Remuneration of the Supervisory Board
In 2012, the 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. In accordance with the retirement schedule, Mr Dekker,
Mr Van de Merwe and Mr Bijvoet were due to retire by rotation in 2012. They were available for
re-appointment to the Supervisory Board. Mr Dekker and Mr Van de Merwe were prepared to
accept a new term of office on the Supervisory Board and were nominated for re-appointment,
while Mr Bijvoet decided to step down. The Supervisory Board would thank Mr Bijvoet sincerely
for his input over the past years. In addition, Mr Degle was nominated for appointment to the
Supervisory Board of Rabobank Nederland as of 15 September 2012. On 14 June 2012, the
General Meeting of Rabobank Nederland resolved to re-appoint Mr Dekker and Mr Van de
Merwe to the Supervisory Board of Rabobank Nederland and to appoint Mr Degle as a member
as of 15 September 2012.
Keeping in touch with 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 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. Given the importance of these bodies in Rabobank's cooperative model,
the members of the Supervisory Board spend much time attending Regional and Central
Delegates Assemblies. In addition, the Supervisory Board invites directors and managers of
Rabobank Nederland to educate them about relevant topics during meetings. By doing so, the
members of the Supervisory Board keep in touch with developments at key stakeholders of
Rabobank Nederland.
As part of their continuing education programme, the members of the Audit, Compliance
Risk Committee (ACRC) attended several sessions in 2012 to learn about workings of, and
developments in, short-term funding markets, back-testing of the mortgage portfolio and the
SME portfolio, back-testing of market risk, operational and reputational risk, Treating Customers
Fairly (TCF), risk management (i.e. the structure of risk management, the risk management
cycle, the three lines of defence model, credit risk management and risk management audits),
funding, asset and liability management and solvency.
The Supervisory Board also took a continuing education course about information security
in 2012. Guest and internal speakers explained developments and threats in the area of
information security and elaborated on Rabobank's response to these threats. In addition, the
Supervisory Board learned about operational excellence and straight-through processing
(STP) in a separate session. Various internal and external experts talked about the importance
of STP to banks and the advantages of this tool for customer service. In addition, in its regular
meetings and in its committees, the Supervisory Board frequently speaks with the Executive
Board about the bank's duty of care, risk management, financial reporting, audits and key
compliance issues. The Supervisory Board members address relevant developments at
Rabobank and in the financial sector in all its meetings, as well as educating themselves and
the committees about a wide range of topics.
Meeting frequency
The Supervisory Board met 13 times in 2012. Besides one supervisory director who struggled
with health issues, not one member was repeatedly absent from these meetings in 2012.
The Supervisory Board has five committees. The Audit, Compliance Risk Committee met
ten times in the year under review, the Cooperative Affairs Committee met five times, the
Appointment Committee met five times and Remuneration Committee met six times.
The Appeals Committee was convened once in 2012.
99 Report of the Supervisory Board of Rabobank Nederland
