Supervisory Board

The Supervisory Board is responsible for supervising the conduct of and providing advice to the Management Board and for supervising the company’s business in general.

In performing its duties, the Supervisory Board is required to act in the interests of Dietsmann’s business as a whole. The members of the Supervisory Board are not authorized to represent the company in dealings with third parties. The Supervisory Board appoints from among its members a Chairman and may appoint one or more Vice-Chairmen from among its members. The present Chairman is Mr Smulders.

 

Supervisory Board Members

Maurice Smulders (1936, Dutch)

Mr. Smulders was first appointed to the Supervisory Board in 1999, and his current term expires in 2015. He is the Chairman of the Supervisory Board and a member of its Selection & Nomination Committee.
Mr. Smulders has been active as an entrepreneur throughout his business life, in various sectors including shipping, construction and real estate in the UK and USA. More recently he has been working in mezzanine debt and other forms of financing for intermediate and start up business undertakings. Mr. Smulders holds a degree in Law from the University of Leiden. At the time of the foundation of Dietsmann in 1977, Mr. Smulders and Mr. Kütemann both held 50% stakes in the company. He has continued to hold his 50% shareholding since the corporate restructuring of Dietsmann in 2006.

André Jonkman (1954, Dutch)

Mr. Jonkman was first appointed to the Supervisory Board in 2007, and his current term expires in 2015. He is the Chairman of its Audit Committee. Since 2001, Mr. Jonkman has been the Chief Financial Officer of Fugro NV, a consulting engineering firm mainly active in the oil and gas industry worldwide. He was appointed as a member of Fugro’s Executive Board in 2004. Prior to joining Fugro in 1988 as Group Controller, he had held various positions with KPMG Accountants, where he started his career in 1971. Amongst various qualifications, he holds certificates from NIVRA, the Koninklijk Nederlands Instituut van Registeraccountants.

Géraldine Gazo (Monegasque)

Mrs. Gazo was appointed as a member of Dietsmann’s Supervisory Board on 8 April 2014, with a term which coincides with the other members of the Supervisory Board and eligible for renewal at next Annual General Meeting of Shareholders (tentatively scheduled April 2015). Mrs. Gazo will have special responsibility for overseeing the continuity and transition to the next generation of Dietsmann leadership while preserving the company’s Values and Culture.
Mrs. Geraldine Gazo has been a Barrister with the Bar of Monaco since 1997, by Sovereign Order of H.S.H. Prince Rainier Ill, she was appointed as Defense Counsel with the Bar of Monaco in 2005. She is the Principality of Monaco’s representative member at the International Court of Arbitration of the ICC. In 2013, by Sovereign Order of H.S.H. Prince Albert II, she was appointed as Representative Member of the Government at the Economic and Social Council (CES) and President of the Finance section. Mrs. Gazo has a Law degree and a Doctorate in Law from the “Université de droit et sciences économiques” Pantheon Assas Paris II, France. She is the author of various papers and publications in her field. Mrs. Gazo is a Knight of the Order of Saint-Charles of the Principality of Monaco.

Regulations

The Supervisory Board adopted a set of regulations in 2007 governing its practices and procedures, including the definition and handling of conflicts of interest, and incorporating the best practice provisions as laid down in the Dutch Corporate Governance Code:


Dietsmann NV Supervisory Board Regulations