Supervisory board
The Supervisory Board supervises the policy of the Executive Board and the general course of events in the company and the business connected with it, and assists the Executive Board by providing advice. In performing their duties, the members of the Supervisory Board are guided by the interests of the company and the undertaking connected with it and makes a balanced assessment of the interests of the stakeholders.
Supervisory Board members are appointed by the General Meeting upon nomination by the Supervisory Board. The Supervisory Board in principal must nominate candidates recommended by the Employee Council (being ABN AMRO’s central works council) for one-third of the Supervisory Board members. The General Meeting can only withdraw confidence in full Supervisory Board but not dismiss individual members. After their initial four-year terms, members of the Supervisory Board can be re-appointed twice. Any prospective member or re-appointee is required to meet the criteria as set out in the profile for the Supervisory Board, which is included in the Rules of Procedure of the Supervisory Board.
ABN AMRO and NLFI have agreed in the Relationship Agreement that, as long as NLFI directly or indirectly holds 10% or more of ABN AMRO’s issued share capital, it shall be given the opportunity to advise on the appointment of the chairman of the Supervisory Board by the Supervisory Board. Until that moment, the adoption of and any amendment to the profile for the Supervisory Board is subject to prior approval of NLFI.
Supervisory Board
Former members Supervisory Board 2023-2024
The resumes of the former members of the Supervisory Board who left ABN AMRO in 2023-2024 are based upon information available at the time of resignation.
Governance of Supervisory Board
After their initial four-year terms, members of the Supervisory Board can be re-appointed twice. Any prospective member or re-appointee is required to meet the criteria as set out in the profile for the Supervisory Board, which is included in the Rules of Procedure of the Supervisory Board.
The Retirement schedule of the Supervisory Board provides for information on the date of appointment, reappointment, appointment period and final date of retirement.
Committees
The Supervisory Board has installed five committees:
Audit Committee
The Audit Committee is responsible for the direct supervision of all matters relating to financial and sustainability reporting and controlling. In doing so, it is responsible for supervising (and advising the complete Supervisory Board) in respect of, amongst other things, (i) matters concerning accounting policies, (ii) internal control, financial and sustainability reporting functions, (iii) internal and external audit, (iv) risk assessment of issues that can influence financial and sustainability reporting and (v) relevant regulatory compliance.
The Audit Committee is composed of Sarah Russell (chair), Arjen Dorland and Michiel Lap.
Remuneration Committee
The Remuneration Committee is responsible for supervising (and advising the complete Supervisory Board) with regard to, amongst other things, (i) remuneration policies and execution thereof for members of the Executive Board, the Supervisory Board and selected members of senior management, and (ii) reporting on the execution of the remuneration policies through a remuneration report.
The Remuneration Committee is composed of Arjen Dorland (chair), Laetitia Griffith, Tom de Swaan, Mariken Tannemaat and Femke de Vries.
Risk & Capital Committee
The Risk & Capital Committee is responsible for supervising (and advising the complete Supervisory Board) with respect to, amongst other things, (i) risk management and risk control, (ii) compliance, (iii) capital allocation and liquidity requirements, (iv) the bank’s risk appetite, (v) regulatory compliance (including codes of conduct and internal procedures), (vi) risk awareness within the bank, (vii) the integration of sustainability risks, climate related risk and environmental risk in the risk management framework, (viii) sound remuneration policies and practices in light of risk, capital, liquidity and expected earnings, (ix) proposing corrective and/or disciplinary measures against members of the Executive Board in the event of breach of applicable laws and regulations, and (x) periodic review of the Group’s actual risk profile.
The Risk & Capital Committee is composed of Michiel Lap (chair), Sarah Russell, Mariken Tannemaat and Femke de Vries.
Selection & Nomination Committee
The Selection & Nomination Committee is responsible for supervising (and advising the complete Supervisory Board) with regard to, amongst other things, (i) the selection, appointments and reappointments regarding the Supervisory Board and the Executive Board, (ii) succession plans of the Supervisory Board and the Executive Board, (iii) the knowledge, skills, experience, performance, size, composition and profile of both boards, and (iv) the performance of the members of both boards.
The Selection & Nomination Committee is composed of Tom de Swaan (chair), Arjen Dorland, Laetitia Griffith and Sarah Russell.
Supervisory Sustainability Committee
The Supervisory Sustainability Committee is responsible for supervising (and advising the complete Supervisory Board) with regard to, amongst other things, (i) the sustainability aspects in the Group’s strategy and policies, (ii) ABN AMRO’s impact on people and the environment, but also how these matters impact ABN AMRO, (iii) the Group’s climate strategy and related climate action plan, (iv) the oversight, support and challenging of actions being taken by the Executive Board to run the Group as a sustainable business, (v) the formulation of the corporate culture and values and their execution in the organization, including the strategy and policies on responsible business conduct, (vi) sustainability KPI’s, and (vii) the positioning of the Group with respect to national and international best practices in the field of environmental, social and governance.
The Supervisory Sustainability Committee is composed of Femke de Vries (chair), Laetitia Griffith, Michiel Lap and Mariken Tannemaat.