Contents Management report Corporate governance Consolidated financial statements Financial statements Pillar 3
business. Finally, the Supervisory Board appoints the members
of the Executive Board, who are accountable to the GMC with
respect to the performance of their duties.
Banking pillar
An important outcome of the discussion on governance
was the decision to separate the tasks of determining policy
and decision-making for strategic policy issues from those
for operational banking business. The former is of particular
relevance to member representatives, whose influence directs
the strategic and cooperative course of Rabobank. This is a very
different matter than how best to adapt banking operations in
practice to ensure that excellent customer service is provided
and efficiency targets are met. The GMC is not the most suitable
body for finding solutions to problems and challenges in these
areas. For this reason, important operational banking business
will be addressed in a new 'Group-wide Directors'Conference'.
The Directors' Conference convenes the chairs of local
Rabobanks' management teams, members of the Executive
Board and the other directors of Rabobank. The Directors'
Conference has a preparatory, informative and advisory role
with respect to proposals affecting the banking business
of local Rabobanks. In addition, the Directors'Conference
functions as an important forum for connecting the highest
levels of the bank.
The biggest change for the Executive Board is that as of
1 January 2016, the areas for which it bears responsibility
include the operations of local Rabobanks in the Netherlands.
Rabobank now employs all local Rabobank employees.
The Executive Board also sets out the strategy for the group
with the approval of the GMC.
The Executive Board grants specific powers to chairmen of local
boards of directors, enabling them to execute their local duties
and bear responsibility for their banks. Local HR policy as well
as local staffing, including the division directors, fall under the
chairmen of local boards of directors.
In sum
The new governance structure has two important effects. First,
it contributes to strengthening the cooperative. Members
have a major say at both the local and corporate level, which
safeguards the local focus and the decentralised character that
is so distinctive of Rabobank. Second, the new governance will
help us become a better bank, with a single balance sheet to
underline the financial soundness of Rabobank.
Dutch Corporate Governance Code
Rabobank Nederland is not required to comply with the Dutch
Corporate Governance Code because of its cooperative
structure, however, it does so voluntarily. Rabobank only departs
from the Dutch Corporate Governance Code on a few points,
partly on account of its cooperative structure. For additional
information about this, please refer to www.rabobank.com.
Dutch Banking Code
The Banking Code for Dutch banks was adopted by the Board
of the Dutch Banking Association in 2009, expanding on
a report titled 'Naar herstel van vertrouwen'(Restoring trust)
by the Advisory Committee on the Future of Banks.This Code
was revised in 2015. Rabobank's governance agrees with
the revised Banking Code in the current, as well as in the
new approach as of 2016. For additional information about
Rabobank's compliance with the Banking Code, please refer
to www.rabobank.com.
157 Corporate governance
