Stella Koukounis March 6 2023 Gender equality in the boardroom: how Meryl Streep got it right in The Post Solsidus Law | Corporate & Commercial - Cyprus Stella Koukounis Corporate & Commercial IntroductionCypriot NAPsLegal frameworkEU Directive 2022/2381Current situation in CyprusCypriot media and its roleCommentIntroductionGender equality is a fundamental right and a founding value of the European Union under article 2 of the Treaty on European Union. Article 28 of the Cypriot Constitution 1960 enshrines the principle of equal treatment and the prohibition of any form of direct and indirect discrimination based on gender. Nevertheless, Cyprus scored just 57.3 out of 100 on the European Index for Gender Equality (EIGE) 2022 – a score of 100 would be awarded to a country that had reached full equality between women and men.With a marginal increase of 0.3% from its EU-wide 2021 ranking, Cyprus as a country has still a long way to go. A simple internet search of the boards of directors of key Cypriot governmental and semi-governmental organisations – such as the Cyprus Telecommunications Authority, the Electricity Authority, the University of Cyprus and other known listed companies – reveals just how underrepresented women are in decision-making positions.Cypriot NAPsSeveral national action plans (NAPs) have been implemented to address gender disparity, the most notable of which is the NAP on Equality between Women and Men (2019-2023). This represents the most significant policy document on gender equality in Cyprus as it addresses six key areas – among them, "decision-making", an area in which gender equality suffers considerably in Cyprus. With a score of 22.8 points, Cyprus ranks 24th EU-wide in the EIGE index.Legal frameworkSeveral laws have been enacted in Cyprus to address gender equality issues, primarily safeguarding the health and safety of women.(1) However, there is currently a lack of national legislation addressing gender equality in decision-making positions or political representation. In the past, political parties have introduced quota systems in their memoranda or constitutions. However, these quotas remain lacking under local laws. The NAP in its chapter on the "Balanced Participation of Women and Men in Political/Social and Economic Life" introduced the following targets and quotas:40% for the participation of women in political life;30% for women in ballots in municipal, parliamentary and euro-parliamentary elections; and30% for women in the appointments in all public committees and boards.To date, none of these quotas have been adopted by means of national law. This is contrary to Greece and other EU countries, where there is a one-third gender quota for the state-appointed portion of full or partially state-owned company boards.In Cyprus, and despite the efforts of the National Machinery for the Advancement of Women, an organisation situated within the Cypriot Ministry of Justice and Public Order, there is a wealth of guidance and good intentions, but a lack of laws that steer towards gender equality in all fields – importantly, the boardroom.President-Elect Nicos Christodoulides recently announced that, following his election, representation in his Cabinet of Ministers would be divided 50-50 between women and men, an announcement that has drawn considerable attention by all key stakeholders. At the time of drafting this article, the Cabinet of Ministers has just been announced: although the 50-50 ratio was not reached, six out of the 17 ministers appointed are female.EU Directive 2022/2381In the film The Post, fictional character Arthur Parsons addresses the real character Katharine Graham (owner of The Washington Post), saying: "Kay, people are concerned, about having a woman in charge of the paper. That she doesn't have the resolve to make the tough choices." While this sums up the general perception of how professional women are viewed in Cyprus with regard to their appointment in key decision-making positions, it is also reflected by the under-representation of women in governmental or semi-governmental organisations.In November 2022, the European Union passed EU Directive 2022/2381, on improving the gender balance among directors of listed companies and related measures. The objective of EU Directive 2022/2381 is to ensure that listed companies are subject to either of the following objectives, to be reached by 30 June 2026:members of the underrepresented sex hold at least 40% of non-executive director positions; ormembers of the underrepresented sex hold at least 33% of all director positions, including both executive and non-executive directors.Most importantly, the obligation to maintain maintaining gender equality continues: member states must set individual quantitative objectives and these objectives must be achieved by 30 June 2026. Member states are now not only guided towards achieving gender equality in the boardrooms of listed companies, they will also be held accountable if they fail to do so. Moreover, they are required to transpose EU Directive 2022/2381 into national law by 28 December 2024.Current situation in CyprusMeryl Streep in The Post stumbles into a boardroom with her hands full of ring-binders and other documents, where over a dozen men dominating the room are discussing whether the newspaper should list through an initial public offering (IPO). Despite this being a scene from a US movie from the 1970s, it reflects the current Cypriot corporate world, where women rarely get a seat at the table. If and when they do, they have to overcome onerous hurdles just to be heard. Their male counterparts enjoy undivided attention, undiscriminated preference and higher remuneration, often for less work than their female counterparts.Under the Cypriot Companies Laws (for listed and private companies), directors owe fiduciary duties to the companies where they serve on the boards. Such duties include:the duty of "good faith";the duty to avoid "conflicts of interest"; andthe duty to "act in the best interests of the company as a whole".Women are not only as well positioned as men to represent key interests in the boardrooms of listed companies, but may be more able to do so when compared with their male counterparts. The duties set out under the Companies Laws may be easier achieved when the frustration caused by gender discrimination forms part of the collective experience and knowledge gained.Professional women in Cyprus who are qualified to represent listed companies and be members of their boards have collectively felt such discrimination in Cyprus. This arguably makes them better suited to taking tough decisions, which require balancing fiduciary duties with a company's financial growth and profitability. Difficult decisions require careful balancing acts, where economic and other risks must be communicated, addressed or mitigated.For this reason, when gender quotas are applied, no one is doing a woman a favour by giving her priority over her male counterpart. Such laws, including EU Directive 2022/2381, are simply implementing a balance that would otherwise take over 100 years to be achieved naturally.Cypriot media and its role Media can play an important role in challenging the norms in relation to gender and attitudes that foster gender inequality in the boardroom. Women are severely underrepresented in the news media; it has been reported that although women have an overall presence as news subjects, reporters and presenters, this presence only reaches 15% as compared to 85% men.(2)In Cyprus, this was evident during the first cross-channel presidential debate in Cyprus, which took place in November 2022. The main four privately owned Cypriot TV channels (Alpha TV Cyprus, Antenna, Sigma and Omega) set up an all-male panel of eminent reporters to pose questions to the three main all-male presidential candidates (among them President-Elect Christodoulides). There was a total absence of female reporters in that panel, and no reference was made to women's issues either in terms of the questions asked or answers given.The situation improved marginally at the second cross-channel debate organised by Alpha TV Cyprus where a respected and experienced TV anchor (Aimilia Kenevezou), was entrusted with leading the debate in the presence of another well-known reporter by Sigma TV. Still, even at that second presidential cross-channel debate, women were but a minority.It is worth noting that the boards of the four main privately owned TV channels in Cyprus that broadcasted the debates are almost exclusively composed of men (with the exception of Sigma TV, which has a 50-50 split, and Alpha TV Channel, which organised the second cross-channel debate, entrusting its TV anchor Aimilia Kenevezou to coordinate it). Alpha TV's board comprises six board members, of which two are women, while Antenna's board comprises nine members, of which one is a woman. Most importantly, the Cyprus Broadcasting Corporation (CBC), which exists by operation of public law and is funded by public funds, boasts an almost entirely male board, with a male chief executive officer (CEO) (out of nine members, just one is a woman). Last year, when given a choice between appointing a female CEO equally qualified in all respects, the male-dominated board of CBC opted for a male CEO. This represented a missed opportunity for gender equality at such a crucial public law organisation.CommentReaching gender equality in Cyprus will take time and require a holistic and intentional overhaul of all the key sectors that affect the underrepresented gender, including:access to education;access to decision-making positions;a positive and true evolution of how women are perceived, think and portrayed in the media; andwider support in the process.Cypriot men have a significant role to play in expediting gender equality; education on how each gender complements the other is a safe route to reaching it. Women in the boardrooms should not be perceived as a threat to anyone's position but as a true form of diversity that will enhance a company's position against economic or geopolitical threats and hurdles.It is important for political parties, and the government to intentionally include and allow women to speak. According to EU Directive 2022/2381, "numerous studies have shown that diversity leads to a more proactive business model, more balanced decisions and enhanced professional standards on boards". Further, "there is a positive relationship between gender diversity at top management level and a company's financial performance and profitability".Kay Graham's decision in the 1970s to publish the Pentagon Papers in the middle of an IPO, at the risk of the paper's economic collapse, paid off. Her ability to weigh up all relevant factors, acknowledge emotion and balance it with reason – referring to the IPO prospectus' regulations and placing the duty to keeping the public informed at the top of the paper's priorities – ultimately paid off.Women not only deserve a seat at the table, by 2023 they have earned it and they know very well what to do with it.For further information on this topic please contact Stella Koukounis at Solsidus Law by telephone (+35722777455) or email ([email protected]). The Solsidus Law website can be accessed at www.solsiduslaw.com.Endnotes(1) Such laws include:the Combating of Trafficking and Exploitation of Human Beings and the Protection of Victims Law, as amended (L.87/(I)/2007); andthe Prevention and Combatting of Violence Against Women and Family Violence and Relevant Matters Law (L.115(I)/2021).(2) Mediterranean Institute for Gender Studies, for the Global Media Monitoring Project, 2019.