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Corporate governance

Sound corporate governance is a high priority to IFCO SYSTEMS. The confidence of our stakeholders is essential if they are to cooperate effectively within and with our Company. The guidelines on which our corporate governance rests are good entrepreneurship, enterprise continuity, operational and corporate control maintenance and enhancement, and decision making integrity and transparency of our Executive Management and supervision thereof.

The Company has implemented a code of ethics, which is specifically intended to provide for a number of implementing requirements in the area of avoidance of conflicts of interest by the Supervisory Board, the Board of Managing Directors, the Executive Management Committee and employees of the Company.

As Dutch Company, we follow the principles and best practice statements of the Dutch Corporate Governance Code, which came into effect on January 1, 2004.

The Board of Managing Directors and the Supervisory Board are responsible for the corporate governance structure of the Company and the compliance with the Corporate Governance Code. They are accountable for this to the general meeting of shareholders.

In implementing the above mentioned Dutch Corporate Governance Code and in order to reflect the intention of the shareholders to amend the one-tier Board structure to a two-tier Board structure, certain changes to the Company’s articles of association were resolved in 2005.

 

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spacer spacer Management Here you can find information about the IFCO SYSTEMS N.V. Executive Management Committee and Board of Managing Directors.
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Executive Management Committee

The Board of Managing Directors together with the Selection and Appointment Committee has appointed Executive Managers to execute the management of the Company’s business. The Executive Managers promote the interest of the Company and enhance the Company’s value. They are also responsible for achieving the Company’s aims, strategy, policy and results. The Executive Management Committee directs the preparation of the Company’s quarterly and annual financial statements. The Executive Management Committee also informs the Board of Managing Directors and the Supervisory Board regularly, promptly and comprehensively regarding all issues related to Company’s strategy implementation, business operational and financial budgeting and development, the structure and operation of the internal risk management and control systems, compliance with legislation and regulations and emerging risks inherent in the Company’s business activities. Major decisions of the Executive Management Committee require the prior approval of the Board of Managing Directors or the Supervisory Board respectively.

For an overview of the members of the Executive Management Committee please click the following link: Management

 

Board of Managing Directors

The Board of Managing Directors is in charge of managing the Company. It shall consist out of one or more Managing Directors. Presently, the Board of Managing Directors consists of two Managing Directors.

The Managing Directors are appointed by the General Meeting. They are appointed for a maximum period of four (4) years, provided that, unless a Managing Director resigns at an earlier date, his appointment term ends on the day of the next General Meeting to be held in the fourth year after the year of his appointment. A Managing Director can be reappointed for consecutive periods of not more than four (4) years and with due observance of the provisions in the preceding sentence. The Supervisory Board can draw up a rotation schedule for the Managing Directors.

The Board of Managing Directors meets as often as a Managing Director requests a meeting. In the meeting of the Board of Managing Directors each Managing Director has a right to cast one (1) vote. All resolutions by the Board of Managing Directors shall be adopted by an absolute majority of the votes cast.

The Board of Managing Directors shall timely provide the Supervisory Board with any such information as may be necessary for the Supervisory Board to perform its duties.

For an overview of the members of the Board of Managing Directors please click the following link: Management

 

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spacer spacer Supervisory board Please find here information about the Supervisory Board of IFCO SYSTEMS N.V. and the Supervisory Board charter Ulteriori informazioni link_arrow_right_9x11
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spacer spacer Shareholder meetings Please find here information about shareholder meetings of IFCO SYSTEMS N. V. Ulteriori informazioni link_arrow_right_9x11
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spacer spacer  Articles of association Here you can read IFCO SYSTEMS´ articles of association. Ulteriori informazioni link_arrow_right_9x11
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spacer spacer Code of ethics Please find here IFCO SYSTEMS´ code of ethics. Ulteriori informazioni link_arrow_right_9x11
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spacer spacer References Please find here external information regarding filings, rules and regulations. Ulteriori informazioni link_arrow_right_9x11
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