Contents Management report Corporate governance Consolidated financial statements Financial statements Pillar 3 Members: Cees Veerman, Chairman (until 7March 2015) Ron Teerlink, Vice Chairman (Acting Chairman as of 7 March 2015) Irene Asscher-Vonk Arian Kamp Wout Dekker M a rja n Tro m p ette r (as of 23 Sep tern ber 2015) Appointments Committee The Appointments Committee helps the Supervisory Board prepare for its decision making in relation to the composition of, and (re)appointments to, the Supervisory Board and the Executive Board. In 2015, the Appointments Committee extended advice, on the basis of the prepared succession planning for the Supervisory Board and assessments of the senior executive management, on personnel changes in the Supervisory Board, respectively the Executive Board. The Committee also advised the Supervisory Board on the approval of a number of senior management appointments at Rabobank Nederland and its affiliates. As part of talent management, the Committee also addressed the subject of gender diversity. Members: Wout Dekker, Chairman Henk van Dalen, Vice Chair (temporarily stepped down on 6 November 2015) I rene Asscher-Von k, (Vice Chair ad interim as of 6 November 2015 to replace Henk van Dalen) Arian Kamp Marjan Trompetter (since25 November2015) HR Committee The HR Committee helps the Supervisory Board prepare for its decision making in relation to the remuneration of the members of the Executive Board and the remuneration policy for members of senior management. It also keeps close track of remuneration policies pursued in the external market and advises the Supervisory Board on how to apply the guidelines for remuneration policy in the banking sector. In 2015 the HR Committee discussed the performance targets for 2015 for Identified Staff. Please refer to the section Remuneration in this Annual Report for an explanation of this term. The Committee carried out preparatory work for the Supervisory Board with regard to the annually available aggregate variable remuneration with an underlying risk assessment for Rabobank Group and for the individual variable remuneration of employees classed as Identified Staff of Rabobank Group. The HR Committee advised the Supervisory Board on proposals for material exceptions to the Group Remuneration Policy (GBB).The Remuneration Committee also issued advice on modifications to the terms of employment policy for the senior management and the Executive Board. Members: Henk van Dalen, Chairman (temporarily stepped down on 6 November 2015) Irene Asscher-Vonk, Member and Chairperson (ad interim as of 6 November 2015 in order to replace Mr Van Dalen) Wout Dekker Arian Kamp Marjan Trompetter (since25 November2015) Appeals Committee The Appeals Committee acts as an advisory appellate body in disputes between local Rabobanks or between one or more local Rabobanks and Rabobank Nederland. No disputes were referred to the Appeals Committee in 2015. Members: Irene Asscher-Vonk, Chairperson Leo Graafsma Arian Kamp Proposal to the General Members Council and conclusion In accordance with the relevant provisions of the Articles of Association of Rabobank, the Supervisory Board has reviewed the Annual Report and the financial statements for 2015 of Rabobank and of Rabobank Group, and other relevant associated information.The Supervisory Board discussed these documents with the Executive Board, the internal auditor and external auditors, Ernst Young Accountants LLP (EY), and took note of the unqualified external auditor's report that EY issued on the financial statements 2015. The Supervisory Board would like to ask the General Members Council of Rabobank to adopt the financial statements 2015. On 30 October 2015, we were informed of the death of Lense Koopmans, former Vice Chair of the board of directors and Chair of the Supervisory Board of Rabobank Nederland. From 1996 onwards, Lense Koopmans made a very significant contribution to the development of our cooperative banking business. He was, among otherthings, one of the founders of 167 Report of the Supervisory Board

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Annual Reports Rabobank | 2015 | | pagina 168