Jelle Miedema (Randstad): ‘I Am Becoming More Outspoken in my role as Company Secretary’

Jelle Miedema (Randstad): ‘I Am Becoming More Outspoken in my role as Company Secretary’
Jelle Miedema, company secretary at Randstad, is first and foremost the linking pin between the executive board and the supervisory board. With the role of the supervisory board changing, that of the company secretary is changing with it. 'Members of the supervisory board are busier and the responsibilities of the position are expanding. They therefore find it increasingly critical to have someone who informs and advises them well.'

It is a normal day at the headquarters of the staffing company Randstad. People pass through the reception hall to their next meeting, head outside to visit clients, or gather around the coffee machine. It is busy, yet there is a sense of calm, reinforced by the timeless appearance of the building built in the shape of the 1987 Randstad logo, designed by architect Wim Quist, the favorite architect of Randstad founder Frits Goldschmeding.
Goldschmeding recently passed away at the age of 90. Although he had not been active at Randstad's headquarters for many years—he stepped down as vice-chairman of the supervisory board in 2011—his more than 30 percent stake in the company is managed by Randstad Beheer. 'Frits' passing has certainly had an impact, especially on the group of people who worked closely with him,' says company secretary Jelle Miedema to Joyce Leemrijse of A&O Shearman. 'Our pater familias is no longer here. But not much has changed within the company. The structure of the company and the core values—'knowing, serving and trusting, striving for perfection, and wide advocacy’—remain intact. His legacy lives on in our DNA. Randstad remains a company that invests in its employees and takes on itself huge social responsibility. He gave us that mission, and we will continue to carry it out.'

You have been company secretary since 2008 and have worked closely with CEOs Ben Noteboom, Jacques van den Broek, and now Sander van 't Noordende. All very different personalities. How do you experience working with different CEOs?
'The dynamic with each CEO is unique to that person. But that is not so unusual. Each new colleague brings a new dynamic. It does not have a major impact on my role. I have been asked whether with a new CEO, it means also a new company secretary. But that is not at all how it is. My role is independent of who the persons on the executive or supervisory board are. However, it is crucial that you have a very good relationship and way of working with the CEO and the other people whom you work closely with.'

Which CEO did you work with most comfortably?
'To be honest, I consider myself fortunate that I always got along well with really all the CEOs as well as CFOs and other members of the boards of directors and supervisory boards I worked with. I truly cannot name anyone with whom I do not have a good relationship - even if I wanted to. I think it is important to remember that in this role, you always serve the interests of the company above all else, even if at some point a relationship is strained.'

But can the CEO not simply dismiss you if 'a relationship is strained'?
'The executive board could do that, but only in consultation with the supervisory board. So, I do have some protection. Rightfully so, because I need to be independent. Of course, the intention is not for me to become untouchable. If I really could not get along with the CEO or the chairman of the supervisory board, the situation would not be sustainable in the long term. I would not enjoy it anymore either.'

Can we talk about your role, which we also discussed in a previous conversation you had with Management Scope. You mentioned that the term 'board secretary' fails to cover the scope and that 'company secretary' is a better description of your role. Do you still think that way?
‘Even more so now. Board secretary implies a subservient, strongly administrative role, which does not go much beyond preparing agendas, meeting documents and minutes. A company secretary, on the other hand, has a much broader function. I am legally responsible for the company, for everything related to the stock exchange listing and shareholders, for example. In addition - and this is where I derive most energy from - I am the linking pin between the board of directors and the supervisory board. I feel responsible for communication between the two bodies. I play an increasingly proactive role here - I have more interaction with executives and supervisory directors between meetings than I used to. We now have an executive leadership team, and I also maintain close contact with its members. I also form a connection between the board and other parts of the organization. Additionally, I often attend meetings with representatives of external parties, such as the VEB (Dutch Investors Association), Eumedion and the VBDO (Dutch Association of Investors for Sustainable Development). I recently had a discussion with a UN Global Compact group that lobbies for the possibility of a societal committee for the company, to create an institutionalized voice for the social groupings.
Furthermore, since the previous CEO asked me, I have been responsible for sustainability at Randstad. This may be unusual for my role, but we felt that ESG policy should be company-wide, especially since Randstad is, at its core, a company that wants to do good for society. My involvement in ESG may change again in the future. Perhaps someday there will be a chief sustainability officer with responsibility for ESG policy on the executive leadership team. That would be a positive development because it would highlight the strategic relevance of ESG topics.

Your role has been evolving. Have you changed your approach?
'I have become more outspoken in recent years. I am also increasingly taking responsibility for providing information. For example, I alert the supervisory board to important items that should be discussed during meetings or which talents within the company they should get to know. It is not always a given that these matters are put on the agenda, and they trust my judgment. In that sense, I am also becoming more of a trusted advisor. Not only towards the members of the supervisory board, but this shift in my role is most noticeable there.
Members of the supervisory board have become busier in recent years and have been assigned more responsibilities. Therefore, they find it increasingly critical to have someone who can inform and advise them well.'

 

Do you have power as well?
'I hope not! But I do think I have influence. That people listen to me, that my opinion is heard, and that it gets taken into account by the executive and supervisory boards when making decisions. I of course do not have a vote, but I do know what is going on within the company. If I were to isolate myself in an ivory tower, I would never be as well informed. This can only work if you are visible, if people can approach you, and if you listen carefully to what they have to say. Plus, you should not have a personal agenda or get caught up in others' agendas, and you should be transparent about this. If you are not independent, you lose your credibility.
As I said, I am independent. That means I feel part of Randstad. I serve the interests of this company in the full sense of the word and aim to focus mainly on those interests when advising people. In any case, I ensure that the members of the executive and supervisory boards have the right information to make independent moral judgments, especially by always emphasizing the importance and core values of Randstad. As I do when I speak with new employees, for example. In that sense I am the conscience of Randstad, someone who tries to keep alive the ideas Frits Goldschmeding once formulated.'

This interview was published in Management Scope 01 2025. 

This article was last changed on 10-12-2024

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