Functioning of the Supervisory Board

The Supervisory Board is responsible for overseeing and advising the Board of Management, with a view to protecting public interest and creating long-term value for the firm’s stakeholders. This includes advising on Assurance and Advisory businesses (as well as the challenges and opportunities that arise from KPMG being present in both businesses).

The Supervisory Board also advises the Board of Management on KPMG N.V.’s supporting organization, including the internal risk controls in place as part of our ERM Framework. The Supervisory Board’s responsibilities are set out in KPMG N.V.’s Articles of Association and the Board’s own rules of procedures, available online[1].

Consultation with internal and external stakeholders

Members of the Supervisory Board regularly meet other internal stakeholders. These stakeholders include Board members at Coöperatie KPMG U.A., equity partners, employees, Young Board Now and representatives from the firm’s Works’ Council. The Board also maintains regular contact with KPMG International, clients, regulators and other external stakeholders. These conversations keep the Supervisory Board informed of developments, and help it constantly assess and review its role within KPMG N.V.

Current Board composition and membership of committees

At the end of 2021/2022, our Supervisory Board comprised six members (new window). These members complied with the profile description set out in the Supervisory Board Rules. Taken together, the Board has considerable expertise in management, finance, IT, risk and compliance, sustainability, government and human resources. On 1 December 2021, Roger van Boxtel took over as Supervisory Board Chairman, succeeding Bernard Wientjes who stepped down after six-and-a-half years as Chairman. Two new members were also appointed to the Board in 2022: Linda Hovius and Kuldip Singh. These appointments will further strengthen the Board’s diversity and expertise, particularly in leadership, HR and digital technologies.

Details of Board members, their appointments and committee membership may be found in the table below:

Board independence

All Supervisory Board members qualify as independent under the terms of the Dutch Corporate Governance Code and Audit Firms Supervision Act (as well as KPMG N.V.’s own Supervisory Board Rules). Members’ independence is monitored by the Ethics & Independence unit, part of our Quality and Risk Management function. Supervisory Board members are obliged to notify KPMG N.V.’s Ethics & Independence Director of any material change in their positions. Members’ continued independent status is verified at all meetings of the Supervisory Board, and members must inform the Chair of potential conflicts of interest.

Training and education

For all Supervisory Board members, there is a training curriculum, comprising:

• Board program training modules and meetings

• Internal KPMG and other e-learning courses (covering subjects such as data privacy, Board independence and information protection).

There is also an extensive induction program for new Supervisory Board members. During the past year, the Supervisory Board focused its training program on ESG, digital and inclusion, diversity and equity. Members also had the opportunity to take part in the Digital MBA.

Board evaluation

Our Supervisory Board undergoes an annual assessment; in 2021/2022, this assessment was carried out by an external party. The assessment covered the following:

• Functioning of the Supervisory Board, committees and members

• Interaction between members and with the Board of Management

• Composition, profile and any need for additional training

• Lessons to be learnt from events over the past financial year.

In addition, the Board also conducted:

• A separate assessment of the Board of Management (against agreed targets)

• A joint session with members of the Board Management to assess cooperation between the Supervisory Board and Board of Management.

• 1These rules of procedure are compliant with the Audit Firms Supervision Act and measures introduced by the Royal Netherlands Institute of Chartered Accountants as part of its 2014 Public Interest Report. For more information, click here (new window).
• 2Supervisory Board members appointed on the recommendation of the Works’ Council are, by law, members of the Board’s Remuneration & Appointment Committee. Of the Committee’s current members, this provision applies to Jolande Sap and Linda Hovius only.