Philips 2010 Annual Report Download - page 123

11 Supervisory Board report 11 - 11.1
Annual Report 2010 123
Changes Board of Management and Group
Management Committee 2011
•Mr Kleisterlee will retire as President/CEO and as
member of the Board of Management as from the
closing of the 2011 General Meeting of
Shareholders.
• Mr Sivignon has decided to relinquish his position
as CFO and as member of the Board of
Management as from the closing of the 2011
General Meeting of Shareholders.
• It is proposed to appoint Mr Van Houten as
President/CEO and as member of the Board of
Management.*
• It is proposed to appoint Mr Wirahadiraksa as
member of the Board of Management.*
• It is proposed to appoint Mr Nota as member of
the Board of Management.*
* Subject to approval by the General Meeting of
Shareholders
11.1 Report of the
Corporate
Governance and
Nomination &
Selection
Committee
The Corporate Governance and Nomination & Selection
Committee, currently consisting of four 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 2010 the Committee discussed developments in the
area of corporate governance and relevant legislative
changes. It also discussed possible agenda items for the
upcoming 2011 General Meeting of Shareholders.
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 as per the closing of the 2011
General Meeting of Shareholders, the succession of Mr
Sivignon who will resign as CFO and Executive Vice
President as per the same date, and the succession of Mr
Ragnetti who resigned per August 31, 2010.
For the succession of Mr Kleisterlee, the Committee
recommended the procedure for the appointment of the
successor. This procedure was initiated in 2009 and
included the following steps: profiling the role and the