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4.2 Governance structure

Shareholders

Vitens is a public limited company with public shareholders. These are the provinces and municipalities in Vitens' supply area. Shareholders meet at least twice a year at the Annual General Meeting (AGM).

The AGM is the highest body of Vitens. Shareholders take decisions on important issues here, such as:

  • New tariffs: shareholders decide on drinking-water tariffs;
  • General terms and conditions: the shareholders are responsible for decisions on amendments to the general terms and conditions;
  • Annual report and financial statements: the shareholders discuss the Executive Board’s annual report and adopt the financial statements.
  • Strategy & policy: shareholders discuss Vitens' integrated business plan.

In addition, the AGM is responsible for appointing the Executive Board (on the recommendation of the Supervisory Board) and the members of the Supervisory Board.

The Executive Board, Supervisory Board and shareholders are advised by the Shareholders' Committee. This committee is formed by and from among the shareholders. This is set out in greater detail in the Protocol of the Shareholders’ Committee.

Supervisory Board (SB)

Vitens' Supervisory Board has four roles:

  • Supervision: the Supervisory Board supervises the policy of the Executive Board and the organisation’s overall operations;
  • Employer: the Supervisory Board is the employer of the Executive Board;
  • Sounding board: the Supervisory Board acts as a sounding board for the Executive Board;
  • Network: the Supervisory Board is an ambassador for the organisation and has relationships with stakeholders.

The Supervisory Board is bound by statutory provisions, the Articles of Association and the Supervisory Board Rules. The Supervisory Board has two permanent advisory committees:

  • Audit Committee: oversees Vitens' financial reporting and internal control, and the accountability for these;
  • Remuneration and Appointment Committee: deals, among other matters, with remuneration policy and the appointment of board members.

Refer to the Supervisory Board Report in section 4.4, ‘Report of the Supervisory Board’.

Executive Board

Vitens's Executive Board is responsible for the day-to-day management of the company and as such takes all necessary decisions. The Executive Board is responsible for the organisation’s strategic direction, the achievement of its strategic objectives and the policy of Vitens. The Executive Board is accountable to shareholders and the Supervisory Board. The Executive Board is bound by statutory requirements, the articles of association, and the Executive Board regulations.

A more detailed description of the Supervisory Board and the Executive Board is provided in section 3.1.2 ‘Governance’ and is also available on our website.

Employee participation and works council

The works council (WC) contributes to decision-making within Vitens with a healthy balance between the interests of employees and those of the organisation. The Vitens WC strives for participatory engagement: being in touch with employees’ practical experience while also engaging with those who decide on that practice. That is why the Works Council works with contact persons, who inform and engage with the departments on matters relating to the Works Council. In this way, the WC is a good reflection of all employees and maintains direct communication with everyone within Vitens (both employees and the board and management).

A Council meeting is held once a year at the initiative of the WC. In this 'golden triangle', the WC, the Executive Board and the Supervisory Board discuss current issues within Vitens. This year, the central theme was ‘a development-focused Vitens – taking action together’ The results of the employee satisfaction survey were also discussed.