Rabobank offers no variable pay in the form of option or shareholding rights that are awarded
to executive directors or senior management. Fifty percent of the variable pay of Identified
Staff (employees who have a significant impact on the bank's risk profile) is, however, awarded
in the form of a Deferred Remuneration Note (DRN).This is in keeping with the relevant rules
and regulations. The value of the DRN is linked to the price of the Rabobank Member Certificates
on a one-to-one basis. The variable pay of the Executive Board of Rabobank Nederland is modest
in nature, amounting to no more than 30% of an executive directors' basic salary. At least 60%
of the variable pay is initially awarded on a conditional basis, only to become unconditional
after three years under the deferred compensation scheme. A number of highly specialised
employees at Rabobank International and subsidiaries with foreign operations only are awarded
slightly higher variable pay; they are governed by a deferred compensation scheme similar to
that in place for the Executive Board. This procedure is in keeping with the remuneration
practices that are commonly used for these types of employees worldwide. Rabobank's
remuneration structure has never been such that it might trigger any irresponsible risks.
Evaluation of performance and remuneration of members of Executive Board
In 2011the remuneration of the members and former members of the Executive Board of
Rabobank Nederland amounted to EUR 10.3 (10.3) million in total. This amount can be broken
down as follows:
In millions of euros
2011
2010
Salaries
7.0
6.8
Pension costs
1.6
1.6
Performance-related pay
1.7
1.7
Other emoluments
0.0
0.2
Total 10.3 10.3
As a portion of the expenses relating to the performance-related payments awarded
is recognised over a number of years, the total expenses under staff costs fell to EUR 9.5
(10.3) million.
Rabobank's cooperative identity and structure are embedded in its remuneration policy for
the members of the Executive Board. As part of the remuneration policy for the Executive
Board formulated by the Central Delegates Assembly, which is in keeping with the Vision of
Remuneration and the Group Remuneration Policy, the Supervisory Board determined the
performance-related payment to each member of the Executive Board on the basis of the
evaluation of their performance in 2010. After having been reviewed by the Supervisory Board,
the full remuneration report 2010 was discussed with the Confidential Committee of the Central
Delegates Assembly, which shared its comments on the report with the Central Delegates
Assembly representing the members of Rabobank Nederland. The total income of each
member of the Executive Board is in line with the standards formulated in the Dutch Corporate
Governance Code, the Dutch Banking Code, the Principles for Restrained Remuneration Policy
and the Regulations on Restrained Remuneration Policy issued by the Dutch Central Bank and
the Authority for the Financial Markets.
Self-assessment
The Supervisory Board reviews its own performance and that of the separate committees on
an ongoing basis.The Supervisory Board also performed a full-scope evaluation in 2011.
In addition, the Chairman has one-on-one meetings with each of the members of the
Supervisory Board annually to assess the performance of the Supervisory Board as a whole
and that of the member in question. This process of self-assessment is used to bring about
improvements in the performance of the Supervisory Board and that of the individual
supervisory directors, and to undertake individual or collective efforts to improve the members'
knowledge where necessary. Key issues in the performance evaluation are the supervisory
directors'attendance of Supervisory Board meetings and their input into these meetings,
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Annual Report 2011 Rabobank Group
