Corporate governance

The Board of Directors and the Supervisory Board endorse the general principles and starting points of the Dutch Tabaksblat Code, i.e. honest and transparent actions, good supervision and accountability. Although this Code focuses on Dutch businesses quoted on the stock exchange, in 2004 the Management Board and the Supervisory Board decided to implement elements from the Tabaksblat Code that are relevant to ECN. In 2006 regulations were drafted containing the elements from the Tabaksblat Code that are relevant to ECN. There have been no amendments in 2011.

The Board of Directors of ECN consists of one statutory appointed Chief Executive Officer (CEO), one non-statutory appointed Chief Operating Officer (COO) and one non-statutory appointed Chief Financial officer (CFO). The CEO acts as chairman of the Board of Directors. He bears final responsibility for the entire company and renders account to the Supervisory Board. The CEO is appointed, suspended and dismissed by the Supervisory Board. The current CEO has been appointed for an indefinite period. The Supervisory Board establishes the remuneration of the CEO.

The Supervisory Board consists of six members. It is the duty of the Supervisory Board to supervise the administration of the foundation by the Board of Directors and the general affairs of the foundation and its affiliated companies. The Supervisory Board advises the Board of Directors.

The members of the Supervisory Board are appointed by the Minister of Economic Affairs, Agriculture and Innovation upon nomination by the Supervisory Board. When nominating candidates, the Supervisory Board consults the Management Board and the Works Council. The candidate needs to match the desired profile of the Supervisory Board. The Supervisory Board draws up this profile, taking into account the nature of ECN, its activities and the desired expertise, experience and independence of its members. The Supervisory Board evaluates the profile every year. Members of the Supervisory Board are appointed for a four-year term and may be reappointed for a maximum of two additional periods.

The Board of Directors and the Supervisory Board are responsible for the corporate governance structure of ECN and render account to the minister of Economic Affairs, Agriculture and Innovation. The Supervisory Board provides the Minister of Economic Affairs, Agriculture and Innovation with all required information.