Triodos internal governance

Triodos Bank is a European bank with branches in The Netherlands (Zeist), Belgium, (Brussels), the United Kingdom (Bristol), Spain (Madrid) and Germany (Frankfurt). The head office, and legal address, is in Zeist, The Netherlands.

Foundation for the administration of Triodos Bank shares (SAAT)

Triodos Bank believes it’s crucial that its mission and identity is protected. As a result, all Triodos Bank’s shares are held in trust by SAAT – the Foundation for the Administration of Triodos Bank Shares. SAAT then issues depository receipts for Triodos Bank shares to the public and institutions. These depository receipts embody the economic aspects of the shares of Triodos Bank NV. SAAT exercises the voting rights for the Triodos Bank NV shares. The Board of SAAT’s voting decisions are guided by Triodos Bank’s goals and mission, its business interests, and the interests of the depository receipt holders. Triodos Bank depository receipts are not listed on any stock exchange. Instead, it maintains an internal market.

Depository receipt holders

Depository receipt holders are entitled to vote at the Annual General Meeting of depository receipt holders. Each depository receipt holder is limited to a maximum of 1,000 votes. The Annual General Meeting of depository receipt holders appoints the members of the Board of SAAT, based on its recommendations. These recommendations must be approved by Triodos Bank’s Statutory Directors and Supervisory Board. No depository receipt holder may hold 10% or more of all depository receipts that are issued.

Triodos Bank Supervisory Board

Triodos Bank has a Supervisory Board, which monitors Triodos Bank’s business operations and advises and assists its Executive Board, to benefit its business interests. New members of the Supervisory Board are appointed by the Annual General Meeting of shareholders, based on recommendations from the Supervisory Board.

Triodos Bank’s Executive Board and Statutory Directors

The daily management of Triodos Bank lies with the Executive Board. The Executive Board consists of the Statutory Directors and one or more managers appointed by the Statutory Directors. The Statutory Directors are formally responsible for the management of Triodos Bank and are appointed by the Supervisory Board.

Stichting Triodos Holding

Stichting Triodos Holding is legally separate but organisationally related to Triodos Bank NV. It is a 100% shareholder of Triodos Ventures BV, an investment fund for higher risk but strategically important new activities that reflect Triodos Bank’s mission and activities. The Board of Management of Stichting Triodos Holding and the Board of Management of Triodos Ventures are made up of the Statutory Directors of Triodos Bank. Stichting Triodos Holding has a Supervisory Board appointed on the recommendation of the Board of SAAT.

Stichting Triodos Foundation

Stichting Triodos Foundation is a sister institution of Triodos Bank NV that is legally separate but organisationally related to it. Currently, the Board of Management of Stichting Triodos Foundation is made up of Triodos Bank NV co-workers. It makes donations that are granted to initiatives that help Triodos Bank NV to deliver its ethical goals. Similar foundations have been set up in Belgium, the UK and Spain.