Boskalis_Annual Report_2017

report of the supervisory board ANNUAL REPORT 2017 – BOSKALIS 22

REPORT OF THE SUPERVISORY BOARD

The Supervisory Board wishes to thank all employees and the Board of Management of Boskalis for the great efforts they have shown in 2017, especially considering 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 2017 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 fnancial statements, was drawn up by the Board of Management. The fnancial statements are accompanied by the report of the company’s external auditor Ernst & Young Accountants LLP, which is included on pages 134 to 138 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 2017. ‚ ‚ The discharge of the members of the Supervisory Board for their supervision of management during 2017. ‚ ‚ The distribution to shareholders of a dividend of EUR 1.00 per ordinary share to be paid in ordinary shares, unless the shareholder opts to receive a cash dividend. COMPOSITION OF THE BOARD OF MANAGEMENT The Board of Management consisted of three members in the 2017 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 2017 the Supervisory Board consisted of seven members. At the General Meeting of Shareholders on 10 May 2017 Mr. Niggebrugge stepped down as Supervisory Board member, due to the fulflment of his last term. No further changes to the composition of the Supervisory Board occurred during the year under review. As a result as from 10 May 2017 the Supervisory Board consists of six members. ACTIVITIES OF THE SUPERVISORY BOARD The Supervisory Board held fve regular meetings with the Board of Management and Group Management of the company. The attendance rate at the meetings of the Supervisory Board is for all Supervisory Board members 100%. The Supervisory Board also met several times without the Board of Management being present and there was regular telephone and one-on-one contact between the chairman of the Supervisory Board and the chairman of the Board of Management. Neither transactions with a

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