Detailed information on the Group remuneration Policy and the remuneration of the Executive
Board and the Supervisory Board is available in the chapter Employees elsewhere in this annual
report and in the financial statements.
Self-assessment
The Supervisory Board reviews its own performance and that of the separate committees on an
ongoing basis. 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,
at vacancies, supplemented through new appointments as appropriate.
In the spring of 2013 the Supervisory Board arranged for a comprehensive independent
assessment of its performance. The commitment of each member of the Supervisory Board,
the culture within the Board, the attitude and conduct of the individual members and the
relationship between the Supervisory Board and the Executive Board were part of this assessment.
The assessment identified several themes on which the Supervisory Board intends to focus more
closely. They included acting in the role of employer (target setting, monitoring and evaluation
of the members of the Executive Board, succession planning, Executive Board/management
development and talent development), conduct and culture, strategy development and agenda
management and processes concerning the Supervisory Board. This has led to a request to the
Remuneration Committee to put forward a proposal for the system of target setting, monitoring
and evaluation of the members of the Executive Board and holding external assessments for
the entire senior management. This should include addressing the wish to informally get to
know 'high potentials' in the second and third echelon and the intention to make more time,
outside the regular meetings, for formal and informal discussion of strategy, customers and
markets, top risks and current developments.
Afurther self-assessment will be performed in the spring of 2014 with outside assistance.
Members:
M. Minderhoud, Chairman
S.L.J. Graafsma, Deputy Chairman
L.N. Degle
W. Dekker
L. Koopmans (until20 June2013)
E.A.J, van de Merwe
A.J.A.M. Vermeer
I.P. Asscher-Vonk, observer
Committees of the Supervisory Board
Audit, Compliance Risk Committee (until September 2013)
With effect from September 2013 the Audit, Compliance Risk Committee (ACRC) was split into
an Audit Committee and a Risk Committee.The ACRC was tasked with preparing the Supervisory
Board for its decision-making in relation to its supervision of the Executive Board's actions
involving financial affairs, compliance-related issues and risk management.
Until September 2013, the ACRC considered topics such as the annual report and financial
statements for 2012 and the interim report 2013, including the half-yearly memorandum
on the allowance for loan losses, the audit report, the financial statements, the annual and
interim reports, the periodic 'in control'-update, the (progress report) management letter and
the management response. Other documents considered by the ACRC were the periodic
memorandum on the course of affairs, the half-yearly progress report on assigned compliance
duties, the quarterly reports and various audit reports of Audit Rabobank Group, as well as the
annual plan and the half-year reports of Group Compliance. In addition, the ACRC regularly
received information on topics such asTreating Customers Fairly, customer integrity, privacy,
logical access control and information security, SEPA and various compliance and
supervision matters.
136 Annual Report 2013 Rabobank Group
