Corporate governance

Tasks and responsibilities

Eneco complies with the Dutch Corporate Governance Code. As Eneco has neither shares nor depositary receipts for shares listed on a stock exchange, a number of stipulations of the code are not applicable. In areas where this code does not apply to the company - see eneco.nl/corporate - Eneco applies the relevant best-practice criteria.

Governance roles
Board of Management

The Board of Management is ultimately responsible for the performance of Eneco Group and the Group companies. The Board of Management is appointed by the Supervisory Board and is accountable to the General Shareholders' Meeting.

Eneco’s Board of Management consists of four members. Personal information on the members of the Board of Management can be found on Eneco’s corporate website.

Supervisory Board

The Supervisory Board of Eneco Holding N.V. provides advice to the Board of Management and supervises the policy of the Board of Management and the general performance of Eneco Group and the Group companies.

At present, the Supervisory Board of Eneco temporarily consists of eight members and has appointed four committees:

  • The Remuneration Committee provides advice with respect to the remuneration of the members of the Board of Management. Chairman of this committee is Mirjam Sijmons. The other members are Edo van den Assem and Marieke van Lier Lels.
  • The Selection and Appointment Committee provides advice with respect to the selection and appointment of members of the Board of Management. Chairman of this committee is Klaas de Vries. The other members are Edo van den Assem and Mirjam Sijmons.
  • The Audit Committee supervises the integrity of the financial and non-financial reporting, internal control and risk management as well as the internal and external audit process. The members of this committee are Henk Dijkgraaf (Chairman), Marco Keim and Rob Zandbergen.
  • The Strategic Committee discusses and makes preparations for meetings on all aspects relating to the unbundling of the organisation. The members of this committee are Edo van den Assem (Chairman), Henk Dijkgraaf and Marco Keim.
Shareholders

The shares of Eneco Group are held by 53 municipalities. Eneco organises a General Shareholders' Meeting within six months after the closing of the financial year, or more frequently if deemed necessary by the Supervisory Board or Board of Management. During this annual General Shareholders’ Meeting, the annual report is discussed and the financial statements are adopted. The General Shareholders' Meeting is also responsible for the appointment and dismissal of members of the Supervisory Board, the Supervisory Board and Board of Management remuneration policy and changes to the articles of association (see also Shareholders).

Code of conduct

The conduct and integrity standards that Eneco has published on its corporate website apply to all Eneco employees. Employees can contact one of the four confidential counsellors appointed by Eneco Group to report issues relating to integrity (see Integrity and compliance).

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