Board activities in 2024/2025

During the past year, the Supervisory Board worked closely with KPMG’s Board of Management in several important areas:

  • Strategy and value creation (implementation of the firm’s long-term vision and strategy; digital and innovation; business growth; regulatory developments; new business models and services; and brand management)

  • Quality and independence (implementation of a vision/strategy for quality; policies, controls, and measures to further improve quality; and protecting independence and supporting a broader culture of quality within the firm)

  • Culture (creating a culture that encourages high performance, innovation, and integrity; supporting greater openness, diversity, and inclusion; and encouraging KPMG’s people to show accountability and leadership)

During the year, the Supervisory Board held eight meetings, based on the annual plan, each beginning with a closed preparatory session. The average attendance rate at all regular meetings was 98%; no member was frequently absent. The meetings addressed various topics – some of which were part of the Board’s annual planning, with others relating to events or developments during the year. The main topics discussed in 2024/2025 were:

  • The investigation into answer sharing, including the root cause analysis, mitigating measures, the outcomes of continued monitoring and horizon scanning, the progress and conclusion of the AFM’s enhanced supervision program, and the Values First cultural change program.

  • Recent developments and societally relevant issues in the firm’s operating environment, including the economic slowdown in light of global conflicts, rising prices, climate change, and the impact of AI.

  • Digital and innovation, with the Board regularly reviewing progress on the firm’s strategy, focusing on the increasing adoption of AI and the intensifying competition in this field.

  • The annual integrated report, with the Board discussing, among other things, the external auditor’s report prior to publication (in the presence of both the auditor and the Board of Management).

Functioning and activities of the Supervisory Board committees

The Supervisory Board operates through three committees: Assurance Quality, Audit & Risk, and Remuneration & Appointment. The terms of reference for these committees can be found on KPMG’s website. Where necessary, committee meetings are attended by subject matter specialists.

Assurance Quality Committee (AQC)

Responsibilities

Overseeing the firm’s system of controls affecting audit quality, independence, integrity, and stakeholder/public interest

Advising the Board of Management on quality performance

Approving the long-term vision and strategy to further improve the firm’s approach to quality

2024/2025 meetings and other activities

All Supervisory Board members are also members of the AQC. AQC meetings are held in the presence of members of the Board of Management. The AQC held five meetings during the year.

The main topics of discussion were:

• Remediation steps and conclusion of the enhanced supervision program

• Results of external inspections

• Audit quality indicator (AQI) target-setting

• Outcomes of quality performance reviews and engagement quality control reviews

• Annual ratings for the firm’s equity partners with respect to quality

• Recent policy developments in the Dutch accountancy sector

• Implementation of ISQM 1 and the Public Company Accounting Oversight Board (PCAOB)’s new QC 1000 standard

• The European Commission’s Omnibus announcement and its implications for KPMG’s clients, people, and organization

Attendance

Sandra Berendsen: 100%

Bernard Wientjes: 100% (until departure on April 13, 2025)

Pascal Visée: 100%

Linda Hovius: 100%

Kuldip Singh: 100%

Dirk Jan van den Berg: 100% (since appointment on June 1, 2025)

Barbara Frohn: 100% (since appointment on June 16, 2025)

"In a rapidly evolving environment, KPMG’s focus on assurance quality is perhaps more important than ever. The AQC was therefore engaged during the year on key topics such as AI, Omnibus, and quality performance and control reviews. Having paid close attention to the remediation actions taken under enhanced AFM supervision, we are pleased that enhanced supervision has now been lifted and that the firm remains committed to embedding the desired culture and behaviors."

Sandra Berendsen, Chair of the AQC

Audit & Risk Committee (ARC)

Responsibilities

Monitoring the functioning of the firm’s ERM framework, as well as compliance with laws and regulations, including the European Union’s General Data Protection Regulation (GDPR)

Overseeing financing of operations, financial and non-financial reporting (including sustainability statement), the firm’s tax position, and the use of IT

Advising on accounts, budgets, and investments and monitoring delivery of the Trust & Growth strategy

2024/2025 meetings and other activities

The ARC met eight times in 2024/2025 in the presence of the COO, CFO, and Head of the Internal Audit & Compliance Office. Representatives from the external auditor, PricewaterhouseCoopers (PwC), were also present at relevant moments in several meetings. One closed meeting between the ARC and PwC took place during the year.

The main topics of discussion were:

• Business plan, financial and business performance, tax, insurance, fraud risk, ERM, and “soft controls”

• External audit scope, approach, fees, external auditor functioning, and annual management letter

• Cybersecurity as part of the firm’s overall digital and data strategy

• Enterprise service management

• Internal audit and compliance plan, annual report, mergers and acquisitions strategy, and IT general controls

• Findings from internal and external audits and follow-up actions

• Financial statements and annual integrated report for 2024/2025

• GDPR compliance

• The transformation of KPMG’s Central Services (formerly Business Services) function

Attendance

Pascal Visée: 100%

Kuldip Singh: 100%

Barbara Frohn: 100% (since appointment on June 16, 2025)

“Alongside executing our core agenda, the ARC was closely involved in special topics including the Amstelveen remodeling, the Central Services transformation, and the impact of the Wet deregulering beoordeling arbeidsrelaties (DBA; assessment of employment relationships deregulation act). We also reviewed our enterprise risk management (ERM), paying close attention to cyber and IT risks. The arrival of Barbara Frohn means the ARC is returned to full strength as we move into the new financial year.”

Pascal Visée, Chair of the ARC

Remuneration & Appointment Committee (RAC)

Responsibilities

Overseeing remuneration, selections, and (re-)appointments

Monitoring compliance with policies related to remuneration and appointments

Reviewing performance of Board of Management members

Advising the Supervisory Board on the appointment or dismissal of external auditors

2024/2025 meetings and other activities

The RAC held seven meetings during the year, with the CEO and Chief HR Officer present for most agenda items.

The main topics of discussion were:

• Results of the annual Global People Survey (and follow-up actions), together with Young Board Now representatives

• Overview of the firm’s People Agenda, including talent management, culture, inclusion, diversity, and equity, and psychological safety

• Search for and selection of a new Supervisory Board chair and new members of the Supervisory Board

• Overseeing the firm’s policies and procedures for the appointment of partners and directors

• Setting key performance indicators (KPIs) and assessing performance for members of the Board of Management

Attendance

Linda Hovius: 100%

Sandra Berendsen: 100%

“The design and implementation of Values First and the progress of the Central Services transformation were regular agenda items for the RAC in 2024/2025. We also discussed employee engagement, rewards and recognition, talent and skills development, AI, retention, and IDE. While we recognize management’s efforts to increase diversity in the organization, we continue to emphasize the need for attention to this area. Meanwhile, the RAC was fully engaged in the search for and onboarding of the Supervisory Board’s new Chair and ARC member. We were pleased to welcome Dirk Jan van den Berg and Barbara Frohn to these respective roles in June.”

Linda Hovius, Chair of the RAC