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The Supervisory Board of the Company
consists of five members and is responsible for the
supervision of the management conducted by the Management
Board. Certain important business decisions of the
Management Board, as listed in the articles of association,
require the approval of the Supervisory Board. The
Supervisory Board adopts resolutions by a majority
of the votes cast at a meeting in which a majority
of the members of the Supervisory Board is present
or represented.
The Supervisory Board meets at least four times per
year. At these meetings the Management Board informs
the Supervisory Board of results over the period past
and the future forecasts and business developments. The
members of the Supervisory Board are appointed by the
General Meeting of Shareholders. The Supervisory Board
itself is entitled to make a non-binding nomination for
each vacancy. The dismissal or temporarily suspension
of any member of the Supervisory Board is the responsibility
of the General Meeting of Shareholders.
As a result of the observance of the Dutch corporate governance
rules by the Company as good as possible, three standing
committees have been created: the Audit Committee, the
Remuneration Committee and the Selection and Appointment
Committee. The committees are appointed by the Supervisory
Board from among its own members. |