Corporate Governance

There are various corporate governance codes that are relevant to the governance of STAK AAG. Amongst other things, the relevant provisions of the Dutch Corporate Governance Code and the Dutch Banking Code are attention points for STAK AAG. For its internal governance, the Board will as far as possible comply with principles of governance generally accepted in the Netherlands including - to the extent applicable to STAK AAG – the principles of the corporate governance code as published in December 2016.

There is a profile description for Board members and a head hunter will be involved for the recruitment of prospective Board members. The appointment terms of the Board members will be phased so that the retirement roster coincides with the ‘natural’ retirement dates. The remuneration policy for the Board is disclosed in the annual report and the additional activities of the Board members are listed in an appendix to the last annual report.The annual report lists the potential risks associated with the activities of the foundation and the foundation has an external auditor for the audit of the financial statements.

The Board is aware of the fact that the objective of the foundation is not in line with the corporate governance code, since the Trust Office can withdraw, as a protective measure, the power of attorney that is normally granted to the depositary receipt holders to vote. The explanatory notes of this deviation of the corporate governance code have to be provided by ABN AMRO, which has included these explanatory notes in its annual report.