Supervisory Board

The Supervisory Board supervises the policies of the Management Board and the general conduct of business within Alliander and its associated companies. In addition, the Supervisory Board assists the Management Board with advice. The performance of the tasks is the collective responsibility of the Supervisory Board.

In fulfilling its tasks the Supervisory Board aims to serve the interests of Alliander and its associated enterprises, whilst weighing up the relevant interests of all stakeholders. The Supervisory Board also takes into account all social aspects of entrepreneurship relevant to Alliander.

Appointment

The members of the Supervisory Board are appointed by the General Meeting, upon the nomination of the Supervisory Board. Both the General Meeting of Shareholders and the Central Works Council have a reinforced right of recommendation for a third of the Supervisory Board members. In addition, the right of recommendation can be exercised by the Committee of Shareholders, instead of by the General Meeting of Shareholders. This is what happens in practice at Alliander.

Committees

The Supervisory Board has appointed two standing committees from among its members: the Audit Committee and a combined Selection, Appointment and Remuneration Committee. The duties of these committees are to provide the Supervisory Board with support and advice and to prepare the decision-making. Reports on the committee meetings are presented to the meeting of the full Supervisory Board and serve as the basis for the decision-making. The committees each have their own internal By-laws, setting out their duties, responsibilities and procedures.

• The Audit Committee directly supervises all matters relating to financial strategy and performance, including the selection of and the relationship with the external auditor, the effectiveness of the accounting systems, financial publications and all aspects relating to the risk management and control system. In addition, the Audit Committee monitors the role and performance of the Internal Audit Department. The Audit Committee consists of of Ms Van der Veer-Vergeer (chairman) and Mr G. Hamers.

• The responsibilities of the Selection, Appointment and Remuneration Committee include the preparation of the selection and nomination of candidates for appointment or reappointment to the Supervisory Board and the Management Board. This committee also advises the Supervisory Board on the remuneration policy to be pursued for the members of the Supervisory Board and Management Board and the remuneration of the individual members. The  Selection, Appointment and Remuneration Committee of Mr B. Roetert (chairman) and Ms A. Jorritsma-Lebbink.

The remuneration of members of the Supervisory Board is determined by the General Meeting of Shareholders.

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