Corporate Governance
The Supervisory Board and the Managing Board are responsible for sound corporate
governance at the Bank. As a Bank, NWB is subject to specific legislation and regulations.
NWB is a public sector bank, which entails special social responsibility. Solidity and transparency are considered to be key elements of good management, which also embraces the application of the Dutch Corporate Governance Code (“the Code”). The specific characteristics of the Bank play an important role. These specific characteristics are:
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At NWB, important powers under the Articles of Association are conferred to shareholders, such as the power to appoint the members of the Managing Board and the Supervisory Board.
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Only the State of the Netherlands, water boards and other legal persons governed by public laws may be shareholders.
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The shares are not quoted on a stock exchange. Based on the facts under point 2, the
remuneration of the Managing Board does not include share or option plans. -
NWB is a small, manageable organisation sited at just one location.
The Code allows for specific characteristics and clearly states that corporate governance involves customised solutions. Taking this into account, NWB adheres to the Code. The remuneration policy for the Managing Board states that existing contracts will be honoured, including deviations from the Code with regard to the appointment period and exit scheme.



