Corporate Governance

The Supervisory Board and the Management Board of Hydratec in general endorse the principles for proper corporate governance as set out in the Dutch Corporate Governance Code.

A key principle in this regard is that the company, its directors and supervisory directors must focus on the company’s long-term continuity and must maximise its benefit for all parties involved with the company. Clear and open communication is a positive contributing factor in this respect. Hydratec has implemented the Code in a thorough and well-considered manner, with due consideration to the scale of the activities in which it operates.

The Corporate Governance policy, including the associated relevant regulations and reports, is regularly tested and evaluated. On 7 September 2017, with the publication of the designation order in the Netherlands Bulletin of Acts and Decrees, the Corporate Governance Code (‘the Code’) as revised in 2016 was legally enshrined effective 1 January 2018. The table below contains a reference to the Corporate Governance Code Monitoring Committee, as well as the Supervisory Board’s profile sketch and the Articles of Association of Hydratec.

Corporate Governance Code Monitoring CommitteeCorporate Governance Code Committee (website) 
Articles of AssociationArticles of Association of Hydratec Industries N.V.
Code of ConductCode of Conduct of Hydratec Industries N.V.
Supervisory Board RegulationsRegulations of the Supervisory Board of Hydratec Industries N.V.
Profile sketch of Supervisory Board membersProfile sketch of the Supervisory Board of Hydratec Industries N.V.
Whistleblowers' SchemeWhistleblowers' Scheme of Hydratec Industries N.V.
Bilateral Shareholder ContactsPolicy governing bilateral contacts with shareholders of Hydratec Industries N.V.

Deviations from the Netherlands Corporate Governance Code

Hydratec Industries applies all provisions with the following exceptions from the best practice provisions of the Code:

  • Due to its size, the company does not have an internal audit function (§1.3).
  • Mr E. ten Cate (Chair of the Supervisory Board) does not meet the independence criteria as defined in the code, as members of his immediate family hold over 10% of the shares (§2.1) and, in the past, Mr E. ten Cate was a member of the Management Board of the company (§2.1.9).
  • Hydratec Industries’ opinion is that its Supervisory Board members’ experience and knowledge of the company are an important basis for their performance and should be the deciding factor in determining the length of their term of office. No maximum term of office applies to Supervisory Board members. At the end of each term of office, a Supervisory Board member may, after careful consideration, be reappointed for a new term (§2.2.2.i).
  • Webcasting of presentations to investors and analysts is not provided as Hydratec Industries is an Auction Fund (§4.2.3).