Corporate governance
Koninklijke Ahold N.V. is the parent company of the
Ahold group. It was founded in 1887 and incorporated
as a limited liability company under Dutch law on
April 29, 1920. Ahold's common shares are listed
on Euronext Amsterdam and its American depositary
receipts are listed on the NYSE. For a list of significant
subsidiaries, see Note 36 to the consolidated financial
statements in this Annual Report.
As a Dutch listed company Ahold is required to comply with
the Dutch Corporate Governance Code either by applying its
provisions or explaining why it deviates from any provision.
Ahold shareholders gave their consent to all the proposed
changes aimed at compliance with the Dutch Corporate
Governance Code during an Extraordinary General Meeting
of Shareholders on March 3, 2004. As a result of Ahold's
listing on the NYSE the Company is required to comply
with applicable U.S. securities regulations and the listing
standards of the NYSE to the extent that they apply to non
U.S. companies. Ahold continues to seek ways to improve
its corporate governance by measuring itself against
international best practice, primarily in the Netherlands
and the United States. As a Dutch company governed by
Dutch law, Ahold follows corporate governance practices
that may differ from the practices followed by U.S. domestic
companies under NYSE listing standards. A summary of
the significant differences in corporate governance practices
that Ahold follows under Dutch law and NYSE listing
standards followed by U.S. domestic companies is published
in the corporate governance section of the Company's
website at www.ahold.com. On December 22, 2006 Ahold
completed the delisting of the Company's shares on the
Zurich Stock Exchange.
Continental structure
Ahold's structure is based on two continental platforms,
Ahold USA and Ahold Europe, headed by continental COOs.
This enables the Company to execute its strategy more
effectively as a group. Each continental platform contains
several operating companies made up of one or more
banners. Certain Corporate Center activities in which there is
the most opportunity to leverage continental capabilities will
now be carried out at a continental level. The COOs will lead
these activities in the areas of Finance, Human Resources,
Information Technology and Legal in each of the
continental platforms.
The following diagram shows the governance structure of
Ahold and its businesses. A list of subsidiaries, joint ventures
and associates is included in Note 36 to the consolidated
financial statements in this Annual Report.
Remuneration Committee
Audit Committee
Selection and Appointment Committee
Supervisory Board
Corporate Executive Board
Corporate Center
General Meeting
of Shareholders
Continental
platforms
Operating
Companies
Banners
Ahold USA
Giant-
Carlisle/Tops
Stop
Shop/Giant-
Landover
U.S.
Foodservice*
Giant
[Carlisle]
Stop Shop
U.S.
Foodservice
Tops*
Giant
[Landover]
Peapod
Ahold Europe
Albert Heijn
Albert/
Hypernova
Albert Heijn
Albert
ETOS
Hypernova
Gall Gall
Albert.nl
Schuitema
C-1000
ICA
ICA
RIMI
JMR*
Feira Nova
Pingo Doce
Pending divestment
Unconsolidated joint venture
22 Ahold Annual Report 2006