Committees Supervisory Board
The Supervisory Board has four permanent committees: the Nomination and Corporate Governance Committee (combined), the Remuneration Committee, the Risk Committee and the Audit Committee and one ad hoc committee: the ESG Committee. All committees are by nature totally independent of ING. Each permanent committee has its own charter, which you can download below. The charter describes the committee’s powers and duties and complies with applicable regulation, such as the US Sarbanes-Oxley Act. The Supervisory Board has established Terms of Reference for the ESG Committee, which describe the committee’s powers and duties. The Terms of Reference can be downloaded below as well.
Risk Committee
- The Risk Committee consists of at least three members and currently meets at least seven times a year. In addition, the Risk Committee also meets at least two times a year with the Remuneration Committee.
- The Risk Committee assists and advises the Supervisory Board in monitoring the risk profile of the company as well as the structure and operation of the internal risk management and control systems.
- The members of the Risk Committee are: Mike Rees (chair), Juan Colombás, Karl Guha, Margarete Haase, Lodewijk Hijmans van den Bergh, Herman Hulst, Harold Naus and Alexandra Reich.
For the full text of the Charter of the Risk Committee we refer to
Audit Committee
- The Audit Committee consists of at least three members and currently meets at least six times a year.
- The Audit Committee assists the Supervisory Board in monitoring the integrity of the financial statements of the company, in monitoring the compliance with legal and regulatory requirements, and in monitoring the independence and performance of ING’s internal and external auditors.
- The members of the Audit Committee are: Margarete Haase (chair), Juan Colombás, Karl Guha, Herman Hulst and Mike Rees.
For the full text of the Charter of the Audit Committee we refer to
Nomination and Corporate Governance Committee
- The Nomination and Corporate Governance Committee consists of at least three members and currently meets at least four times a year.
- The Nomination and Corporate Governance Committee advises the Supervisory Board, among other things, on the composition of the Supervisory Board and Executive Board, assists the Supervisory Board in monitoring and evaluating the corporate governance of ING as a whole and the reporting thereon in the Annual Report and to the General Meeting, and advises the Supervisory Board on improvements.
- The members of the Nomination and Corporate Governance Committee are: Karl Guha (chair), Mike Rees and Herna Verhagen.
For the full text of the Charter of the Nomination and Corporate Governance Committee we refer to
Remuneration Committee
- The Remuneration Committee consists of at least three members and currently meets at least four times a year. In addition, the Remuneration Committee also meets at least two times a year with the Risk Committee.
- The Remuneration Committee advises the Supervisory Board, among other things, on the terms and conditions of employment (including their remuneration) of Executive Board members and the policies and general principles on which the terms and conditions of employment of Executive Board members and of senior managers of ING and its subsidiaries are based.
- The members of the Remuneration Committee are: Herna Verhagen (chair), Juan Colombás, Karl Guha and Harold Naus.
For the full text of the Charter of the Remuneration Committee we refer to
ESG Committee
- The ESG Committee consists of at least one member of each of the other committees listed above and meets as often as it determines.
- The ESG Committee has been established for an initial duration of two years. After this period the Supervisory Board shall determine whether the ESG Committee shall be made permanent.
- The ESG Committee assists the Supervisory Board with matters relating to the various areas of ESG ( ‘environmental’, ‘social’ and ‘governance’), including but not limited to, the development of ESG and the integration of ESG in the company and its strategy. In addition, the ESG Committee assists the Supervisory Board by generally monitoring and advising on relevant ESG developments.
- The members of the ESG Committee are: Lodewijk Hijmans van den Bergh (chair), Juan Colombás, Karl Guha, Herman Hulst and Alexandra Reich.