Boskalis Annual Report 2020

26

REPORT OF THE SUPERVISORY BOARD

The Supervisory Board wishes to thank the employees and the Board of Management of Boskalis for the commitment, creativity and flexibility they have shown in 2020, especially considering the COVID-19 pandemic and the current market conditions.

In accordance with Article 26 of the Articles of Association of Royal Boskalis Westminster N.V., the Supervisory Board presents the 2020 annual report to the Annual General Meeting of Shareholders. The annual report, including the report of the Board of Management, the statement of directors’ responsibilities and the financial statements, was drawn up by the Board of Management. The financial statements are accompanied by the report of the company’s external auditor Ernst & Young Accountants LLP (EY), which is included on pages 148 to 153 of this report. We recommend the following to the Annual General Meeting of Shareholders: ‚ the adoption of the financial statements, including the proposed profit appropriation; ‚ the discharge of the members of the Board of Management in respect of their management activities during 2020; ‚ the discharge of the members of the Supervisory Board for their supervision of management during 2020; ‚ the distribution to shareholders of a cash dividend of EUR 0.50 per ordinary share. COMPOSITION OF THE BOARD OF MANAGEMENT The Board of Management consisted of four members at the start of the 2020 reporting year. No changes to the composition of the Board of Management occurred during the year under review. COMPOSITION OF THE SUPERVISORY BOARD At the start of 2020, the Supervisory Board consisted of seven members. At the Annual General Meeting of Shareholders on 30 June 2020, Mr. Hazewinkel and Ms. Haaijer stepped down as members of the Supervisory Board. The Supervisory Board regularly reviews whether the composition and size of the Supervisory Board matches the Profile of the Supervisory Board and the strategy of the Company. In that context, the Supervisory Board has decided that this is safeguarded by a Supervisory Board consisting of six members. The Supervisory Board has therefore announced that only a single vacancy for the Supervisory Board needed to be filled. To fill this vacancy, Ms. Jones-Bos was appointed by the Annual General Meeting of Shareholders as member of the Supervisory Board commencing on 30 June 2020 until and including the Annual General Meeting of Shareholders in 2024. Mr. de Kreij was appointed as Deputy Chairman and financial expert of the Supervisory Board. Mr. Sperling is industry expert for contracting and projects and Mr. Van der Veer for the oil and gas markets. No further changes to the composition of the Supervisory Board occurred during the year under review. As a result, as from 30 June 2020, the Supervisory Board consists of six members.

report of the supervisory board ANNUAL REPORT 2020 – BOSKALIS