The One-Tier Board
Einde inhoudsopgave
The One-Tier Board (IVOR nr. 85) 2012/4.4.6:4.4.6 Size
The One-Tier Board (IVOR nr. 85) 2012/4.4.6
4.4.6 Size
Documentgegevens:
Mr. W.J.L. Calkoen, datum 16-02-2012
- Datum
16-02-2012
- Auteur
Mr. W.J.L. Calkoen
- JCDI
JCDI:ADS593738:1
- Vakgebied(en)
Ondernemingsrecht (V)
Toon alle voetnoten
Voetnoten
Voetnoten
See Smit (2009), which describes the board dynamics at ABN AMRO.
De Bos and Llickerath (2009/0), p. 17, says that the average for a supervisory board of listed companies is 6.2 in 2008. The number of supervisory directors of all companies decreased from 5.88 in 2006 to 5.33 in 2008 according to the Monitoring Report of 2009, p. 41.
Cees Maas, Naar herstel van vertrouwen (2009), p. 13, advice 1.3 ('Maas (2009)').
Deze functie is alleen te gebruiken als je bent ingelogd.
Sometimes Dutch boards have been very large. ABN AMRO, in 2007, had 5 management board members and 12 supervisory directors. That was — in hindsight — regarded as too large.1 Basically the Dutch are well advised to pay attention to the recommendations given in the US and the UK that boards should not be too large. The Dutch generally are mindful of this point. They do consider size.2 The report of the Committee Maas, giving advice for better banks, has suggested that supervisory boards should be larger with access to more knowledge: at least 10 for big banks and at least 6 for small banks.3 The then Minister of Finance, Bos, advised against outsized supervisory boards. I would say that for larger companies 9 would be a maximum, i.e. 3 members for each of the 3 committees. In smaller companies the supervisory board can have a lower number to avoid unwieldy discussions or supervisory directors that stay silent.