Coatings - AkzoNobel

• the amendment of the Company’s Articles of
Association, including the elimination of the restriction
of voting rights, as adopted at the General Meeting of
Shareholders on April 24, 1998;
• the Supervisory Board’s profile and procedures in the
context of best practice recommendations on Corporate
Governance.
Furthermore, the Supervisory Board discussed and
authorized several acquisitions, as well as a number of
major investment projects and financing arrangements.
The Audit Committee held consultations with the
Chairman of the Board of Management, the CFO, and
the external and internal auditors on such issues as
internal control, administrative organization, the
Company’s handling of the millennium issue, and the
introduction of the euro. In January 1999, preparations
for the 1998 Financial Statements were extensively
discussed with the Board of Management, the external
auditor, and the internal auditor.
The Nomination and Remuneration Committee
prepared proposals for nominations to the Supervisory
Board and advised the Board of Management on its
nomination proposals. The Committee regularly screens
and determines, on behalf of the Supervisory Board,
the remuneration and other benefits of the members of
the Board of Management.
Financial Statements and Dividend Proposal
We herewith submit for shareholders’ approval at the
General Meeting of April 22, 1999, the financial
statements of Akzo Nobel N.V. for 1998 as prepared by
the Board of Management. These financial statements
have been audited by KPMG Accountants N.V.
Their report can be found on page 84.
We have approved these financial statements as well as
the Board of Management’s proposal made therein with
regard to the allocation of profit, and the dividend
proposal, as stated on page 14. We recommend that
shareholders adopt the financial statements and
discharge the members of the Board of Management of
their responsibility for the conduct of the business, and
the members of the Supervisory Board for their
supervision.
Arnhem, February 19, 1999
The Supervisory Board
AKZO NOBEL ANNUAL REPORT 1998
7
Supervisory Board
Has served in this or
similar capacity since:
Aarnout A. Loudon (1936, Dutch), 1994
Chairman 1)
Former Chairman of the Board of Management
of Akzo Nobel N.V.
Member of the Dutch Upper House
Frits H. Fentener van Vlissingen (1933, Dutch), 1984
Deputy Chairman 1)2)
Managing Director of Flint Holding N.V.,
the Netherlands
L. Paul Bremer, III (1941, American) 1997
Former U.S. Ambassador to the Netherlands
Managing Director of Kissinger Associates Inc.
Abraham E. Cohen (1936, American) 2) 1992
Director on a number of boards of U.S. corporations
Jean G.A. Gandois (1930, French) 1989
Former President of the Conseil National du
Patronat Français
Hilmar Kopper (1935, German) 2) 1990
Chairman of the Supervisory Board of Deutsche Bank AG
Maarten C. van Veen (1935, Dutch) 1997
Former Chairman of the Board of Management of
Koninklijke Hoogovens N.V., the Netherlands
Lo C. van Wachem (1931, Dutch) 1) 1992
Chairman of the Supervisory Board of
Royal Dutch Petroleum Company
Dieter Wendelstadt (1929, German) 1) 1993
Chairman of the Supervisory Board of
AXA Colonia Konzern AG, Germany
1) Member of the Nomination and Remuneration Committee.
2) Member of the Audit Committee.