Annual Report 2010 - SBM Offshore

Report of the Board of Management
expected to be launched during the course of 2011
once all formalities required in the different jurisdictions
where the Company operates, including data protection
laws, have been satisfied.
The Company has developed a number of anti-corruption
initiatives including:
• guidelines for use of Agents and Commercial
Relations with Public Officials;
• use of standard contracts and anti-corruption
clauses in the Company's contracts;
• creating a Partner and External Relations
Management (PERM) Team which performs due diligence
on any new Agents/Consultants, Partner and/
or Freight Forwarder/Custom Brokers contracts/
relationships;
• conducting routine Internal Audit checks to monitor
Code of Conduct compliance.
Supervisory Board
As per 1 January 2010, the Supervisory Board consisted
of five members. At the AGM of 14 April 2010,
Mr. L.J.A.M. Ligthart stepped down as the vicechairman
of the Supervisory Board and chairman of
the Audit Committee and Mr. F.J.G.M. Cremers was
appointed to the Supervisory Board and was elected as
chairman of the Audit Committee. At an Extraordinary
General Meeting of Shareholders held on 6 July 2010
76 SBM Offshore – Annual Report 2010
Mr. F.R. Gugen was appointed to the Supervisory
Board and was elected chairman of the Appointment
and Remuneration Committee, dealing with remuneration
matters. At the AGM the Supervisory Board also
announced its intention to appoint a seventh member
of the Supervisory Board taking into account the best
practice of ensuring diversity in the composition of the
Supervisory Board. A recruitment process for this seventh
member of the Supervisory Board is ongoing.
The current term of office of Mr. H.C. Rothermund,
Chairman of the Supervisory Board, will expire at the
forthcoming AGM of 5 May 2011. A proposal for his
reappointment for a third and last four year term of
office expiring at the AGM of 2015 will be submitted to
shareholders for approval.
Until the AGM of 14 April 2010, the Supervisory Board
had three sub-committees: the Audit Committee,
the Remuneration Committee and the Selection and
Appointment Committee.
Audit Committee
Mr. L.J.A.M. Ligthart was the chairman of the Audit
Committee until 14 April 2010 and Mr. F.J.G.M.
Cremers succeeded Mr. L.J.A.M. Ligthart as the chairman
of the Audit Committee as from 14 April 2010. Mr.
F.G.H. Deckers is a member of the Audit Committee.
Verification of
equipment on the
FPSO 'Okha'