Top-100 Non-Executive Directors: the prelude to more renewal?
Author: Cleo Scheerboom | 10-12-2024
Sustainability, executive compensation, risk management, diversity, and the energy transition: these are some of the challenging matters which members of supervisory boards must deal with in their roles as supervisors and sparring partners for the executive board. These issues are also found on the agendas of the companies that Dick Boer oversees, such as Shell, Nestlé, and Just Eat Takeaway, where Boer is the chairman.
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Cycling in the Dunes
Since his departure from Ahold Delhaize in 2018, Boer has built an impressive supervisory portfolio. Back then, it was not clear whether he would continue as an executive at another company or as a professional non-executive director. The latter was logical given his expertise in governance, strategic decision-making, and sustainability. ‘I think it will crystalize while I am cycling through the dunes on my racing bike,’ he said at the time in an interview with De Telegraaf. There is no shortage of challenges at the companies he oversees. For example, Just Eat Takeaway's board recently parted ways with its American subsidiary Grubhub after ongoing pressure from shareholders. That resolved a major headache for the food delivery platform that arose just before Boer joined. The supervisory board also had to find a new CFO when veteran Brent Wissink unexpectedly stepped down. At Shell, Boer, as chairman, is dealing with a board under pressure to improve environmental goals. In 2023, there was even legal action taken against him, the company itself and other Dutch (former) members of the supervisory board of the oil company, including Bram Schot (ranked eleventh) and Gerrit Zalm (former CEO of ABN AMRO), by the British environmental organization ClientEarth. The court ruled in favor of Shell.
Rijksmuseum fund
Even in his role as chairman of the Rijksmuseum Fund, Boer faces highly topical challenges. The Rijksmuseum Fund – the foundation supporting the Rijksmuseum – makes it possible for the museum to purchase, research, and restore art. However, the relationship between art and sponsors is under scrutiny worldwide. The Rijksmuseum is under fire from activists who find it unacceptable that the museum receives a sponsorship from ING, which they see as a financial driver of the climate crisis. The bank is accused of ‘artwashing’: polishing its image by sponsoring art. The activists want the Rijksmuseum to terminate the ING sponsorship. Would Boer discuss this with Karl Guha (ranked 10th), the chairman of ING's supervisory board, with whom he also serves on the board of the Rijksmuseum Fund and the supervisory board of SHV Holdings? Fortunately, Boer is used to dealing with challenging situations. When Ahold's image suffered after an accounting scandal in 2003, he managed to restore the reputation of flagship Albert Heijn and later Ahold. He also successfully completed the previously failed merger with Belgian Delhaize. Like others in the top ten, Boer has the skills needed to manage the complex challenges that supervisory boards face. At the same time, the question is whether the abundance of highly complex issues hinders the desired renewal within the supervisory role. Are companies willing to choose only stalwarts like Boer? The Dutch Corporate Governance Code prescribes that executive boards and supervisory boards must reflect ‘an appropriate degree of diversity for the company,’ including age diversity. Is this a topic that Rob van Wingerden, interim CEO at Strukton (not yet on the list), the new chairman of the Monitoring Committee for the Corporate Governance Code, should pay extra attention to? Van Wingerden succeeds Pauline van der Meer Mohr (ranked 8th), who stepped down in 2022, as chair of the committee. After a long vacancy due to disputes among supporting parties, it is now up to Van Wingerden to form a new committee. It will be interesting who, if anyone, from this list will be on the committee.
New Runner-Up
The new runner-up on the list, Miriam van Dongen, is at 55 also the youngest non-executive director in the top ten. After a career as CFO of Achmea Zorg and Delta Lloyd, Van Dongen in 2008 chose to pursue a career as a professional supervisor. She is a member of the supervisory board at Achmea and several subsidiaries, as well as at the listed company Optiver and the Cadastre. She is also a member of the supervisory board of Het Balletorkest. This year, Van Dongen added two supervisory roles to her portfolio. In September, she joined the supervisory board of Rabobank, where she also serves as a member of both the audit and risk committees. She also became a member of the supervisory board of TNO, where she chairs the audit committee. As a supervisor with a risk profile, the Risk Management Statement (VOR), expected to be issued for the 2025 reporting year, will become an important topic for Van Dongen. With a new Monitoring Committee on the way, this statement will soon find its way into the Corporate Governance Code. The statement was, after all, mentioned already in the 2022 Monitoring Committee's final document as a ‘recommendation not yet implemented’ A subsequent committee will probably need to further discuss it.
Enjoying high-growth companies
This year, Van Dongen ended her supervisory roles at online service provider Mollie and QEV Technologies. The latter develops technology for electric vehicles and was recently included in the investment vehicle SPEAR Investments. Previously, Van Dongen indicated that the advisory role she fulfilled as a member of the supervisory board at these fast-growing companies was one of the most enjoyable aspects of her work. The young companies benefited from Van Dongen's years of experience, and she, in turn, brought the know-how of fast-growing companies to established players. In an article in Management Scope, she mentioned, as an example, how the founder of Mollie pointed out the role of ‘head of remote’ (who tailor business processes so that international remote teams can work smoothly) that is already part of the management at various successful international scale-ups. It is something that many established players can consider, she believes. The question is whether Van Dongen will connect with other innovators in the future for that optimal cross-pollination. Perhaps even the number one position of this top 100 could be within reach, following in the footsteps of her Rabo and Achmea colleague Petri Hofsté (ranked 4th), who was the first woman to hold the top position from 2020 to 2022. With Van Dongen as the new runner-up, multi-director Pauline van der Meer Mohr loses her place in the top three. Van der Meer Mohr stepped down as member of the supervisory board of the international pharmaceutical company Viatris at the end of last year. She had been associated with the company since 2017, when it was still Mylan, the pharmaceutical company that later merged with a Pfizer division to form the new Viatris.
Climbing the Ranks
In third place – the same position as last year – is Lodewijk Hijmans van den Bergh. He is a member of the supervisory board and chairman of Heineken's remuneration committee. Furthermore, Hijmans van den Bergh supervises ING Group and investment company HAL. After a long career at the law firm De Brauw Blackstone Westbroek and Ahold, he chose a career as a professional non-executive director. The list seems to offer even more opportunities for future renewal. For example, there is the climb into the top ten by Koos Timmermans, the new number five. Timmermans' rapid rise is due to his new position on the supervisory board at NN Group, where he also serves as a member of the audit and risk committees. Last year, he became chairman of the supervisory board of the Port of Rotterdam, where he started as a member of the supervisory board a year earlier. Timmermans holds roles in heavily regulated companies, which means he has his work cut out. In the past year there often was discussions at Management Scope about the increasing regulatory pressure, particularly in the area of ESG, and the expectation is that it probably will become even more. This was also referred to in the interview with former SHV CEO Jeroen Drost (ranked 14th)). Drost even worries that more legislation will become a deterrent: ‘I am not saying that no one will want to be a member of a supervisory board if more legislation means yet more liability, but further legislation will certainly not create superior supervisors.’ Drost, in any case, made an emphatic choice for a career as a professional non-executive director. As CEO at SHV, he was already a member of the supervisory boards at Rabobank and Ebusco, and after his departure, he this year added Signify to his supervisory portfolio.
Climbing Quickly
Outside the top ten, some non-executive directors are also finding their way up the ranking at speed. Take Baptiest Coopmans (ranked 40th). Coopmans is senior vice president of Liberty Global, the parent company of VodafoneZiggo. Coopmans was already a member of the supervisory board at the knowledge institute TNO and was appointed on the supervisory board of the dairy cooperative FrieslandCampina earlier this year, where he also serves as vice chairman. Carolina Wielinga (ranked 66th) also made a significant leap upward. The accountant and business economist by training holds supervisory roles at the food ingredients company Corbion and Gasunie. She is also on the supervisory board of The Royal A-ware Food Group, which is involved in cheese and dairy activities and logistics services. These companies are, in Wielinga, gaining a supervisor with substantial experience. The British statesman Winston Churchill's motto ‘Never waste a good crisis’ seems to apply to her career. Her career began at Arthur Andersen, which collapsed in 2002 due to the Enron accounting scandal. Through various roles, including at the scandal-plagued meat processor VION, she moved to Rabobank. The bank was then in the midst of the Libor scandal and dealing with real estate fraud at its subsidiary Bouwfonds. In 2018, she became CFO of the BDR Thermea Group, an international supplier of heating systems. A calmer environment, but still challenging due to capacity shortages in the energy transition. She combined the CFO role with a non-executive position at Gasunie. She stepped down from BDR Thermea Group this year, creating room for more non-executive roles. It is very likely that we will see Wielinga even higher on the list next year.
Combined Roles
Most of the non-executive directors on the list focus entirely on their supervisory duties. However, there are also those who combine non-executive roles with a primary executive function. The figures in the ranking over the past years show that executive and supervisory roles increasingly overlap. This is now somewhat tempered, as executives are allowed only two supervisory positions and no chairmanships of supervisory boards. Leading the group of supervisors with combined roles is PostNL CEO Herna Verhagen (ranked 7th). She is one of the longest-serving CEOs of a listed company and made headlines when she recently announced her resignation in April 2025, earlier than expected, as she was appointed until May 2027. Verhagen currently combines her executive role with non-executive positions at Philips and ING Group. She is also a member of the supervisory board at The Concertgebouw and a member of the supervisory board of the Goldschmeding Foundation. Until last year, Verhagen was also on the board of the employers' organization VNO-NCW. Verhagen has not yet disclosed her future plans. Should she consider a career as a professional non-executive director, her experience will undoubtedly make her a highly sought-after supervisor. In that scenario, Verhagen could very well shake up next year's list! Will we elevate not one but two ‘supervision queens’ in a new edition? Verhagen is also a strong advocate for new talent, especially women. At PostNL, she expects a shortlist of candidates for every vacancy to include ‘at least one woman,’ she explained in NRC. ‘If you want a more diverse organization, you have to make it a priority.’
Newcomers to the List
This year, the list features 17 new faces, three fewer than last year. Of the newcomers, seven are women and ten are men. High ranking new entrants include Kuldip Singh (ranked 12th) (see: 'Highest Newcomer with a Nose for True Diversity') and Essimari Kairisto (ranked 22nd). They are not only new but also give the list a more diverse face. Born in New Delhi and raised in Amsterdam, Singh earned a spot just below the top ten thanks to various non-executive roles. His age – he is just 51 – and rapid expansion of his supervisory roles also earned him the top position in the Next50 non-executive directors this year. Singh has a clear preference for companies that value innovation, as evidenced by his role at TU Delft spin-off Whiffle. The company develops an innovative AI-based weather model that aims to predict the weather better than traditional models and is intended, for example, to optimize the use of renewable energy sources such as solar and wind. His non-executive role at grid operator TenneT also contributes to his rise on the list.
Transformation
At TenneT, Singh joins another newcomer to the list: Essimari Kairisto. Kairisto, who grew up in Finland and studied in Germany, has an international portfolio focusing on energy, infrastructure, and industrial services. After a career as CFO at the German construction company Hochtief and the South African chemical company Sasol, Kairisto now focuses on supervision. In the Netherlands, she combines supervisory roles at TenneT and engineering company Fugro. Across the border, she is vice-chair of the supervisory board at Fortum Oyj, a major energy company in her native Finland, where she also chairs the audit committee. She is also chair of the Italian transport company Iveco Group and the Freudenberg Group, a family-owned company active in the chemical and industrial sectors. Kairisto likes change. ‘Whether it is accelerating a company's growth, entering new markets, shifting focus on business activities, or restructuring to achieve significant cost savings.’ In an earlier interview with Management Scope, she said the need for transformation is the common thread in her non-executive roles. With plenty of transformation happening, there are many opportunities for Kairisto to advance to the higher regions of the list.
Peter Wennink
A ' familiar newcomer' on the list, Peter Wennink, cannot go unmentioned either. Wennink (ranked 45th) was CEO of the successful chip machinery maker ASML for more than ten years and CFO for many years before that. He helped grow the startup (together with the also-retired Martin van den Brink, non-executive director at ASM International and not yet in the top 100) into Europe's most valuable technology company. It is now clear that Wennink does not want to spend all his newfound free time on his hobby – making wine at his own chateau in Cahors. He is taking on more supervisory roles and is a member on the supervisory boards at industrial conglomerate VDL and Heineken. At the brewer, he will become vice-chairman of the supervisory board. Wennink chooses his non-executive roles literally and figuratively close to home; Eindhoven-based VDL is one of ASML's key suppliers. He has also been chairman of the supervisory board at TU Eindhoven for some time.
Who Did not Return?
Some familiar names did not return to the list. René Hooft Graafland stepped down from several non-executive roles recently and, like 16 others, fell just short of the ranking. Hooft Graafland was CFO of Heineken for many years and later held non-executive roles at Ahold, FrieslandCampina, and Wolters Kluwer. He is still active as chairman of the supervisory board of the listed beverage producer Lucas Bols. Remarkably, many women (eleven!) dropped out of the list this year. Among them is super non-executive Marike van Lier Lels. Her second and final term at Dutch Railways recently ended, and she also stepped down from publisher RELX and construction company Dura Vermeer.
While many on the list become non-executive directors after a career as an executive, Nynke Dalstra chose the opposite route. She is no longer on the list after her recent appointment as CFO of Eneco. Dalstra is stepping down as member of the supervisory board at the Port of Rotterdam Authority and drinking water company Evides, though she remains on the supervisory board of DIY chain Intergamma.
Number of Women Requires Patience
The number of women in the top 100 has dropped again this year, and significantly so; from 41 percent to 37 percent. There are six new women on the list, but as mentioned, eleven also dropped out, resulting in a net decrease. In the top ten, the situation is slightly better: four of the ten top non-executive directors are women. One fewer than last year, as Angelien Kemna (ranked 18th) slipped from the top ten. The former CFO of APG declined a second term as member of the supervisory board at FrieslandCampina and stepped down as supervisor of the Monitoring Committee Accountancy. With 37 percent, the number of women in supervisory roles in our top 100 is still slightly above the mandatory minimum of 33 percent for supervisory boards of listed companies. This minimum stems from the legislation aimed at achieving a more balanced gender ratio in the (sub)top of companies.
The entry of more women into supervisory roles at large companies is still slow. According to the Female Board Index, an annual overview of women on the executive and supervisory boards of Dutch listed companies, if last year's progress continues, a fifty-fifty distribution of non-executive positions will not be reached until 2034. Almost ten more years – surely, we can move faster! Fortunately, the Management Scope Next50 of upcoming supervisory talent shows that acceleration is possible: half of the pipeline to top supervision is now female. This is welcome, as the influx on Management Scope’s Top-100 Corporate Women this year also stagnated.
More Generations
This year, too, the ranking is less diverse than would suit the spirit of the times. Most supervisors are still male, white, in their sixties, and from Western countries. First, the good news: when it comes to better generational representation, there is positive movement. The youngest non-executive director – Patrick Jager, ranked 87th – is 44 years old. Jager is new to the list and combines an executive role at HAL Investments with non-executive positions at SBM Offshore, which develops large installations and vessels for the oil and gas industry, and construction company Van Wijnen. At SBM Offshore, Jager succeeded fellow HAL executive Jaap van Wiechen (no longer on the list), who was himself the youngest on the list for a long time. Thanks to Jager and (among others) Kuldip Singh and Theo Brink (ranked 97th), the average age of the non-executive directors on the list is decreasing. The youngest non-executive director is four years younger than last year. However, the overall list – on a decimal point – is slightly higher than last year. Most non-executive directors are still in their sixties, and they retire less quickly. The oldest non-executive director, Tom de Swaan (ranked 72nd), is 78 years old. He is followed by 74-year-old Annemarie Jorritsma (ranked 54th) and 71-year-old Dick Sluimers (ranked 23rd). Notably, the average age of female non-executive directors (rounded to 60 years) on the list is again lower than that of the men (rounded to 63 years).
Not Leaning Back
Supervisory boards have a good generational spread., but there is still much to be done in terms of diversity in other areas. Broad diversity – for example, regarding origin, socio-economic background, religion, and sexual orientation – remains very limited. Although 11 non-executive directors on the list have a non-Dutch nationality or dual nationality, their roots, with one exception, lie in Europe. More diversity in supervisory boards makes sense, as supervisors would better reflect the employees of the organizations and also the customer base which is often truly international. No reason to lean back, but rather to push forward on diversity and inclusion.
This article is published in Management Scope 01 2025. The Top-100 Non-Executive Directors was compiled by Timen Kraak. For the methodology used, please refer to our website: www.managementscope.nl.