6. Organisational structure
In December 2015, after an intensive internal dialogue, Rabobank decided to radically modify its cooperative structure. From 1 January 2016, Rabobank is one cooperative with 106 local member banks, with one banking licence and one balance sheet.
For more than a hundred years, Rabobank had a two-tier cooperative structure, consisting of our independent local member banks, which were attached to the central cooperative Rabobank Nederland. In this structure, Rabobank Nederland acted as a service centre for the local banks, but it was also responsible for the delegated supervision of the local banks.
The old structure became increasingly problematic internally and started to distract attention from our actual mission, being the most customer-focused bank. At the same time, it was becoming more difficult to comply with all the requirements from the new European banking supervision within the current structure.
The 'Governance Dialogue' began in March 2014. A committee of chairmen of local boards of directors, Supervisory Board members of local member Rabobanks and board members were tasked with advising about Rabobank's new operational management. The aim was a governance model that would help to restore trust in Rabobank among customers, members, employees, regulators and other stakeholders.
In the spring of 2015, after an extensive and lengthy internal debate, the Central Delegates Assembly (CDA, the 'Rabobank parliament') approved the proposal for a new corporate governance structure. In September, the CDA issued a positive opinion on the new articles of association and rules of procedure for the new governance. On 2 December, the 106 local members councils unanimously agreed with the merger that was needed for the new governance. A week later, the General Meeting of Rabobank Nederland approved the merger and amendment of the articles of association, and the new structure.
The new governance aims to strengthen both Rabobank's cooperative roots and the banking business. The new model will also enable the bank to comply with the requirements of financial market players and regulators.
In the new structure, members will get an even stronger voice. Local members' councils will focus even more on the bank's local services and its role in society. Their influence and control also extends to the Rabobank organisation as a whole because each local member Rabobank directly represents its members in the highest management body of the cooperative: the General Members Council. This council approves the strategy, as well as the annual budget. It advises on large mergers or strategic alliances, and appoints the members of the Supervisory Board.
From 1 January 2016, all local member Rabobanks began working together with the centralised organisation as one cooperative with one banking licence. We are now jointly accountable for one set of financial statements. Previously, each local member Rabobank, as well as the centralised organisation, had its own banking licence and its own set of financial statements.
The local member Rabobanks form the core of the Dutch organisation. They are near to the customer and are deeply rooted in their own regional market. Through their activities, they contribute to the economic development in their field of operation. In the new structure, local member Rabobanks get even more freedom to present themselves in their field of operation in banking and in the community.