Philips 2009 Annual Report Download - page 136

Changes Supervisory Board 2010
• Sir Richard Greenbury will resign as a member of
the Supervisory Board as from the closing of the
2010 General Meeting of Shareholders.
Changes Board of Management and Group
Management Committee 2009
• Mr Sivignon has been reappointed as a member of
the Board of Management.
• Mr de Jong has been appointed as a member of the
Group Management Committee.
Re-appointments Board of Management
2010*
• It is proposed to reappoint Mr Provoost.
• It is proposed to reappoint Mr Ragnetti.
• It is proposed to reappoint Mr Rusckowski.
• It is proposed to reappoint Mr Dutiné.
* Subject to approval by the General Meeting of
Shareholders
9.2 Corporate
Governance and
Nomination and
Selection
Committee report
The Corporate Governance and Nomination & Selection
Committee, currently consisting of three members,
reviews the corporate governance principles applicable to
the Company and the selection criteria and appointment
procedures for the Board of Management, the Group
Management Committee and the Supervisory Board and
advises the Supervisory Board thereon. Furthermore, it
supervises the policy of the Board of Management on the
selection criteria and appointment procedures for Philips’
senior management.
In 2009 the Committee consulted with the President/
CEO and other members of the Board of Management on
the appointment or reappointment of candidates to fill
current and future vacancies on the Board of
Management, the Group Management Committee and the
Supervisory Board, and prepared decisions and advised
the Supervisory Board on the candidates for appointment.
The Committee devoted specific attention to the
succession of Mr Kleisterlee, who will resign as CEO and
President of the Company in April 2011. In connection
therewith and in view of the reappointment of Mr
Provoost and Mr Ragnetti the Supervisory Board also
proposes a (early) reappointment of Mr Dutiné and Mr
Rusckowski to underline continuity in a well-functioning
management team. The Committee also discussed
potential candidates for future positions on the Board of
Management.
The Committee discussed developments in the area of
corporate governance and legislative changes. The
Committee devoted specific attention to the impact of
the amendments to the Dutch Corporate Governance
Code which was amended in December 2008, as well as
further steps the Company could take to improve its
corporate governance structure. It also discussed possible
agenda items for the upcoming 2010 General Meeting of
Shareholders.
9 Supervisory Board report 9.1 - 9.2
136 Philips Annual Report 2009