TomTom 2015 Annual Report Download - page 60

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SUPERVISORY BOARD
TOMTOM / ANNUAL REPORT AND ACCOUNTS 2015 / 59
SUPERVISORY BOARD REPORT
TomTom's Supervisory Board is responsible for supervising and advising the Management Board in setting and
achieving the company’s strategy and its objectives. The interests of the company and TomTom's stakeholders
guide the performance of the duties of the Supervisory Board. The Supervisory Board is assisted in its decision-
making process by the Audit Committee, the Remuneration Committee and the Selection and Appointment
Committee.
TomTom has positioned itself back for growth with its revenue
growth in 2015. The company showed continued growth in the
Licensing and Telematics business. It’s Consumer business
continued to broaden its revenue base with new products in the
sports category. The Automotive business contracted as
anticipated and the level of order intake in 2015 was substantially
higher than in previous years, which provides a good indication
that the automotive strategy is taking hold.
The efforts made by the employees of the company and its
Management Board are greatly appreciated by the Supervisory
Board. We look forward to a further successful execution of
TomTom’s growth strategy.
COMPOSITION
The Supervisory Board of TomTom consists of six members.
At the 2015 General Meeting, Doug Dunn was reappointed for a
term of another two years. This means that at the 2017 General
Meeting Doug Dunn will have served for twelve years, the
maximum term according to best practice provision III.3.5 of the
Corporate Governance Code (the Code). Toine van Laack stepped
down from the Supervisory Board on 1 September 2015 because
he ended his employment at Janivo Holding B.V.
Mr Van Laack was appointed in 2013 by Janivo Holding B.V. and
Dasym Investment Strategies B.V. together, exercising the right
to nominate a candidate for an additional seat on the Supervisory
Board. No nomination for replacing Mr Van Laack has been made
since his departure.
At the 2016 General Meeting, the second term of Ben van der
Veer will expire. At this meeting Ben van der Veer will be
nominated for re-appointment for a term of another year which
means that at that time he will have served for nine years.
At the 2016 General Meeting, the Supervisory Board shall
nominate Jack de Kreij for appointment as a member of the
Supervisory Board for a term of four years, effective as of 1
January 2017. Mr De Kreij shall replace Mr Van der Veer as
Chairman of the Audit Committee as from the 2017 General
Meeting. For more information, reference is made to the
Selection and Appointment Committee report. Guy Demuynck
will step down from the Supervisory Board after the 2016
General Meeting by which time he will have served for eleven
years.
As a result hereof, the Supervisory Board shall reduce from six to
five members as from the date of the 2016 General Meeting and
be complemented with a new member as of 1 January 2017,
subject to the appointment of Mr De Kreij at the 2016 General
Meeting.
The Supervisory Board confirms that all members are
independent as meant within the terms of best practice
provision III.2.2 of the Code.