Independence and self-evaluation

Independence

Throughout the year, all members of the Supervisory Board were independent from Triodos Bank under the terms of the Dutch Corporate Governance Code; the composition of the Board was such that members were able to act critically and independently of one another, the Executive Board, and any particular interest.

Self-evaluation

The Supervisory Board’s annual self evaluation, with an independent consultant, started at the end of 2010 and concluded in 2011.

Separate, regular meetings were established as a result of this work, between the Supervisory Board and Executive Board. This was the starting point for more in-depth discussions about the impact Triodos Bank could have on society, while maintaining healthy growth and adhering to its core values. The general conclusion was that Triodos is a bank in transition, from a small scale institution towards an internationally operating bank with a leading role in sustainable banking and banking on values.

As a consequence the Supervisory Board has to develop with it. It should move from a more ratifying role, to a more probing and engaging function, requiring a higher level of intensity in the Board’s key roles; including monitoring strategy and performance, compliance in the broadest sense, and co-worker and depository receipt holder issues.

The results of the self-evaluation were discussed in the Supervisory Board’s February 2011 meeting. The Chair and Board members also met separately to discuss individual assessments.

The evaluation process also included an assessment of the two statutory Executive Board members. Results were discussed with these members individually and the two members of the Nomination and Compensation Committee.

The Supervisory Board met once without the Executive Board, to discuss the effectiveness of both Boards and the relationship between the two. In general, the Supervisory Board judged its own effectiveness to have improved and is determined to continue this progress.

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