De Commissaris

'De Commissaris' aims to provide insights into Corporate Governance and related subjects. In Round Tables and interviews, commissioners, directors and experts share their vision.



The editors:

• Yvette van Gemerden
• Erik van Zadelhof
• Sander Wiggers
• Aston Goad
• Léon Korsten

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Archive

Issue 18, May 2012

• P.4 Management & Control Legislative Proposal
  The matters addressed in this legislative proposal are discussed in broad outline, including the limiting of the number of supervisory positions. The editorial staff provide you with an overview of the top 15 supervisory directors who must give up their positions.
  By: Sander Wiggers
• P.10 One-tier or two-tier board?
  A round-table discussion about the pros and cons of a one-tier versus two-tier board. Frans Stibbe talks to Kees Storm and Jan Kalff.
  By: Erik van Zadelhof
• P.14 Chance of a drastic increase of female supervisory directors is small
  A column on the consequences of the Management & Control Act: female quota for management boards and supervisory boards
  By: Thessa van der Windt
• P.16 Our female quotas are not quotas but targets
  An interview with Mirella Visser about female quotas and the culture change required in the Netherlands.
  By: Erik van Zadelhof
• P. 20 Cartels: red flags for internal supervisors
  An article on the cartel prohibition. What does this actually entail? How do you avoid participating in a cartel? What are the top 3 infringements? And how do you track down a cartel?
  By: Leon Korsten
• P. 24 'Early warnings' are more a question of sensitivity than of information
  A column on the characteristics and the attitude a supervisory officer must have to pick up warning signals on time.
  By: Maarten den Ottolander
• P. 26 The supervisory board and the works council
  An article on the relationship between the supervisory board and the works council which is somewhat forgotten. How and when does the supervisory board have to deal with the works council?
  By: Marnix Holtzer
• P. 29 Because we listen carefully the anger subsides
  The other post of Irene Asscher-Vonk
  By: Gwen van Loon

Issue 17, December 2011

• P. 4 Deviating locally from policy determined elsewhere
  A column about deviating locally from a group policy determined elsewhere
  By: Frans Stibbe
• P. 6 Rijnhard van Tets lets himself be inspired by international governance codes
  An interview about worldwide governance codes with Rijnhard van Tets, former ABN-AMRO banker, currently managing partner at asset manager Laaken Asset Management and internationally active as supervisory director at various companies.
  By: Gwen van Loon
• P.10 Committed shareholdership: medicine against activism and poor management
  A column about committed shareholdership: medicine against shareholder activism and poor management.
  By: Rients Abma van Eumedion
• P.13 International detection and combating of corruption at multinationals
  An explanation about the long arm of foreign law and international detection and combating of corruption.
  By: David Schreuders
• P.16 Simplifying pension fund governance is essential
  A dialogue with Erik Lutjens (professor of pension law) and Daan Heijting (director of ING's pension fund) concerning the necessity of simplifying the governance of pension funds.
  By: Erik van Zadelhof
• P. 20 External supervision of internal supervision
  An article on a new trend in government supervision: external supervision of internal supervision.
  By: Leon Korsten
• P. 24 Corporate governance in an international perspective
  An article on corporate governance in an international perspective.
  By: Rodria Laline and Fred van Eenennaam
• P. 28 "I try to contribute tranquillity and professionalism"
  The other post of Ton aan de Stegge: "I try to contribute tranquillity and professionalism"
  An interview by Gwen van Loon
• P. 31 Supervisory director; keep your distance until a management policy is carried out
  A judgment rendered by the District Court of Den Bosch about the distance a supervisory director must keep when a management policy is carried out.
  By: Steef Bartman

Issue 16, September 2011



Contents of Issue 16, September 2011:

• A film review of Counting the Cost, a film developed by DLA Piper about informing a board of supervisory directors incorrectly and untimely
  By: Erik van Zadelhof
• An article on the legal substance of claiming back bonuses: Does the 'claw back' legislative proposal offer a solution?
  By: Marita Hoogeveen
• An article on mediation in cases before the Enterprise Division in respect of inquiry proceedings.
  By Ellen M. Soerjatin
• Some animals are more equal than others, an investigation into the hierarchy in boards of supervisory directors.
  By: Dennis Veltrop and Jaap van Manen
• Article: What role does a member of a supervisory board play in the assessment of IT projects? Continue to ask questions, continue to ask questions and continue to ask questions
  By: Erik van Zadelhof
• Column: The Green Ceiling. About Corporate Responsibility and the role members of a supervisory board play in that respect. How green is your DNA?
  By: Conja ter Bekke
• The other post of Adri Baan: 'I can think crosswise'.
  An interview by Gwen van Loon
• Roundtable discussion: Wearing two hats. About the role of a member of the supervisory board appointed by a venture capital company.
  By: Erik van Zadelhof

Issue 15, May 2011



Contents of Issue 15, May 2011:

• Overview of courses for supervisory board members and a number of courses singled out, by Stefan Peij, Mijntje Lückerath and Jan Stolker
• Column: Corporate Governance 3.0 "LT", by Léon Korsten
• Column: Recognising the best candidate requires that supervisory board members have self-knowledge, by Pascale de Vilder (Partner at DP Groep)
• Interview with Dirk Brounen, real estate professor. The real estate industry was a candy booth for too long where sellers looked the other way". This interview was conducted by Ruud de Wit, former chief editor of Vastgoedmarkt.
• Column: You are a member of the supervisory board! A case from the practice of consultancy firm De Nieuwe Commissaris, by Maarten den Ottolander and Eveline Klopman
• Legal article: Take Action or Step Down? by Jos Wouters, lawyer at DLA Piper
• The Other Position of Rob Meuter, former banker at ABN AMRO Pensioenfonds and Kempen & Co
• Interview with managing director Monique Maarsen and financial director Fons Louter of real estate company the Maarsen Groep on approach, strategy, interaction with stakeholders and the role of the advisory council, by Monique Laenen, partner at DLA Piper and civil-law notary active in the field of real estate

Issue 14, December 2010



Contents of Issue 14, December 2010:

• Round Table on information as a basis for proper supervision with Marieke Bax, Rob Boelen, Arjan Eleveld and Sander Wiggers
• Evaluation of supervisory board members by Donna M. Hamlin and Rodria Laline
• Scenario planning and supervisory board members by Alexander van der Putte and Ann K. Holder
• Round Table on supervisory board members in family businesses with Fred van Eenenaam, Rob Zwartendijk, Dries van de Beek and Henny Westland
• Should or shouldn't supervisory board members act as an intermediary between a management board and shareholders? By Steef M. Bartman
• Column 'Supervisory board member: stick to what you know' by Thomas Aler
• 'Supervision for outsiders' about internal supervision by Arthur Docters van Leeuwen
• 'Additional Positions' by Cateautje Hijmans van den Bergh (Boer & Croon)
• Dialogue on 'Scenario Planning' with Peter Korsten (IBM) and Jos Nijhuis (Schiphol Group)
• Insurance aspects of directors' liability and the liability of supervisory board members by Michel Visser and Freek Warmelink of Aon Risico Management
• Four lessons learnt from the Fortis drama based on the book De kloof [The Gap] written by Piet Depuydt, by Leon Korsten

Issue 13



"De commissaris" (Dutch for supervisory director) is a magazine that focuses on supervisory directors of listed and unlisted companies, directors, corporate lawyers and others interested.

"De commissaris" aims to deepen the discussions in the field of corporate governance and related topics.

Contents of number 13, October 2010:

• Round table: wall of debt. Barbara van Hussen (DLA Piper), Gerard Kneppers (DLA Piper), Diederik van Wassenaer (ING Comercial Banking) and Bas Stoetzer (HFC Debt Advisory)
• Interview Peter Wakkie
• Dialogue: Jan Maarten Slagter (VEB) and Steef Bartman about the current status of corporate litigation
• The additional function held by Saskia Reuling
• Works councils and strategic decisions
• Interactive session: ‘zomergasten’
• The history of supervisory directors
• Round table about corporate litigation. Arnold Croiset van Uchelen (Allen & Overy), Fons Leijten (Stibbe), Frans Stibbe (DLA Piper) and Huub Willems (former chairman Enterprise Division and now professor in Groningen)
• Supervisory director commotion