Governance

Results of the National Supervisory Board Member Survey 2012

January 1, 2013
The National Supervisory Board Member Survey 2012 focused specifically on the impact of the various governance codes on the  supervisory board member's role.
 
The survey revealed several remarkable findings. Firstly with regard to the maximum number of monitoring roles in the One-Tier Board (Wet Bestuur en Toezicht). Supervisory board members think that this legal maximum could have been avoided if the governance codes had devoted more attention to the matter. The supervisory board members do believe that the legal maximum contributes to the legislator's three intended objectives (safeguarding quality monitoring, preventing conflicts of interest and breaking down the old boy network), but that this should have been regulated using supervisory board regulation or codes and not by law.
 
Secondly, supervisory board members see obvious improvements in monitoring compared with a decade ago. They observe a substantial change in a) the assessment of their own roles, b) accountability and c) clear task and role descriptions. According to supervisory board members the corporate governance codes have clearly contributed to this; they consider the Code's greatest contribution to be guidelines for independence, transparency with regard to tasks and roles, assessment of their own performance, accountability and interaction with the external accountant. Not all the current themes are effectively anchored in the existing Corporate Governance Codes, if this does not happen then legislation threatens.
 
Lastly, at the moment there are too many governance codes, each sector has its own code. A small majority of supervisory board members has a preference for a sectoral code. Supervisory board members of stock listed companies do not support a sectoral code; just 28% think this is desirable. On the other hand supervisory board members are unanimous in their belief that none of the sectors is so specific that a different code for each sector is the only answer. This raises the question of why not everyone thinks a sectoral code is desirable.

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National Supervisory Board Member Survey 2012, Auke de Bos and Mijntje Luckerath (2013)

 

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