Remuneration of the Supervisory Board
In 2011the remuneration of the members and former members of the Supervisory Board of
Rabobank Nederland amounted to EUR 1.5 (1.5) 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.
Mr Minderhoud and Mr Veerman were scheduled to retire by rotation in 2011 and were available
for re-appointment. Mr Walravens, who, in his capacity as a supervisory director of Achmea,
was also member of the Supervisory Board of Rabobank Nederland, was also scheduled to
retire by rotation in 2011 and available for re-appointment. In connection with the change in
shareholding relationship with Achmea in 2010, Mr Walravens was not nominated for a new
term of office. The Supervisory Board would like to take this opportunity to thank Mr Walravens
for his commitment and his efforts as a supervisory director over the past few years.
The General Meeting of Rabobank Nederland resolved to re-appoint Mr Minderhoud and
Mr Veerman to the Supervisory Board on 16 June 2011. The Supervisory Board still had one
vacancy at year-end 2011. The aim is to fill this vacancy in 2012.
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 members of the Supervisory Board stay in touch with developments at the
key stakeholders of Rabobank Nederland. As part of their continuing education programme,
the supervisory directors learned about several aspects involving Basel III, which included
developments in capital requirements, the quality of capital, the effects of Basel III on
Rabobank's financial position, the Net Stable Funding Ratio and dependence on the capital
market. The Supervisory Board was also informed of developments in world food prices and
trends in competition law. In addition, in its periodic meetings and in its committees, the
Supervisory Board regularly speaks with the Executive Board about the bank's duty of care, risk
management, financial reporting and audits. As a matter of course, the Supervisory Board
members address relevant developments at Rabobank and in the financial sector in all its
meetings, as well as inviting directors and managers of Rabobank Nederland to educate them
or the committees about a wide range of topics.
The members of the Supervisory Board went on a working visit to the United States in 2011.
They visited several US-based group entities, including Rabobank N.A. in California (because of
a number of acquisitions in this State in 2010), Rabo AgriFinance and Rabobank's wholesale
operations in North America. Not only did the supervisory directors become more familiar
with these group entities and some of their clients during the visit, but issues such as risk
management, compliance, engagement and sustainability also received a great deal of
attention. These issues were discussed with a number of relevant parties, both within and
outside Rabobank. During their trip, the Supervisory Board members were also educated
about changes in US laws and their implications for Rabobank.
Meeting frequency
The Supervisory Board met 12 times in 2011Not one member was repeatedly absent from
these meetings. The Supervisory Board has five committees. The Audit, Compliance Risk
Committee met eight times in the year under review, the Cooperative Affairs Committee met
five times, the Appointment Committee met four times and Remuneration Committee met
five times. There was no need for the Appeals Committee to meet in 2011.
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Report of the Supervisory Board of Rabobank Nederland
