Gerard Kleisterlee (1946, Dutch) has been a member of the ASML Supervisory Board since 2015 and the Chair of the Supervisory Board since 2016; his second term expires in 2023. Gerard also serves as the Chair of the Selection and Nomination Committee and as a member of the Technology Committee.
Gerard was the President and CEO of the Board of Management of Royal Philips NV from 2001 until 2011 after having served in various positions with the company since 1974. Gerard was the Chair of the Board of Vodafone Group PLC until November 2020 and was the Deputy Chair and senior independent director of Royal Dutch Shell PLC until May 2020. Currently, Gerard is a non-executive board member at Ibex Ltd.
Annet Aris (1958, Dutch) has been a member of the Supervisory Board since 2015. Annet has been Vice Chair of the Supervisory Board since 2021 and also serves as a member of the Remuneration Committee and as a member of the Selection and Nomination Committee.
Annet is a Senior Affiliate Professor of Strategy at INSEAD business school in France, a position she has held since 2003. From 1994 to 2003 she was a partner at McKinsey & Company in Germany. She sits on the supervisory boards of Jungheinrich AG, Randstad Holding NV and the Rabobank Group.
Terri Kelly (1961, American) has been a member of the Supervisory Board since 2018. Terri also serves as Chair of the Remuneration Committee and is a member of the Selection and Nomination Committee.
Previously, she was President and CEO at W.L. Gore & Associates from 2005 until 2018, having worked at Gore since 1983 in various management roles. She also served on Gore’s Board of Directors through July 2018. Terri is a trustee of the Nemours Foundation, Vice-Chair of the University of Delaware, and a trustee of the Unidel Foundation. She is also a member of the Board of Directors of United Rentals Inc.
Rolf-Dieter Schwalb (1952, German) has been a member of the Supervisory Board since 2015. He also serves as Chair of the Audit Committee and as a member of the Remuneration Committee.
He was CFO and member of the Board of Management of Royal DSM NV from 2006 to 2014. Prior to that, he was CFO and member of the Executive Board of Beiersdorf AG. He also held a variety of management positions in finance, IT and internal audit at Beiersdorf AG and Procter & Gamble Co.
Hans Stork (1954, American) joined the Supervisory Board in 2014. He also serves as a member of the Remuneration Committee and the Technology Committee.
He is Senior Vice President and CTO of ON Semiconductor Corporation, a position he has held since 2011. Prior to that, Hans held a range of senior positions, including senior manager at IBM Corporation, director of ULSI Research Lab at Hewlett Packard Company, Senior Vice President and CTO of Texas Instruments Inc, and Group Vice President and CTO of Applied Materials Inc. He previously served as a member of the Board of Sematech, and he currently sits on the Scientific Advisory Board of imec.
Mark Durcan (1961, American) was appointed as a member of the Supervisory Board in 2020; his first term expires in 2024. Mark also serves as a member of the Technology Committee and as a member of the Selection and Nomination Committee.
From 2012 until 2017, Mark was CEO of Micron Technology Inc. He joined Micron in 1984 and held various management positions before he was appointed as CEO. Mark previously served as a director at Freescale Semiconductor and MWI Veterinary Supply Inc. Currently, Mark is a non-executive director at Advanced Micro Devices Inc and Veoneer Inc. Mark is also a member of the Board of AmerisourceBergen Corporation, member of the Board of Trustees of Rice University in Texas and director at St. Luke’s Health System in Idaho.
Warren East (1961, British) became a member of the Supervisory Board in 2020. He also serves as a member of the Audit Committee.
Warren has been CEO of Rolls-Royce Group PLC since 2015. He spent his early career, from 1985 to 1994, at Texas Instruments Ltd. He then joined ARM Holdings PLC, where he held various management positions before serving as its CEO from 2001 to 2013.
Birgit Conix (1965, Belgian) joined the Supervisory Board in 2021; her first term expires in 2025. Birgit also serves as a member of the Audit Committee.
Birgit was appointed CFO and a member of the Management Board of Sonova Holding AG in June 2021. From 2018 until January 1, 2021, Birgit was a member of the Executive Board and CFO of TUI AG. Prior to that, she was the CFO of the Belgian media, cable and telecommunications company Telenet Group NV. In this role, she was voted CFO of the year in Belgium. Prior to that, she held various management positions in finance at Johnson & Johnson, Heineken, Tenneco and Reed Elsevier.
Overview of the responsibilities and appointment of the Supervisory Board
ASML's Supervisory Board supervises ASML's Board of Management, the general course of affairs and business of ASML. This includes supervision of (i) the realization of the Company’s targets, (ii) the Company's strategy and risks inherent to its business activities, (iii) the structure, management and effectiveness of the internal risk management and control systems, (iv) the integrity of the financial reporting process and (v) a takeover process in case a takeover bid for the Company’s shares is being prepared or has been made; (vi) corporate social responsibility aspects which are relevant to the Company; (vii) the Company's culture and the activities of the Board of Management in that regard, (viii) the Company’s relationship with its shareholders; and (ix) compliance with legislation and regulations. The Supervisory Board also provides the Board of Management with advice relating to the Board of Management's management of the business of ASML. The members of the Supervisory Board perform their duties independently.
A detailed overview of the responsibilities and tasks of ASML's Supervisory Board and all related subjects, is laid down in the Rules of Procedure of the Supervisory Board, which can be downloaded below.
Members of the Supervisory Board are appointed for a maximum term of four years, with possibility of reappointment, provided that their entire term does not exceed twelve years. (Re)appointment of members of the Supervisory Board will be done in accordance with a rotation schedule, which can be downloaded below.
In case of vacancies and reappointments, members of the Supervisory Board shall be selected in accordance with the profile of the Supervisory Board, which can also be downloaded below.
All current members of the Supervisory Board are considered fully independent as defined by the Dutch Corporate Governance Code.