ECB Annual Report.
The reports of the European Court of Auditors and the ECB’s replies are available in the Audit reports, reviews and opinions section on the ECA website.
Internal Audit
The Directorate Internal Audit functions under the direct responsibility of the Executive Board. The mandate of the Directorate Internal Audit is defined in the ECB Audit Charter approved by the Executive Board.
The Charter is established on the basis of professional standards which apply internationally, in particular those of the Institute of Internal Auditors.
Internal control structure
The Executive Board has overall responsibility for overseeing the risk management of the ECB.
Moreover, the internal control structure of the ECB is based on a three-layered functional approach in which each organisational unit (Section, Division, Directorate or Directorate General) has primary responsibility for managing its own risks, as well as for ensuring the effectiveness and efficiency of its operations.
ECB areas such as operational risk management, financial risk management and the Compliance and Governance Office assume the role of second control layer, stimulating and supporting the implementation of checks and balances in the organisation.
The ECB’s internal audit area constitutes the third control layer, providing independent and objective consulting activities which are designed to add value to and improve the ECB’s operations. In addition, the ECB’s Audit Committee further strengthens the control layers and the corporate governance of the ECB, as explained above.
Ethics Framework
As an institution of the European Union, the ECB is entrusted with tasks serving the public interest. The ECB’s ethics framework sets ethical rules and guiding principles to ensure the highest level of integrity, competence, efficiency and transparency in the performance of tasks. Adherence to these principles is a key element of the ECB’s credibility and is essential for securing the trust of European citizens in the management and activities of the ECB.
The ECB’s ethics framework for members of staff, which is contained in the Staff Rules, was amended on 3 December 2014 following the establishment of the Single Supervisory Mechanism (SSM). The revised framework came into force on 1 January 2015, with the Code of Conduct for the Members of the Supervisory Board of the ECB being established at the same time.
A Single Code of Conduct for all ECB decision-makers and high-level officials entered into force 1 January 2019. An updated version with enhanced rules on private financial transactions entered into force as of January 2023.
- Ethics framework of the ECB, OJ C 375, 6.11.2020, p. 25
Code of Conduct for high-level ECB officials 2022/C 478/03, OJ C 478, 16.12.2022, p. 3
Implementation of the ethics framework
Following the establishment of the SSM, governance issues have gained increased significance for the ECB. In order to ensure adequate and consistent implementation of the ethics framework and to enhance the ECB’s corporate governance, the Governing Council decided on 17 December 2014 to establish an Ethics Committee. This Committee has assumed the responsibilities assigned to the Ethics Adviser under the Code of Conduct for the members of the Governing Council and to the Ethics Officer under the Supplementary Code of Ethics Criteria for the members of the Executive Board.
The main task of the Ethics Committee is to advise members of the bodies involved in the ECB’s decision-making processes on ethics questions on the basis of individual requests.
ECB Decision (ECB/2014/59) concerning the establishment of an Ethics Committee and its Rules of ProcedureIn line with its commitment to ensuring that the conduct of the ECB’s activities conforms to the principles of integrity and maintaining the highest ethical standards, the Executive Board has also established a Compliance and Governance Office. This became operational at the same time as the revised version of the ECB Staff Rules came into effect. The responsibilities of the Compliance and Governance Office include carrying out the role previously held by the Ethics Officer vis-à-vis staff.
The Compliance and Governance Office constitutes a key independent control function to strengthen the ECB’s governance framework by supporting the Executive Board in protecting the integrity and reputation of the ECB, by promoting ethical standards in the behaviour of staff members and by strengthening the ECB’s accountability and transparency.
Budgetary authority
The budgetary authority of the ECB is vested in the Governing Council. It adopts the budget of the ECB, acting on a proposal put forward by the Executive Board. In addition, the Budget Committee assists the Governing Council in matters related to the ECB's budget.
Data Protection Officer
The Data Protection Officer ensures that the provisions of Regulation (EU) 2018/1725 are applied at the ECB and advises controllers and processors on fulfilling their obligations. The Data Protection Officer reports to the Executive Board and carries out his/her tasks and duties in an independent manner. The tasks and powers of the Data Protection Officer are further defined in Decision (EU) 2020/655.
EU-wide anti-fraud measures
In 1999 the European Parliament and the EU Council adopted Regulation (EC) No. 1073/1999 concerning investigations carried out by the European Anti-Fraud Office (“OLAF Regulation”) in order to step up the fight against fraud, corruption and other illegal activities detrimental to the Communities’ financial interests. It mainly provides for the internal investigation by OLAF of suspected fraud within EU institutions, bodies, offices and agencies.
ECB’s anti-fraud measures
ECB Decision on the rules applying to OLAF investigations - The Governing Council of the European Central Bank adopted on 3 June 2004 a Decision (ECB/2004/11) concerning the terms and conditions for European Anti-Fraud Office investigations of the European Central Bank, in relation to the prevention of fraud, corruption and any other illegal activities detrimental to the European Communities’ financial interests and amending the Conditions of Employment for Staff of the European Central Bank. This Decision entered into force on 1 July 2004. The Decision was complemented by the Administrative arrangements between the European Central Bank and the European Anti-Fraud Office, signed on 16 June 2016, to enhance cooperation between the ECB and OLAF services.
Preceding ECB anti-fraud scheme
While the Governing Council had accepted the need for strong measures to prevent fraud, it was of the view that the ECB’s independent position and statutory tasks precluded the application of the OLAF Regulation to the ECB. Instead, it adopted a separate ECB Decision of 7 October 1999 on fraud prevention (ECB/1999/5). This provided for the establishment of a comprehensive anti-fraud scheme under the ultimate control of an independent Anti-Fraud Committee.
The European Commission, supported by the Kingdom of the Netherlands, the European Parliament and the EU Council, challenged this stance (Case C-11/00). On 10 July 2003 the European Court of Justice ruled on the submissions of these parties and annulled Decision ECB/1999/5.
The Court ruling unambiguously placed the ECB “within the framework of the Community”. At the same time it stated that the legislator had wanted to ensure that the ECB could independently carry out the tasks conferred on it. However, the Court ruled that this independence does not have the consequence of separating the ECB entirely from the Community and exempting it from every rule of Community law. This is in line with the approach taken by the ECB. The application of the OLAF Regulation should not impair the independent performance of the ECB’s tasks.
During its period of existence, the Anti-Fraud Committee of the European Central Bank established the following annual activity reports:
- Decision of the ECB of 3 June 2004 concerning the terms and conditions for European Anti-Fraud Office investigations of the ECB, in relation to the prevention of fraud, corruption and any other illegal activities detrimental to the European Communities’ financial interests and amending the Conditions of Employment for Staff of the ECB (ECB/2004/11)
- Annual report on the activities of the Anti-Fraud Committee of the European Central Bank, covering the period from March 2002 to January 2003 May 2003
- Annual report on the activities of the Anti-Fraud Committee of the European Central Bank, covering the period from January 2001 to February 2002 May 2002
- Reply of the European Central Bank to the Annual report of the Anti-Fraud Committee May 2002
- Annual report on the activities of the Anti-Fraud Committee of the European Central Bank, covering the period from January 2000 to January 2001 26 January 2001
- Annex 1: Rules of procedure
- Annex 2: Decision on Fraud Prevention