Corporate governance

Introduction and general outline

Delta Lloyd Group has a two-tier board structure consisting of an Executive Board and a Supervisory Board, in accordance with the Dutch full large company regime. This means that the Supervisory Board appoints the members of the Executive Board, while the members of the Supervisory Board are appointed by the General Meeting of Shareholders (the ‘General Meeting’) based on nominations by the Supervisory Board. In addition, certain important Executive Board resolutions require the Supervisory Board's approval.

The Delta Lloyd Group website (www.deltalloydgroep.com) contains the articles of association, various by-laws and other corporate governance-related documents.

Due to the sale by Aviva plc (‘Aviva’) of its remaining stake in Delta Lloyd Group in January 2013, the Strategic Investment Agreement that Delta Lloyd Group and Aviva entered into prior to the initial public offering was terminated, with the exception of certain specific termination clauses. This agreement contained orderly market arrangements and covered key corporate governance issues including Aviva’s role in the composition of the Supervisory Board. Since Aviva’s rights according to the Strategic Investment Agreement have ended, this chapter does not contain a description of the agreement.

Structure of Delta Lloyd Group

The legal structure of Delta Lloyd Group has been radically simplified since 1 January 2011. The present structure groups similar activities, as far as possible, at single locations within the organisation. This way, we can share knowledge and systems, save costs and improve service quality. Our Delta Lloyd and OHRA brands operate from a single commercial division and work closely with the two life and general insurance businesses. The ABN AMRO Verzekeringen joint venture has maintained its separate position within Delta Lloyd Group and conducts general and life insurance activities under the ABN AMRO Verzekeringen label.

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