The dismantling of the Netherlands Antilles has had a negative impact on corporate governance. All countries seem to move in their own direction. In itself there’s nothing wrong with that. What’s bad, though, is that there is little or no collaboration. This results in a range of missed chances. The good news is that a missed chance also creates an opportunity. I’ll give an example.
In all Caribbean parts of the Kingdom it’s difficult to find suitable supervisory board members. There are people with sufficient knowledge, but not in abundance. On the smaller islands there are even fewer of them. A lack of sufficient experience is also a problem. The biggest problem is often a lack of independence. The smaller the country, the more mutual ties and relationships there are and the more preferences and dislikes as a result of them. That’s detrimental to a supervisory board member’s independence. Independence is increasingly becoming a core quality for every supervisory board member. For financial institutions, De Nederlandsche Bank uses as a rule of thumb that at least half of the supervisory board members must be independent. One of the criteria for independence is what is called ‘independence in mind’.
“In our countries we could very well promote the desired ‘independence of mind’ of supervisory board members by recruiting them from another country within the Dutch Caribbean.”
In our countries we could very well promote the desired ‘independence of mind’ of supervisory board members by recruiting them from another country within the Dutch Caribbean. Before the Public Entity made a corporate governance mess of it in Bonaire in the past year, various supervisory board members from other Caribbean countries were active in government-related entities in Bonaire. That worked fine.
I propose to follow this good example on all of our islands and make this a structural approach. Let’s set up a pool of competent supervisory board members from the entire Dutch Caribbean, through a foundation for instance. The countries should then commit themselves to appoint at least one supervisory board member from another country in the Dutch Caribbean at each government-related entity. More than one is fine too. They can choose these people from the pool, but don’t have to. This prevents ‘inbreeding’ (always using the same people) and will enable us to learn from each other. Moreover, more competent supervisory board members will become more easily available to the smaller countries and public entities. The cost of travel (time, money and, above all, effort) can be reduced by stipulating in the articles of association that meetings can also be attended via video conferencing. That shouldn’t always be the case, but there’s nothing against attending three out of six or eight meetings via video conferencing or Skype, for instance.
We could do the same with people who staff institutions such as the Social and Economic Council (SER), the Advisory Council or the Court of Audit. In the past, the members of these bodies were recruited from the Netherlands Antilles. That made their composition diverse and the insights refreshingly varied. The pool from which people could be recruited, was also considerably larger. In short, there were only advantages. To realize this for the current bodies would require more than just sharing supervisory board members or members of supervisory bodies. The countries would have to legally regulate their collaboration in this area. That would be fantastic. Only then would the dismantling of the Netherlands Antilles really be a success: if we start working together effectively!