DSM Integrated Annual Report 2020

Relationship and stakeholder management

In performing its duties, the Supervisory Board acts in accordance with the interests of the company and the business connected with it, taking into consideration the interests of the company’s stakeholders. The Chair of the Supervisory Board is in regular close contact with the Co-CEOs, as is the Chair of the Audit Committee with the CFO.

Furthermore, the Supervisory Board regularly interacts with members of the Executive Committee who attend Supervisory Board meetings and the yearly site visit of the Supervisory Board.

The Supervisory Board interacts with our employees on various occasions and in various contexts. The Supervisory Board regularly receives information on relevant topics from senior leaders and experts in the company during committee meetings, full Supervisory Board meetings, and also as part of their ongoing professional education. An overview of the kind of topics discussed during the 2020 Board meetings, which also gave the Supervisory Board an opportunity to interact with the employees involved in them, is given below. Normally its annual site visit gives the Supervisory Board the opportunity to interact with employees at different levels, from the shop floor to senior leadership, thus collecting valuable information and insights from various sources across the company. As a result of COVID-19, the Supervisory Board was unable to make a physical site visit in 2020. Instead, an interactive virtual plant tour of the Veramaris facilities in Blair (Nebraska, USA) was given.

Direct, one-to-one contact between Supervisory Board members and Managing Board and Executive Committee members generally follows naturally from topics discussed in the meetings of the Supervisory Board. These discussions draw on the expertise of individual Supervisory Board members, whose advice is sought on a wide range of specialist topics as required. Supervisory Board members also have direct contact with other employees in the course of the aforementioned site visits and specifically arranged meetings.

In 2020, meetings were held virtually whenever practicable, while others (e.g., certain induction visits to DSM sites for new Supervisory Board members) had to be postponed.

Examples of the meetings and visits that could take place include Thomas Leysen’s visit to DSM Nutritional Products in Kaiseraugst including a site visit to the DSM Nutritional Products Sisseln site (both Switzerland), and to DSM Protective Materials in Heerlen (Netherlands). Rob Routs and Frits van Paasschen reviewed DSM’s digital strategy with the Chief Digital Officer. Rob Routs and Eileen Kennedy had an in-depth discussion on Personalized Nutrition with Co-CEO Geraldine Matchett and the Senior Vice President Corporate & Nutrition Strategy. Pradeep Pant, who is based in Singapore and has extensive knowledge of and experience with Asian markets, continued to be in regular contact with our senior management in that region.

The Supervisory Board takes an active interest in maintaining a good understanding of our stakeholders and their positions on various topics related to the company’s areas of business. This includes the perceptions of our shareholders. The Supervisory Board is informed of the position of other DSM stakeholders by the Managing Board. In addition, the Supervisory Board collects such information through its own network.

DSM Supervisory Board: key data and attendance records

 

 

Rob Routs (C)

 

Pauline van der Meer Mohr (DC)

 

Eileen Kennedy

 

Thomas Leysen

 

Erica Mann

 

Frits van Paasschen

 

Pradeep Pant

 

John Ramsay

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Diversity

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Year of birth

 

1946

 

1960

 

1947

 

1960

 

1958

 

1961

 

1953

 

1957

Gender

 

Male

 

Female

 

Female

 

Male

 

Female

 

Male

 

Male

 

Male

Geography

 

Europe

 

Europe

 

North America

 

Europe

 

Oceania

 

Europe / North America

 

Asia

 

Europe

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Tenure

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Initial appointment

 

2010

 

2011

 

2012

 

2020

 

2019

 

2017

 

2016

 

2017

Latest reappointment

 

2020

 

2019

 

2020

 

n.a.

 

n.a.

 

n.a.

 

2020

 

n.a.

End of current term

 

2022

 

2021

 

2022

 

2024

 

2023

 

2021

 

2024

 

2021

Reappointment possible?

 

N

 

Y

 

Y

 

Y

 

Y

 

Y

 

Y

 

Y

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Attendance

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Committee memberships

 

NomCo (C)
RemCo

 

RemCo (C)
NomCo

 

SustCo (C)
NomCo

 

AC
NomCo

 

AC
SustCo

 

AC
SustCo

 

AC
SustCo

 

AC (C)
RemCo

Attendance SB meetings1

 

100%

 

100%

 

100%

 

100%

 

100%

 

100%

 

100%

 

100%

Attendance Committee meetings

 

NomCo
100%
RemCo
100%

 

NomCo
100%
RemCo
100%

 

NomCo
80%2
SustCo
67%2

 

AC
100%
NomCo
100%

 

AC
83%3
SustCo 100%

 

AC
100%
SustCo
100%

 

AC
100%
SustCo
100%

 

AC
100%
RemCo
100%

1

Attendance is reflected for the one physical Supervisory Board (SB) meeting and nine virtual meetings held in 2020. In addition to these meetings there were also four virtual Supervisory Board meetings in 2020 for which the decision-making had been mandated by the SB to the Chair of the Board and the Chair of the Audit Committee, who both attended these calls.

2

Eileen Kennedy missed the Nomination Committee and the Sustainability Committee on 10 February for personal reasons.

3

Erica Mann missed the Audit call of the third quarter due to the time of the call in her time zone.

DSM Supervisory Board: key competences

 

 

Rob Routs (C)

 

Pauline van der Meer Mohr (DC)

 

Eileen Kennedy

 

Thomas Leysen

 

Erica Mann

 

Frits van Paasschen

 

Pradeep Pant

 

John Ramsay

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Competences

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

General Management

 

x

 

x

 

x

 

x

 

x

 

x

 

x

 

x

Finance / Accounting / Auditing

 

x

 

 

 

 

 

x

 

 

 

 

 

 

 

x

Strategy

 

x

 

x

 

x

 

x

 

x

 

x

 

x

 

x

Risk

 

x

 

x

 

 

 

x

 

 

 

 

 

 

 

x

Marketing & Sales

 

 

 

 

 

 

 

x

 

x

 

x

 

x

 

 

Operations & Manufacturing

 

x

 

 

 

 

 

x

 

x

 

 

 

 

 

 

R&D / Innovation / Technology

 

x

 

 

 

x

 

x

 

 

 

 

 

 

 

 

Safety

 

x

 

x

 

 

 

x

 

 

 

 

 

 

 

 

Sustainability & Environment

 

x

 

x

 

x

 

x

 

 

 

x

 

 

 

 

Emerging Economies

 

 

 

 

 

 

 

 

 

x

 

x

 

x

 

x

People & Organization

 

x

 

x

 

 

 

x

 

x

 

 

 

x

 

 

IT / Digital

 

 

 

 

 

 

 

 

 

 

 

x

 

 

 

 

Governance / Compliance / Legal Affairs

 

x

 

x

 

x

 

x

 

x

 

 

 

 

 

x

Public Affairs

 

 

 

x

 

 

 

x

 

x

 

 

 

 

 

 

DSM’s businesses

 

x

 

x

 

x

 

x

 

x

 

 

 

x