Report formal Members' Council meeting 28 March 2024
April 4, 2024
On 28 March, the agenda included the first formal Members' Council meeting of this year, also the first meeting of the new SB chairman, Evert van Helvoort. During a formal Members' Council meeting, not only the Members' Council members are present, but also the members of the SB and Management Board. A full room on the fourth floor of our Floradome office in Aalsmeer, in other words.
The first meeting of the year always has a number of fixed, important items on the agenda on which the Council of Members must give its approval by means of a vote. The items in this meeting are as follows:
Adoption of SB remuneration scheme
The first item is the SB remuneration scheme, which has to be adopted again for the period 2024-2026. Upon decision-making in December 2021, it was indicated that the methodology to be applied would be explicitly considered when determining the next remuneration scheme. To this end, a process was followed in 2023 with the Members' Council's Cooperative Committee and the SB's Remuneration Committee. Mirjam van der Meer, on behalf of the Cooperative Committee, provided feedback on the process, which the committee felt had gone well.
Annual report and annual accounts 2023
During this item, an explanation of the annual report and annual accounts 2023 will be given. To this end, CEO Steven van Schilgaarde spoke to look back at 2023 and CFO David van Mechelen explained the financial picture. Evert van Helvoort, chairman of the Supervisory Board, explains the process around approval of the annual accounts and the annual report and accounts for the supervision exercised. Pascal Visée (chairman Audit Committee SB) assists him in this. The Finance Committee, led by Peter Varekamp, and the external auditor PwC also give an explanation from their role in the process and their findings.
After a substantive discussion, in which critical questions and comments from the Council of Members are answered, there is a vote on:
- Distribution 8th annual layer final balance (Certificate E)
- Distribution ended membership (Certificate A)
- Adoption of annual accounts 2023
- Discharge of members of the Management Board
- Discharge of members of the Supervisory Board
- The Council of Members' Council gave approval on all voting items.
Following this vote, Steven gave an update on important topics for the company, including Floriday, market developments, international developments and an update on lobbying. These topics will also be reflected in the Royal FloraHolland update during April's Member Sessions.
Decision-making cerficiation
The Formal Members' Council meeting also considered the decision on sustainability certification communicated from the Management Board on 28 March.
Sustainability has been on the agenda continuously since the start of the Members' Council. Sustainability and the Management Board's intention to take steps towards mandatory certification were again discussed extensively and intensively in the autumn of 2023, as well as at the Two-Day Meeting in February this year. We concluded that opinions within the Council of Members are divided. For various reasons, members of the Council of Members believe that we should take steps towards mandatory certification on the Royal FloraHolland platform, while there are members who are of the opinion that Royal FloraHolland should not (yet) take active steps towards mandatory certification. Opinions are also divided on the route to be followed towards broad certification.
The various signals and opinions that emerged from the Council of Members itself, but also from members during the member sessions, for example, were listed and shared with the Management Board so that it could take them into account in its decision-making. The Management Board took this information on board and, based on its own vision and in line with the Royal FloraHolland sustainability policy that had already been committed to, took the decision on sustainability certification.
The first meeting of the year always has a number of fixed, important items on the agenda on which the Council of Members must give its approval by means of a vote. The items in this meeting are as follows:
Adoption of SB remuneration scheme
The first item is the SB remuneration scheme, which has to be adopted again for the period 2024-2026. Upon decision-making in December 2021, it was indicated that the methodology to be applied would be explicitly considered when determining the next remuneration scheme. To this end, a process was followed in 2023 with the Members' Council's Cooperative Committee and the SB's Remuneration Committee. Mirjam van der Meer, on behalf of the Cooperative Committee, provided feedback on the process, which the committee felt had gone well.
Annual report and annual accounts 2023
During this item, an explanation of the annual report and annual accounts 2023 will be given. To this end, CEO Steven van Schilgaarde spoke to look back at 2023 and CFO David van Mechelen explained the financial picture. Evert van Helvoort, chairman of the Supervisory Board, explains the process around approval of the annual accounts and the annual report and accounts for the supervision exercised. Pascal Visée (chairman Audit Committee SB) assists him in this. The Finance Committee, led by Peter Varekamp, and the external auditor PwC also give an explanation from their role in the process and their findings.
After a substantive discussion, in which critical questions and comments from the Council of Members are answered, there is a vote on:
- Distribution 8th annual layer final balance (Certificate E)
- Distribution ended membership (Certificate A)
- Adoption of annual accounts 2023
- Discharge of members of the Management Board
- Discharge of members of the Supervisory Board
- The Council of Members' Council gave approval on all voting items.
Following this vote, Steven gave an update on important topics for the company, including Floriday, market developments, international developments and an update on lobbying. These topics will also be reflected in the Royal FloraHolland update during April's Member Sessions.
Decision-making cerficiation
The Formal Members' Council meeting also considered the decision on sustainability certification communicated from the Management Board on 28 March.
Sustainability has been on the agenda continuously since the start of the Members' Council. Sustainability and the Management Board's intention to take steps towards mandatory certification were again discussed extensively and intensively in the autumn of 2023, as well as at the Two-Day Meeting in February this year. We concluded that opinions within the Council of Members are divided. For various reasons, members of the Council of Members believe that we should take steps towards mandatory certification on the Royal FloraHolland platform, while there are members who are of the opinion that Royal FloraHolland should not (yet) take active steps towards mandatory certification. Opinions are also divided on the route to be followed towards broad certification.
The various signals and opinions that emerged from the Council of Members itself, but also from members during the member sessions, for example, were listed and shared with the Management Board so that it could take them into account in its decision-making. The Management Board took this information on board and, based on its own vision and in line with the Royal FloraHolland sustainability policy that had already been committed to, took the decision on sustainability certification.
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