Financial statements 2004
Budget 2006
Strategic developments
Corporate governance
12 Rabobank Group Annual Report 2005
Report of the Supervisory Board of Rabobank Nederland
The Chairman of the Supervisory Board has at least contact on a
monthly basis with the Chairman of the Executive Board and holds
monthly meetings with the internal auditor. In addition, the Chairman
of the Supervisory Board, the Chairman of the Audit Committee, the
external auditor and the internal auditor meet at least four times a year.
The Supervisory Board met eight times in 2005. Not one member was
repeatedly absent from these meetings.
The Supervisory Board's own performance
The Supervisory Board considered, without the Executive Board being
present, its own performance in terms both of its performance as a
collective body and that of its individual members. The matters reviewed
in this context included members' attendance at Board meetings and the
extent to which the Supervisory Board complied with the profile referred
to above concerning its composition and required competencies. The aim
of this assessment is to improve the Supervisory Board's effectiveness
where possible. The outcomes of these reviews were included in the
proposals for reappointment and gave rise to initiatives to improve the
Board's expertise.
Performance of supervisory role
The Supervisory Board assessed, without the Executive Board being
present, the performance of the Executive Board and its individual
members and arrived at conclusions on that basis. There were no
changes in the composition of the Executive Board in 2005.
Consistent with its duties as defined by law and the Articles of
Association, the Supervisory Board supervised the general conduct of
affairs within Rabobank Group and at Rabobank Nederland in particular.
The Supervisory Board focused its activities chiefly on risk development,
risk management and the business performance of the individual busi
ness units. Written reports on these subjects were discussed periodically
in the meetings of the Audit Committee and the Supervisory Board.
The Supervisory Board also regularly served as a sounding board for the
Executive Board.
The Supervisory Board approved the operational and financial targets set
for Rabobank Nederland by the Executive Board, the strategy that should
result in the achievement of the targets and the preconditions applied
in the strategy. In this connection, discussions were held on the strategy
and the risks associated with the business of Rabobank Nederland.
Other topics were the outcome of the Executive Board's assessment of
the design and operation of the internal risk management and control
systems and any significant changes therein. The Audit Committee did
important preparatory work to facilitate this.
The following subjects were given special attention in 2005.
This review included a detailed discussion with the Executive Board of
the management letter, including the management response, and the
report of the auditors, in the presence of both the internal auditor and
the external auditors. The Audit Committee did intensive preparatory
work to facilitate the review of the 2004 financial statements.
In accordance with the Articles of Association, the budget for 2006 was
discussed and approved by the Supervisory Board. Again, the Audit
Committee provided important input for this purpose.
The Supervisory Board approved the strategic choice to position
Rabobank as the global food agri bank with its roots in the
Netherlands. The longer-term commercial targets both at home and
abroad were discussed extensively in this context, as were the financial
implications of the plans and the required supporting policy measures
pertinent to the strategy, for instance in the area of human resources.
The Supervisory Board regularly considered proposals for participating
interests and acquisitions by Rabobank Nederland and its subsidiaries.
In the international environment, such developments mostly took place
in the context of the international retail banking strategy. Besides the
commercial and financial aspects, the management of proposed partici
pating interests or acquisitions and their alignment with the draft
Strategic Framework received due attention. A recurring strategic topic
was the envisaged strengthening of the collaboration with Eureko/
Achmea, which is being carefully pursued by the Executive Board and is
the subject of intensive consultation with the Supervisory Board.
The Supervisory Board devoted a great deal of attention to the imple
mentation of the Dutch Corporate Governance Code. In this context, a
decision was made to adjust the regulations of the various management
bodies and their committees.
Accommodation of Rabobank Nederland
The Supervisory Board approved the investment for Rabobank
Nederland's new headquarters in Utrecht.
