Annual report 20108.31 MB - Boskalis

Summary Report of financial the Supervisory information Board2010for a period of four years as per 27 March 2010.During the year under review Boskalis organized anintroduction program to the company forMr. Hazewinkel.The Selection and Appointment Committee alsodiscussed the reappointment of Mr. Kamps tothe Board of Management in the position of ChiefFinancial Officer. Mr. Kamps was first appointedto the post in 2006. The Supervisory Boardadopted the proposal to reappoint him and, havingsought the opinion of the Extraordinary GeneralMeeting of Shareholders on the matter, on 17March 2010 reappointed Mr. Kamps to the Boardof Management in the position of Chief FinancialOfficer for a four-year term.On 17 March 2010 the Supervisory Boardsubmitted the proposal to appoint Mr. Vree to theBoard of Management to the Extraordinary GeneralMeeting of Shareholders. In light of the merger withSmit Internationale N.V., it was considered that theaddition of Mr. Vree to the Board of Managementwould strengthen the Board’s expertise andexperience. Following consultation with theshareholders, the Supervisory Board appointedMr. Vree to the Board of Management for a periodof four years with effect from 1 April 2010.During the year under review the SupervisoryBoard formulated the company’s new CorporateGovernance policy and updated the company’sCorporate Governance documentation accordingly.The new Corporate Governance policy was put onthe agenda as a separate item for discussion bythe General Meeting of Shareholders on 12 May2010. The principal points of the policy can befound on pages 58 to 59 of this report.In the opinion of the Supervisory Board,the provisions of the Code regarding theindependence of the members ofthe Supervisory Board have been compliedwith. The Supervisory Board considersMr. M. van der Vorm to be non-independentin the sense of the Code.Outside the presence of the board members theSupervisory Board discussed the performanceof the Board of Management and its individualmembers as well as reviewing the performance ofthe Supervisory Board and its individual membersas measured against the Profile. This evaluationtook place during collective as well as bilateralmeetings between the Supervisory Board, thechairman of the Supervisory Board and theindividual members of the Board of Management.On 17 March the Supervisory Board decided toappoint Mr. M. van der Vorm vice-chairman of theSupervisory Board on the grounds of his extensiveexperience.Dutch Corporate Governance CodeSince the introduction of the Dutch CorporateGovernance Code (the ‘Code’) in 2004, theprinciples of proper corporate governance andbest practice provisions set out in the Code haveregularly been discussed at Supervisory Boardmeetings. A decree of 10 December 2009 declaredthe new Dutch Corporate Governance Code to beapplicable to annual reports relating to financialyears commencing on or after 1 January 2009.The Supervisory Board wishes to thank the Boardof Management and the company’s employeesfor their efforts during 2010 and extends itscompliments to them for the results achieved forthe year.Papendrecht / Sliedrecht, 16 March 2011Supervisory BoardMr. H. Heemskerk, chairmanMr. M. van der VormMr. H.J. HazewinkelMr. M.P. KramerMr. M. NiggebruggeMr. C. van WoudenbergRoyal Boskalis Westminster nv31