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corporate governance

corporate governance

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RAND.AMS
€34.46 + 0.60
18 March 2010
17:36 CET
 
At Randstad, sound corporate governance has always been a key component of our culture and behavior. The business processes throughout the organization incorporate transparency for both external reporting and the sound management of activities around the world. This transparency has been achieved through the consistent application of our core values. This culture has been actively developed for many years, and the process continues today. Randstad therefore has a strong focus on integrity, transparency and clear and timely communication. Good corporate governance and adequate supervision are important prerequisites for trust in Randstad and its management. Decisions taken on corporate governance must be seen in the context of an ongoing process. National and international developments are closely monitored. Given the international exposure of Randstad and its businesses, the international context is of vital importance.

Randstad's corporate governance structure is based on the requirements of Dutch legislation, the company's Articles of Association and the rules and regulations applicable to companies listed on the stock exchange of Euronext, complemented by several internal procedures. Over the last decades, Randstad has pursued a consistent policy to enhance and improve its corporate governance in line with the Dutch corporate governance code ('the code', which can be found at www.commissiecorporategovernance.nl) and (international) best practices. Following the introduction of the code in 2005, Randstad's corporate governance structure was extensively discussed at the Annual General Meeting of Shareholders that year. In December 2008, the revised code was introduced and extensively discussed by the boards. Randstad has implemented the changes and additions included in the updated code, where feasible and relevant and, if required, by making amendments to the company's Articles of Association, (internal) by-laws and/or board profiles.

The executive board and the supervisory board, which are jointly responsible for the corporate governance structure of Randstad, are of the opinion that the vast majority of the principles and best practice provisions of the (updated) Dutch corporate governance code are being applied. As the code is based on the 'comply or explain' principle, a number of deviations, being deemed necessary in the interests of the company, have been explained to shareholders and are described in the corporate governance section of our annual report. Any substantial changes in Randstad's corporate governance structure and its compliance with the code will be submitted to the Annual General Meeting of Shareholders.

Supervisory Board
Remuneration policy and report for Randstad Holding PDF 245.7 KB Add to Briefcase
By laws Supervisory Board PDF 159.5 KB Add to Briefcase
Terms of reference Nominating & Compensation Committee PDF 72.4 KB Add to Briefcase
Terms of reference Audit Committee PDF 115.8 KB Add to Briefcase
Executive Board
By laws Executive Board PDF 110.3 KB Add to Briefcase
Other
Business Principles PDF 36.1 KB Add to Briefcase
Misconduct Reporting Procedure PDF 53.6 KB Add to Briefcase
Competition Law Compliance Policy PDF 72.3 KB Add to Briefcase
Policy bilateral contacts shareholders PDF 17.7 KB Add to Briefcase
Insider dealing rules PDF 72.9 KB Add to Briefcase
Articles of association Randstad Holding nv PDF 165.6 KB Add to Briefcase
List of other relevant securities PDF 24.0 KB Add to Briefcase
Registers authority of the financial markets (AFM) HTML file N/A Add to Briefcase
Regulatory obligations chamber of commerce HTML file N/A Add to Briefcase

Annual general meeting of shareholders