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 regularly attend Supervisory Board meetings and participate in 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, annual site visits, and also as part of their ongoing professional education. During its annual site visit, the Supervisory Board actively takes the opportunity to interact with employees at different levels, from shop floor to senior leadership, thus collecting valuable information and insights from various sources across the company. In May 2022, we announced our intention to enter into a merger of equals with Firmenich and become the leading creation and innovation partner in nutrition, beauty and well-being. The Supervisory Board was involved as of the start of the merger discussions and had several additional meetings to engage with the proposition and contribute to decisions on key topics such as legal structure, valuation and governance. The Supervisory Board was regularly kept up to date on the progress being made to close the transaction as well as on the preparations for integration. The Supervisory Board was also involved early in the strategic discussions leading to the announcements of the divestments of DSM’s Materials businesses. Other strategic topics in which the Supervisory Board was involved were the strategic alliance in the US for Bovaer® between DSM and Elanco and the acquisition of Prodap. The Supervisory Board also performed a post-acquisition review of the CSK business and was regularly updated as to the progress made on large innovation projects dedicated to the development of products such as Bovaer®, Veramaris®¹, EVERSWEET® and CanolaPRO®.

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. Examples are the visits of Thomas Leysen to DSM’s two sites in Poland and in Freeport (Texas, USA). Upon specific request, the full Supervisory Board reviewed the company’s corporate risk assessment and the Audit and Sustainability Committee jointly reviewed the ESG reporting landscape. In addition, the Audit Committee had in-depth discussions on the financial reporting requirements of the announced merger. Pradeep Pant, who is based in Singapore, continued to be in regular contact with our senior management in Asia.

In 2022, a rhythm of alternating virtual and face-to-face meetings was set up, as well as several additional phone calls to discuss and contribute to the decisions leading to the announced merger of equals between DSM and Firmenich as well as the announced divestments of the Protective Materials business (completed on 1 September 2022) and the Engineering Materials business. The full Supervisory Board’s annual site visit, together with the Executive Committee, was to DSM in Kaiseraugst (Switzerland), and was combined with a visit to DSM’s site in Sisseln (Switzerland).

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.

1 Veramaris® is a trademark owned by Veramaris V.O.F, a joint venture between DSM and Evonik.