3.3 Cross-guarantee system
3.4 Basis of consolidation
Inhoudsopgave Bestuursverslag Corporate governance
create a governance model that contributes to restoring the
confidence of customers, members, employees, supervisors and
other stakeholders.
After an extensive internal debate in spring 2015, the Central
Delegates Assembly approved the elaborate proposal for new
governance. In September, a positive opinion on the articles
of association and rules of procedure of the new governance
was issued. On 2 December, the 106 local Members Councils
unanimously decided in favour of the merger, which was
necessary for the new governance. A week later, the General
Meeting of Rabobank Nederland adopted the proposal of
merger and amendment of the articles of association, and thus
the new structure.
In the new cooperative structure, all the local Rabobanks and
Rabobank Nederland work together as one cooperative, with
one single banking licence and one set of financial statements.
In doing so, the bank seeks to invigorate both its cooperative
identity and its banking business.The new structure enables
Rabobank to anticipate future legislation and regulations and to
respond to future developments more effectively and efficiently.
In the new cooperative structure, members have more
influence and control.The Members Council of local Rabobanks
will become, to a greater extent, a sounding board for the local
management teams regarding the services and the socially
responsible activities of the bank. Their influence and control
will also extend to Rabobank Group as a whole, as each local
Rabobank will have direct representation on behalf of their
members in the highest body of the cooperative, the General
Members Council.This council approves strategies, approves
the main points of the annual budget, issues opinions on large
acquisitions or alliances and appoints the members of the
Supervisory Board.
The local Rabobanks are and will remain the heart of the
cooperative. The new structure gives them more influence,
which will allow local Rabobanks to further sharpen their focus
on the customer and their personal situation in the future.
Furthermore, the bank will be making an increasingly significant
contribution to local communities by sharing knowledge and
networks,and through sponsoring and the cooperative fund.
Jaarrekening Rabobank Groep Jaarrekening Rabobank
In accordance with the Dutch Financial Supervision Act (Wet
op het financieel toezicht), various legal entities belonging
to Rabobank Group are internally liable under an intragroup
mutual keep well system. Under this system the participating
entities are bound, in the event of a lack of funds of
a participating entity to satisfy its creditors, to provide the
funds necessary to allow the deficient participant to satisfy
its creditors.
As at 31 December 2015, the participants are:
The local Rabobanks, members of Coöperatieve Centrale
Raiffeisen-Boerenleenbank B.A.
Coöperatieve Centrale Raiffeisen-Boerenleenbank B.A.,
Amsterdam
Rabohypotheekbank N.V., Amsterdam
Raiffeisenhypotheekbank N.V., Amsterdam
Schretlen Co N.V., Amsterdam
De Lage Landen International B.V., Eindhoven
De Lage Landen Financiering B.V., Eindhoven
De Lage Landen Trade Finance B.V., Eindhoven
De Lage Landen Financial Services B.V., Eindhoven
On 1 January 2016, the local Rabobanks and the Coöperatieve
Centrale Raiffeisen-Boerenleenbank B.A. entered into a legal
merger. Furthermore, on 1 January 2016, the name of the
Coöperatieve Centrale Raiffeisen-Boerenleenbank B.A.
was changed into Coöperatieve Rabobank U.A.
Up until 31 December 2015, Rabobank Group consisted of
the local Rabobanks (Members), the central cooperative
(Coöperatieve Centrale Raiffeisen-Boerenleenbank B.A.) and
a number of specialised subsidiaries.
On 1 January 2016, the local Rabobanks and Coöperatieve
Centrale Raiffeisen-Boerenleenbank B.A. entered into
a legal merger. Furthermore, on 1 January 2016, the name
of Coöperatieve Centrale Raiffeisen-Boerenleenbank B.A.
was changed into Coöperatieve Rabobank U.A. (Rabobank).
More information on this merger is included in the section
'Legal merger'.
The IFRS consolidation scope of Rabobank is determined in
accordance with IFRS 10 'Consolidated Financial Statements', IAS
28 'Investments in Associates'and IFRS 11 'Joint Arrangements'.
320 Rabobank Jaarverslag 2015
