All group entities use this code or an equivalent based on the code. Employees are regularly
reminded of the core values and the Rabobank Group Code of Conduct. In order to enable
our people to act on the basis of the Rabobank core values and the applicable theoretical
frameworks (the Ambition Statement, the Rabobank Group Code of Conduct and specific codes
of ethics), they have access to a number of practical tools and resources, including training
courses and the opportunity to discuss business dilemmas. A copy of the Code of Conduct is
distributed to new employees, while all employees are encouraged to use the Code as a
reference when faced with business dilemmas. Culture and behaviour were a key focus at
Rabobank International during the reporting year. The core values and the Rabobank Group
Code of Conduct are integrated into HR tools. Part of this ongoing focus on the Rabobank
Group Code of Conduct and dealing with dilemmas is the oath for the moral and ethical conduct
declaration. This oath was introduced on 1 January 2013 and taken by the members of the
Rabobank Nederland Executive Board and Supervisory Board as well as by the members of
the Local board of directors and Supervisory Boards of the local Rabobanks and the Dutch
subsidiaries of Rabobank Nederland during the reporting year. The Ambition Statement and
the Rabobank Group Code of Conduct are available on the corporate website.
Cross-guarantee system within Rabobank Group
Through their mutual financial association, various legal entities within Rabobank Group make
up a single organisation, including the local Rabobanks, Rabobank Nederland and a number
of group entities. These legal entities have a mutual relationship of liability as referred to in
Section 3:111 of the Dutch Financial Supervision Act. This relationship is formalised in an
internal cross-guarantee system. This cross-guarantee system stipulates that, if a qualifying
institution should have a shortage of funds to meet its obligations towards creditors, the other
qualifying institutions are required to supplement that institution's funds in order to allow it to
fulfil these obligations.
Local Rabobanks
The local Rabobanks have a cooperative structure and their members are locally based clients.
These local Rabobanks, their members and their clients make up Rabobank Group's cooperative
core business. Being at the heart of society, they are involved, nearby and leading in their
service offering.
Using various bodies (Regional Delegates Assemblies, Central Delegates Assembly, General
Meeting and different committees) as a platform, the local Rabobanks conduct an intensive
dialogue with each other and with Rabobank Nederland about group strategy. The local
Rabobanks and Rabobank Nederland have carefully defined rights and obligations with
respect to each other.
In addition to decisive management and independent supervision, the governance model also
guarantees effective member influence. The members of local Rabobanks have important
powers under the Articles of Association through their banks' Members council and General
Meeting, for instance. An active and open dialogue with customers and members via the
Members council and several panels helps to stay attuned to the members' needs and keep a
connection with the local service areas.
Local board of directors
Every local Rabobank has a multi-person Local board of directors consisting of banking
professionals, who collectively conduct the bank's management. The Local board of directors
is appointed by the local Supervisory Board, subject to the approval of Rabobank Nederland.
114 Annual Report 2013 Rabobank Group
