The composition of the Board was such that members could act critically and independently of one another, the Executive Board and any other interest. The Supervisory Board complies with the independence criteria of the Dutch Corporate Governance Code. Aart de Geus deviates from one of the independence criteria (article 2.1.8) of the Dutch Corporate Governance Code because a family member is a Triodos Bank Group co-worker.
Conflicts of interest
In accordance with the requirements of the Dutch Corporate Governance Code, the Supervisory Board has internal rules in place that govern any actual or potential conflict of interest of Board members. No conflict of interest occurred during 2019.
As part of the Supervisory Board’s permanent education programme, the Supervisory Board organises annual meetings with both internal and external experts. In 2019, education sessions were organised on the following topics: reporting standards/IFRS, culture change, crisis communication management, corporate governance, and sustainability developments in Europe.
The results of the 2018 evaluation were discussed by the Supervisory Board and recommendations have been implemented as a result. As a result of the self-evaluation 2018 the Supervisory Board asked the Executive Board to provide brief monthly updates for actual topics, given the number and intensity of topics on the Supervisory Board agenda. The Supervisory Board also decided to continue having working dinners throughout the year to discuss strategic issues.
The 2019 self-evaluation of the Supervisory Board took place in the last quarter of 2019 with the support of an external facilitator. The results will be discussed in the first quarter of 2020 onwards.