Eumedion fears that new Dutch corporate governance code erodes independent position of Supervisory Board

06-04-2016

A number of proposals from the Dutch Corporate Governance Code Monitoring Committee undermines the principle of independent supervision by the Supervisory Board and should therefore be deleted. This is one of the core elements of Eumedion's comments on the Commitee's proposals for revision of the Dutch Corporate Governance Code.

Eumedion has major concerns regarding the proposals to include more representatives of major shareholders in the Supervisory Board, to reward supervisory directors with stock options and to allow supervisory directors with a personal or financial interest to sit on a special transaction or takeover committee. Eumedion distances itself further from the proposed deletion of a series of pay provisions. Eumedion also expresses its concerns regarding to proposal to delete many remuneration provisions. For shareholders and other stakeholders it is very important that the Supervisory Board when implementing and rendering accountability on the remuneration policy complies with the generally accepted principles for a remuneration policy respectively the remuneration report. Eumedion is very positive about the proposals to focus more on long term value creation, internal culture, the scope extension of the 'in control' statement, the emphasis on proper succession planning and the increase in the number of provisions concerning the internal audit function.