The Dutch Corporate Governance Code (the ‘Code’), published by the Dutch Corporate Governance Committee on 9 December 2003, contains principles and best practice provisions for Management Boards, Supervisory Boards, shareholders and General Meetings of Shareholders, as well as for financial reporting, audits, disclosures, compliance and enforcement standards. The Code is based on internationally-recognized standards of good Corporate Governance. Although the Code applies only to Dutch companies listed on a stock exchange recognized by the Government, and therefore not to Dietsmann, the Management Board and Supervisory Board use the provisions of the Code as a reference for the development and implementation of good Corporate Governance for the Dietsmann Group.
Sets of regulations with regard to the division of duties and procedures were adopted in 2007 for the Supervisory Board, its Audit, and Selection, Appointment & Remuneration Committee and for the Management Board. These regulations are published here, also in accordance with the principles of the Code.
In 2007 the Management Board adopted a set of regulations incorporating the best practice provisions as laid down in the Dutch Corporate Governance Code:
Dietsmann has considerable competence in the Operation & Maintenance of oil & gas, conventional and nuclear power generation, and mining facilities.
All the Company’s Managers have extensive experience and expertise in all segments of Dietsmann’s activities. The management team comprises highly educated and experienced professionals of various nationalities. There is excellent interaction between the many different nationalities and cultures at all staff levels. This is due to a strong company culture that fosters the values of mutual respect and teamwork. As a result, management is able to communicate and successfully implement the Group strategies of focusing on core activities, core clients and core countries.
The Company has a two-tier board structure consisting of a Management Board (raad van bestuur) and a Supervisory Board (raad van commissarissen). The Company is not subject to, nor likely to become subject to, the large company regime (structuurregime) as referred to in paragraph 6 of section 4 of book 2 of the Dutch Civil Code.