Board of Supervisory Directors

A supervisory board is the supervising body of a public/private limited company or an association. In the Netherlands this board is called a Raad van Commissarissen (abbreviated to: RvC). A member of the supervisory board is also called supervisory director (in Dutch ‘commissaris” and ‘president-commissaris’ for the chairman).

The supervisory board supervises the policy of the executive board and the general course of events in the company. Within a regular limited or private company a supervisory board is optional and has only a modest role. This is different in the case of a two-tier board company. Under Dutch law the supervisory board of a two-tier board company has far-reaching powers, that are normally held by the shareholders’ meeting in regular limited companies. Take for example the power to appoint, dismiss and suspend board directors.

A foundation can have a supervising body as well. Often this body is referred to as ‘supervisory board’ as well. However this board is not the same supervisory board as the board under the definition in the Dutch law.