Remuneration of the Supervisory Board The regular duties of the members of the Supervisory Board consist of exercising supervision, providing advice and acting in the role of employer. Besides attending the meetings of the Supervisory Board, attending the meetings of the various committees of the Supervisory Board (Audit Committee, Risk Committee, Cooperative Affairs Committee, Appointments Committee, Remuneration Committee and, in certain cases, the Appeals Committee), its duties also encompass attending consultative meetings of the Works Council as observer on a rotating basis, attending, on a quarterly basis (one or more) Regional Assembly meetings and meetings of the Central Delegates Assembly (CDA), maintaining contacts with local Rabobanks and attending the Annual General Meeting. Additional time needs to be committed to meeting the requirements of continuing professional education. The average time spent by members of the Supervisory Board of Rabobank Nederland, including the various committees, is approximately as follows: 3 to 4 days a week for the Chairman; 1 to 2 days a week for the Deputy Chairman; and 1 to 1.5 days a week for a member. Within the total fee received by the Chairman of the Supervisory Board, one part relates to the role of Chairman of the Supervisory Board and participating in the various committees of the Supervisory Board. Another part of this fee relates to ensuring the effective representation of cooperative members' influence that is unique to Rabobank and derives from its cooperative structure. These duties include, for instance, acting as Chairman for the Central Delegates Assembly. More information on the overall fees received by the Supervisory Board is available in the chapter on Remuneration in this Annual Report. Self-assessment The Supervisory Board reviews its own performance and that of the separate committees on a regular 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 first quarter of 2014, the Supervisory Board arranged for a comprehensive independent assessment of its performance by an external party. 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, management development and talent development), conduct and culture, strategy development, agenda management and processes concerning the Supervisory Board. This has led, for instance, to the application of a more stringent system of target setting, monitoring and evaluation of the members of the Executive Board and holding external assessments for the entire senior management. Annual Report 2014 Rabobank Group

Rabobank Bronnenarchief

Annual Reports Rabobank | 2014 | | pagina 125