Self-assessment
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
(DNB) and the Authority for the Financial Markets (AFM).
In 2012, the remuneration of the members and former members of the Executive Board of
Rabobank Nederland amounted to EUR 11.5 (10.3) million in total. This amount can be broken
down as follows:
in millions of euros 2012 2011
Salaries 6.9 7.0
Pension charges 1.6 1.6
Performance-related payments awarded 0.2 1.7
Surrender of remuneration component 2.8
Total 11.5 10.3
Performance-related payments awarded are EUR 0.2 (1.7) million. The Supervisory Board has
decided not to award any variable pay for the performance year 2012. The Executive Board
has expressed its agreement. The payment in 2012 for performance year 2011 was higher by
EUR 0.2 million than the expense item recognised in 2011The surrender of remuneration
component is the one-off surrender of a remuneration component that was primarily designed
for early retirement, respectively as a pension supplement. The total fixed pay of the members
of the Executive Board (the'Salaries'item) will drop as of 1 January 2013 as a result. The amounts
listed in the table are exclusive of the one-off tax of 16% that is imposed on wages from
current employment in excess of EUR 150,000; this tax liability was EUR 1.4 million.
The Supervisory Board reviews its own performance and that of the separate committees
on an ongoing basis. It will also have its performance in 2012 evaluated in a full-scope
independent assessment. The commitment of each supervisory director, the culture within
the Supervisory Board, the actions and conduct of the individual members of the Supervisory
Board and the relationship between the Supervisory Board and the Executive Board are part
of this assessment. In addition, the Chairman has one-on-one meetings with each of the
members of the Supervisory Board periodically to assess the performance of the Supervisory
Board as a whole and that of the member in question. These forms of self-assessment are 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 assessment are the
degree to which the Supervisory Board, its committees and its individual members comply
with the chosen profile, the composition and the availability of the required competencies
of the Supervisory Board and of the separate committees, and the supervisory directors'
attendance of Supervisory Board meetings and their input into these meetings. The range of
competencies represented is supplemented through new appointments as appropriate.
In the Supervisory Board's opinion, its committees discharged their duties efficiently and with
due care in the year under review, thereby contributing significantly to the embodiment of
the supervisory role of the Supervisory Board.
Suitability requirements imposed by Dutch Central Bank
In 2012, the member of the Supervisory Board of Rabobank Nederland underwent a suitability
check in accordance with the new requirements imposed by the Dutch Central Bank (DNB).
Based on its findings and the recommendations of the Netherlands Authority for the Financial
Markets (AFM), DNB issued a positive opinion on all supervisory directors of Rabobank
Nederland whose suitability was checked.
Good response to economic downturn
The Supervisory Board is pleased with how Rabobank Group managed to counter the
ramifications of the challenging financial and economic conditions, and would like to take this
opportunity to thank the Executive Board and all employees for their efforts and commitment
in the year under review.
103 Report of the Supervisory Board of Rabobank Nederland
