the Supervisory Board prepare for its decision-making on risk management to the Audit
Compliance Committee, and to change this committee's name to Audit, Compliance Risk
Committee. The Supervisory Board preferred not to form a separate committee for risk
management because of the many overlaps with the duties and responsibilities of the existing
committee. In addition, the Supervisory Board's duties with respect to overseeing the
remuneration policy for senior management were broadened as stipulated by the provisions
of the Banking Code.
Remuneration of the Supervisory Board
In 2010, the remuneration of the members and former members of the Supervisory Board of
Rabobank Nederland amounted to EUR 1.5 (1.6) million in total.
Appointments and re-appointments
Appointments and re-appointments to the Supervisory Board are made by the General Meeting
on the recommendation of the Supervisory Board and subject to consultation with the Central
Delegates Assembly. Ms Fresco and Mr Vermeer were due for retirement by rotation in 2010;
both were eligible for re-appointment. Mr Eisma, Mr Scheffer and Mr Veenman were also
scheduled to retire; they were not eligible for re-appointment on account of having served
the maximum number of terms. Mr Overmars decided to retire from the Supervisory Board
because of his appointment as Chairman of the Board of Vereniging Achmea.The Supervisory
Board thanks these four gentlemen for their valued input into the Supervisory Board over the
past years. Three separate profiles were drawn up for the vacancies left by them. These profiles
were based on the profile of the Supervisory Board as well as on the Supervisory Board's
composition, and its duties and responsibilities in the near and more distant future. On 17 June
2010, the General Meeting of Rabobank Nederland resolved to re-appoint Ms Fresco and
Mr Vermeer to the Supervisory Board. The General Meeting appointed Mr W. Dekker and
Mr E.A.J. van de Merwe on that same date. Mr S.L.J. Graafsma was appointed as a supervisory
director on 29 September 2010.The Supervisory Board still had one vacancy at year-end 2010.
The aim is to fill this vacancy shortly.
The Supervisory Board are keeping track of developments
The Chairman of the Supervisory Board is in close contact with the Chairman of the Executive
Board and consults monthly with the internal auditor and the Group Compliance Officer.
In addition, the Chairman of the Supervisory Board, the Chairman of the Audit, Compliance
Risk Committee, the independent external auditor and the internal auditor meet at least four
times a year. During the year under review, the members of the Supervisory Board regularly
attended, as observers, meetings of Rabobank Nederland's Works Council and of the Group
Works Council of Member Banks, as well as of the Regional and Central Delegates Assemblies.
By doing so, the Supervisory Board stays in touch with developments at the key stakeholders
of Rabobank Nederland, i.e. the local Rabobanks. As part of their continuing education
programme, the supervisory directors learnt about developments in ICT, focusing on its
relevance to Rabobank's operations, and about increasing regulatory requirements. In
addition, the supervisory directors followed a workshop taught by an external expert about
global food patterns and a workshop about strategic developments in the international
financial sector; they also participated in a session on the impact of new rules and regulations
on Rabobank Group.
Meeting frequency Supervisory Board
The Supervisory Board met nine times in 2010. Not one member was repeatedly absent from
these meetings. The Supervisory Board has five committees. The Audit, Compliance Risk
Committee met eleven times in 2010, the Cooperative Affairs Committee met five times,
the Appointment Committee met five times and Remuneration Committee met four times.
There was no need for the Appeals Committee to meet in 2010.
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Report of the Supervisory Board of Rabobank Nederland
