Corporate governance
Owing to its cooperative organisation, Rabobank's corporate governance
is characterised by a unique system of checks and balances, and a high
level of transparency. The members of the independent, cooperative local
Rabobanks exercise influence at local level. As members of Rabobank
Nederland, the local Rabobanks, for their part, play a key role in Rabobank's
policy-making. A unique feature, for instance, is the Central Delegates
Assembly, which meets four times a year and where the influence of the
members, i.e. the local Rabobanks, is made to be heard in virtually all
strategic decisions. Rabobank Group aims to be a driving and innovating
force that contributes to the sustainable development of prosperity and
well-being. One way for Rabobank to put this into practice is by distributing
cooperative dividend to community projects. For more information see
the chapter 'Commitment to society'.
In 2010, Rabobank Nederland tailored its governance structure to the
Dutch Corporate Governance Code as amended by the Frijns Committee,
the Banking Code that was adopted by the Dutch Banking Association in
2009, the Principles for Controlled Remuneration Policy issued by the Dutch
Central Bank (DNB) and the Netherlands Authority for the Financial Markets
(AFM), and the best practices propagated by NBA, the Netherlands Institute
of Chartered Accountants.
Dutch Corporate Governance Code
www. ra bo ba n k.com/co rpo rategove ma nee
Rabobank Nederland has decided to pursue voluntary compliance with the Dutch Corporate
Governance Code, although, as a cooperative, it is under no obligation to do so. Due in part to
its cooperative structure, Rabobank Nederland does not comply with the Dutch Corporate
Governance Code in a number of respects. For more information on this topic, please log on
to www.rabobank.com/corporategovernance.
Banking Code
The Board of the Dutch Banking Association adopted the Banking Code for Dutch banks as
a binding instrument on 9 September 2009 in response to a report entitled 'Restoring Trust'
(Naar herstel van vertrouwen) published by the Advisory Committee on the Future of Banks.
Rabobank Nederland modelled its governance structure on the Banking Code in 2010, after
having made the necessary preparations in 2009. Rabobank Nederland departs from the
Code in very few instances only, as justified according to the 'comply or explain' principle.
For more detailed information, see the chapter 'Banking Code'.
Rabobank Group Code of Conduct
Our core values and the Rabobank Group Code of Conduct have regularly been brought to our
employees' attention over the past few years. Several practical tools were developed and offered
in 2010 to allow our people to act in accordance with the Rabobank values and philosophy
(ambition statement, Rabobank Group Code of Conduct and specific codes of ethics) and to
help them recognise and, more importantly, discuss dilemmas with the aim of arriving at
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Annual Report 2010 Rabobank Group