Ahold commissioners forced to resign

16 February 2004

AMSTERDAM — A new code of conduct for company executives in the Netherlands led to the announcement on Monday that two members of the Ahold board of commissioners would resign in June because they were not considered sufficiently independent.

The Dutch retail giant said Bob Tobin and Roland Fahlin will retire from the Supervisory Board because they would not meet the independence criteria of the Tabaksblat code because of their previous employment with affiliates of Ahold.

Roland Fahlin was the director of Swedish Ahold subsidiary ICA and newspaper NRC reported on Saturday that together with an Ahold board member, Jan Andreae, he signed allegedly dubious contracts between Ahold and the Swedish subsidiary

This co-operative relationship allegedly allowed Ahold to pep up its turnover and contributed to the company’s accounting problems. Ahold disclosed a EUR 1 billion account keeping discrepancy at the start of 2003, most of which related to its US Foodservice unit.

Bob Tobin was previously a member of the board of directors of Ahold and had also served as the chief of the Ahold US subsidiary Stop and Shop. Ahold is searching for suitable replacements and Andreae might also eventually be forced to resign.

Meanwhile, Ahold also said on Monday it was ready to implement the new Tabaksblat Commission’s corporate governance code.

The code will give shareholders a greater voice in the way the company is run and establishes a remuneration policy.

Subject: Dutch news