The Supervisory Board has five committees that help prepare the Supervisory Board for its
decision-making and provide advisory input.These are the Audit, Compliance Risk Committee,
the Cooperative Affairs Committee, the Appointment Committee, the Remuneration
Committee and the Appeals Committee.
Central Delegates Assembly
The local Rabobanks are organised geographically in twelve Regional Delegates Assemblies,
each with their own Board. Together, the Boards of the Regional Delegates Assemblies form
the Central Delegates Assembly (CDA), which meets four times a year. The Regional Delegates
Assemblies appoint most of the members of the Central Delegates Assembly as their
representatives at local and group level. The Regional Delegates Assemblies discuss the
agenda items prior to the Central Delegates Assembly.They can also table agenda items for
their own meetings. The Regional and Central Delegates Assemblies have an important say
in the policy-making process in the Rabobank organisation.
Other issues besides policy-making are discussed in the Assemblies too. The powers of the
Central Delegates Assembly include the adoption of:
- binding rules governing all local Rabobanks;
- the Strategic Framework, thereby determining the Group's strategy going forward; and
- the budget for the support that Rabobank Nederland will provide to the local Rabobanks.
The Central Delegates Assembly advises the local Rabobanks, the Executive Board or the
General Meeting. If, under the Articles of Association, decisions on specific issues require a
resolution of the General Meeting of Rabobank Nederland, the Central Delegates Assembly
advises on such issues beforehand.
The delegates to the Central Delegates Assembly have in-depth discussions, which are held
not only as part of its specific duties and responsibilities, but also with the aim of serving as a
sparring partner to the Executive Board. The discussions in the Central Delegates Assembly are
also held to create consensus between the local Rabobanks and Rabobank Nederland.
The Executive Board of Rabobank Nederland informs the Central Delegates Assembly of its
policies and explains its reasoning. In order to operate effectively, the Central Delegates
Assembly has appointed committees from among its members, which are charged with
specific duties.The Confidential Committee advises on appointments to the Supervisory
Board, determines the remuneration of the supervisory directors, and reviews whether the
Supervisory Board has properly applied the remuneration policy. The Central Delegates
Assembly's Coordinating Committee adopts the agenda for the Assembly and performs
formality checks of the agenda items. The Emergencies Committee represents the Central
Delegates Assembly in advising the Executive Board on urgent, price-sensitive and/or
confidential issues, mainly involving major capital expenditures, acquisitions or disposals.
General Meeting
The General Meeting is the body through which all local Rabobanks, being members of
Rabobank Nederland, are able to exercise direct control.The General Meeting is responsible
for the adoption of the financial statements, the discharge of the Executive and Supervisory
Boards for their management and supervision respectively, amendments to the Articles of
Association, and the appointment of the members of the Supervisory Board.
As the Central Delegates Assembly advises on all agenda items for the General Meeting before
the Meeting takes place, any such items have been discussed in detail at local, regional and
central level beforehand.
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Annual Report 2011 Rabobank Group
