Committees of the Supervisory Board
Reports of the committees of the Supervisory Board
Proposal to the General Meeting
13 Rabobank Group Annual Report 2005
Report of the Supervisory Board of Rabobank Nederland
The Supervisory Board has established five committees from among
its members. Their duties are to advise the Supervisory Board and to
prepare the Supervisory Board's decision-making. The Supervisory Board's
resolutions are based in part on advice supplied by the committees.
The membership of the committees at 31 December 2005 is presented
on the following page.
The Audit Committee prepares the Supervisory Board's decision-making
on financial issues, including the policy on credit risk, market risk, liquidity
risk and operational risk. The Audit Committee met six times in 2005.
The main subjects of discussion were the transition to IFRS, the 2004
financial statements and the management letter, including the manage
ment response. The financial performance during the year and the
budget for 2006 were discussed with the Executive Board. The Audit
Committee, consistent with its terms of reference, further considered
the internal audit plan and the external accountant's independence.
Lastly, it was resolved that the Audit Committee is to perform preparatory
work to test the ICT policy to allow the Supervisory Board's to properly
fulfil its supervisory role.
The Cooperative Issues Committee met four times in 2005. Major issues
discussed included the proposals by the Executive Board relating to the
member benefit system and the cooperative dividend. The committee
also considered the Member Banks Policy Framework for 2006.
In the year under review, issues dealt with by the Appointment
Committee included (re)appointments to the Supervisory Board and
succession issues at Rabobank Nederland. The Remuneration Committee
focused, among other things, on the evaluation of the remuneration
policy concerning the Executive Board. Both committees met four times
in 2005.
Due to lack of necessity, the Appeals Committee did not meet in the
year under review.
In compliance with the relevant provisions of the Articles of Association
of Rabobank Nederland, the Supervisory Board has reviewed the annual
report and the financial statements for 2005. This review included a dis
cussion with the external auditors. Partly on the basis of the unqualified
auditors' report issued by Ernst Young Accountants, the Supervisory
Board proposes that the General Meeting of Rabobank Nederland adopt
the financial statements for 2005 and appropriate the profit for the year
as proposed.
