Self-evaluation questionnaire SB

Transcription

1 Self-evaluation questionnaire SB The interactive PDF can be filled in, saved and shared with your contacts. Name: Date:

2 1. Responsibilities and composition of the SB 1.1 I have a clear insight into the mandate and responsibilities of the SB. 1.2 The SB has the eight mix of experience and knowledge. 1.3 The SB has the right number of members. 2. Meeting SB 2.1 The frequency of SB and committee meetings is appropriate. 2.2 I receive meeting documents on time. 2.3 The quality of meeting documents and other information is appropriate (considering completeness, accuracy, briefness and clarity of information) and specific when it comes to: - Periodic information (results, accompanying explanations, etc.). - Incidental information (e.g. about investments, acquisitions, disinvestments, appointments, etc.). 2.4 Enough time is scheduled for SB and committee meetings (so sensitive and other important topics can also be discussed).

3 2.5 SB and committee meetings take place in a manner that allows open communication, valuable participation, critical questions and timely resolution of issues. 2.6 I feel comfortable about my personal contribution to debates in the SB meeting. 2.7 I am satisfied with the awareness and knowledge of the SB: - Concerning the nature and scope of risks faced by the company. - About the policy and procedures the company has implemented to identify, monitor and manage these risks. 2.8 I am satisfied with the frequency and time reserved for discussions between members of the SB, without the presence of the BoD. 2.9 During decision-making, the SB pays enough attention to the interests of all stakeholders. 3. Performance SB 3.1 The SB is successful as a team. 3.2 My knowledge of the business, company and its operations is sufficient to fulfil my responsibilities as member of the SB.

4 3.3 The BoD responds appropriately to questions and issues addressed by the SB. 3.4 I am satisfied with the process used by the SB to approve the company's strategy. 3.5 I am satisfied with the way in which the SB monitors the operations and results of the company. 3.6 The SB is successful in relevant networks. 3.7 I am satisfied with the way in which the SB is also informed about important issues outside the meetings. 3.8 I am appropriate informed about relevant developments in the surroundings. 3.9 I would like to receive additional training and information for certain areas. 4. Performance of Committees in the SB Based on what I know, I am satisfied with quality and reports in the following committees: 4.1 Audit committee. 4.2 Appointment and Remuneration committee.

5 5. Chairman of the SB. disagree Disagree Agree agree n/a Additional comments or suggestions: I am satisfied with the quality of the chairmen in relation to the following roles: 5.1 Chairman of the meetings. - Important topics are scheduled and addressed in an appropriate manner and at an appropriate time. - The available meetings time is used in a balanced manner. - All members are able to play an active role in assessment and decision-making. - The meeting is summarised in an appropriate manner and clear conclusions and decisions are formulated. 5.2 Effective leadership of the SB. - The chairman makes sure the decisions of the SB are actually implemented. - The chairman plays a leading role in the composition of the SB, the organisation and approach of the SB and the performance evaluation of the SB. 5.3 Supervision concerning compliance with, and possible modification of, the SB's regulations. 5.4 Balancing the various interests in the company's governance. 5.5 Mental neutrality/ professional distance inrelationship with the SB chairman 5.6 How can the chairman help to create an (even) more effective SB?

6 6. Relationship SB - BoD 6.1 The BoD communicates (with the SB) in an open, honest and timely manner. 6.2 There is open, honest and timely communication between members of the SB. 6.3 The SB inspires the BoD. 6.4 The SB pays sufficient attention to succession planning in the BoD. 6.5 The SB evaluates the BoD in an effective manner. 6.6 The SB addressed the remuneration of the BoD in an effective manner. 6.7 The BoD is able to deal with criticism from the SB and does not become too defensive.

7 7. The company's secretariat What should be continued? What should be started or improved? How do you rate the performance of the company secretary and the secretaries of the various committees? What should s/he continue and should s/he improve? Are you able to appropriately access the advice and support provided by the secretary? How do you rate the quality of the secretary's preparation and reporting for meetings? How do you rate the secretary when performing other company tasks for the SB? 7.1 Secretary of the SB. Additional comments or suggestions: 7.2 Secretary of the audit committee. 7.3 Secretary of the appointment and remuneration committee. 8. Performance of SB members What should be continued? What should be started or improved? How would you rate the performance of [ ]? What should s/he continue and should s/he improve? 8.1 Person V Additional comments or suggestions: 8.2 Person W

8 8.3 Person X What should be continued? What should be started or improved? Additional comments or suggestions: 8.4 Person Y 8.5 Person Z 9. Wrap-up 9.1 How would you rate the overall performance of the SB? Score (1 (Very poor) 10 (Excellent) Score: Additional comments or suggestions about the performance of the SB: For further information, please contact: Ruud Kok Managing partner Corporate Governance Services Tel: , ruud.kok@nl.pwc.com Lynn Bui Senior Manager Advisory Services Tel: , lynn.bui@nl.pwc.com 2016 PricewaterhouseCoopers B.V. (CoC ). PwC refers to the PwC network and/or one or more of its member firms, each of which is a separate legal entity. Please see for further details.