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BETWEEN CONTROLLED CO-OPTION AND DIRECT ELECTION
Download This ArticleRienk Goodijk
Abstract
This paper first describes the complex Dutch corporate governance system and the functioning of the Supervisory Board under the rules of the structure regime and co-option model up to the present time. The critiques of the parties and stakeholders involved in this model are investigated next, followed by a description and explanation of the recent developments of the Dutch model and a discussion of the pros and cons of the alternatives with regard to the interests of the various stakeholders. Finally, some key factors for improving the boards’ functioning in the – changing – Dutch corporate governance system are presented. The findings and recommendations are based on case-studies and interviews conducted in large Dutch companies over several years and on extensive analyses of documents and recent evolutions. This research method however, is only suitable for a process of exploration, clarification and development of hypotheses.
Keywords: board of directors, composition, stakeholders, Dutch companies
How to cite this paper: Goodijk, R. (2005). Between controlled co-option and direct election. Corporate Board: role, duties and composition, 1(1), 38-50. https://doi.org/10.22495/cbv1i1art4