Evaluation of the Supervisory Board

The Supervisory Board is responsible for the quality of its own performance. As such, the Supervisory Board evaluates and discusses its functioning and that of its committees and members annually, and at least every four years with the help of an external evaluator. For 2021, the Supervisory Board performed an evaluation with the help of an external evaluator. The evaluation process consisted of interviews with the members of the Supervisory Board, the Board of Management and the corporate secretary by the external evaluator on the functioning of the Supervisory Board. This was followed by a discussion on the input received between the external evaluator and the Supervisory Board only in the February 2022 meeting of the Supervisory Board.

The evaluation was done based on a free format, without the use of a thematical questionnaire, led by the external evaluator. In all discussions explicit attention was given to the interpretation by the Supervisory Board of the three main topics, being the added value and effectiveness of the Supervisory Board, the functioning of the committees and board room dynamics.

Building on earlier evaluations, the Supervisory Board has taken its time for discussion with the Supervisory Board only by making this a recurring item on the agenda of each meeting. Despite the changes in the composition of the Supervisory Board the last years, the functioning of the Supervisory Board as a whole has developed and this leads to good content driven discussions. Discussions are conducted in a way that ensures open communication and feedback, meaningful participation allowing for civil disagreement and critical thinking. Not only within the Supervisory Board itself, but also in the discussions with the Board of Management. The Supervisory Board feels the relationship between the Board of Management and Supervisory Board is healthy, open and with mutual trust. In this regard, the Supervisory Board recognises the enormous achievements by the Board of Management in managing the company again through such a complex year.

The composition of the Supervisory Board is balanced and complementary, making the way of working, its judgement and decision making powers adequate. The Supervisory Board takes due consideration of the interests of all stakeholders of the company. It is positive about the professionalism and quality of the management reports and the information provided by - and transparency of - the Board of Management which are engaging in the advice provided by the Supervisory Board.

All members of the Supervisory Board have demonstrated that they have enough time to fulfil their duties as members of the Supervisory Board in an adequate manner.

There is also room for further improvement. For instance in having more market insights available for an outside view to benchmark our own internal insights. And in relation to requesting further insight from the Board of Management in the underlying considerations of the Board of Management in presenting documentation and information to the Supervisory Board. This will allow for even more constructive discussions between the Supervisory Board and Board of Management. In this regard, with an aim to further grow as a team the Supervisory Board will amongst others organise a two day session to discuss market developments relevant for PostNL, and will also invite the Board of Management to join the discussions. The outcome of the evaluation will be followed up in the coming year.