supervisory director

A supervisory director is a member of the supervisory board. In the Netherlands a supervisory board is a body that supervises a public/private limited company or an association. The supervisory board supervises the policy of the executive board and the general course of events in the company and its business.

A supervisory director can be either a natural or a legal person. A supervisory director can by appointed in the articles of incorporation or in a later stage by the shareholders’ meeting. The shareholders’ meeting normally deals with the suspension and dismissal of a supervisory director as well. The articles of association may include criteria which a supervisory director must meet.

Within a regular public limited or private limited a supervisory board is optional and only plays a modest role. This is quite different in Dutch two-tier board companies where a supervisory board is compulsory. The supervisory board has far-reaching powers such as the appointment, dismissal and suspension of board directors.