The CR Council advises and assists the Board of Management in developing and deploying the CR strategy and integrating it into daily operations and it provides guidance on CR issues, risks and opportunities. Additionally, the CR Council advises the Board of Management on the company’s CR targets and oversees the implementation and execution thereof in the daily operations. The CR Council meets regularly and reports directly to the Board of Management and the Executive Committee. Both business and staff are represented in the CR Council. The CR Council is chaired by Mr A.G. Rodenboog, member of the Executive Committee.
Composition Board of Management and Executive Committee
In 2016, the Board of Management consisted of two members: chairman and chief executive officer (CEO) Ms H.W.P.M.A. Verhagen and chief financial officer (CFO) Mr J.P.P. Bos. In 2016, the Executive Committee consisted of eight members: Ms H.W.P.M.A. Verhagen (CEO and chairman) Mr J.P.P. Bos (CFO) Mr P. Berendsen, responsible for International and M&A Mr A.C. van Bijnen, responsible for Marketing & Sales Mail in the Netherlands Mr M.J.M. Krom, responsible for IT Mr G. Mastenbroek, responsible for Parcels Mr R.P.J.M. Muys, responsible for HR Mr A.G. Rodenboog, responsible for Operations Mail in the Netherlands. ●
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Biographies Board of Management H.W.P.M.A. (Herna) Verhagen (1966, Dutch) – Chief Executive Officer Ms Verhagen became chief executive officer on 24 April 2012. She was appointed member of the Board of Management per 31 May 2011 and reappointed per 14 April 2015 for a period of four years. Ms Verhagen started working for one of the legal predecessors of PostNL in 1991 as sales manager. Following roles included marketing & sales director, coordinating managing director Mail NL in the Mail division and managing director Group HR of TNT. Ms Verhagen’s portfolio includes corporate strategy, public affairs, communication, corporate responsibility, human resources and internal audit. Furthermore, she is responsible for Mail in the Netherlands, Parcels, International and Group IT. Ms Verhagen is a member of the Supervisory Boards of Rexel S.A. (France) and Actelion Ltd. (Switzerland). She is a member of the Executive Committee and General Board of the Confederation of Netherlands Industry and Employers (VNO-NCW). Ms Verhagen holds no position as a member of a Supervisory Board of a legal entity as referred to in article 2:132a of the Dutch Civil Code. This article is described as "number of supervisory positions" in Appendix 3: Glossary and definitions.
PostNL Building our future | 10 Corporate governance
J.P.P. (Jan) Bos (1965, Dutch) – Chief Financial Officer Mr Bos was appointed chief financial officer and member of the Board of Management per 31 May 2011 and reappointed per 14 April 2015 for a period of four years. Mr Bos joined the Mail division of one of the legal predecessors of PostNL in 1993 as controller of its international segment. He became director finance & control of the Mail division in 2007. Mr Bos is responsible for legal, procurement, real estate & facilities, control, investor relations & treasury, tax and accounting & reporting. Mr Bos is a member of the association for registered controllers of the VU University Amsterdam and of the supervisory authority of the University Medical Centre Groningen. Mr Bos holds no positions as referred to in article 2:132a of the Dutch Civil Code. This article is described as "number of supervisory positions" in Appendix 3: Glossary and definitions.
Supervisory Board The Supervisory Board and its duties
The Supervisory Board is charged with supervising the Board of Management and the general course of affairs of PostNL, as well as assisting the Board of Management with advice. The Supervisory Board evaluates the main organisational structure and the control mechanisms established by the Board of Management, as well as the general and financial risks and the internal risk management and control systems. In performing its duties, the Supervisory Board acts in accordance with the interests of PostNL and takes into account the relevant interests of the company’s stakeholders. The responsibility for proper performance of its duties is vested in the Supervisory Board as a whole. Members of the Supervisory Board perform their duties without mandate and independent of any particular interest in the company's business. Members of the Supervisory Board may take views that differ from those of the Board of Management. PostNL’s Supervisory Board is responsible for the quality of its own performance, which is reviewed annually. The Supervisory Board performs an oversight role with respect to corporate responsibility issues supported by PostNL’s internal audit function and the company’s external auditors who monitor the CR governance structure and reporting. The Board of Management provides the Supervisory Board with the information necessary for the proper performance of its duties in a timely manner. In addition, the Board of Management is required to provide the means to allow the Supervisory Board and its individual members to obtain all information necessary to be able to function as the supervisory body of PostNL. The Board of Management seeks full transparency in its communication with the Supervisory Board. The by-laws of the Supervisory Board can be found on our website.
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