SBM Offshore Annual Report 2011 - PDF

All Supervisory Directors attended all of the regular Supervisory Board meetings and the sub-committee meetings
with the exception of one meeting of the Audit Committee where a member could not attend the meeting.
Supervisory Board members who could not physically attend the additional meetings held on specific topics
attended the meeting by phone and could follow the proceedings of the meeting and be heard by the other
Supervisory Directors. In addition, there were telephone conferences at Supervisory Board and at sub-committee
level.
All but one of the meetings of the Supervisory Board and of the sub-committees were held at the statutory offices
of the Company in Schiedam or elsewhere in The Netherlands. In December 2011 the Supervisory Board met at
the Company’s project execution centre in Monaco. At the Monaco project execution center, project management
and senior management were interviewed by each of the Supervisory Directors in one-on-one sessions and
information about the progress of the major projects and the state of affairs at the respective center was received.
The Chairman visited the Company’s operations in Singapore and Malaysia focusing on project management and
product quality. Another Supervisory Board member visited the Company’s offices in Brazil.
In its role of supervising the policies of the Company and advising the Board of Management, the Supervisory
Board challenges in a constructive way and with due regard to the interests of all stakeholders the actions and
plans of the Management Board concerning the management of the Company’s businesses. Communication at
the meetings is frank and open.
2.1.5 Main subjects reviewed by the Supervisory Board
Standard items
Standard items on the agenda are:
• the approval of the minutes of the previous meetings and the review and follow-up of actions arising
• the management and financial report
• the operating plan 2012
• reports of the Audit Committee, the Technical & Commercial Committee and the Appointment & Remuneration Committee
• approval of the Company’s annual results and support for the half-year results and the Q1 and Q3 trading updates
• Health Safety Security and Environment
• Mergers & Acquisitions
• Corporate Governance
• Corporate Social Responsibility matters
• review of legal claims
Major projects, tenders and investments
Major projects, tenders and investments are discussed by the Supervisory Board on an ad hoc basis. In the year
under review there were a number of telephone conferences concerning major projects and investments.
This is a customized selection from the SBM Offshore N.V. Annual Report 2011
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