Supervisory Board Report

Introduction

In 2024, Royal HaskoningDHV had a very successful year delivering a strong performance in sales, revenues and overall results. It has recorded further positive increase in engagement of its employees who collectively achieved strong growth in Global Leading Markets and in the Netherlands. By assessing project design and delivery on positive impact, the company is making tangible progress on its commitment to Enhance Society Together. It is committed to deepening relationships with clients, demonstrating insight into their context and challenges. This has proved to be a strong basis for creating and implementing innovative solutions together.

The Supervisory Board is proud of the company’s achievements in 2024 which is the result of the successful execution of the Stronger25 Strategy. We recognise the hard work and commitment of the management team and everyone in the organisation who has contributed to the positive progress seen across so many areas of the business.

The organisation responded positively to the competitive pressures and uncertainties which continued to be experienced in global markets. The strategic positioning and strong client relationships have enabled the company to maintain its strongholds and grow. It saw further demand for solutions connected to the energy transition and climate resilience, maritime, aviation and data centres.

The Supervisory Board welcomed the strategic acquisitions and investments completed in 2024. Uticon strengthens the company’s portfolio in the food and beverage sector, providing a valuable extension to services offered to manufacturing companies in these markets. The acquisition of Pondera Consult – consultants for renewable energy projects - strengthens the offering towards clients with the energy transition. It supports the company’s ability to meet growing global demand for renewable energy solutions. The launch of a new office in Spain directed towards the data centre market responds to growing demand for digital infrastructure to keep pace with developments such as cloud services and Artificial Intelligence (AI).

During the year, further rollout of the Purpose Matrix was achieved. It enables projects to be assessed for positive and measurable impact across 5 Enhancing Society Together themes of Climate Change, Biodiversity & Natural systems, Resources & Circularity, Social value & Equality, Safety & Well-being. The Purpose Matrix is a catalyst for valuable discussions on increasing the positive impact of each project undertaken and supports the company’s purpose of Enhancing Society Together. The Supervisory Board welcomed the ongoing development of position papers on controversial topics to guide decision making on which projects are undertaken.

The need to attract and retain people are ongoing priorities for the organisation. We were pleased to see the developments regarding Equality, Diversity and Inclusion (ED&I) during 2024, in particular the appointment of a global ED&I manager and the company’s first global ED&I survey. We are pleased that a clear and comprehensive action plan is being developed to ensure in the future all injuries are avoided. The appointment of a global Health and Safety lead from December 2024 will guide the organisation further towards its ambition of having a high safety awareness culture and a zero incident and accident practice.

The Supervisory Board notes that Royal HaskoningDHV is well positioned when it comes to developments with respect to AI and the digital opportunities that arise. We are also confident that the company has a robust cyber security scheme in place and implements appropriate governance in that respect.

As an independent and steward owned company Royal HaskoningDHV aims for the long-term continuity and sustainable value creation of the company in accordance with the applicable principles and best-practice provisions of the Dutch Corporate Governance Code. During 2023 and 2024 constructive discussions took place between the boards of the Foundation and the Trust Office, the Supervisory Board and the Executive Board to further clarify and align roles and responsibilities. A three-party agreement was executed in January 2024 setting out the roles and the decision-making process for all the stakeholders. The Supervisory Board is confident that this will further strengthen the constructive dialogue between the parties involved.

The Supervisory Board closely monitored compliance with the Duch Corporate Governance Code. During 2024, the Supervisory Board placed particular focus on the company’s responsibility for sustainable long-term value creation and the requirement for an ED&I policy for the entire company, which was implemented in 2024.
The 2024 Financial Statements are prepared by the Executive Board and have been audited by PricewaterhouseCoopers Accountants N.V. – their report can be found in the section Other Information. The 2024 Financial Statements were approved and signed by all members of the Executive Board and the Supervisory Board on 18 March 2025. We recommend to the shareholders that they adopt the 2024 Financial Statements and that the Executive Board is granted discharge with respect to its management as well as the Supervisory Board for its supervision during the financial year 2024. Given the 2024 result, we support the proposal of the Executive Board to pay a dividend of €7.72 per share.

We would like to thank Peter Blauwhoff for his valuable contribution during nine years on the Supervisory Board. The Supervisory Board would also like to thank the Executive Board, the Executive Council and every employee for their contribution and looks forward to working with all our stakeholders to deliver positive impact for clients, society and the organisation in 2025.

Daan Sperling, Chair Supervisory Board Royal HaskoningDHV

Amersfoort, the Netherlands
18 March 2025

Supervisory Board

D.A. (Daan) Sperling (Chair)
F.C.M. (Francine) Roelofsen-van Dierendonck (Vice-Chair)
L.I. (Louisa) van den Broek
T. (Taco) de Haan
R. (Rob) Zandbergen