Corporate governance

Corporate Governance

Basic-Fit is a responsible corporate citizen. At Basic-Fit we acknowledge the importance of ensuring integrity and maintaining open and transparent communications with stakeholders and other parties interested in our company. Here you can find our corporate governance related materials as well as information about our Management Board and Supervisory Board.

Management structure

An Annual Meeting of Shareholders must be held within six months after the end of each financial year. An Extraordinary Meeting of Shareholders shall be held as often as the Management Board or the Supervisory Board deems desirable. Once the agenda and the explanatory notes of the AGM will be published, they can be found here [link to shareholder information/ shareholders’ meeting].

Principles & Policies

Our Management Board

Our Management Board is responsible for the day-to-day management of our company, which includes, formulating our strategies and policies and setting and achieving our objectives.

Rene Moos
CEO

(born 1963, Dutch) is our Chief Executive Officer (CEO) and Chairman of the Management Board.

As a former professional tennis player who opened his first fitness club in 1984, he has over 30 years of sector experience. In 1984, Rene Moos co-founded HealthCity, a premium health and fitness club operator, and was appointed CEO. In 2010, HealthCity acquired 28 Basic-Fit clubs and Rene decided to separate HealthCity and Basic-Fit in 2013. Rene had expanded the Basic-Fit club portfolio from the initial 28 clubs to 419 clubs end 2016. Rene studied at the University of Tennessee in Knoxville, Tennessee, the United States of America.

Hans van der Aar
CFO

(born 1958, Dutch) is our Chief Financial Officer (CFO) and a member of the Management Board.

He has over 30 years of experience in accounting. Hans started his career as an accountant in the audit practice of BDO Accountants Advisors, where he was audit partner from 2000 until 2011. From 2004 to 2011, Hans also served as general manager for the BDO office in The Hague. Following this period, he was appointed CFO of Leisure Group Europe B.V., which position Hans held until he was appointed CFO of Basic-Fit in 2012. Hans holds a bachelor's degree in Slavic Languages and Literature from the University of Amsterdam.

Our Supervisory Board

Our Supervisory Board supervises and advises the Management Board. Each member of our Management Board and Supervisory Board owes a duty to us to properly perform the duties assigned to such member and to act in our corporate interest. Under Dutch law, our corporate interest extends to the interests of all our stakeholders, including our shareholders, creditors, employees and clients. The Supervisory Board will have an audit and risk committee and a selection, appointment and remuneration committee. The function of these committees is to assist the decision-making of the Supervisory Board.

Kees van der Graaf
Chairman of the Supervisory Board

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(born 1950, Dutch) Chairman of the Board of Directors of GrandVision N.V., member of the Supervisory Board Carlsberg A/S in Denmark and member of the Board of Directors of ENPRO Industries, Inc. in the US. He is also Chairman of FSHD Unlimited, a bio-tech start-up, which he founded in 2014 to develop a therapy for the FSHD muscular dystrophy. Amongst the long list of prior functions are the Board memberships of ANWB, Ben & Jerry’s, and Unilever N.V where he had a 32-year successful international executive career with his last position being President Europe and member of the Executive Committee.

Carin Gorter
Vice-Chairman of the Supervisory Board

Chairman of the Audit and Risk Committee

Ms Gorter (born 1963, Dutch) is an independent banking professional with over 15 years of experience. From 1997 to 2009, Ms Gorter worked for ABN AMRO Bank in various departments. She became executive vice president and head of ABN AMRO’s Group Compliance department and was appointed senior vice president and head of the Group Compliance, Legal and Security department in 2006. Prior to this, from 1994 to 1997, Ms Gorter worked at Rabobank as senior vice president of the Derivatives Operations department. She started her career as manager at Moret Ernst & Young in 1987. Ms Gorter is a chartered accountant (Registeraccountant or RA in Dutch) and holds a Master’s degree in Business Economics from the University of Groningen. She is a member of the supervisory boards of TVM Verzekeringen and TKH Group N.V. Furthermore, Ms Gorter has been appointed as member of the Monitoring Commission Accountancy by the NBA and as external member of the audit committee of the “Ministerie van Veiligheid en Justitie”.

Pieter de Jong
Member of the Supervisory Board

Member of the Selection, Appointment and Remuneration Committee

(born 1964, Dutch) is partner and managing director of 3i Europe plc Benelux, an affiliate of Mito Holdings S.à r.l., which is one of our shareholders. Pieter has been a member of the supervisory board of Refresco Gerber N.V. since May 2010 and a member of the supervisory board of Weener Plastics Holding B.V. since August 2015. Until 2010, Pieter was member of the board of Kneip Communication SA (LUX). Pieter holds a BBA degree from Nyenrode Business University and an MBA in Finance from Georgia State University in Atlanta, Georgia, the United States of America.

Hans Willemse
Member of the Supervisory Board

Member of the Audit and Risk Committee and Member of the Selection, Appointment and Remuneration Committee

(born 1968, Dutch) is managing partner at Craic Capital, a corporate finance boutique for medium-sized companies. Hans has over 20 years of experience in finance and corporate restructuring. Hans started his career at ABN AMRO, where he held several positions, mainly in the financial restructuring and recovery department, and worked at Hollandsche-Bank Unie (a former ABN AMRO subsidiary) in the management team and credit committee. In 2008, Hans founded Craic Capital and since then he has been an advisor to AM Holding and its portfolio companies. With Craic Capital, he has arranged over 50 acquisition, refinancing and restructuring transactions. Hans holds a Master's degree in Dutch Civil Law from Leiden University.

Herman Rutgers
Member of the Supervisory Board

Chairman of the Selection, Appointment and Remuneration Committee

Mr Rutgers (born 1949, Dutch) is an international executive armed with extensive experience in managing international businesses, of which the last 20 years in the fitness industry. His career spans a wide range of multinationals: Quaker Oats, Akzo-Organon, Sheaffer Pen, Prince/Benetton Sportsgroup and Brunswick/Life Fitness. In 2001, Mr Rutgers launched his own company Global Growth Partners, through which he was involved with several organisations as investor, advisor or board member, such as Octane Fitness International (2006-2012) and Health & Fitness Nordic (2007-2014). Currently he is shareholder and board member of Activage in Sweden, board member of EuropeActive (European trade association for the health & fitness industry) and Ambassador for Reed Exhibitions/FIBO. Also, he is co-author of the European Health & Fitness Market Report. Mr Rutgers holds a Bachelor’s degree in Business Administration from the Hogere Textielschool in Enschede.

Rob van der Heijden
Member of the Supervisory Board

Member of the Audit and Risk Committee

(born 1965, Dutch) is owner and managing director of Citadel International BV, providing consulting services in the field of finance. Furthermore he is chairman of the Supervisory Board of Autobedrijf van den Udenhout B.V. and president of the Board of foundation Hamarpa. Prior positions held included Director Corporate Banking and first Vice-President of Commerzbank Nederland N.V. Rob holds a Bachelor in Business administration, SVM Real Estate Broker and several Financial Educations.

Corporate governance