Strong and clear governance
Strong and clear governance

Strong and clear governance
Corporate governance at DELA stands for prudent management, good oversight, and transparent accountability. We focus on the long-term interests of our members: costs and risks are carefully monitored and opportunities identified. In addition, our corporate culture forms an important basis for our core activities.
Solidarity and continuity of the cooperative are paramount in the design of DELA's governance, with creating value for our members as the main goal. We also comply with national laws and regulations, European directives and regulations (including Solvency II and CSRD), policy rules, and good practices from industry organisations, such as the Code of Conduct of the Dutch Association of Insurers.
The design of our governance structure is set out in a governance charter, which we regularly evaluate and update where necessary.
Legal structure, licences, and supervision
DELA Coöperatie U.A. (also referred to in this report as 'DELA', 'DELA Group' or 'Coöperatie DELA') is a cooperative with excluded liability for its members.
DELA Coöperatie U.A. holds all the shares in DELA Holding N.V.
DELA Holding N.V. includes three principal companies: DELA Natura- en levensverzekeringen N.V. (hereinafter: DELA Natura), DELA Uitvaartverzorging N.V., and DELA Holding Belgium N.V.
DELA Natura accommodates all Dutch, Belgian, and German insurance activities. The Belgian and German insurance activities are conducted via a branch of the Dutch insurer in those countries.
As an insurer, DELA Natura, including its branches in Belgium and Germany, is subject to the prudential supervision of the Dutch central bank (DNB). In addition, DELA Natura is subject to the supervision of the Authority for the Financial Markets (AFM) in the Netherlands, the Financial Services and Markets Authority (FSMA) in Belgium and the Federal Financial Supervisory Authority (BaFin) in Germany as concerns business conduct supervision for insurance activities.
DELA Uitvaartverzorging N.V. is responsible for the funeral activities in the Netherlands. Belgian funeral activities fall under DELA Holding Belgium N.V.
The cooperative and its members
As a cooperative, DELA has some four million members in the Netherlands and Belgium. Only natural persons can become a member of the cooperative. To become a member, they must enter into an agreement (insurance contract) designated by the general meeting. The cooperative is divided into 41 geographical departments. The number, names, and boundaries of the departments are described in the internal rules of operation. Each member of the cooperative is part of a department.
For their services for the cooperative, members may be appointed as an honorary member by the general meeting on the recommendation of the Supervisory Board.
Honorary members of Coöperatie DELA
Mr F.H.J. Boons
Mr J.L.R. van Dijk
Mr J.A.G. Dirks
Mr. E. Doeve
Mr W.M. van den Goorbergh
Mr S.C.J.J. Kortmann
Mr J. Kremers
Mr C.C.M. Libregts
Mr J.P. de Pender
Supervision and governance on three levels
At DELA, supervision and governance are spread out over three levels: the general meeting, the Supervisory Board, and the Executive Board.
General meeting
DELA's general meeting consists of individuals chosen from the members of the cooperative. Members of the general meeting act in a personal capacity and represent all members of the cooperative. Candidates should be a member of DELA for at least five years before becoming a member of the general meeting. The general meeting consists of one member and one alternate member per department. On 28 January 2025, the general meeting resolved that Belgian policyholders would have their own department.
A complete and current list of members per department is available on DELA's website: https://www.dela.nl/over-dela/over-cooperatie-dela/governance/algemene-vergadering.
Members and alternate members attend the sessions of the general meeting, which, as a rule, are held twice a year.
As the highest body of the cooperative, the general meeting has several powers under the Articles of Association, including the adoption of the financial statements, appointment and dismissal of members of the Supervisory Board and the Executive Board, and releasing the Executive Board from liability in respect of the policy implemented and the Supervisory Board in respect of the supervision exercised in the previous year. In addition, other important matters are discussed during the session of the general meeting, such as the cooperative's multi-year strategy, the business plan for the coming year, and the annual report on the previous year. Its approval is required for changes to some insurance conditions.
The general meeting appoints a confidential committee of four members from its own number. One member steps down each year in accordance with a schedule drawn up by the committee. A member who steps down can be immediately re-elected. The maximum confidential committee term is 12 years.
The confidential committee is tasked with promoting collaboration among the general meeting, the Supervisory Board, and the Executive Board within the framework of their authorities. For this purpose, it meets with the Supervisory Board and the Executive Board prior to the general meeting; it also meets with the Executive Board separately once a year.
Supervisory Board
The Supervisory Board is the supervisory body of DELA Coöperatie U.A., DELA Holding N.V., and DELA Natura- en levensverzekeringen N.V. Members of the Supervisory Board are appointed by the general meeting on the recommendation of the Supervisory Board. The Supervisory Board consists of at least five and no more than seven members, if possible with two representatives of the general meeting.
The Supervisory Board oversees the Executive Board and advises it about objectives, strategy, risks, and laws and regulations. The Supervisory Board approves, among other things, the financial statements, budget, large investments, and the remuneration policy, nominates members of the Executive Board, and assesses the performance of the Executive Board. The Supervisory Board acts in the interest of the cooperative, carefully balances the interests of stakeholders, and works according to internal rules. In principle, members of the Supervisory Board are appointed for a term of four years. They may be reappointed for a second terms of four years and for another two terms of two years each up to a total of twelve years.
For the proper performance of its tasks, the Supervisory Board has established an audit committee, risk committee, and a remuneration and appointments committee. These committees prepare decision-making by the Supervisory Board and advise the Supervisory Board and the Executive Board. The composition of the Supervisory Board and its committees is illustrated below.
On 31 January 2026, Mrs Caderius van Veen stepped down from the Supervisory Board as her final term ended after 12 years. On that same date, Mrs Alma was appointed by the general meeting as a member of the Supervisory Board for a first term of four years.

Executive Board
The Executive Board is responsible for formulating the group's strategy and a suitable risk profile and achieving the strategic objectives within the risk frameworks that have been established. The Executive Board also defines group policy to guarantee group-wide compliance with the requirements of laws and regulations and to ensure that all business operations are conducted within the relevant risk profile.
The Executive Board consists of five group directors, where the Chief Executive Officer and Chief Financial Risk Officer are also directors of DELA Coöperatie U.A. and the main group companies as named in the Articles of Association. Other members of the Executive Board are the Chief Transformation Officer, the group director of Insurance Services and the group director of Funeral Services (position currently vacant).

Other governance bodies
Investment advice committee
The Asset Management department carries out the investing activities for DELA Group. DELA has an investment advice committee that advises the Executive Board and the Supervisory Board about investments regarding policy recommendations, policy changes, and carrying out the investment policy. The investment advisory committee evaluates whether proposals are consistent, comprehensive, and sound with regard to return, risk, and sustainability. The investment advice committee consists of at least three external persons. The Supervisory Board appoints the members of the investment advice committee on the recommendation of the Executive Board.
Business units
Following the transformation of the management into the Executive Board on 1 January 2025, DELA has decided to switch from a country-based structure to a business unit structure on 1 January 2026. This will put our expertise, focus, and economies of scale to better use across the three countries. By grouping activities around clearly defined business units, we will create more centralised direction and operational control, specialisation, and clear process ownership. Representation in the countries will remain intact in order to preserve local market expertise, culture, and operations management.
The new structure therefore offers the best of both worlds: a strong local presence with more integrated, international control over strategic topics.
Each business unit has its own Management Board that is responsible for formulating, implementing, and carrying out the business unit's strategy, day-to-day management, and management by results. The chair of the Management Board of each business unit is also represented in the Executive Board.