The main duties of the Supervisory Board are supervising the policy of the Management Board and the general course of affairs of business in IMCD, and providing advice to the Management Board. The members of the Supervisory Board take the company’s interests and the enterprise connected therewith into account in the performance of their duties. The Supervisory Board members are appointed by the General Meeting of Shareholders pursuant to a binding nomination by the Supervisory Board. The General Meeting of Shareholders can overrule the binding character of the nomination by an absolute majority, representing at least 1/3 of the issued share capital.
The Supervisory Board is supported in its decision-making by two committees:
1. the Audit Committee, responsible for supervising the quality and integrity of the IMCD’s financial reporting and internal risk management and control systems, including legal and ethical compliance, and advising the Management Board in relation to these matters; and
2. the Remuneration Committee, responsible for advising the Supervisory Board on the remuneration of the Management Board.
M.G.P. (Michel) Plantevin (1956, French nationality)
Chairman and member of the Remuneration Committee Appointed as of 28 February 2011, current term expiring in 2021
Other important positions • Managing Director at Bain Capital. In his capacity as Managing Director at Bain Capital Mr. Plantevin holds several Supervisory Board and non-executive positions. • Former Managing Director at Goldman Sachs • Former Supervisory Board member of Brenntag S.A.
A.J.T. (Arjan) Kaaks (1966, Dutch nationality)
Vice-chairman and chairman of the Audit Committee Appointed as of 10 February 2015, current term expiring in 2022
Other important positions • CFO Dümmen Orange. • Former CFO and member of the Executive Boards of AGRO Merchants Group, CEVA Logistics, Maxeda DIY Group and Royal Grolsch. • Former non-executive board member of Philadelphia Zorg and Red Star Holding.
J. (Julia) van Nauta Lemke (1968, British and Dutch nationalities)
Member of the Audit Committee Appointed as of 12 May 2016, current term expiring in 2020
Other important positions • Senior partner at MaiAx Advisors • Formerly held international management positions at Shell and Cargill • Former associate with Mercer Management Consulting (US)
S. (Stephan) Nanninga (1957, Dutch nationality)
Chairman of the Remuneration Committee Appointed as of 9 May 2018, current term expiring in 2022
Other important positions • Former executive director of Dutch Star Companies One NV. • Member of the supervisory board of CM.com NV. • Non-executive director of Bunzl Plc. • Former CEO of SHV Holdings NV.
J. (Janus) Smalbraak (1967, Dutch nationality)
Member of the Remuneration Committee Appointed as of 12 May 2016, current term expiring in 2020
Other important positions • CEO of Pon Holdings B.V. • Member of the board of RAI Vereniging • Member of the advisory board of Gilde Buy Out Fund and CVC Capital • Former Supervisory Board member of Koninklijke Nedschroef
The Supervisory board acts in accordance with the articles of association and the below Supervisory Board Rules, which include the Supervisory Board Profile, the Resignation Rota and the Rules governing the Supervisory Board Committees. The Rules set out in detail the duties, size and composition of the Supervisory Board.