Governance structure

FMO’s corporate governance structure is based on the premise that FMO has established a long-term partnership with various stakeholders who, directly or indirectly, influence or are influenced by the achievement of our objectives. Stakeholders include customers, the Dutch government, shareholders and other providers of capital, employees, NGOs, and local communities in the countries where we work, as well as partners.

FMO is expected to take the interests of all stakeholders into account at all times. In governance terms, this expectation is expressed through the responsibilities and accountability of the Management Board and Supervisory Board, with regard to our shareholders and other stakeholders.

The Management Board is responsible for ensuring it considers the interests of its employees and regularly meets with FMO’s Works Council. In addition, the Works Council meets with the Supervisory Board twice a year.

FMO’s Supervisory Board has non-executive responsibilities, including supervising and advising the Management Board. New members of the Supervisory Board are appointed by the General Meeting of Shareholders on the nomination of the Supervisory Board. The Supervisory Board has the following three committees, which advise and prepare decision-making: the Audit and Risk Committee; the Selection, Appointment and Remuneration Committee; and the Impact Committee.

The daily management of our bank lies with the Management Board. The members of the Management Board are appointed by the Supervisory Board and are independent. The Articles of Association, Standing Rules of the Supervisory Board, and Standing Rules of the Management Board contain provisions and procedures to follow in case of any conflict of interests of members of the Management Board or Supervisory Board. Appointments of members of the Supervisory Board and Management Board are subject to approval by the Dutch Central Bank (DNB), which assesses the reliability and suitability of candidates. FMO organizes extra training where necessary and offers a lifelong learning program to its Management Board and Supervisory Board members.

FMO’s Supervisory Board consists of six non-executive members. FMO’s Management Board consists of five executive members. It is noted that in 2025, two Management Board members resigned, resulting in two vacancies in the Management Board.

The Management Board has established committees to assist it in fulfilling its oversight responsibilities as shown in the following figure.

Governance structure

Members of the Management Board

Details of the members of the Management Board on December 31, 2025, including their outside positions, are included in the following table.

Organizational chart

FMO’s organizational structure per December 31, 2025 was as follows.