pwc annual report 2014/2015

www.pwc.nl

Annual Report2014/2015

PwC Annual Report 2014/2015

Foreword Key statistics Report of the Board of ManagementReport of the Supervisory Board Financial statements Information about PwC AppendicesContents

Contents Foreword from our Chairman 3Key statistics 7Interview: A workplace for finding those hidden connections 9

Report of the Supervisory Board 11Interview: Technology with a fiscal mind set 17

Report of the Board of Management 19 PwC Netherlands 20 About the Report of the Board of Management 21 Creating value 22 Stakeholders and materiality 23 Our strategy and achievements 28 Risk factors 51 Governance and remuneration 53 Expectations for the future 59

Interview: ‘It’s logical behaviour, but we don’t always do it’ 58

Financial statements Holding PricewaterhouseCoopers Nederland B.V. 60 1. Consolidated financial statements 62 2. Company financial statements 84 3. Other information 92

Interview: Entrepreneurship with social focus 101

Information about PwC 103 Our legal structure 104 Corporate Governance 106 The Board of Management 110 Code of Conduct and complaints procedure 112 Our framework for quality and risk management 113 Our approach to sustainability 117 Breakdown of our organisation (in number of people) 119

Interview: Decision-making with both sides of the brain 120

Appendices 122 Five-year summary of financial results 123 Remuneration Report Holding PricewaterhouseCoopers Nederland B.V. 124 Scope of this Annual Report 129 GRI table 4.0 131 Glossary 139 Acknowledgements 140

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PwC in the Netherlands has more than 4,400 people operating from twelve offices and from three different perspectives and lines of service: Assurance, Tax & HRS and Advisory. We deliver sector-specific services and we seek innovative solutions, not only for national and international companies but also for public sector and civil society organisations.

‘PwC’ is the brand name under which member firms of PricewaterhouseCoopers International Limited (PwCIL) operate and deliver their services. Together these firms make up the global PwC network, within which some 195,000 people in 157 countries share their ideas, experience and solutions in developing new perspectives and meaningful advice.

In this report, the terms ‘PricewaterhouseCoopers’ and ‘PwC’ also refer to Holding PricewaterhouseCoopers Nederland B.V. and, depending on the context, its consolidated Dutch group companies. Collectively, these are also referred to as ‘PwC Netherlands’, ‘PwC NL’ or ‘the Group’.

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PwC Annual Report 2014/2015 3

Contents Foreword Key statistics Report of the Board of ManagementReport of the Supervisory Board Financial statements Information about PwC Appendices

3

Foreword from our Chairman

PwC Annual Report 2014/2015 GRI


Contents Key statistics Report of the Board of ManagementReport of the Supervisory Board Financial statements Information about PwC AppendicesForeword


Foreword from our ChairmanA well-known saying from our grandparents’ generation was ‘the tougher the better’, and I have heard our children’s generation say ‘right, let’s go for it’. Two sayings from past and recent years that so well characterise the year we have just been through. It has been an eventful year: the critical messages from society about professional service organisations, the debate about the role of the tax adviser, and the AFM’s reporting of deficiencies in our audit files.

In addition to this, we are also experiencing a great deal of activity in the market facing areas of our organisation: the integration of Strategy& into our global network (and thereby increasing our relevance to our clients), the growth in Consulting, the ongoing success of the Deals practice and the growing importance of technology on our service offering and delivery. Not to mention, of course, the new clients that we have been able to welcome as a result, amongst other things, of audit firm rotation in the PIE segment. At the same time, we are being increasingly successful in translating our purpose (which is to build trust in society and solve important problems) into what we do and what we plan to do.

In transitionWe are an organisation in transition on a number of fronts: governance, international integration, audit business model and cultural and behavioural patterns. As a firm, we are proud of the successes we have achieved.

At the same time, we recognise only too well that we are not there yet. Transforming a culture and a modus operandi will take time, but we are working very hard to get it done. Our entire organisation is aware that society is changing and changing fast. Expectations are also rising apace. The way that supervisory bodies, politicians and the public react to a whole host of issues is so different from what it was just a few years ago. Ultimately, we must together restore trust in society. It is absolutely essential that a new balance be found.

A social dimensionWe need to increase our capacity for change. Alongside the technical aspects of our profession as tax adviser, auditor or consultant, we must also learn to understand what society thinks of us. Our primary responsibility is the technical quality of what we do but, without a social dimension, our audits and advisory services do not deliver the value to our clients that they deserve. Our auditors, consultants and tax advisers are becoming increasingly better attuned to the environmental factors and trends that continue to impact our clients’ strategies. In all that our tax advisers and auditors do (and, more importantly, in how they do it), we need to reflect the perspectives of, for instance, the tax authorities, the AFM (the Netherlands Authority for the Financial Markets), the Dutch Central Bank and other stakeholders.

Greater transparencyThe key to restoring trust is a greater level of transparency as to what your organisation stands for and how you balance the differing interests of the various stakeholders, and this includes sharing the dilemmas that arise. Transparency lays the foundation for trust. Only by being as open as possible about PwC’s internal affairs can we win back that trust. This applies not only to us, but also to the clients that we audit or advise. Because the world is changing so quickly, we must all be in a position to justify what we have done and why, and within the context of an ever evolving set of norms and values. Transparency is one of the best ways to handle this.

In this spirit of transparency, our annual financial statements are therefore fully in line with current thinking on integrated reporting and with the GRI4 reporting guidelines. Together with the Transparency Report, we believe that this provides the level of transparency that you may expect from us.

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Restoring credibilityDuring the past year, we have implemented virtually all of the measures recommended for the audit profession by the sector report, and we are in the process of wrapping up the final few. These sector measures are important in terms of restoring credibility in the sector, and we are convinced that they will contribute to quality improvement. At the same time, we also realize that, despite all we do to avoid them, mistakes will continue to be made and businesses will continue to go bankrupt, and that the auditor will be called to account for his or her role therein. Within the sector, we need to open up the debate on the boundaries and preconditions that need to be put in place and within which this accountability can be discharged with a greater level of transparency.

The most significant change to our governance, of course, is the installation of the Supervisory Board. The Board has been in place as our internal supervisory body since 1 May this year - and this has been quite a change. The debates we have with the supervisory directors are actually quite different from the debates we used to have in the past with the Local Oversight Board. With the arrival of the Board, society now has a very prominent place within our organisation.

At this point, I would like to express my thanks to our SB members for the time and energy that they are prepared to invest in our organisation, each from his or her own individual professional background, experience and expertise. The Board of Management is convinced that the Board is contributing to the relevance that our organisation has in society and that it will contribute to the trust of society in our organisation.

In line with the measures recommended in the sector report, we have installed our Supervisory Board at the level of our top holding company, Holding PricewaterhouseCoopers Nederland B.V., and as from this year we are also publishing consolidated annual financial statements at this level.

Since 2004, we have been preparing our Annual Report at the level of PricewaterhouseCoopers B.V., a wholly owned subsidiary of Holding PricewaterhouseCoopers Nederland B.V.

In addition to PricewaterhouseCoopers B.V., Holding PricewaterhouseCoopers Nederland B.V. also has a number of other interests in Dutch and foreign entities that operate for the benefit of the global PwC network. Our share in the global acquisition of Strategy& is also held at this level, pending the integration as from 1 July 2015. The investments in these entities are therefore included in this Annual Report. As in previous years, the substantive impact of these interests on our results is minimal.

Moments that matterDuring this past year, we have initiated a cultural change movement around the six key moments in the day-to-day practice of a professional services organisation (‘Moments that Matter’). These key moments are the following: the real relationship with the client, the real relationship with society, the real relationship with your colleague, the real team performance, the real evaluation discussion, and the real follow up on the feedback received. It is a movement that underscores our aspiration to really change our culture, more looking out rather than in, and more listening and opening up to others – behaviour in line with the here and now, as well as with our roles as tax adviser, consultant and auditor.

In our approach to corporate responsibility, we are focusing on providing support to social enterprises, and you can read in this Annual Report how we are going about this. More than a hundred start-up businesses with a social mission submitted their business plans in the context of PwC’s annual business plan competition, and PwC specialists are helping the three winners bring their social enterprise dreams to life.

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In three years’ time, we will have been operating in the Netherlands for 125 years. Adapting to today’s realities is something we have done throughout all those years. And, right now, we need self-reflection more than ever before - and more rigorously than ever before. I see around me that, while we are finding this difficult, we are also finding it worthwhile – and it provides the energy we need to see us successfully through this transition.

The challenge before us is to embrace the new, and not to hold on to too much of the old. We will have transformed our entire organisation within a couple of years and, in to achieve this, we need to concentrate on increasing the learning capacity and adaptability of our organisation, on openness and accountability towards society, and on technology and team-crafted solutions.

Our people make the differenceEveryone in PwC has been tested this past year in terms of their agility and resilience, a reflection on the raison d’être of our profession and on their own individual roles in society. Our people have faced up to these challenges with their heads, their hearts and their spirits. This was clear from the staff satisfaction survey, in which we scored higher than ever before and which is among the very highest throughout our global network.

On that note, I would like to express my great appreciation to all PwC people for the fantastic work they have done and for the value added they have contributed to our clients. This year, again, we have been able to solve many important problems and contribute to the trust that the world may have in our clients.

We hope you enjoy reading our Annual Report and that it contributes to your understanding of our organisation. If you feel you are missing anything or that some things could have been set out more transparently, please let us know. The contact information is on the final page of this report.

With best wishes,

Peter van Mierlo

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Contents Foreword Key statistics Report of the Board of ManagementReport of the Supervisory Board Financial statements Information about PwC AppendicesKey statistics

Key statistics

Key statistics

2014/2015

2014/2015 2014/2015 2014/2015

2013/2014

2013/2014 2013/2014 2013/2014

PwC NL revenues higher on slightly lower results*

Assurance results reduced by investment in quality and PIE rotation

Tax & HRS results stable Profitable growth in Advisory

100

50 50 50

200

100100

150

400

200

200

500

300250

600

700

350 250 200

300

150

150100

0

0 0 0

671.6697.3

291.9 240.5164.9285.3

240.3

145.9

157.7

55.6 63.4 36.269.1 64.527.8

162.1

Net revenue (€ millions)

Operating profit (€ millions)

Net revenue (€ millions) Operating profit (€ millions)



Client satisfaction slightly higher

Assurance

Tax & HRS

Advisory

* The five-year summary of our financial results is on page 123.

See page 46

See page 42-44

2014/2015

2014/2015

2014/2015

2014/2015

2014/2015

2014/2015

2013/2014

2013/2014

2013/2014

2013/2014

2013/2014

2013/2014

RecommendationClient satisfaction

7.9 7.7

8.3 8.2

8.3 7.8

8.2 8.1

8.1 8.1

7.7 7.7

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Contents Foreword Key statistics Report of the Board of ManagementReport of the Supervisory Board Financial statements Information about PwC AppendicesKey statistics

Key statistics

2014/2015 2013/2014

Outstanding results of the staff satisfaction survey

86% 82%86% 84%

80% 74%PwC recommended

as an attractive employer

PwC offers good opportunities for

personal development

Proud to be working

at PwC

See page 32

* The definition of the number of training hours has changed since 2013/2014. The comparative numbers have been adjusted.

Staff numbers increasing

Partners

Professional Staff

Support Staff

Total

260

3.281

904

4,445

253

3.063

924

4,24014-15 13-1414-15 13-14

74% 72%

20% 22%6% 6%

Training hours stable*

Per FTE2013/2014

108

Per FTE2014/2015

109

2014-2015 2013-2014

2014-2015 2013-2014

See page 38

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A workplace for finding those hidden connections

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Contents Foreword Key statistics Report of the Board of ManagementReport of the Supervisory Board Financial statements Information about PwC AppendicesContents Foreword Key statistics Report of the Board of ManagementReport of the Supervisory Board Financial statements Information about PwC Appendices

PwC Jaarbericht 2014/2015 10

The Lab is a space not like any other in PwC’s Amsterdam head office. What really stands out is an enormous video wall which the ‘lab technicians’ can use to project their data experiments. There are hip seating arrangements – the word ‘chairs’ doesn’t really do them justice – in which folks can sit or hang out either on their own or in pairs. And just to complete the picture, the Lab is not just for big data experimentation – there’s also a 3D printer and virtual reality glasses.

Setting the scene Project manager Gunilla Verbeke, econometrician and data analyst, says the lab is not called Data Experience Lab for nothing. Those gadgets are there to reinforce the experience. ‘It sets the scene for thinking into the future. We were looking to create a space that is both technological and creative, because we want to encourage people to think outside their own boxes.’

Sponsor and PwC partner, André Mikkers, likens it to a showroom: ‘If you buy an Italian car, the showroom has marble floors and you get top-quality espresso. Atmosphere is critical for showing a product off to its best.’

Simple comparisons Mikkers uses simple comparisons to underscore the importance and usefulness of big data. ‘If you’re selling ice cream, the link between the outside temperature and your turnover is likely to be very clear very quickly. When you drill down into (and then link) a wide variety of data sources, other linkages quickly come to the surface. For instance, maybe sales of ice cream are also linked to matches played by the Dutch national football team. If so, then the ice cream salesman knows what he has to do – get enough ice cream in store when an international game is coming up.’

Working with the right tools Big data, therefore, brings to the surface things that are not immediately apparent. ‘In fact, it represents data that is generally not yet being utilised’ says Gunilla Verbeke. ‘Our lab makes it possible to look at and analyse your own data and then link it in to other sources. Here you can work with tools that bring things to the surface that you didn’t know were there.’Mikkers: ‘We have a computer here with the computing power of about 700 laptops – and we have access to 5,500 sources of data. These are all open source and until now have had little attention.

Transform yourself, too André Mikkers is the leader of PwC’s forensics practice and Gunilla Verbeke is part of his team. Verbeke: ‘We’re already using big data a lot in our forensics practice. So it’s natural that the idea of the Data Experience Lab was born here.’ Mikkers adds that the lab is important for the entire PwC organisation. ‘People everywhere are dealing with big data, but generally speaking the majority of them are not yet doing much with it. That applies to clients – but also to us. This lab helps you make the digital transformation needed.’

Big data is one of today’s buzzwords. Everybody wants a bit of it – or at least has the feeling that they should want a bit of it. So a team from PwC has created the Data Experience Lab, a physical workplace where both clients and colleagues can make their first (and also later) acquaintance with big data.

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Report of the Supervisory Board

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Contents Foreword Key statistics Report of the Board of ManagementReport of the Supervisory Board Financial statements Information about PwC AppendicesReport of the Supervisory Board



OrganisationFollowing the issue of the ‘In the Public Interest’ report by the Future Accountancy Profession Working Group, PwC has installed a Supervisory Board (‘SB’) as of 1 May 2015. In line with the Report’s recommendations, this has been embedded into the organisation at the level of the top holding company of which the audit firm is a part, Holding PricewaterhouseCoopers Nederland B.V. (the Company).

Composition and role The SB is a new phenomenon for PwC and was installed two months before the end of the financial year. As of 1 May 2015, the SB comprised six members: Jan Maarten de Jong (Chair), Naomi Ellemers, Frits Oldenburg, Cees van Rijn, Yvonne van Rooy and Nout Wellink (Vice-chair). Annemarie Jorritsma joined in September as the seventh member.

The Supervisory Directors are appointed for a period of up to four years and may be reappointed for a second period of up to four years. All Supervisory Directors are independent within the meaning of Art 3.5 sub c jo 3.6 of the Board’s Charter, and they have no conflicts of interest. Further information regarding the roles of the SB and the Company’s corporate governance structure is provided in the ‘Information about PwC’ (page 106- 111).

The roles, jurisdiction and responsibilities of the SB are set out in the SB’s Charter, which is available on the website. The SB is responsible for supervising the Board of Management (BoM) and it monitors and advises the BoM. In addition, a number of BoM decisions require the SB’s approval, including the appointment and dismissal of partners who act as external auditors and the determination of (or changes) to the remuneration policies and practices for partners and the remuneration arrangements for the BoM.

The responsibilities of the SB also include the evaluation of the performance of the BoM and its individual members, the joint signing of the annual financial statements, the approval of the appointment process for submission to the General Meeting, the approval of the policies for quality and the anchoring of these in the organisation.

The SB is focuses also on the firm-wide aspects that affect quality, independence, audit integrity and the interests of stakeholders therein. The SB sees itself not only in a supervisory role but also in a sounding board role and is well aware that the main driver for its installation was the public debate around the role of the auditor. In the light of these developments, it is critical to increase trust in society, and the SB can contribute to this

through its independent supervisory role, its advisory role and the accountability it provides through its report on its activities for the past financial year.

The SB particularly monitors the safeguarding of the public interest in the audit work, and this role is discharged by the Board’s Public Interest Committee. The members of the SB who are not members of the Public Interest Committee are also well aware of this particular SB role. The work of the SB also extends to Tax & HRS and Advisory. Collaboration between the three lines of service, to the extent permitted, would seem to be essential in terms of obtaining a good understanding of the challenges facing PwC’s clients, to be able to provide effective advice or to perform a quality audit.

This first Report of the SB not only covers the two month period that the SB was in place in 2014/2015 (May and June 2015) but also provides insight into the activities of the SB up to the preparation of this Annual Report in September 2015. Up to 1 May 2015, the supervisory role was filled by the Local Oversight Board, which consisted of six partners from the Lines of Service and an independent Chair. The SB expresses its thanks for, and appreciation

Members of the SB

Jan Maarten de Jong (Chair) (Born 1945, Dutch nationality, Male)Appointment: 1 May 2015First term expires: 2019

Other positions - Chair of the Supervisory Board of

KBL European Private Bankers S.A., Luxemburg

- Member of the Supervisory Board of the Frans Hals Museum

- Member of the Board of Stichting Preferente Aandelen ASML

Naomi Ellemers (Born 1963, Dutch nationality, Female)Appointment: 1 May 2015First term expires: 2019

Other positions - Professor at Utrecht University

(Her primary position)- Member of the Royal Netherlands

Academy of Arts and Sciences- Corresponding Fellow of the British

Academy for the Humanities and Social Sciences (FBA)

- Member of the Board of the Praemium Erasmianum Foundation

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Van links naar rechts: Ruud Dekkers, Pieter Veuger, Janet Visbeen, Maarten van Ginkel, Jan Maarten van der Meulen, George de Soeten en Hans Bod.

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of, the work the Local Oversight Board has done in this role and the SB is pleased to take it over. With the installation of the SB, the Local Oversight Board became the Partner Council, the body within Coöperatie PricewaterhouseCoopers Nederland U.A. that represents the collective interests of the partners and provides advice on germane issues that are presented for approval.

Induction, Education and Training programmes By way of induction, a number of information meetings were organised for SB members and there were, on request, meetings between SB members and individual officers. The areas of focus included the strategic goals of the Assurance, Tax & HRS and Advisory Lines of Service and Markets, quality management systems, interests of stakeholders in the audit, the PwC network (and the related structures and areas of focus and risk, including Enterprise Risk Management), Human Capital, remuneration policies, the nature and scope of the Compliance Office’s reporting, the improvement agenda, and the framework of standards and legal requirements.

In addition, led by an external adviser, the SB has discussed its own expectations and the establishment, design and implementation of its roles and responsibilities. As the SB was installed only two months before the end of the financial year, the familiarisation process was focused in 2014/2015 on the Induction programme. The Education and Training programme will be worked out in 2015/2016, in the form of ongoing training and education, based on the experiences of the first few months.

Activities to date The SB was installed as of 1 May 2015 and, during the remaining two months of the financial year, was actively involved in PwC’s affairs. Pending publication of the definitive legislative and regulatory requirements, the SB resolved to act in accordance with the Company’s statutes and the draft SB Charter, and it has drafted charters for its committees.

The SB also approved the partners who may act as external auditor within PwC as from 1 July 2015. It decided to appoint a seventh member to the SB and it approved the budget for the current year 2015/2016 and the claw back scheme for partners who are external auditors. It also familiarised itself with the People Survey and the reasons for and consequences of the further streamlining of the network of PwC member firms and it dealt with the policy for partners’ private investment holdings. It was updated by the BoM on the integration of the Netherlands element of Strategy& into the local Advisory practice and on the extension of the four country European collaborative association between the PwC member firms in the Netherlands, Germany, Austria and Belgium (‘the four country European collaborative association’) to include the member firm in Turkey. The SB has made arrangements to be regularly updated as to developments around the audit profession and PwC. For instance, the SB was involved in the drafting of PwC’s input to the consultation process regarding new legislation and policy requirements and in PwC’s responses to the findings of the external supervisory body, the AFM.

Through its Audit Committee, the SB was closely involved in the year’s annual reporting. The Audit Committee consulted with the CFO, the Internal Audit Department and the external auditor, amongst others. Through its Public Interest Committee, the SB was also involved in the audit firm’s Transparency Report. In lieu of a SB Report, the Public Interest Committee’s Report has been included in the Transparency Report.

During the period up to the preparation of this Annual Report, the SB has dealt with the remuneration arrangements for the BoM and has discussed the Board Report 2014/2015 with the Compliance Officer, together with ongoing claims. The SB has also discussed the independence sanctions and the planned further integration between the member firms within the four country European collaborative association. The Markets portfolio-holder in the BoM has presented to the SB the outcome of audit firm rotation within the PIE segment. Composition The composition of the SB has been designed to ensure that the combined experience, expertise, diversity and independence of the members collectively meet the profile set out in Appendix B of the SB’s Charter. The Board brings together a wide range of experience from the various external supervisory, public service, leadership and academic roles of its members. The SB’s committees have been set up by, and are composed of members from, the Board itself.

Yvonne van Rooy (Born 1951, Dutch nationality, Female)Appointment: 1 May 2015First term expires: 2019

Other positions- Chair of de Nederlandse Vereniging van

Ziekenhuizen (the Dutch Association of Hospitals) (Her primary function)

- Member of the Supervisory Board of Nationale Nederlanden Group

- Chair of the Supervisory Board of Philips Electronics Nederland B.V.

- Member of the Board of Stichting Administratiekantoor Koninklijke Brill N.V.

- Member of the Board of Instituut GAK (Foundation Institute GAK)

- Member of the Board of the Royal Concertgebouw Orchestra (RCO)

- Member of the Supervisory Board of the Gemeentemuseum Den Haag (The Municipal Museum of The Hague)

- Member of the Curatorium Beschermers Nationaal Monument Kamp Vught (Protectors of the Camp Vught National Monument)

- Member of the Supervisory Board of Fonds Nationaal Kunstbezit (the National Artistic Heritage Foundation)

- Member of the Advisory Committee of Nexus Institute

- Member of the Board of the Confederation of Netherlands Industry and Employers (VNO-NCW)



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Time allocation for BoM responsibilitiesA limited portfolio of audit engagements is permitted and this requires the approval of the SB.

Evaluation of the SB, its members and its committeesGiven the installation of the SB so soon before the end of the year, the SB will not evaluate its performance and the performance of its individual members and committees until the end of the current year 2015/2016 (for the first time).

Committees The SB has four committees: Audit Committee, Remuneration Committee, Selection and Appointment Committee and the Public Interest Committee. The roles of these committees are set out on pages 106 and 107 of this Annual Report. The SB will meet as often as is needed and at least six times a year. The full Board met twice during the final two months of this year. The SB’s committees meet four times a year unless there is a need for fewer meetings.

Audit CommitteeIn 2014/2015, the Audit Committee comprised Cees van Rijn and Frits Oldenburg. Annemarie Jorritsma joined the committee on 1 September 2015. During the Committee’s two months of operation in 2014/2015, the Chair of the Committee discussed, amongst other things, the budget for 2015/2016, the financial reporting and a planned investment. Since then, the Audit Committee has met twice (in 2015/2016). It has met the Internal Audit Department (IAD)

and the Finance Department and has had a private discussion with the external auditor (in the absence of the CFO). It has discussed the results for 2014/2015, the draft annual financial statements and the management letter with the IAD, and has submitted a recommendation regarding the appointment of the external auditor. All members of the Audit Committee attended these meetings.

Remuneration CommitteeThe Remuneration Committee comprises Yvonne van Rooy, Jan Maarten de Jong, Nout Wellink and, as from 1 September 2015, also Annemarie Jorritsma. The Committee met once in May and, with all Committee members present, met with the Chair of the audit firm to discuss the new claw back scheme being introduced as from 1 July 2015 for partners who act as external auditor. The Committee subsequently apprised the SB on how the claw back scheme works, the process involved and the involvement of the SB in the process. It was agreed that the claw back scheme would be evaluated by the Remuneration Committee on an annual basis.

Since the year-end, the Remuneration Committee has addressed the proposed remuneration of the members of the BoM and, after approval by the SB, the remuneration proposals for the BoM will be submitted to the General Meeting for adoption in October. The Remuneration Committee has also discussed the process surrounding the evaluation and remuneration of partners, which took place in July, August and September 2015, and was advised in this by the Partner Council

(previously the Local Oversight Board), which had already been involved in the evaluation of the annual process as part of its previous supervisory responsibilities.

Remuneration ReportThe Remuneration Report, put together by the Remuneration Committee and adopted by the SB, is included as an appendix to this Annual Report 2014/2015 (see pages 124-128). It addresses, amongst other things, the 2014/2015 remuneration arrangements for partners and the BoM (including the claw back scheme for partners who act as external auditor), the changes to the remuneration arrangements for the BoM as from 1 July 2015 and the remuneration of the members of the SB.

Selection and Appointment Committee The Selection and Appointment Committee comprises Jan Maarten de Jong, Naomi Ellemers and Frits Oldenburg. During the Committee’s two months of operation in 2014/2015, it met twice with all members in attendance at each meeting. Matters on the agenda included the proposal at add Annemarie Jorritsma as the seventh member of the SB and the new partner candidates as of 1 July who will be acting as external auditor within the audit firm. This latter involved consideration of the selection itself (in which culture, behaviour and openness to change played a greater determining role than in the past), the process the candidates went through, and the BoM’s deliberations thereon. The Committee was also informed as to the goals that had been presented to the candidates.

Frits Oldenburg (Born 1961, Dutch nationality, Male)Appointment: 1 May 2015First term expires: 2019

Other positions- Of-counsel at FG Lawyers (His primary

position)- Member of the Board of the Vrouwe

Groenevelt’s Liefdegesticht Foundation- Member of the Board of the North and

East Gelderland District of the Dutch Red Cross

- Member of the Board of the Dutch Asthma Foundation

Cees van Rijn (Born 1947, Dutch nationality, Male)Appointment: 1 May 2015First term expires: 2019

Other positions- Member of the Board of Governors of

the Leids Universitair Medisch Centrum (Leiden University Medical Centre)

- Member of the Supervisory Board of ForFarmers Group

- Member of the Supervisory Board of Detailresult Groep N.V.

- Member of the Supervisory Board of Plukon Food Group B.V.

- Member of the Supervisory Board of Incotec Group B.V.

- Member of the Supervisory Board of Koninklijke Coöperatieve Bloemenveiling FloraHolland U.A.

- Member of the Supervisory Board of UTZ (a sustainable farming certification organisation)

- Member of the Board Stichting Continuïteit SBM Offshore



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Contents Foreword Key statistics Report of the Board of Management Financial statements Information about PwC Appendices

Since then, at its two meetings in September, the Selection and Appointment Committee agenda has included the resignation schedule of the SB, the composition of the SB’s committees following the appointment of the seventh SB member, advice regarding the evaluation of the Compliance Officer, the drafting of a profile for BoM members and preparations for the evaluation meetings with SB members.

Public Interest CommitteeIn line with the Code for Audit Firms, PwC set up a Public Interest Committee in 2013 alongside the previous internal supervisory body. Measure 2.5 of the report issued by the Future Accountancy Profession Working Group states that safeguarding the public interest is an essential part of the duty of the SB as a whole. In line with this recommended measure, the function of the Public Interest Committee has been integrated into the SB. As from 1 May 3015, the Public Interest Committee comprises Nout Wellink, Naomi Ellemers, Yvonne van Rooy and Cees van Rijn. Since the installation of the SB on 1 May 2015, the Public Interest Committee met once during the financial year, with three of the committee members present together with the Chair of the audit firm, the Compliance Officer, the Deputy Compliance Officer, the National Office Business Unit Leader and the member of the Assurance Board responsible for Change. The matters covered included the current developments around the audit profession and the Assurance Line of Service, the status of progress in the transformation programme designed to effect cultural and

behavioural change, the amendments to the quality management system, the Q3 reporting from the Compliance Office, and Assurance’s strategic risk profile.

In its meeting during the first quarter of the new financial year, the Committee addressed, amongst other things, the draft Transparency Report, the Q4 reporting from the Compliance Office, independence sanctions, quality review results, and how quality was reflected in the evaluation of Assurance partners and directors in FY15. The Public Interest Committee provides a report of its activities for the entire financial year FY15 in the Transparency Report of PricewaterhouseCoopers Accountants N.V.

The past yearSince its installation as of 1 May 2015, the SB has been updated, either in its formal meetings or in the induction meetings, on the issues that have affected PwC. This was provided by the BoM, other individual officers within PwC NL or by its committees. The following matters were addressed:

PwC Strategy& (Netherlands) B.V.The acquisition of the Strategy& organisation (previously Booz & Company, Inc.), as part of PwC’s global strategy, provided PwC some time ago with expertise and competencies that it did not have in house. Preparations have been made in recent months to transfer PwC Strategy& (Netherlands) B.V. to PricewaterhouseCoopers Advisory N.V. and thereby combine the strategy consulting groups of these two entities.

Network AlignmentThe plans of the Network Leadership Team to achieve further network alignment within the network of PwC member firms has led to a network structure of two clusters (previously three) and to an update of network standards.

The four country European collaborative associationTurkey is an upcoming market with high growth expectations, and the Turkish PwC member firm is one of the leading professional service providers in this market. To maintain this leading position and develop it further, it is not surprising that the Turkish member firm looked to join the collaborative association in place between member firms in Germany, Austria, Belgium and the Netherlands.

Strategy, risk management and the financial reporting processThe member of the BoM responsible for quality has explained the PwC Network Risk & Quality Framework to the SB (including the network standard Ethics & Compliance, de R&Q structure and the Enterprise Opportunities and Risk Management situation), the process by which opportunities and risks are identified and adequately managed, and the engagement acceptance procedures in place within PwC.

The representatives of Assurance, Tax & HRS and Advisory in the BoM have informed the SB as to the strategic priorities in their respective Lines of Service (as has the Markets portfolio-holder) and the Human Capital portfolio-holder has informed the SB as to PwC’s People strategy (including talent management,

Nout Wellink (Vice-chair) (Born 1943, Dutch nationality, Male)Appointment: 1 May 2015First term expires: 2018

Other positions- Chair of the Board of Governors

of the University of Leiden - Non-executive director of the

Bank of China- Chair of the Wim Drees Foundation- Chair of the Bontius Foundation - Chair of the Stichting Architectuur

Prijs Achterhoek (the East Gelderland Architecture Prize Foundation)

Annemarie Jorritsma (Appointed 1 September 2015) (Born 1950, Dutch nationality, Female)Appointment: 1 May 2015First term expires: 2019

Other positions- Chair of the Supervisory Board of the

RealNext Foundation- Member of the Supervisory Board of the

NBTC Holland Marketing Foundation- Chair of de Nederlandse Vereniging van

Participatiemaatschappijen (the Dutch Private Equity and Venture Capital Association)

- Chair of Koninklijke Nederlandsche Heidemaatschappij

- Chair of the Board of Stichting Verkiezing Overheidsmanager van het Jaar (Selection of Manager of the Year Foundation)

- Chair of the Council of European Municipalities and Regions (CEMR) (until December 2015)

- Chair of the Jury for Businesswoman of the Year

- Chair of the Auditteam Voetbal en Veiligheid (Audit Team Football and Safety)



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Contents Foreword Key statistics Report of the Board of Management Financial statements Information about PwC Appendices

diversity and the cultural change movement ‘Moments that Matter’). A status update on the PwC strategy ‘From Purpose to Strategy Execution FY14-FY16’ has brought the SB further up to speed.

The budget for the current year FY16 has been explained to, and approved by, the SB. Also discussed was the perceived pressure of work, particularly among Assurance staff, and the market forces underlying this pressure and the policy for partners’ private investment holdings including the extent to which collective investing should be permitted.

Annual ReportAfter discussion of the Annual Report and financial statements, the SB concludes that these present a fair view and have been prepared on a basis consistent with prior years. We can look back on a year of good results. The SB wishes to thank all PwC people who, through their efforts, expertise and commitment, have contributed to the ongoing restoration of public trust in the audit profession.

Amsterdam, 25 September 2015

The Supervisory BoardDrs. J.M. de Jong (Chair)Dr. A.H.E.M. Wellink (Vice-chair)Prof. Dr. N. EllemersA. Jorritsma (as from 1 September 2015) Mr. F.W. OldenburgMr. Drs. C.J.M. van RijnMr. Y.C.M.Th. van Rooy



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Technology with a fiscal mind set

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Working through a variety of scenarios The Financial Drawing Board is software that affords quantitative insight into the fiscal (and therefore also the financial) consequences of the array of decisions available to the business. It makes clear what the consequences to the business are of, for instance, regulatory or structural changes. Jochem: ‘To date, it hasn’t been possible to get a quick overview of what the various consequences are of the various decisions the business is facing. Excel and PowerPoint afford only relatively static insight as to how things stand at any specific point in time. This software of ours makes it easy to assess a wide variety of future scenarios.’

Quite literally, a drawing board technique The technique here, quite literally, is a drawing board technique. The application makes it possible, on site, to draw a model and add data to it, and the software then computes the consequences. It provides all the tools you will need. Jochem: ‘This is not an end solution in itself, but we can easily develop and tailor it to our own and our clients’ specific needs. We get requests on a weekly basis to extend the Financial Drawing Board with more and more applications, and these come from all corners of our practice. This is a nimble approach, it works very well, and it brings many of our specialisms together in one process.’

Emiel: ‘We developed the application in a laboratory environment and we are now working on it further in practice. We appreciate of all the feedback we get, and we’re making use of this as we move forward. We have a new release every fortnight, so it’s handy that we’re managing the software directly ourselves. This means that we can continuously update it as fresh logic comes in.’

The key to this success Emiel: I’m convinced that the key to this success is that we have been in a position to do the technical development ourselves. You can explain to a software developer what you want and what our business is, but that’s a difficult path to tread. This way, we have no static on the line. It also makes it easier to persuade colleagues of the opportunities that technology offers. When you look at things from a different perspective – in this case the IT perspective – then you see all sorts of opportunities.’

Jochem: ‘We don’t all need to learn to programme, but everyone does need to become familiar with the technology.’ Emiel (laughing): ‘In that context, it’s sometimes a bit of a challenge to describe what the Financial Drawing Board can not do. It’s not the Holy Grail and it’s not an all bells and whistles solution set, but it does provide a level of control.’

Jochem: ‘It’s a support tool to the process - technology to support our work, an enabler if you like.’

A more integrated approach Jochem and Emiel are both convinced that, for the tax practice, the impact of technology is only going to increase in the coming years. Jochem: ‘If we don’t move with what’s going on around us, then I fear we will be out of business in a couple of years. Look at what’s happened to the taxi and hotel sectors and the speed at which change is happening. If we don’t do it, others will.’

Emiel: ‘An application like the Financial Drawing Board changes the way we operate – and also the way the client operates. No longer do we sit down only with the tax director – but now also with treasury and legal. This promotes a much more integrated approach than we are used to.’

PwC partner Jochem Veltman and senior manager Emiel Terpstra are the driving forces behind the Financial Drawing Board, a tool that provides clients with quantitative insight into the fiscal consequences of their strategic and other decisions. It is technology developed with a fiscal mind set. ‘An application like this changes the way we work, and also the way the client works.’

Jochem and Emiel are both tax advisers. Jochem still is, but Emiel is now also an IT specialist. In eighteen months, he has learned programming - a slow process, a rollercoaster of frustrating troughs and euphoric peaks. His goal was to be able to work alongside the PwC IT specialists on the software that would eventually become the Financial Drawing Board. Emiel: ‘Because I speak the languages of the tax adviser and the IT specialist I can act as a bridge in the development team and cut out any static on the line.’

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Report of the Board of Management

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Contents Foreword Key statistics Report of the Supervisory Board Financial statements Information about PwC AppendicesReport of the Board of Management

PwC in the Netherlands

PwC the Netherlands

Tax & HRSAssurance Advisory Firm Services

Assurance focuses on the audit of information and processes, and provides assurance thereon. The audit of financial statements constitutes the majority of our Assurance practice, with the remainder consisting of assurance on processes and numerical (non-financial) information and advice on accounting issues.

Tax & HRS assists companies, individuals and organisations with their tax strategies, planning and compliance, and provides a wide variety of specialist HR advisory services in the areas of remuneration structures, pension plans and cross-border deployment as well as legal advisory services.

Advisory focuses mainly on transformation processes arising, for instance, from strategic changes or from improvements in business processes and systems. Advisory also provides services in the area of mergers & acquisitions, from strategy determination through to assistance with business (unit) integration or carve out, and provides crisis management services to clients affected by fraud, disputes or inadequate cyber security.

Firm Services includes the departments that provide support to those managing the business and to those providing services to clients. The group includes specialists in the areas of marketing and communication, training and professional development, human resources, procurement and IT, finance and our general counsel, spokesperson and press officers. Our internal IT specialists were transferred to PricewaterhouseCoopers IT Services B.V. during this past year (see page 104).

PwC in the Netherlands

Industrial Products

Knowledge sharing within eight industry groups

Retail & Consumer

Financial Services

Energy, Utilities & Mining

Transport & Logistics

Technology, Media & Telecom

Private Equity

Public Sector

Joining forces internationally, in Europe and in EMEA

We work very closely with the member firms in Germany, Austria, Belgium and (since 1 July 2015) Turkey. The driving force behind this pooling of forces within Europe is improved client service. It also leads to more effective knowledge sharing and increased investment and innovative power. In addition to this, the regional collaboration has been strengthened, as from 1 July 2015, at the EMEA level (Europe, Middle East and Africa). The four country collaborative association of PwC member firms is a sub-region within EMEA.

The Netherlands

4.445The Netherlands

12people Offices

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Contents Foreword Key statistics Report of the Supervisory Board Financial statements Information about PwC Appendices

About the Report of the Board of Management

This Annual Report addresses the aspects of our strategy that are of most interest to our stakeholders. It follows the framework developed by the International Integrated Reporting Council.

We report at the level of Holding PricewaterhouseCoopers Nederland B.V. for the financial year ended on 30 June 2015. The Annual Report will be published and filed in early October after the General Meeting of the members of Coöperatie PricewaterhouseCoopers U.A.

Since 2004, PwC has prepared its annual financial reporting in the Netherlands at the level of PricewaterhouseCoopers B.V. As PwC installed a Supervisory Board at the level of its top Dutch holding company during this past year, we are now publishing our annual report at this level. This means that the results include not only those of PricewaterhouseCoopers B.V. but also those of Holding’s subsidiary, PricewaterhouseCoopers Deelnemingen B.V. Where this affects the results, disclosure is provided.

To create value for our stakeholders, it is essential for us to know what issues are important to them and, to ascertain that, we have carried out a so-called materiality analysis (see page 23-24). In this report, we focus on those aspects that are of the greatest significance to our strategy and to our stakeholders.

The GRI table in the appendix (on page 131) sets out the matters that are relevant to our stakeholders and strategy based on this materiality analysis. The table follows the G4 version of the Global Reporting Initiative (GRI) guidelines, and it lists the pages where information concerning each indicator can be found.

G4 requires that an analysis of the impact per indicator be performed in order to determine the scope of the report. We make it clear that the scope of this report is PwC in the Netherlands. In other words, all information about our policies, strategy, procedures and systems, and about the associated indicators, relates to our own organisation (see page 129-130).

G4 identifies two optional levels of reporting that meet the requirements of the guidelines: the Core option and the Comprehensive option. This report applies the Comprehensive option. The GRI table sets out which G4 information has been audited by our external auditor. There have been no significant changes in terms of size, structure, ownership or supply chain within PwC Netherlands. The majority of the quantitative information contained in this report has been specifically measured. Any information that has been obtained by other means (for instance by extrapolation) is identified as such. To the extent possible, all quantitative information in this report is accompanied by comparative information for the prior year.

We instructed our external auditor to provide a reasonable level of assurance on the Report of the Board of Management (excluding ‘Expectations for the future’), the Information about PwC and the appendices to this Annual Report. The external auditor’s assurance report, including details of the work carried out, is presented on pages 94-100.

Integrated reporting Integrated reporting is a form of reporting that links the entity’s strategy, governance and financial performance with the societal, sustainability and economic context in which it operates. Our aim is to provide our stakeholders with greater and better insight into how we implement our strategy and how this impacts society. We will continue to develop this format of reporting in future years, recognising that measurement of our social impact will continue to be a challenge and an ambition. We are currently working on developing an integrated dashboard to help us manage more effectively on the basis of impact.

Creating value: How we create value and retain relevance for our stakeholders Our stakeholders: Who our stakeholders are and how we dialogue with them

Our strategy and achievements: What our strategic ambition is, how we plan to achieve it, and what we have already achieved

Governance and remuneration: How our areas of key strategic focus are anchored into our organisation Expectations for the future: Our ambitions for the longer term and the opportunities and uncertainties we see in the market and in society as a whole

About the Report of the Board of Management


GRI



Creating value

Creating value

Onze purpose Our mission Our strategy Our impact

Reliable financial and non-financial information

Better insight for internal and external stakeholders

Higher efficiency and effectiveness

Cli

ents

Peop

le

Greater trust in financial markets

Contribution to the public debate

Contribution to development Social Enterprise sector

Soci

ety

Development

Appreciation

Social involvement

&Solve important problems

Build trust in society

Our purpose as PwC is to contribute to a greater level of trust in society and to solve important problems. It is the yardstick for all we do and set out to do. We promote this purpose internally and externally and it is part of the dialogue we have with our stakeholders. They are the ones who will ultimately determine whether we live up to it.

Our clients

SocietyOur people

Create value for

Expectations stakeholders (society, our clients, our people)

External factors (megatrends)


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Stakeholders and materiality

The dialogue we have with our stakeholders is extremely important. They are, after all, the ones who determine whether we have delivered on our ambitions to be of relevance to society, to our clients and to our people. They determine the key elements of our strategy and our annual reporting, and their messages are very clear.

Wide group of stakeholders Our stakeholder group is wider than simply our portfolio of clients and our people. Our services affect more than only those we audit, advise or employ. This applies not only to Assurance. The societal context in which we provide our services is becoming increasingly critical and significant.

We have identified our most important stakeholders on the basis of two questions: Who are the stakeholders on whom we have the greatest influence and who, in the other hand, are the stakeholders who have the greatest influence on us? It is with this group that we get into a very focused dialogue. The table on this page provides a summary.


Stakeholder dialogue in the form of: The most important issues for stakeholders

People • One-on-one discussions with Works Council representatives

• Staff satisfaction survey

• Quality• Client satisfaction• Governance• Physical and mental well-being• Talent management• Role in the public debate

Clients • One-on-one discussions• Client satisfaction surveys

• Quality• Transparency • Integrity• Physical and mental well-being• Talent management• Client satisfaction• Innovation

Society • Discussions with the AFM, Eumedion, VBDO, VNO-NCW, VNG, politicians and supervisory directors

• Sector surveys • Reports and surveys from VBDO,

the AFM, the Court of Audit, the UN, parliamentary papers, working groups

• Media and social media surveys

• Quality• Transparency• Independence• Governance• Physical and mental well-being• Diversity• Innovation• Impact of our services on society• Role in the public debate


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Reconfirmation of our materiality matrix 2012/2013 was the first year we prepared a materiality matrix. This was based on internal surveys requesting respondents to indicate how important specific issues were for them and for their most important stakeholders. In this materiality matrix, we identified (and we still do identify) the level of importance attributed to the individual issues, and we report further on the more important and material ones. In 2013/2014, we had our internal and external stakeholders reassess this materiality matrix. Did they still recognise these as key issues? Were there any missing that should have been there? Were there issues highlighted as material that were not that important?

This year, we have again reassessed the matrix through dialogue with internal and external stakeholders. Members of the BoM, or other partners specialist in the stakeholder’s sector, were involved in all discussions. In addition, we used analyses of media and social media input regarding PwC, we looked at how our sector colleagues deal with the issues we had identified as most relevant for our stakeholders, and we made use of reports and surveys published this year by social and other groupings and organisations.

Last year’s issues still the most relevant to our stakeholdersThe dialogue and analysis did not result in any significant change to the matrix this year. The most noteworthy change is that governance has been added as an issue. The importance of robust governance and a balanced set of checks and balances came up both in the dialogue we had and in the media and sector analyses. The addition of governance to the materiality matrix has not increased the scope of reporting from what we provided in prior years. The outline of, and developments in, our governance arrangements always attract significant attention.


Relevance for our strategy

Rel

evan

ce fo

r st

akeh

olde

rs (i

nter

nal a

nd e

xter

nal)

Materiality matrix PwC

Sta

keho

lder

s

Business

Financial results

Regional economic role

Local procurement

Raw materials

Energy

Water Bio-diversity

EmissionsWaste

Transport

Sustainable procurement

Creating employment

Internal working relationships Physical and mental wellbeing

Talent management

Diversity

Discrimination

Human rights

Local community involvement

Integrity

Political contributions

Client satisfaction

Quality

Independence

Innovation

Transparency

Societal impact of our

services

Role in the societal debate

Complaints arrangements

Governance


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We pulled together the more important messages and dilemmas coming from the dialogue we had with our stakeholders. Not all stakeholders gave us the same messages, indeed some were contradictory to each other, but the messages we receive do help us to strike the right balance when dealing with the issues and dilemmas we encounter.

As last year, it was clear that the dialogue was very much driven by the issues of the day. Most of the messages revolved around the quality of the audit (a debate that has continued throughout

this past year), and a regular topic of discussion was our tax practice and our position on the debate around tax avoidance schemes and taxation ethics in general.

The table that follows sets out how we continue to address the messages we receive from stakeholders. For us, it is important that we be a firm that offers a variety of client service expertise. While the debate about quality and social impact and relevance comes through most strongly in relation to Assurance and, to a lesser degree Tax & HRS, we do not ignore Advisory.

Key messages from stakeholders How PwC is addressing these

Concentrate on the quality of the service offerings and deliveryIn general, quality comes through from all stakeholders as the most material issue for PwC. Quality, integrity and independence form the bedrock of our service offerings and delivery. Our stakeholders stress that these are right at the heart of our social relevance. If PwC does not meet expectations, then its social relevance disappears.

Quality rules the day in the decisions we make For us, quality is more than just complying with legislation and regulation. It is critical also in how we meet the needs of society in general, how we add value to our clients, and how we manage the professional and personal development of our people. Each and every major incident that hits our sector, and the tough conclusions from the AFM report about failures in the audit files, have pushed quality higher and higher up the our agenda and the agendas of our stakeholders. For us, quality is a condicio sine quo non, a sort of fundamental ‘article of faith’. Quality has always been our most important driver, but the major incidents described in the media and the tenor of the AFM report have damaged society’s trust in our quality. It is up to us to repair that damage.

The dominant themes for the year we are now reporting on have been the implementation of the measures for improvement from our own ‘Alert!’ programme and from the report submitted by the Future Accountancy Profession Working Group. We provide further information on the progress we are making on these on our website and in our Transparency Report.

Quality has been the driving force behind our allocation of resources, both in terms of time and money. Particularly in Assurance, we have invested considerably in quality. In a number of cases, we have withdrawn from clients and chosen not to participate in tenders in order to make time available to provide the guidance and coaching our people need as they perform and document their audit work.

We recognise that we still have some way to go before trust in our work is fully restored, and we continue to be open about what we do, how we do it, how we report it, and how we are accountable for it. Our purpose (to contribute to a greater level of trust in society and to solve important problems) keeps us sharply focused on our role in society.

Be clear about what you doStakeholders emphasise the importance to our services of transparency. They all believe that PwC must communicate loud and clear about the services we deliver, the way we do it, and the dilemmas that we are confronted with. They want us to be transparent in this, so that it is clear what the impact of our work is and how it serves the public interest.

We are making progress, but we cannot do it alone We aim to be transparent about the services we deliver, how we deliver them, and the issues we encounter, but we cannot do that entirely on our own.

A good example of this is the new audit reporting format that we worked with in the 2014 annual audits. This reporting is now including an increasing amount of detail about the key issues arising in the audit (the key audit matters).

Working with the new audit reporting format is a learning process in which the enterprise, its supervisory board and the auditor have a collective role to play if it is to be a success. In fact, the report new style must lead to managing and supervisory directors providing more insight into the more important issues discussed with the auditor and how these issues are dealt with. We expect that this collective learning process will continue in future years. The committee that monitors compliance with the Dutch Corporate Governance Code also has a role to play in this.

Very clear messages from stakeholders


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Key messages from stakeholders PwC response

Play an active role in the public debateOur stakeholders are convinced that a strong contribution to the public debate is good for the health of our sector, and they believe that we must therefore make a strong contribution to the debate. This is an integral part of PwC’s role in society and an area where PwC can differentiate itself. We must be more proactive in this, not just in small gatherings for professional colleagues but also much more prominently to a wider audience.

This is also a learning process In the past, our organisation – and this applies to the entire sector – was too much inwardly focussed and not sufficiently communicative. We were not used to providing transparency as to what our work did cover and what it did not cover. This contributed to a breakdown in trust and it has taught us that we need to communicate much more clearly. The audit reporting new style mentioned above is an example of this.

We have gone on public record several times this past year, both in the media and through our own channels, with our positions on the developments in the sector, and we will continue to do this while always being sensitive about the quality and quantity of our communications. As described in this section, we will also be having dialogue with the political, social and other institutions and organisations.

Do not lose sight of your social impactStakeholders want to know how we contribute to the public interest and what substantive difference we can and do make. It is therefore important that we continue to reassess what the long-term social impact of our work is.

Our purpose is the yardstick for all we doWe are very well aware that, although we are engaged by clients, it is society as a whole that is often the ultimate stakeholder. That means that we must take stock of the social consequences of the services we provide, the impact they have and the damage that can be caused should we err.

Last year, we defined a purpose for ourselves, our raison d’être, and this was ‘to contribute to a greater level of trust in society and to solve important problems’. This purpose stems from what clients, society and our people want and expect from us. They are the ones who will ultimately determine if we succeed in this, and it is therefore very important that we maintain the dialogue with them.

With this in mind, we took the decision last year to support the social enterprises sector. We do this by providing our know-how and expertise to add value. At the same time, we get the chance to update our knowledge of social enterprises. They are focused on innovation designed to make a specific social impact of one form or another, and they can therefore also serve as an example to us.

Self-remediation capacity remains essentialStakeholders expect PwC to come up with its own solutions for improving the quality of its service offerings and delivery. They are generally positive about the steps we have taken to achieve this. The installation of a supervisory board was well received by the stakeholders. Having said that, they expect PwC to ensure that there continues to be a sufficient level of innovation to maintain those quality standards and to maintain the necessary integrity in the business culture.

We have initiated a cultural change movement and strengthened our governance The most significant challenge facing Assurance is strengthening and maintaining a sense of urgency about our organisation’s learning capacity. We review our files and we increase the depth, breadth and number of the systematic root cause analyses we perform as and when issues arise from these reviews. We report these through to those working in the field, we incorporate them into our training programmes, and we place a lot of emphasis on guidance and coaching.

A learning organisation seeks a framework in which learning and development can best come to fruition. This requires, for instance, that people be prepared to be open to critical input and to provide such input to others. These aspects are incorporated into the cultural change movement that we launched this past year, ‘Moments that Matter’.

The Supervisory Board also contributes to the learning and self-remediation capacity of our organisation. The Board has an oversight role, but can also act as a form of social mirror for us.

Just because it is permissable does not mean you should do itMany stakeholders believe that auditors, tax specialists and other advisers are not sufficiently attuned to the outside world. Not only the letter of the law but also the spirit of the law and public opinion about the law are important when formulating advice and performing audits. A concrete example of this is the tax advice we give. What do we recommend to our clients? And do we reflect enough on the social context - and on the needs of the client’s stakeholders?

The social context is becoming more and more important for usWe make clear in this annual report that the social impact of our service offerings and delivery is becoming more and more important and it is clear that our stakeholders are looking over our shoulders. We need to reflect the interests of our clients and the interests of society as a whole - and theses are not necessarily always the same. In our audit practice, the interests of society are paramount.

Our other disciplines also reflect social context in the advisory services they provide. We view a piece of advice that does not reflect this as a bad piece of advice. We always alert clients to the potential reactions from stakeholders to specific decisions they make and the related risks involved. This can come up not only in a fiscal context but also, for instance, in a transformation process focused on profit maximisation that does not address the related impact on people and the environment. Furthermore, we have made an international commitment, through our Global Tax Code of Conduct, as regards the limits on what advice we provide.



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Management approach The Board of Management (BoM) uses both qualitative and quantitative indicators to measure progress on strategic achievement. The BoM has carried out a number of progress measurements during the past financial year, addressing what had been achieved on ongoing elements since the previous measurement, what new initiatives had been started, and what still needed to be done. This process is then discussed with the partners during the General Meeting.

The BoM is responsible for the formulation of our values and aspirations, our strategy and its achievement. The six members of the BoM each have their own individual portfolio with specific areas of responsibility. One of the members is specifically tasked with responsibility for quality assurance and risk management. He leads the Quality & Risk Coordination Group, which comprises representative from Assurance, Tax & HRS and Advisory, together with specialists in the areas of independence, legal affairs, legislation and regulation and compliance. All Boards and Business Units include a partner specifically tasked with the assurance and ongoing improvement of quality.

As part of our quality and risk management strategy, we have a Compliance Officer and an Independence Officer. Having a Compliance Office in place is a requirement of the Law on the Supervision of Audit Firms (‘Wta’), but we have extended the Office’s responsibility to cover the entire PwC organisation and not only the audit practice. The Compliance Officer reports directly to the SB and to the LoS Boards and the BoM. The Independence Officer reports to the BoM.

All LoS Boards and Business Units also have a partner or member of management tasked with HC responsibilities. Our central departments, Human Capital and Learning & Development, report monthly to the LoS Boards and/or to the BoM. The Finance department reports on a monthly basis.

The BoM has further support in a number of specific strategic areas such as corporate responsibility, diversity, innovation, the PwC Experience, integrity (Code of Conduct) and business transformation. Each of these areas has a partner or director supporting the development and execution of policy. They report directly to the (portfolio holder in the) Board of Management and, as part of the annual business planning cycle, they present a plan to the BoM and periodically report back on progress.

Material issue Addressed on pages:

Quality 5-7, 30-33, 51-52, 53-54, 56, 113-116

Integrity 34, 36, 37, 51-52, 54, 55, 112, 113-116

Independence 30-34, 51-52, 55, 113-116

Governance 5, 31, 51-52, 53-55, 106-111

Role in the public debate 4-7, 26, 41, 46

Transparency 4-7, 25-26, 32

Client satisfaction 46, 51-52

Talent management 32, 37-38, 48, 51-52, 53, 55

Innovation 17-18, 32, 49-50, 51-52

Societal impact of our services 4-7, 22, 23-26, 39-40, 51-52, 53, 101-102

Diversity 39-40, 51-52

Financial results 7, 42-44, 46, 51-52

Physical and mental well-being 40, 32, 51-52



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Our strategy and achievements

Our strategy focuses on the five objectives, and this moves the value creation process forward

51

2

3

4

Building on the quality of our service delivery

Delivering the PwC Experience

Taking the opportunities the market offers us

Transforming our organisation

Investing in strategic competencies



GRI



Material issues Strategic goals Critical success factors Key risks

• Quality • Independence • Integrity• Transparency• Talent management• Governance

Building on the quality of our service offerings and delivery

Continuous improvement in and testing of our approach to quality and our risk management systems

• Not complying with all legislative and regulatory requirements and our own internal quality standards

A governance environment and organisation that encourages and facilitates our ambitions for maximum quality

• Undesirable or unethical behaviour by partners, directors or other staff

A talented workforce continually schooled in both the hard and the soft aspects of our service offerings and delivery

• Reduced attraction of PwC as an employer

• Diversity• Social impact of our service offerings

and delivery• Role in the public debate• Physical and mental well-being


Building an inclusive culture based on encouragement and collaboration

• Building and creating an organisation that is not a (or is an insufficient) reflection of society

Building an externally focused culture in which social involvement is the norm

• Not recognising social developments (or not on a timely basis)

An impactful CR approach • A CR programme that does not match our know-how and expertise

Knowledge sharing and thought leadership • Lack of vision or lack of a basis therefor

Sensitivity for our people, their personal development and their well-being (valuing their contribution)

• Too little appreciation of our people • Reduced well-being

• Financial results • Client satisfaction


Goals for profitable growth to generate funds for investment • Insufficient revenue and profitability

X-LoS service offerings and delivery that address our clients’ key issues

• A silo mentality between our service lines

Robust dialogue that matches our clients’ strategic agendas • Insufficient understanding of client needs, resulting in worsening client relationships

• Financial results • Social impact of our service offerings

and delivery

Transforming our organisation Continuous improvement to our work flows • Greater dependence on technology • Violation of client confidentiality (cyber security issues).

Building an agile organisation able to meet changing stakeholder needs and a resilient organisation ready to deal with (unexpected) economic developments

• Too long a lead time between product development and going to market

• Innovation Investing in strategic competencies

Innovating to improve our service offerings and delivery and to meet the needs of our clients and society as a whole

• Outdated offerings, reducing our relevance to clients and society

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3

4

5

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Reflection of the material issues in our strategic goals This summary sets out how the issues most relevant to our organisation, as determined in dialogue with our stakeholders, are reflected in our strategic goals. We also identify those success factors that are critical to achieving these goals. The progress we make on these determines the extent to which we achieve our strategic goals. We also identify the risks attached to these strategic goals. On pages 51 and 52, we set out the impact of the potential consequences of these risks and how we mitigate them.

Continuous improvement in the quality of our service offerings and delivery is paramount in our strategy. That applies not only to Assurance, but indeed also to Tax & HRS and Advisory. Our aim for profitable growth is not an end in itself, but is essential for generating the resources needed to generate investment to achieve the levels of quality we are aiming for.



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Quality is not an option, we need it to survive. For us, quality goes further than simply compliance with legislation and professional requirements. It is also a question of how we meet the needs of society, add value to our clients, and manage the professional and personal development of our people – and that applies to all lines of service

Critical success factors

What we have done and achieved this past year

Continuous improvement in and testing of our approach to quality and our risk management

• Implementation of the recommendations made by the Future Accountancy Profession Working Group and our own quality programme, ‘Alert!’

• Introduction of real time reviews • Broader and deeper root cause analyses • More time and more people invested in the audits • Investment in technology and standardisation • More selectivity in client service choices • Better communication about the work we do• Completion of the regular testing procedures


• Installation of the Supervisory Board • Introduction of the claw back scheme for Assurance partners

as from 1 July 2015 • Launch of the cultural change movement ‘Moments that Matter’

(see ‘We deliver the PwC Experience’)• Embedding change in the Assurance Board • Ongoing implementation of ‘PwC Professional’

(see ‘We deliver the PwC Experience’)• Extra focus on the Code of Conduct (see ‘We deliver the PwC Experience’)


• Intensification of recruitment activities• Training updated with the changes to our professional and stakeholder

expectations (see ‘We deliver the PwC Experience’)• Further gains in staff satisfaction levels • Implementation of a competitive salary and bonus package

Building on the quality of our service delivery

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1Implementing our quality improvement programme, ‘Alert!’, and the recommendations of the ‘In the Public Interest’ report published in September 2014 by the Future Accounting Profession Working Group have been the dominant factors for our audit firm this past year. This has specifically required change in aspects of culture and behaviour, and thereby also a reinforcement of the softer aspects of quality.

The focus for the coming years will continue to be on the further embedding of quality measures.

Organisation and governance

Implementation of the measures proposed by the Future Accountancy Profession Working Group Op 25 September 2014 the AFM published its report into the file reviews it had performed at the Big 4 audit firms. The findings were – and are – totally at odds with our aspirations to deliver distinctive quality. It was the first time that we had faced such review findings. Also on 25 September, the Future Accountancy Profession Working Group, comprising a number of younger partners from the firms serving public interest entities, published its report ‘In the Public Interest’, recommending 53 measures to improve the quality and independence of the audit.

We have been robustly implementing the recommendations, including measures in the areas of governance, remuneration and evaluation, culture and learning ability of the audit firms. Our website (www.pwc.nl) provides an overview of the implementation of the recommendations made by ‘In the Public Interest’, and our audit firm’s Transparency Report addresses extensively how we have approached this and what we have achieved.



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Members of the Supervisory Board appointed as of 1 May 2015 In line with the Future Accountancy Profession Working Group’s recommendations, we have installed a Supervisory Board. While the primary driver for the installation of the Board was the public debate around the role of the auditor, the responsibilities of the Board cover our entire practice, including Tax & HRS and Advisory. Six members were appointed as of 1 May 2015, three of whom were previously members of our Public Interest Committee (which has now) been incorporated into the SB. A seventh member has been appointed as of 1 September 2015.

Extensive information about the composition and responsibilities of the SB are set out in ‘Governance and remuneration’ (on page 53) and in ‘Information about PwC’ (on page 106-107).

Remuneration policies amended where necessary The remuneration methodology we had in place was already focused on rewarding quality. Where necessary, we have amended this to be in line with the ‘In the Public Interest’ report. For instance, as from 1 July 2015 a claw back scheme is in place for partners in the audit practice. We address this in more detail in ‘Governance and remuneration’ (on page 54).

Embedding change in the management structures of Assurance Last year, we appointed a member of the Assurance Board to be specifically responsible for the transformation that our audit practice is going through, leading the team implementing

the improvement measures within the audit practice as well as innovation within our audit practice.

Extending the PwC Experience with ‘Moments that Matter’We have launched a firm-wide roll out of ‘Moments that Matter’, a cultural change movement that focuses specifically on our behaviour at the very times when it has the greatest impact on the environments in which we operate. ‘Moments that Matter’ is an extension of the PwC Experience, a programme that is fundamental to the way in which we interact with our clients, society and each other. This is explained in further detail on page 36.

Introduction of real time reviews We have introduced real time reviews (RTRs) into the Assurance practice. The real time reviewers are involved in the entire audit cycle from planning to completion. It is both a learning and a coaching process. The results do not affect the evaluation or remuneration of the audit team members reviewed. This is different from the more traditional forms of review we have that look back, after the event, to assess the quality of the work done by the teams and that are reflected in the individuals’ evaluations. The RTR helps audit teams to ensure that the audit assignments meet all the necessary standards. Has the environment being audited, including the client’s internal control system, been properly documented? Does the audit plan fit the client? Is the audit work performed in line with standards? Are the decisions being taken the right ones, and are they properly

documented in the audit file? The audit teams are then in a position to follow up on any findings and incorporate them real time into the audit file. We started the RTRs at the end of 2014, as most of the audit engagements were already in progress. As from 2015, the RTR teams will be in place from the outset of the audits and will feed back to the audit teams as each phase of the audit progresses. We ran 39 RTRs during the 2014 audit cycle and we will be increasing this to 150 for 2015.

The RTRs are a labour intensive process, with eighty hours being budgeted per engagement for this coming year. The RTR team also develops and delivers training to the practice and, on larger engagements, supports the Quality Review Partner (QRP) who carries out the engagement-specific quality control. There are currently 18 people in the review team, and we are aiming to expand.

Strengthening the learning ability of the organisation through root cause analysesWe analyse the findings coming from the RTRs and other reviews, and we have broadened and intensified these analyses. For instance, we have introduced sessions in which groups of partners, directors and (senior) managers drill down into the underlying causes, and the results of individual analyses and group sessions are combined with information coming from other sources such as the People Survey (see page 32).

We have identified a number of generic causal links that can impinge on quality and we are incorporating these into our training

programmes, issues such as the time and attention dedicated to coaching and on site review and to collaboration with specialists from within the PwC network both in the Netherlands and internationally.

More time invested in the audits Another quality improvement measure has been the increase in the involvement of partners and directors in the audit engagements, with the aim of improving the coaching and guidance provided to the audit teams. The time spent by partners and directors on audit engagements increased this past year by 14%.

More people invested in the audits For us, investment in quality means investment in people. We had 369 new staff join the Assurance practice this year, not only starter intake but also experienced intake. We have also contracted people in from our global network and we have increased the so-called ‘flexible workforce’ supporting our audit practice during the peak period (see also page 48).

More selectivity in our decision-makingThe focus on quality and increasing the time spent on engagements means that we need to be more selective in the choices we make. In a number of cases, we have chosen not to participate in certain tenders and have withdrawn from certain audit clients.

Investment in technology and standardisationWe are moving forward with the implementation of new technology in the audit practice. For instance, we are making greater use of data analysis to identify inconsistencies

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in financial statements and we are using a tool that maps an organisation’s transaction flows. We will be continuing such investments in the future. We are also working towards a much greater level of standardisation within our audit work. Working in a consistent fashion reduces the likelihood of error, and the efficiency it can generate allows more time for the more complex issues affecting the financial statements. Standardisation also allows us to transfer work to specialist delivery centres (see page 48).

Investment in technology and in future proofing our service delivery is a key issue also for Tax & HRS and Advisory, as further explained on page 43 and 49-50.

Better communication about the work we do This year we have played an active role in the shareholder general meetings of listed companies and financial institutions. Consistent with our aim to better fulfil our reporting responsibilities, and thereby also our responsibilities to society, our auditors have provided details of the work done during nearly all the AGMs involved. Another example of better communication is the new auditing reporting format that became mandatory for 2014 annual audits. In this new form report, the auditor now provides details of the key issues arising during the audit.

Attracting and retaining talented peopleOur Human Capital policies are focused on recruiting talented people and investing in their development. We offer challenging work, many development opportunities and

investments in audit quality. First year audits always require much more time than normal, and a great deal of time and energy has been invested in the proposal processes. The pressure of work was also high in our other lines of service – Advisory, for instance, which had strong growth this year. (See also our financial results on pages 42-44.)

Our strong recruitment drive, therefore, continues unabated and, where possible, we will press on with plans to transfer routine work flows to so called delivery centres, and we will continue to have our ‘flexible workforce’ available in the peak period (see page 48). Bringing in flex-workers and outsourcing routine work are both part of our plan to improve quality by freeing up more time for the audit teams to deal with the complex issues in the audit.

In the Assurance practice, we are again expecting to have to deal with the consequences of audit firm rotation, with new clients coming in and existing clients leaving. Our future success is dependent on the extent to which we are able to attract, keep and

competitive terms of employment. Following the tight labour markets in a number of sectors, we have again, as of 1 September 2015, increased our salary budgets (by between 5 and 9.5%), giving us the opportunity to invest more, particularly in sectors where the war on talent is being felt.

Excellent results from the People Survey, but still areas for improvementWe see that our people are looking for inspiration and passion in their professional environment. We are working on being that kind of organisation. We go into this in more detail in the following paragraph.

One way of measuring to what extent we have been successful in being an attractive employer is the People Survey, which allows our staff to tell us, anonymously, what they like about us and where there is room for improvement. Last year, 78% of our staff completed the survey, 3 percentage points more than the year before. One of the more important elements of the survey is the People Engagement Index, a tool that measures the attractiveness of PwC as an employer. This indicator was up by 5 percentage points to 81%. The survey also highlights some clear areas for improvement. Our efforts in the area of talent management are highly regarded, but we need to continue to focus on coaching, feedback, retention of talent and mobility. We also need to communicate our vision and mission better to our people.

A lot asked of our people this past year We have asked a lot from our people this year. As mentioned above, they have invested more time on their audits following our

optimally deploy talent and on our flexibility in dealing with ongoing significant shifts in the PIE segment as audit firm rotation continues. As an example, the strong growth in our Financial Services practice means will be needing more and more people, some of whom we aim to bring in from elsewhere in our practice and get them trained up in this sector.

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Staff satisfaction survey

2014/2015 2013/2014

I would recommend PwC as a great company to work for 80% 74%

I’m proud to be working at PwC 86% 84%

I expect to be still with PwC in twelve months’ time 80% 76%

I am very happy with PwC as an employer 76% 69%

81% 76%



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Turnover still on the high side We are seeing that turnover among our outstanding/very good-rated people is increasing, and we are pushing ahead with efforts to be the inspiring organisation that we wish to be. For people performing below the norm or not able to fulfil the expectations of their role, we have a fair process of career evaluation counselling.

Testing

Satisfactory results of internal reviewsTesting the technical quality of our work is part of our quality control and risk management processes. An extensive description of these is provided on pages 113-116). An important such test is the ECR, which is carried out by partners, directors and managers independent of the engagement being reviewed. The objective of the ECR programme is to test the quality of the engagements performed and the level of compliance with the applicable procedures and requirements and to identify areas for improvement. An unsatisfactory review rating can affect the remuneration of the partner or director involved (see also page 53-54).

Tax & HRS had 268 engagements selected for review. Nineteen (6%) (2013/2014: 6%) of these were found not to be in full compliance with our global policies, for instance in areas such as late filing of documentation. The findings were shared with the practice via newsletters and Business Unit meetings. As for Advisory, the overall quality of the individual engagements was not brought into doubt.

Assurance is also regularly reviewed by our external supervisory body, the AFM, and by other institutions. The AFM is carrying out a review this year into, amongst other things, the progress made on implementing the improvement measures promulgated by our professional body, but it did not carry out a file review.

Tax & HRS and Advisory also have their own ECR processes. These are generally limited to formal compliance aspects and are therefore not as in-depth as the Assurance ECR process. Each Tax & HRS partner and senior director has two or three engagements selected annually for review.

The Advisory ECR process this year covered one file per partner and senior director. Of the 73 Advisory engagements selected, one did not meet the required standard and there were some instances of incomplete or non-timely compliance with risk management procedures, though the overall quality of the individual engagements was not brought into doubt. In addition to this, Advisory was also satisfactorily audited by Lloyds this year in the context of its ISO 9001:2008 re-certification and the certificate was renewed for three years.

Engagements reviewed internally (ECR) in Tax & HRS and Advisory

Line of Service Number Not meeting our standards

FY15 FY14 FY15 FY14

Tax & HRS 300 268 19 16

Advisory 73 82 1 3

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Turnover by evaluation rating and experience level (%) 2014/2015 2013/2014

Evaluation Outstanding/Very good 13.4 10.2

Good 19.1 18.3

Room for improvement/ Unsatisfactory 34.0 22.0

Experience 0-3 years 10.8 13.1

3-6 years 18.4 18.8

> 6 years 20.7 20.4

The ECR processes of Advisory and Tax & HRS are not as in-depth as the Assurance ECR process. Each Tax & HRS partner and senior director has two or three engagements selected anually for this review. The Advisory ECR process covers one file per director and senior-director.

Results of the internal and external file reviews in Assurance

Review by:

Number of engagements reviewed

Number of reviews with findings

Of which, ECR non-compliant

FY15 FY14 FY15 FY14 FY15 FY14PwC network (Engagement Compliance Reviews) 37 38 0 6 0 1AFM 0 10 - 4* - 3The US supervisory body (the PCAOB) 0 3 - 0 - -ADR (the National Audit Office for local government welfare payments)

6 7 0 0 - -

Inspectorate of Education 17 11 0 0 - -Dutch Healthcare Authority (NZa) 5 4 0 2* - 0Other ad hoc external reviews 13 11 0 0 - -Total 78 84 0 12 - 4* The engagements with findings have been subjected to an ECR.



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A number of legal cases pending We are involved in the legal aftermath of a number of bankruptcies. The more important of these relate to Econcern, LCI Technology and a number of Fairfield funds that have incurred losses because of the Madoff fraud. In this last case, there are two civil cases pending in New York and two in Amsterdam. On 3 September 2014, the Amsterdam Court dismissed one of the claims in its entirety, though appeal is still possible.

The liquidators and a number of investors in the Econcern case have filed four almost identical complaints with the Court of Auditors. PwC is being held liable by the liquidators and a number of investors/shareholders for alleged damages suffered as a result of what they claim was an incorrect unqualified auditor’s report on the 2007 annual financial statements of Econcern. On 13 October 2014, the Court decided on the case and issued a temporary suspension order on the two auditors involved (one of whom is still an external auditor with PwC) for a period of one month. We have notified this court decision to the AFM. The two auditors involved have lodged an appeal against this decision with The Trade and Industry Appeals Tribunal (CBb), as have three of the four plaintiffs. The appeal is still pending. There is a criminal investigation pending in Belgium into the tax affairs of a former client. The authorities will decide sometime during the current financial year whether to indict the various parties involved, including PricewaterhouseCoopers Accountants N.V., PricewaterhouseCoopers Belastingadviseurs N.V., possibly an external auditor associated with

PricewaterhouseCoopers Accountants N.V. and a former partner of PricewaterhouseCoopers Belastingadviseurs N.V.

Fine AFM The AFM notified us on 13 August 2015 that it intends to impose a fine based on the results of the review it performed in 2013 and 2014 of ten of our audit files relating to financial statements for the years 2012.

Other No complaints have been filed regarding client privacy or loss of client data.

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The PwC Experience represents the way in which we strive to interact with clients and colleagues and to differentiate ourselves in the market. Building trust in the way we behave, manage relationships and communicate is crucial to this.

We have enriched and given more clarity to the PwC Experience this year by launching what we call ‘Moments that Matter’, a campaign that that focuses in on the moments when our behaviour can really make a difference to our stakeholders.

Critical success factors What we have done and achieved this past year


• Launch of the cultural change movement ‘Moments that Matter’ and the process of getting it anchored into our processes and systems

• Increased focus on the Code of Conduct by rolling out a tailored workshop• Greater visibility for the Confidential Counsellors • Updated training programmes directed at change in our profession and stakeholder expectations• Firmer objectives for the proportion of women in the appointment of new partners and directors • Further roll out to a wider internal group of the ‘Multicultural Professionalism’ workshop • Focus on diversity, including a special ‘diversity week’


• Active stakeholder dialogue (see ‘Stakeholders and materiality’)• Installation of the Supervisory Board (see ‘Building on the quality of our service offerings and delivery’)• Incorporation of our leadership model, ‘PwC Professional’, into our HC systems• Updated training programmes directed at change in our profession and stakeholder expectations• Active participation in the public debate


• Further roll out of the wellness programme, ‘Fit for Future’ • Implementation of a competitive salary and bonus package (see ‘Building on the quality of our service offerings

and delivery’)

An impactful CR approach • Coaching of social enterprises in the context of the Social Impact Lab• Partnership with Ashoka, a global network of social enterprises• More CR time for more people

Knowledge sharing and thought leadership

• Active programmes for individual target groups, such as supervisory directors and CFOs • Publication of inspiring articles and research on the consequences of megatrends, including those from the

Chief Economist Office


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We have also moved forward with giving greater substance to our leadership model, ‘PwC Professional’, in our training and internal communication. The PwC Professional sets out the know-how and expertise we need to get the best out of the PwC Experience.

It is now up to us to ensure that the programmes we have set in motion are properly followed through in the coming years.

Culture and behaviour

Greater recognition of culture and behaviour We are moving our cultural change movement forward through initiatives like the PwC Experience, PwC Professional and Moments that Matter. These initiatives have been inspired by our ambition to fulfil our purpose and implement our strategy and from the inherent conviction that that we must remain 2



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relevant to our stakeholders not just now but also into the future. We must move towards a better and quicker way of identifying and discussing dilemmas and risks in the area of culture and behaviour.

The PwC Experience is becoming more and more relevant, as the social context in which we work becomes more and more important – as is focus on the individual and looking to the future.

That is why ‘Moments that Matter’ was born We launched ‘Moments that Matter’ to breathe new life into the PwC Experience and to give substance to the increasing focus on culture and behaviour. Using the input we received from stakeholders as a guide, we have defined six moments in the contact among our people and between our people and our clients when we really do make a difference, or at least can make a difference.

These six moments are linked through to the PwC Experience pyramid. Getting a good handle on moments that are important to our stakeholders is crucial in being able to really understand their needs and expectations. Identifying these moments provides us with a good view of the type of behaviour that actually makes an impact and adds value, and Moments that Matter is a tool to help us get started and working with that behaviour. Identifying and then living the Moments that Matter helps us achieve the culture we are striving for.

At the moment, we are working on tailoring Moments that Matter in terms of our interaction with society, led amongst other things by the results of our dialogue with

In that context, the members of the Board of Management, the LoS Boards and the Business Unit Leaders have participated in sessions designed to help them understand their values and further develop their value awareness. Set up of an Ambassador’s Network to facilitate the transformation process We have set up an Ambassador’s Network of fifty people to push Moments that Matter through into all levels of our organisation. These fifty PwC people are taking stock of experiences and stories and are getting the transformation dialogue going in their teams and Business Units (see page 58-59).

Since October 2014, the six Moments that Matter have been communicated far and wide within the organisation, amongst other things through interactive webpages on the intranet, screensavers, posters and a ‘guidebook’ that provides inspiration, information and tips to help staff get going with their moments.

Further anchoring of the PwC Experience into our systems To encourage people to apply the PwC Experience and Moments that Matter seriously in practice and to get them built into our culture, we have anchored them into our processes and systems. The performance evaluation systems, for instance, now include an evaluation of the individual’s contribution

stakeholders including the dialogue with civil society institutions (see page 23-24).

Leadership team sessions on values consciousnessThe extent to which awareness of behaviour – Moments that Matter – becomes anchored within the organisation depends largely on the tone from the top. Board members, partners and directors are essential to any cultural transformation. Often the culture of an organisation is the mirror image of its leadership’s values. Whatever leadership role you have, you pass the values that are important to you and the convictions that you have on to your people through what you say, how you behave and how you act.

Sincere interest in

each other, being an involved

colleague

Explicitfollow up onfeedback we

have receivedfrom our

clients

Appreciation of working

together and team interests

over individual interests

Having a robust dialogue with our clients at times when

we feel vulnerable

Having a real and honest

conversation about

performance with proper preparation

Being therewhen your

client isencountering

di�culties

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to team success, including the evaluation discussions for partners and directors. In our client feedback, we request input as to whether we have demonstrated behaviour in line with Moments that Matter.

We will be taking further steps to anchor the PwC Experience and Moments that Matter in the coming year.

Extra focus on the Code of Conduct Addressing behavioural aspects requires reference to the Code of Conduct and, in this context, we introduced a dilemma-game workshop into the Assurance Summer School in 2014. This game confronts participants with situations that could come up in practice and sets them thinking about how they might react. We are in the process of rolling this out across all Business Units.

Development of new e-learningThis year, we have developed new e-learning for the Code of Conduct. This is mandatory for all new starters and was rolled out initially in Assurance. The rest of the staff will follow in 2015/2016.

Greater visibility for the Confidential Counsellors Our Code of Conduct sets out how we are expected to behave and act. This includes a complaints and notifications procedure as well as a network of Confidential Counsellors whom staff can contact when they have complaints in the personal arena or suspicions of professional misconduct. There were 19 such Counsellors in place as at 30 June 2015.

We believe that the infrastructure supporting the Code of Conduct is working well. The number of complaints in recent years has been very low. In 2013/2014, the Complaints Committee did not receive any notifications and the Business Conduct Committee received one notification. As an organisation of more than 4,400 people and on the assumption that all forms of human behaviour will be apparent in such a large population, we were concerned as to whether the processes surrounding the Code could really work in practice. This set us thinking about the role of the Confidential Counsellor as a key cog in the wheel of the complaints and notifications procedure. Are they the right people? Do people know how to find them?

We have updated the profile for our Counsellors, put them through training for the role, and tasked them with proactively promoting themselves and their role within their Business Units. They are expected to have an annual meeting with their Business Unit Leader to discuss the culture prevailing in the BU with an HC professional in attendance. In 2014/2015, two people filed a complaint with the Complaints Committee and there were no notifications to the Business Conduct Committee (see page 55).

Global Code of Conduct Our Global Code of Conduct is currently being updated and this will be introduced later in this current year. Amongst other things, the new code will address the use of social media.

Learning and development

Incorporation of ‘PwC Professional’ into our HC systemsIn our leadership model, ‘PwC Professional’, we set out last year the behaviour and the skills and competencies that our people must demonstrate in order to live up to the PwC Experience. These are not only technical skills, but also attributes such as authenticity and the ability to work together with others irrespective of cultural differences and physical limitations. In this context, ‘Whole leadership’ is an important building block in PwC Professional.

We have incorporated the principles of the PwC Professional into our recruitment processes, training programmes and staff evaluation systems this year. For instance, our people prepare a self-assessment along the lines of the model to identify where their strengths and challenges lie. This forms the basis of the evaluation meetings with their managers and provides direction in the choice of learning needs, training and other opportunities for development. We have invested much energy into internal awareness of the PwC Professional, amongst other things through staff meetings, our staff magazine (including special editions), posters in lifts and on the intranet.

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Whole leadershipI lead myself and others to make adi�erence and deliver results in aresponsible, authentic, resiliant,inclusive and passionate manner.

Business acumenI bring business knowledge,innovation, and insight to createdistinctive value for clients and PwC.

Technical capabilitiesI apply a range of technicalcapabilities to deliver quality andvalue for clients and PwC.

Global acumenI operate and collaborate e�ectivelywith a mindset that trancendsgeographic and cultural boundaries.

RelationshipsI build relationships of high valuewhich are genuine and rooted in trust.



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Developments within our profession and changing stakeholder expectations incorporated into our learning and education programmes Naturally, these changing requirements and expectations are fed back into our training programmes.

To ensure that the changes and findings being implemented are immediately reflected in our training programme, the Learning & Development department participates in the Assurance team that is implementing the recommendations made by the Future

Accountancy Profession Working Group in our organisation. The focus of the training programmes in Assurance, therefore, has been on behaviour (for instance, in terms of how to engage in robust dialogue within the team and with clients) and on innovation (for instance, data analysis). The results of the real time reviews (see page 31) will also be getting due attention in the training programmes. Partners and directors have participated in a workshop to increase the effectiveness of their review role and thereby further improve the quality of the files.

The training ‘Tell it as you see it’ that was given as part of the Summer School last year, has been followed up with further training focused on the need for auditors not only to highlight and report matters but also to open them up for discussion. The ongoing improvement in and changes to our training programme is not restricted to Assurance. The tax profession, as an example, is also undergoing change. The role of the adviser is becoming broader than simply

the specialist service being provided, and the profession is becoming more and more digitalised (as outlined further on page 43). Our training programmes are supporting these changes by focusing on issues such as broad-based (non-technical) skills and competencies and the use of digital tools.

Digitalisation of our training material We are in the process of digitalising as much of our training material as we can, one advantage being that the know-how being made available is there right when the individual needs it and another being that the less that is included in the classical training sessions the more room there then is for the exchange of experiences and views.

More and more international liaison Where we can, we are streamlining our learning and development programmes internationally. This helps advance a ‘one way of working’ approach within the global PwC Network.

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Number of participants in the management development programmes

2014/2015 2013/2014

Assistant managers 188 239

Managers 106 278

Senior managers 71 69

Female leadership 42 34

International PwC programmes 22 45

The significant reduction in the number of managers participating in the management development programmes is the result of a change to the trajectory. A number of the managers who were due to start this year will now be starting in the current year.

Training hours (average per FTE)*

PartnerProfessional

staff Support staff Total

Female

External training 27 54 9 39

Internal training 58 76 14 56

Development and presentation of training

8 9 1 6

Dissertation and post-graduate research

0 2 0 1

Total 93 141 24 102

Male

External training 6 50 24 43

Internal training 38 70 10 60

Development and presentation of training

13 10 3 10

Dissertation and post-graduate research

0 0 0 0

Total 57 130 37 113

Training hours 2014/2015 2013/2014

Average per FTE 109 108

External training 171,532 169,208

Internal training 241,215 230,538

Development and presentation of training 34,085 35,580

Dissertation and post-graduate research 2,608 3,290

* The definition of the number of training hours has been updated this year to include a number of other programmes including new programmes. The comparative numbers have been amended to reflect this update. Last year, we reported 91 hours of training per FTE, in line with the previous definition.



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Within the four country European collaborative association (Germany, the Netherlands, Austria and Belgium), we are in the process of setting up an Academy to develop and deliver joint training modules. The national programmes will remain in place to deal with the differing professional requirements in the various countries. To a large extent, regulation is professionally and nationally based.

Diversity

Aiming for more women in senior positionsWe strive for an inclusive culture in which everyone, irrespective of cultural background and sexual orientation, can feel comfortable and valued. Diversity is important to us because we believe strongly that the quality of what we do is enhanced when issues are dealt with by people with differing perspectives, that it makes us better attuned to the outside world, and that it is critical to our recruitment of talent.

Our aim is to have more women at the partner and director levels. Currently, the higher up the seniority level we look the (significantly) lower the proportion of women we have.

Aiming for more diversity in our management bodies At 1 July 2013, the Board of Management comprised one woman and five men (i.e. 17% female). The aim is to reach the 30% indicated in the Law on Supervision and Management. In that context, the BoM is actively looking for female candidates to fill key positions in our organisation, with the aim of providing them

with the strategic and management experience needed to generate sufficient female potential for consideration in future appointments to the Board of Management. The Supervisory Board (as from 1 September 2015) comprises three women and four men, which represents a balanced mix. The Boards of Assurance, Tax & HRS and Advisory are monitoring the progression of women in their respective practices. For instance, they are working on steps to improve progression when it looks like slowing and they are actively monitoring those women who could move up to more senior positions, such as director and partner. We offer our female talent a variety of career options, including female leadership training for managers and senior managers and a number of coaching trajectories.

Fine-tuning our objectivesAs from 1 July 2015, our aim is that women represent 25% of all new partner appointments. We have achieved this this year, as six of our twenty new partners are women and 11 of the 38 new directors are women. Equal pay for men and women A key indicator in an inclusive culture is consistency of evaluation between men and women, and also equality of remuneration. Last year for the first time, we carried out a detailed analysis and concluded that the weighted average salary (excluding bonus) was virtually the same for men and women at all staff levels, after reflecting the number of years’ experience within each level and direct entry starters.

We have carried out the same exercise this year, and concluded that there was minimal

difference from the previous year. Only at the senior director level did the differences increase (on average by -4.8%), which is consistent with what we found in 2013/2014, caused by significant differences in the number of years of experience.

Involvement of an increasingly wider group in ‘Multicultural Professionalism’ Our approach to diversity is not focused solely on gender, but also on cultural background and sexual orientation. The need to appreciate and value the differences between each

2

Turnover percentage (men and women) (%) 2014/2015 2013/2014

Men < 30 years 11.4 13.2

30 - 50 years 21.3 22.1

> 50 years 14.7 9.0

Women < 30 years 13.1 15.3

30 - 50 years 20.2 18.9

> 50 years 16.1 5.4

Part-time work (%) 2014/2015 2013/2014

Percentage of men in part-time work 12.1 12.4

Percentage of women in part-time work 40.5 42.7

Turnover percentage (cultural background) (%) 2014/2015 2013/2014

Dutch 16.4 16.3

Western 16.4 19.7

Non-western 15.1 18.1

Turnover percentage (total) (%) 2014/2015 2013/2014

16.2 17.1

Parental leave Women MenNumber of employees who have a right to parental leave 475 604Number of employees who have taken parental leave 143 44Percentage of employees who have returned after parental leave and are still with PwC after twelve months 65 75



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other is a central element of our training programmes. We start from the premise that everyone has a number of preconceptions from seeing the world through their own eyes. The aim of our training is to encourage people to look at things from a different perspective and thereby generate understanding and appreciation for the other.

We started the ‘Multicultural professionalism’ training last year and we have moved it further forward this year, with 1,305 people following the training as part of the regular learning & development programme (2013/2014: 103). Our aim is that all of PwC will have followed it soon.

We have also moved forward this year with a pilot in which a group of partners and directors regularly get into one-on-one discussions with some of our talented people from a non-western background. This is not meant to be a coaching/coached relationship, but rather that both parties learn from each other.

Our global organisation organised a special diversity week in June last year, and we held a number of the activities here in the Netherlands, including a debate between two members of the BoM and some staff members on the subject of diversity within our organisation. We also held an internal publicity campaign during this week.

Physical and mental well-being

High participation in the vitality programme The work we do is demanding and the pressure is high, particularly at peak times (see also page 32). Compared to the Netherlands average, our sick leave absenteeism rate is rather low, though comparable with our peers. That said, we do see the long-term absenteeism rate increasing vs. the short-term rate.

Sustainable deployment of our staff is therefore high on our agenda. Last year, we introduced a wellness programme (Fit for Future) designed to help our people stay ly and mentally healthy. An element of this programme is a digital tool with which staff, independently and anonymously, can monitor their well-being and health. They also have the option to call upon a digital coach to help bring about behavioural change in the areas of sleeping, exercising, eating, smoking and drinking. Almost 40% of our staff has signed up for this programme. The questions that people who actively use the online tool have generally relate to weight and diet, stress and sleep.

In addition to this, all our people receive a check-up invitation once every four years, which includes a discussion with a lifestyle adviser focusing on sustainable deployment. This year, 716 received an invitation. The

response rate is high – almost 50% actually had the check-up.

To encourage wellness among our people, all of our offices have fruit available twice a week in the refreshment areas. In Amsterdam, we are running a yoga pilot in the office and Eindhoven is experimenting with in-company corporate fitness.

Our development programme also includes focus on physical and mental health. A number of modules incorporate the ‘corporate athlete’ workshop that provides participants with some insights into improving energy management and performance capacity.

Social involvement

Partnership with Ashoka, a global network of social enterprises Since last year, we have been focusing our corporate responsibility efforts on social enterprises, entities with primarily a social focus but operating with a healthy business model, and we have intensified this further this year. In April we set up a partnership with Ashoka NL, a parent entity that supports social enterprises worldwide and that had not been active in the Netherlands to that point. Through and with Ashoka, we intend to get involved in this sector on an international basis. For a number of years, we have had an association with Social Enterprises NL, a platform that brings Dutch social enterprises together and represents their interests. We see the advent of social enterprise as an important development and we aim to promote our know-how and expertise within this sector.

We believe that we can make significant social impact by making the know-how and expertise of our people available to this sector and we are doing this on a pro bono basis during normal working hours. This is taking the form of advisory engagements for individual, often start-up, organisations, offering master classes and carrying out research.

Strong increase in the interest to participate in our Social Impact Lab During the past year, we have provided year long intensive coaching to three social enterprises in the context of our Social Impact Lab. They were selected from a ‘challenge’ in the summer of 2014 from a group of about fifty business plans that had been submitted (see also page 101-102), and this year we have selected three more social enterprises in the same fashion for a similar trajectory. We were aiming to increase the number of submissions for the challenge, and with 104 submissions we were successful in this.

The winning start-ups – GEEF Café, BookSpecials and &Thijs – are eligible not only for coaching but also for financing if this is needed, and they can make use of our office facilities. • &Thijs reduces the barriers for family access

to youth support programmes and handles issues resulting from government austerity cuts in youth support that have meant reduced financial and other support for parents.

• BookSpecials is a platform where wheel-chair travellers can swap experiences to help other disabled people benefit from the mass of information available, and thereby simplify the booking process.

Sick leave 2014/2015 2013/2014

Sick leave (%) 3.3 3.1

2



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• GEEF Café is a restaurant concept in which the guest determines what he or she pays and where voluntary work is offered in exchange for a meal.

Increased number of people and hours on CR projects Our goal was to have 700 PwC people and 25,000 hours involved on CR projects. We were partially successful in this, in that we invested more time (27,488 hours) but with fewer people (545, representing 13% of our workforce). The majority of these hours was spent on social enterprises, and there were forty people (about 2,600 hours) involved in the Transparency Prize, awarded annually to the community organisation with the best annual report. For the coming year, we have set a goal of at least 15% of our people being involved in CR initiatives. Inclusion of social enterprises in our business Where possible, we aim to use social enterprises as suppliers. Taxi Electric arranges the vast majority of our taxi journeys in Amsterdam (see also page 117). Fruitful Office supplies the fruit that is provided twice a week in the refreshment areas of all our offices. And our Procurement department has organised two master classes for social enterprises to help them understand how things work on the other side of the fence.

CR initiatives with an impact on social enterprise and on ourselves In liaison with Nyenrode University, we have carried out research into the impact of our CR approach, the effect that our projects have on social enterprises. Amongst other things, this revealed that the majority of entities with

which PwC was involved did make a leap forward in the professionalization of their operations. A number of them now have better access to finance and have recruited more people.

This work has also had an impact on us. Those who have been involved in a project indicate that the scope of their skill sets has been enhanced, they have become more motivated, they have extended their networks, and they have increased their social awareness.

We are carrying out two more research projects with Nyenrode into social enterprises and the opportunities and threats in this sector. One is looking at the success factors for social enterprises and the other at their legal situation. These will be published during this financial year.

Regularly in the public eye and our opinions sought In section 2 (‘Stakeholders and materiality’), we see that our stakeholders are looking to us for our views and opinions on social issues. We regularly make our views and opinions public on topical issues and issues relevant to the sectors in which we are active, for instance through thought leadership position papers and research papers (these days also on social media).

We are regularly in the press with our positions on reform of the audit profession and we are regularly asked for our views on issues such as the anticipated tax reform, the investment climate in the Netherlands and the public debate surrounding tax avoidance.

Last year, we appointed PwC partner and professor, Jan Willem Velthuijsen, to the position of Chief Economist. He is our champion and coordinator of research into the effects of major global trends on markets and sectors, and the research we did into the effects of these megatrends on the agrifoods sector came from his office. The Chief Economist Office also provides support to proposal processes and client programmes (see page 45).

We also have programmes focused on knowledge sharing and debate with supervisory directors, CFOs and tax directors. We are a member of various networks and professional organisations, we talk with policymakers and politicians, and of course with supervisory bodies. This brings us, and keeps us, in contact with the outside world, and it provides opportunities to share our positions publicly and to hear the views of others.

2



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Goals for profitable growth to generate funds for investment

• Lower profitability on slightly higher revenue• Investments in software and hardware and in Taxolutions and Strategy&• Modest revenue growth in Assurance but lower profitability following

investments in quality• Revenue and profitability flat in Tax & HRS• Profitable growth in Advisory • Differing sector growth trends with contraction in some sectors• Renewed focus on family business • Increased efficiency and (ultimately) cost savings (see ‘Transformation

of our organisation’)

X-LoS service offerings and delivery that addresses our clients’ key issues

• Investment in new and innovative service offerings in all lines of service (see also ‘Investment in strategic competencies’)

Robust dialogue that matches our clients’ strategic agendas

• Research by the Chief Economist Office into the effects of megatrends on our clients’ businesses

• Far fewer client feedback requests than last year

To achieve our purpose – to build trust in society and solve important problems - we need profitable growth to generate funds for investment. And to grow, we need to differentiate ourselves in the market place through the quality of our service offerings and delivery, through the way in which we do business, through the development of strong client relationships, and through the development of innovative solutions to client issues. In our teams, we bring know-how together from our entire organisation in order to deliver a multi-disciplinary approach.

We will continue in the coming years to keep attuned to the agendas of our clients, in particular making good use of the feedback requested from clients.


33

Lower profitability on slightly higher revenue Our profitability has seen some turbulent times in recent years. In 2010/2011 and 2011/2012, profitability fell as a result of the loss of revenue following the financial crisis. In the years that followed, we were able to bring our cost base into line with the lower revenue levels.

For the first time in a number of years, revenues were slightly up last year and we have seen this trend continue this past year. Revenue finished up at € 697 million (2013/2014: € 672 million), an increase of 3.8% mainly in Advisory but also in Assurance while Tax & HRS remained flat.

Operating profit fell in 2014/2015, following of investments in audit quality and set up costs on new client engagements in Assurance partly offset by profitable growth in Advisory. Our cost base has increased as the workforce has increased across all lines of service and as a result of investments in IT and technology.

Increased investment levels In addition to the increased resources allocated to clients (as investment in quality), investments in fixed assets also increased this year. € 8.7 million (2013/2014: € 4.3 million) was invested in tangible fixed assets, the vast majority being the purchase of hardware and software, and € 5.4 million was invested in intangible fixed assets in connection with the acquisition of Taxolutions B.V., being the intellectual property rights for the Taxmarc software and the related goodwill (see also pages 43 and 50). Furthermore, we invested € 14.2 million (2013/2014: € 7.1 million) in financial fixed assets, € 13.7 million of which was in connection with PwC NL’s share of the global acquisition of Strategy& (of which € 4.6 million is payable in future years).

Set out below are the results of the various lines of service and a number of specific market related issues.



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Results of Assurance

Volume growth generated by investmentDrilling down into the results of Assurance, we see that net revenues from external clients amounted to € 292 million, an increase of 2% on prior year in monetary terms, despite an 8% increase in hours spent. Operating profit fell to € 56 million (2013/2014: € 69 million).

The fall in profitability is largely the result of set up costs incurred on new audit clients following the mandatory audit firm rotation in the PIE segment. A first year audit always involves a massive investment in time and resources and this is not recoverable in the market. In addition, as mentioned earlier, we have invested significantly in audit quality, and this has required more time to be spent on engagements. We have also invested significantly in digitalisation and in the use of big data in the audit (see page 49).

Costs were up in Assurance. We have taken on more new people, and the so-called flexible workforce that we deploy during the peak period was larger than prior year (see also pages 32 and 48).

We have had growth in the services transferred to our Risk Assurance Business Unit (which includes IT audit and the audit of non-financial information). As digitalisation and automation move forward at our clients, we are seeing a greater need for systems audit. The CMAAS Business Unit (that deals with highly specialist reporting and valuation issues in the financial statement audit) also did well this year.

Resultaten Tax & HRS:

Revenue Tax & HRS flat Tax & HRS’ net revenue remained flat at € 241 million and operating profit fell slightly to € 63 million (2013/2014: € 65 million).

Fast-changing stakeholder group for Tax & HRSTax & HRS is having to deal with many more stakeholders than in the past. Taxation is no longer the domain only of tax directors, specialist advisers and inspectors. Fiscal affairs in general and (aggressive) tax planning and (alleged) state subsidies in particular are coming under the microscopes of society in general and of politicians. Both the OECD and the European Union are working on plans to counter tax avoidance (BEPS). The European Commission has submitted a proposal for the exchange of information between national tax administrations on rulings agreed with multinational organisations and the OECD has proposed that all multinationals report the

countries in which they report profits and how much they pay (country by country reporting).

This social and political development has put taxation on corporate agendas and in boardrooms, moving the subject of taxation beyond traditional tax planning and into the realms of brand management, reputation and corporate responsibility. Companies are expected to be in control of all their fiscally related affairs, comply with all legislation and regulation, and be transparent about it all.

Increasing use of technology in the tax practice A further significant development that is changing the profession for good is the use of technology in the tax practice (see pages 17-18). Processes and controls are becoming more and more automated and data analysis is making it possible to search for inconsistencies.

We expect – in fact we are already seeing – that, on top of their own technical specialisms, our people are more and more working together and sharing information to better provide the client with a broader base of advice – from formulating a tax strategy to implementing technology-supported tax control frameworks and compliance solutions. In this regard, we are seeing Tax & HRS and Advisory acting jointly more and more regularly.

Further Tax & HRS investment in tools Tax & HRS has made further investments in technology this year. We acquired Taxolutions, the owner of Taxmarc, as of 1 January. Taxmarc is an add-on to SAP systems that provides businesses with a complete overview

2014/2015 2013/2014

2014/2015 2013/2014

2014/2015 2013/2014

Assurance results (€ millions)

291.9

55.6 69.1

285.3

Operating profitNet revenue from external clients

3

2014/2015 2013/2014

2014/2015 2013/2014

2014/2015 2013/2014

Tax & HRS results(€ millions)

63.4 64.5

240.5 240.3


of all their transactions and how much, and where, VAT or other indirect taxes need to be paid. Taxmarc also provides an automated framework that tests the consistency and accuracy of VAT transactional input. We see this application as an example of how improving the quality of the underlying fiscal data can significantly improve the quality and speed of the reporting and tax return processes. We will continue to invest in similar innovation in future years.

Results of Advisory

Strong growth in Advisory Advisory has had a very good year, with a 13% increase in revenues from external clients (to € 165 million) and a 30% increase in operating profit (to € 36 million (2013/2014: € 28 million).

Our Deals & Forensics Business Unit profited from a much improved mergers & acquisitions



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market and from the investments that we have made in recent years in the areas, amongst others, of corporate finance and integration services. There was also growth in our fraud investigation and other crisis management services (Forensics and Technology Solutions).

Growth was also achieved in the consulting practice, mainly from major transformation engagements covering the strategy formulation phase through to the implementation thereof. Consulting was also boosted last year by the global acquisition by PwC of Strategy&. The two have operated as separate entities for this past year, but are already working closely together on bringing in and serving new clients. Strategy& has been integrated into the national firms of the PwC network as from I July 2015, though still retains an element of global management. The results of Strategy& will be consolidated as from this date.

Advisory profiting from economic recovery and the influence of megatrends The growth in Advisory comes, on the one hand, as a result of the economic recovery as Advisory is more economy-dependent than Tax & HRS and Assurance and, on the other hand, also from Advisory’s ability to adapt quickly to clients’ need for support in the transformation processes that they need to undergo to cope with major global trends. Our Deals practice is also regularly involved in these transformation engagements as focus needs to be fine-tuned and business restructuring often goes hand in hand with disposals and acquisitions of businesses and/or business units. Last year, we distilled these trends down into five megatrends: the shifting balance of economic

power, demographic change, technology breakthroughs, increasing urbanisation and climate change, and raw material shortages. These megatrends are driving innovation and they offer great opportunities to new businesses, but they often play havoc with the business plans of existing businesses. Very visible are the consequences of digitalisation. When we talk of transformation, we often mean adapting to the consequences of these megatrends. While Advisory’s engagements this year were directed towards cost reduction and restructuring, we are starting to see more requests for future proofing in an increasingly fast changing, globalised and digitalised environment.

Investment in digitalisation As in Tax & HRS and Assurance, Advisory is also investing in the digitalisation of its service offerings and delivery. Forensics, in particular, is making great use of data analysis and we are looking into partnering with others in this area (see also page 50).

Firm-wide developments

Turbulence in the PIE market from audit firm rotation As in the prior year, we have had to deal with another turbulent year, driven primarily by legislation requiring listed companies and financial institutions, as from 2016, to change their auditor every ten years. Most of these Public Interest Entities (PIEs) are, or were until recently, already within this time frame with the same auditor for some time. The legislation includes a transition period of three years, but our experience is that most companies did not wish to delay.

Audit firm rotation means that we had to withdraw from some clients and welcome some new clients, and not only in the Assurance practice. The law also prohibits any firm from providing advisory services (including tax services) to clients where its audit firm is the statutory auditor. As and when we win an audit engagement, other lines of service may perform no more work at that client. The opposite applies also – withdrawing from an audit client that offers opportunities for advisory work.

In June 2015, the Dutch Cabinet announced legislation that will extend the PIE requirements to a number of public and semi-public institutions, including housing associations, large pension funds and universities. This will have an impact on our business in this sector.

2014/2015 2013/2014

2014/2015 2013/2014

2014/2015 2013/2014

Advisory results(€ millions)

36.2 27.8

164.9 145.9


3

+7% -8%

-7% +33%

-1% +38%

+1%-1%

Differing trends across sectors Looking at performance in the various sectors, we see differing trends.

On the one hand, revenues in Retail & Consumer were much higher as a result of a substantial advisory project in this sector. The increase in Private Equity results from the stronger mergers & acquisitions market and the growth of our Financial Services practice following a new audit engagement and support to a number of clients in the implementation of new regulatory requirements.

On the other hand, we saw falls in revenues following the loss of a number of audit clients as a result of audit firm rotation and the completion of a large advisory project. Revenue in the Public Sector has again fallen slightly as a result of ongoing government austerity measures and policy changes.

Financial Services

Energy, Utilities & Mining

Public Sector (PS)

Transport & Logistics (T&L)

Retail & Consumer (R&C)

Industrial Products

Technology, Media & Telecom (TMT)

Private Equity



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Changing mix of audit clients Now that most of the PIEs have selected their new auditors, the time has come to take careful stock of the situation. As a generality, we have seen that our overall market position has not improved or deteriorated, but the mix has certainly changed. On the one hand, we have gained large new clients in the financial sector while, on the other hand, we have lost a number of large AEX and Mid Cap listed companies. Assurance has achieved some good wins among the smaller listed companies.

The PIE rotation process has adversely affected our results for the past year through transition costs and set up costs in new audit appointments.

Renewed focus on family business We have re-focused our practice this year towards family business in the unlisted mid-sized and large segment. These are clients that we previously serviced from our regional office network. It remains an important market segment for us and we see more than enough opportunities for growth, for instance in areas such as financing, growth, succession, increasingly complex regulation and internationalisation.

We are aiming to focus much more than previously on the owner’s agenda and on helping bring the shareholder and family strategies (often families that have run these companies for generations) and the business strategies into closer alignment with each other. We will also be focusing on Private Equity parties that participate in this segment.

There is much attention being given to family business across our entire global network, including within the four country European collaborative association, and we will be developing our service offerings also on an international basis through collaboration and sharing of know-how. A good example of this is the development of a ‘family wheel’ app that puts together the owner’s strategic agenda.

Better understanding of our clients’ strategic agendas In the previous section, we looked in detail into the internal aspects of the PwC Experience, our approach to building trusted relationships and dialogue, and the cultural change movement ‘Moments that Matter’ that takes is to a deeper level (see also page 36).

Our purpose is to build trust in society and solve important problems, thereby creating value for our clients. We put the strategic agendas of our clients at the centre of our service offerings and then come up with firm-wide propositions to help them achieve these

strategies. Strong, trusted client relationships are critical in this. We can only really help our clients when they have trust in us, trust in our know-how and skills but also trust in the personal relationships that we have with them. We have a development programme that supports our lead engagement partners in this process.

We set up the Chief Economist Office last year. It leads and coordinates research into the effects of major global megatrends on markets and sectors (see page 41). Since then, a number of pieces of research have been published. Not only do these fit into our strategy in the area of thought leadership, but they are also clearly designed to generate insight into the agendas and future agendas of clients. Our partners have participated this year in workshops on the megatrends, and the Chief Economist Office is involved in client relationship programmes and proposal processes. 3

Cash flows and financing Cash and cash equivalents amounted to € 10 million at balance sheet date (30 June 2014: € 88 million) and our solvability rate was 18.5% (30 June 2014: 15.5%). The reduction in cash resources arises primarily from the reduction of the debt to shareholders and from the investments we have made. The Group has no debt to financial institutions and the financial position of our business remains solid.

When assessing financing needs, we also take account of contributions from partners. At balance sheet date, these aggregated € 148 million (30 June 2014: € 153 million), representing some € 584,200 per partner (30 June 2014: € 627,800). Financial instruments Our strategy is to maintain exchange, interest, credit and liquidity risks at acceptable levels and, where necessary, to make use of financial instruments primarily to cover exchange risk.

The exchange risk arises primarily on positions and transactions in US dollars and pounds sterling. Significant positions are covered by hedge contracts, while interest, credit and liquidity risks are not covered by financial instruments but primarily by the use of internal control measures.

A more detailed description is included in ‘Other information’ in financial statements (pages 80-81).



Demographicand socialchange

Shift in globaleconomicpower

Rapidurbanisation

Climate changeand resourcescarcity

Technologicalbreakthroughs

PwC has formulated five megatrends, irreversible global trends that are changing the world and that have an enormous effect on society and on business models. Some pieces of research on this from our Chief Economist Office are available at www.pwc.nl/publicaties.

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Top position in the Brand Health Index for technical quality That we do well in the ‘hard’ aspects of our work but have areas for improvement in the ‘soft’ areas was confirmed in the survey that we commission every two years into our brand health. This survey assesses the perceptions that clients, potential clients and business contacts have of us and of our three direct competitors. The conclusion of this survey was that we retained the number 1 position that we achieved two years ago. On indicators such as involvement of the right experts and contribution to clients’ success, we scored significantly better than our competitors did. On others (for instance, listening to the client or being easy to work with), we scored only slightly better or were rated equally.

Fewer client feedback requests than last year It is important to us to have an honest discussion with clients about how they view us, and we request feedback on not only the substance and technical quality but also the way in which our people have conducted themselves. We aim for one such evaluation meeting a year with each client and we discuss the findings internally to push through suggestions for improvement.

We aim to send out an evaluation request after the completion of each individual engagement. However, we have noted that we sent out far fewer requests this year than in prior year. We believe that one of the reasons for this is the transition to a new account management system.

3Client feedback results Number Client satisfaction Recommendation

2014/2015 2013/2014 2014/2015 2013/2014 2014/2015 2013/2014

Assurance 466 836 7.9 7.7 7.7 7.7

Tax & HRS 216 443 8.3 8.2 8.2 8.1

Advisory 163 206 8.3 8.1 7.8 8.1



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the principles of Activity Based Working. This is an operating model without dedicated personal workspace. Instead, people look for the spot that best suits the work they are doing at the time. The key driver here is to encourage greater levels of collaboration within our workforce. Research indicates that people find such a working environment more inspiring and attractive than the traditional office layout, and this is borne out by the experiences of entities that have moved to some form of this new approach.

The move towards Activity Based Working, however is, extremely far reaching. It requires behavioural change and a different, more digitalised, approach to how we do things. We have brought in specialists from our People & Change practice to help.

Activity Based Working also requires some significant up-front investment, though in time we hope to recover these costs through reduced floor space needs. Floor space usage is already reducing as a result of flexible working habits (location and time).

Outsourcing of facilities services We have outsourced the majority of our facilities services to ISS B.V., a major player in this area, involving the transfer of about eighty of our employees to this company. Amongst other functions, these include all front desk, mailroom, repair and maintenance and printing department staff. The staff kept all their entitlements and they were given employment guarantees.

One driver for this is that we are not expecting to have enough work for such a large group of employees. We will gradually be needing less and less office space and many internal processes will probably become more and more digitalised. By outsourcing to ISS, we have safeguarded the staff’s ongoing deployment. The outsourcing will also deliver cost savings.

Further deployment of our flexible workforce We brought in about one hundred temporary staff during the early months of this calendar year to assist Assurance during its peak audit period. Some sixty of these people came from secondment agencies and the remainder came from within our global network.

The transformation of our organisation has two dimensions to it. In the first place, it is directed at the organisation itself, to ensure that it is as efficient and flexible as possible in terms of responsiveness to an environment that is changing ever more quickly and ever more radically and in terms of resilience to sudden economic jolts and turmoil. Secondly, it is directed at the services we provide and offer and how these are affected by, for instance, digitalisation. This is addressed in the following section (page 49-50).

In this context, staff mobility is a particular area that we need to focus on in the coming year.

Pilot for Activity Based Working We started last year in our Rotterdam office with some internal reconfiguration following


Continuous improvement to our work flows

• Set up of ‘Activity Based Working’ pilot in Rotterdam office • Outsourcing of facilities services in our office network• Increased outsourcing of routine work to our delivery centres• Participating in initiatives, also internationally, to refresh and streamline

our service offerings and delivery (see also ‘Investment in our strategic competencies’)


• Doubling of our flexible workforce • Encouragement of mobility (but not sufficiently successful) • Greater collaboration within the four country European collaborative

association and within the EMEA region

Trans- forming our organisation

4 4



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In prior year, we brought in a much smaller group, 25 people and all from the PwC network.

The temporary staff supported our teams on a number of audits. To assure the necessary level of quality, we ran the selection process ourselves and the temporary staff were given one week of induction training before being deployed.

Increased outsourcing of routine work to specialist delivery centres In the Assurance practice, we are working to outsource routine audit work to specialist delivery centres. These are organisations within our global network that perform this specific

type of work efficiently and to a high standard of quality. In this past financial year, we outsourced some 6% of our audit work to delivery centres in the Netherlands, Germany, Poland and India.

Insufficient levels of mobility Our experience is that mobility is an important contributor to the flexibility and versatility of our organisation, and this applies to all types of mobility: between business units, within our four country European collaborative association (comprising the organisations in the Netherlands, Germany, Austria and Belgium) and within our global network. Temporary and permanent secondments are

Mobility within PwC Netherlands (in people)* 2014/2015 2013/2014Assurance 55 74Tax & HRS 44 26Advisory 15 17Firm Services 25 12

Mobility within the four country European collaborative association (in people)** 2014/2015 2013/2014Assurance 12 14Tax & HRS 21 12Advisory 2 9Firm Services 1 1

Mobility internationally (in people)*** 2014/2015 2013/2014Assurance 102 52Tax & HRS 38 38Advisory 12 25Firm Services 1 2

* Mobility between business units, including business units in other lines of service** Incoming and outgoing secondments with Germany, Austria and Belgium*** Incoming and outgoing secondments with other territories (including Germany, Austria and Belgium), including

temporary incoming secondments from abroad during Assurance’s peak period

a key tool in the development of our people, offering them new skills and experiences not only in terms of working methods but also in terms of mind-set, and this is an important contributor to collaboration within our international networks. Our experience is that people who have been what we call ‘on secondment’ come back with a positive mind set. Mobility and international experience are also important elements of our leadership model (see page 37).

We believe that our level of mobility is too low and we have been promoting greater levels of mobility this year. There is regular contact with all Business Unit Leaders with a view to identifying potential candidates for secondment. However, we have not met expectations in terms of increasing the rate of mobility. We have seen an increase in international mobility, but this is largely due to the temporary deployment of overseas colleagues during the peak audit period. We believe that this is mainly due to Advisory and Assurance not wanting to see people leave given the significant pressure of work this past year (see page 32) and pressures also on the recruitment front.

Further integration within the four country European collaborative association The focus of the collaborative association between the member firms in the Netherlands, Germany, Austria and Belgium is on cross-border clients and, in this context, we are working cross-border on ‘one way of working’. In Learning & Development, steps were also taken, last year and this, to harmonise the four independent national programmes.

Turkey joined this collaborative association as of 1 July 2015.

Greater international collaboration also at other levels We are combining forces also at other levels of the global network, with the PwC member firms in the EMEA region (Europe, Middle East and Africa) agreeing to work more closely together as from 1 July 2015.

This is directed primarily at combining forces in the market place, service offerings and delivery to cross-border clients, knowledge sharing and joint investment programmes. The larger scale and improved alignment will give us greater presence in our markets and in terms of technology.

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If we are to continue to differentiate ourselves as a firm, we need to invest in the development of new and innovative service offerings and delivery. On the one hand, we must help our clients create value by supporting them in transformation processes they need to undergo to cope with the effects of the global megatrends (see page 45) and, on the other hand, we must improve our own service offerings and delivery through digitalisation.

We have progressed further this year with the development and introduction of new initiatives, in particular in the area of digitalisation. We do this as far as possible on an internationally coordinated basis, as investments like these can only be managed on a large scale. We are also working with technology partners.

Digitalisation offers plenty of new opportunities and it enables us to improve the quality and efficiency of our existing service offerings and delivery. We are very well aware that, if we do not respond on a timely basis to these changes, digitalisation could become

a threat. Technology blurs the boundaries of our sectors and markets and it attracts new entrants. Therefore, it is imperative to stay attuned to technological developments, where possible on an international basis.

Investment in multi-competency service offerings and in specialists Our experience is that the issues clients are facing as a result of mega trends require solutions involving a wider range of competencies and approaches. We are therefore investing in solutions that, where permitted by legislation and regulation, cover several lines of service. A good example of this is the service offering we have developed, ‘Operate Globally’, which is focused on helping global organisations identify their optimal structures.

Another example is our Digital Consulting offering. Digitalisation involves a different kind of behaviour and different consumer demand, as a result of which business models and strategies need to change - usually very quickly. Digitalisation has a multitude of

different angles and therefore requires the deployment of differing competencies and specialisms (an example is provided on page 120-121).

Furthermore, we are continuing to invest in specialist services, including services in the areas of accounting, risk management, compliance and legislative and regulatory matters. Investment by all lines of service in digitalisation of new and existing propositions Assurance, Tax & HRS and Advisory have all moved forward this year with the digitalisation of their propositions. Assurance, for instance, is continuing to work on the development and implementation of the data enabled audit. In annual audit season waves, PwC’s audit teams are being proactively coached in the optimal usage of new data analysis methods. Wave 1 was focused on the 2014 financial statement audits, Wave 2 is picking up also the audit of non-financial information (such as CO2 emissions), and Wave 3 will likely be extending the scope to include the opportunities afforded by big data.

As extensively set out in section 3 (‘Taking the opportunities the market offers us’ on page 43), Tax & HRS are also making increasing use of technology tools and big data in their service offerings and delivery (an example is provided on pages 17-18).

Kritische succesfactoren Wat hebben we gedaan c.q. bereikt het afgelopen jaar


• Investeringen in (multicompetence) dienstverlening • Investeringen in specialistische dienstverlening • Investeringen in digitalisering van nieuwe en bestaande proposities

door alle takken van dienstverlening • We zijn gaan samenwerken met technologiepartners (o.m. Google)• We hebben een Data Experience Lab opgericht • We hebben innovatieve ideeën extra aandacht gegeven en begeleid


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Advisory is investing, amongst other things, in more software for the analysis of large volumes of data, for instance to support forensic investigations.

Partnering with technology partners The introduction of digital tools and the use of data in our service offerings and delivery mean that the need to seek partnering arrangements with technology partners is greater than it was in the past. One of these arrangements that was initiated this year is between Google Inc. and our global organisation. In merging our expertise with Google’s we are aiming to develop offerings to help businesses in their transformation processes.

We are also in discussion with a number of other and smaller businesses that develop technology that could be of interest to PwC. These can involve a wide variety of structures: strategic alliance, acquisition or purchase of a licence. Tax & HRS acquired Taxolutions this year. This company owns a tool (Taxmarc) that facilitates error-free processing of BTW on transactions (see pages 42, 43).

Set up of the Data Experience LabWe have installed a Data Experience Lab in our Amsterdam office, an experimentation environment to encourage clients and colleagues to get to know the opportunities that big data provides. The Lab makes it possible to look at and analyse your own data and then link it in to other sources. An extensive piece about the Data Experience Lab is provided on pages 9-10.

Encouraging innovative ideas We are striving to encourage an innovative culture and to avoid having good ideas fall by the wayside because of lack of time. We make time available for the development, testing and championing of innovative propositions, and we encourage a sense of collaboration within our network to invest and bring new international offerings to market.

Within our four country European collaborative association with Germany, Austria and Belgium, we have launched a joint platform designed to share new and refreshed services offerings, boost innovation, and manage new ideas. This year for the first time this year, we held an Innovation Challenge at this collaborative association level, designed to stimulate and encourage. (We had already done this earlier in the Dutch firm). There was a total of forty innovations submitted, of which twenty came from the Netherlands. The ultimate winner was a Dutch proposition to avoid and mitigate a wide variety of risks inherent in cyber security, including non-technical risks.

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Strategic goals Critical success factors Key risks Potential impacts of the risk Key measures to mitigate the risks

Building on the quality of our service offerings and delivery

Continuous improvement in and testing of our approach to quality and our risk management systems

• Not complying with all legislative and regulatory requirements and our own internal quality standards

• Loss of social relevance and raison d’être • Financial damage from liability claims

• Implementation of the quality improvement programme, ‘Alert!’, and of the recommendations of the Future Accountancy Profession Working Group

• Incorporation of our knowledge of ongoing developments in international tax legislation and regulation into one Knowledge Centre


• Undesirable or unethical behaviour by partners, directors or other staff

• Reputational damage from negative publicity • Sub-standard service quality

• Independent supervision by the Supervisory Board• Quality paramount in partner and staff evaluation and

remuneration • Code of Conduct with complaints and notifications

arrangements


• Reduced attraction of PwC as an employer = • Inability to perform complex audits and deliver advisory services to the high standards needed

• Talent management focused on people development through ‘PwC Professional’ and other programmes

• Competitive terms of employment

Risk factors

In determining and implementing our strategy, we naturally take account of the risks that affect us the most. If we allow these risks to materialise, then we eventually we lose our relevance to clients and to society as a whole, so we are constantly monitoring developments and trends as they evolve, both in society in general and in the environments in which we operate. We have a Risk Council that monitors our risks on a periodic basis and brings forward recommendations for fine-tuning.

The accompanying table summarises these key risks, links them to our strategic goals and critical success factors, indicates where there have been changes to the risks since prior year, indicates the potential impacts of the risks should they materialise, and lists the key measures we have taken to mitigate the risks.

=

Unchanged Increased Decreased

1

Risk factors


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Strategic goals Critical success factors Key risks Potential impacts of the risk Key measures to mitigate the risks



• Building and creating an organisation that is not a (or is an insufficient) reflection of society

= • Lower quality client solution offerings • Restricted access to recruitment market

potential

• Proactive approach to diversity focused on an appreciation of differences

• More attention to behaviour and culture in training programmes


• Not recognising social developments (or not on a timely basis)

= • Insufficient response to stakeholder messages • Active stakeholder dialogue• Active participation in the public debate

An impactful CR approach • A CR programme that does not match our know-how and expertise

• Little or no social impact• Reduced social involvement on the part of our

staff

• Focus on social enterprises, supporting them with know-how and expertise

Knowledge sharing and thought leadership

• Lack of vision or lack of a basis therefor = • Loss of PwC brand authority • Investment in research, including academic research, by the Chief Economist Office, participation in a knowledge institute for the audit profession, post-graduate study and professorships

• Sector and industry thought leadership meetings and meetings for specific target groups such as supervisory directors and CFOs


• Too little appreciation of our people • Reduced well-being

= • Higher staff turnover• Loss of talented people

• Sustainable deployment programmes • Competitive terms of employment• Talent management


Goals for profitable growth to generate funds for investment

• Insufficient revenue and profitability = • Insufficient funds for investment in quality, people and technology

• Loss of market leadership/non-achievement of a leading market position

• Financial planning and control cycles and monthly progress reporting

• Strategy achievement monitoring• Inorganic growth where necessary

X-LoS service offerings and delivery that addresses our clients’ key issues

• A silo mentality between our service lines = • Insufficient ability to be distinctive in the market • Encouragement of collaboration by putting the client and social agendas at the heart of what we do

• Encouragement of collaboration in the goal setting and evaluation processes

Robust dialogue that matches our clients’ strategic agendas

• Insufficient understanding of client needs, resulting in worsening client relationships

= • Loss of clients • Requesting and following up feedback from clients • Strengthening of account management

Transforming our organisation

Continuous improvement to our work flows

• Greater dependence on technology • Violation of client confidentiality (cyber

security issues)

• Reputational damage • Financial damage from liability claims

• Investment in systems, technology and processes to get work done more efficiently

• Investment in information security


• Too long a lead time between product development and going to market = • Degradation of competitive position

• Reduced attractiveness as an employer• Joint investment at international levels (Global, EMEA and the

four country European collaborative association).• Partnering with others, including technology partners



• Outdated offerings, reducing our relevance to clients and society

• Weakening of our social relevance and competitive position

• Insufficient agility and resilience to properly respond to the disruptive technological developments and/or behaviour of new market entrants

• Investment in specialists and in technology and systems • Application of new technology, including digital, in our service

offerings and delivery

2

3

4

5

=

Unchanged Increased Decreased

Risk factors


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Governance and remuneration

Governance

Supervisory Board in place since 1 May At the Holding PricewaterhouseCoopers Nederland B.V. level and in line with the recommendations of the Future Accountancy Profession Working Group, a supervisory board (SB) of external members has been installed as of 1 May. The supervisory responsibilities of SB therefore cover all our activities. The role of the SB is as set out in Principle III.1 of the Dutch Corporate Governance Code, i.e. to supervise the interests of the entire organisation while reflecting the relevant societal aspects of the business including the quality and independence of the audit. The SB plays an important role in the appointment and remuneration of management and partners. What is also important is that the SB reflects back to us how society sees us and what society expects of us and that we reflect this feedback in the decisions we make.

The SB makes binding proposals for the appointment of the members of Holding’s Board of Management (which may be rejected only by a qualified majority) and it formulates guidelines for the time that board members need to be allocated in order to discharge their managerial responsibilities. The SB is also responsible for the appointment and dismissal

of partners in the audit practice, approval of the policies for quality and how these are embedded within the organisation, approval of the remuneration process for members of the BoM, partners and staff, determination of the remuneration of the Board of Management, and appointment and evaluation of the Compliance Officer.

The SB comprises Jan Maarten de Jong (Chair), Nout Wellink (Vice-chair), Naomi Ellemers, Frits Oldenburg, Cees van Rijn, Yvonne van Rooy and, as from 1 September 2015, Annemarie Jorritsma (see also page 106-107).

Incorporation of the Public Interest Committee into the SB In line with the Code for Audit Firms with a PIE Licence, we have had a Public Interest Committee since 1 July 2013. Since 1 May 2015, this committee has become a core committee of the SB. Up to 1 May, two members of the Local Oversight Board (now the Partner Council – see below) were also part of the Public Interest Committee. The Committee focuses on how the public interest is safeguarded in the audit process and it acts in a sounding board and in an advisory role for the management of the audit firm. The Report of the Public Interest Committee is included in our Transparency Report.


Other SB committees In addition to the Public Interest Committee, the SB also has an Audit Committee and a Selection and Appointment Committee(see also page 106-107).

Local Oversight Board replaced by the Partner Council as of 1 May As of 1 May 2015, the LOB has become the Partner Council, which represents the collective interests of the members of Coöperatie PricewaterhouseCoopers Nederland U.A. and provides advice on issues that are presented to the Coöperatie’s GM for approval (see also page 108). Following the installation of the SB, the oversight role of the LOB ceased.

Remuneration

Quality at the heart of remuneration Given the public importance of our work, our remuneration system for partners and directors is designed such that quality, independence, our Code of Conduct and compliance with internal and external rules and regulations have a significant impact on remuneration.

The Remuneration Committee of the LOB has been involved in the entire 2014/2015 partner evaluation and remuneration process (the BMG&D process). It oversees that quality and quality improvement have been properly reflected in the determination of partner remuneration. As from 1 July 2015 (i.e. from the start of the new financial year year), this role has been assumed by the Remuneration Committee of the SB.

Furthermore, the claw back scheme for Assurance Partners is effective as from this date (see below), thereby meeting our goal to increase the remuneration system’s focus on quality having a significant role to play in the determination of remuneration, as recommended by the ‘In the Public Interest’ report.

The process of partner evaluation and remuneration is set out in the diagram on page 54.

The evaluation and remuneration of directors follows a similar methodology as for partners, except that they are evaluated by the Business Unit Leaders.


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Partner remuneration dependent on financial and non-financial performance criteria and responsibilities The aggregate amount of partner and director remuneration varies with the financial performance of PwC NL. The partner remuneration is based on a points system in which the Euro value per point is determined as the profit available divided by the aggregate number of points in circulation.

The points allocated to partners are 50% fixed as responsibility-based (‘mapping’) and 50% variable as performance-based (‘rating’). A regular good performance means full partner entitlement to the variable 50% element, and a positive or negative outcome to the annual evaluation process can lead to an adjustment to the variable 50% element. The variable element is determined based on individual partner performance in the areas of Clients (weighting: 50%), People (weighting: 25%) and Firm/Strategy (weighting: 25%). The evaluation of engagement quality is covered in the area of Clients. An individual partner rating of unsatisfactory on quality can therefore significantly affect the amount of the remuneration.

We also reward quality positively. A partner, director and team rating of above average on quality can result in additional remuneration.

No additional remuneration for ‘regular’ conduct ‘Regular’ conduct (i.e. the conduct that we can expect of everyone) need attract no additional remuneration. We refer to this as ‘baseline expectations’. Baseline expectations represent conduct in line with our Code of Conduct,

complying with all applicable internal and external regulatory requirements and with proactive involvement within the firm. Non-compliance with baseline expectations can negatively affect total remuneration by 25-50%.

Claw back A claw back scheme, approved by the SB, has been put in place for audit partners as from 1 July 2015, with a claw back period of six years. Under this scheme, one sixth of the individual partner’s remuneration is put to one side for transfer to a foundation that is in the process of being set up. If it transpires that the external auditor has issued an incorrect opinion for which the auditor is culpable and which has resulted in damage, the auditor loses entitlement to part or all of the deferred remuneration.

Remuneration of the BoM The methodology set out above also applied to the Board of Management for the year 2014/2015.

As from 1 July 2015, the remuneration arrangements for the BoM are being brought in line with the ‘In the Public Interest’ report. As from that date, the members of the BoM will receive a fixed non-profit related remuneration and a variable element not exceeding 20% of the fixed amount that is to be based on the achievement of long-term goals set by the SB within the context of the organisation’s societal role. Determination of the remuneration of the members of the BoM will be the responsibility of the SB as from 2015/2016.


Start of the financial year

Determination of the partner’s role

Evaluation

Mapping

Rating

Determination of objectives

RemunerationEnd of the financial year

The evaluation and remuneration process for partners runs as follows:

• The Line of Service Board or the Market Leader submits a proposal to the Board of Management.

• The Board of Management determines the role/responsibility of the partner for the coming year, based a recommendation from the Remuneration Committee of the SB*.

• An assessment is made at the end of the year of the extent to which the partner has met his/her objectives in the areas of Clients (including Quality & Risk), People and Firm/Strategy.

• Performance is evaluated during the BMG&D (Evaluation, Mapping, Goal setting & Development) meeting on the basis of a self-evaluation prepared in advance by the partner (the partner report).

• Following the recommendation from the Remuneration Committee of the SB*, the Board of Management allocates the partner to a particular mapping category and to a particular position within that category.

• The evaluation leads to a rating (from 1 to 5) for performance in each of the areas of Clients, People and Firm/Strategy, each of which are reflected in the remuneration for that year.

• The Line of Service Board or the Market Leader makes a recommendation to the Board of Management, which then determines the rating of the partner on the basis of a recommendation by the Remuneration Committee of the SB*.

• In consultation with the Primary Reviewing Partner, the partner determines his/her personal objectives, including specific quality objectives and within the context of the strategy of the organisation.

• The outcome of this process results in a profit share in the form of a variable manage-ment fee that reflects the role, specific responsibilities and individual performance during the financial year.

* As the SB was installed only as of 1 May 2015, the Partner Council was asked to play a role in this process.


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Sanctions policy Under our policies for quality, any instance of non-compliance with external and internal requirements or unacceptable behaviour can ultimately result in sanctions. Depending on the nature and severity of the case, these vary from a written warning or reprimand to suspension and dismissal or, for partners, to termination of the association agreement. Any reprimand is reflected in the evaluation process and can have a negative effect on remuneration.

Our sanctions policy provides a summary of the sanctions available and the bodies to which infringements are to be referred. These bodies include the Complaints Committee and the Business Conduct Committee (BCC) (both emanating from the Code of Conduct – see also page 112) and the Independence Sanctions Committee. These committees do not raise sanctions themselves; they submit their proposals to the BoM.

During the past financial year, based on the Independence Sanctions Committee’s

advice, seventeen sanctions were imposed for independence infringements, of which twelve were written warnings and five were reprimands. The written warnings all related to non-registration or late registration of purchases and/or sales of financial interests. The reprimands related to the holding of restricted financial interests.

Since 2014/2015, in addition to our system of sanctioning and in order to increase awareness of the importance of timely registration, we have introduced a system of sending notifications to reviewed partners, directors and future directors, for instance reminding them of the need for timely input of updates and new information to the system that records their investment holdings. The classification of sanctions has changed as part of this hew notification approach. If the previous approach had been used, there would have been 54 written warnings and six reprimands.

The BCC, the body that monitors potential suspicions of misconduct, received no notifications this past financial year. The

2014/2015 2013/2014 Δ%Management fee, salary and emolumentsAvailable for distribution to partners (€ millions) 153.9 156.1 -1.4Average partner management fee* (€’000) 605.8 639.7 -5.3Average financing per shareholder at year end(€’000) 584.2 627.8 -6.9

Staff bonuses (€ millions) 29.3 30.3 -3.3

Average salary cost per FTE (€’000) 72.2 71.8 0.6Average bonus per FTE (€’000) 7.6 8.0 -5.0* Payments are made from the management fee relating to items such as goodwill rights, pension contributions,

social security and disability contributions, life insurance premiums, etc.

2014/2015 2013/2014Relationship of the highest remuneration within PwC NL to the median of the total remuneration within PwC NL (including partners) *Factor 34.7 32.8

Percentage increase (-decrease) in annual income -2.7 -4.85

Relationship of the highest remuneration within PwC NL to the average of the total remuneration within PwC NL (including partners) *

Factor 20.6 19.1

Percentage increase (-decrease) in annual income -1.3 2.53

* Based on annual income, including bonuses and excluding non-monetary elements of remuneration such as private use of mobile telephone, lease car and expense allowances

Evaluation of staff based on performance and behaviour The remuneration process for staff relies heavily on regular two-way feedback. Our remuneration system is based on two elements: performance and competency, each of which is rated on a scale of 5 to 1.

Competency (which is the basis for salary increases) relates to the performance level of the individual and the level of technical competency the individual has achieved. Performance (which is the basis for the bonus) relates to aspects such as commitment, flexibility, team spirit, proactivity and sense of responsibility (both to colleagues and to PwC) or some other unusual achievement.

Along the same lines as for the partners and directors, all staff set out their objectives for the coming year in liaison with their immediate superior. Half way through the year, based on individual appraisals and other feedback, they determine the progress to date and, at the end of the year, they assess to what extent the objectives have been met.

Staff evaluation is carried out by the individual’s immediate superior. Staff also have access to a career coach with whom they can discuss their ambitions and motivational factors and the progress they need to make to achieve their goals.

The Works Council is involved in establishing the terms of employment for staff. A Works Council committee, comprising representatives from all Lines of Service and a Chair, negotiates with the Board on these conditions. Where pension arrangements are concerned, both the Works Council and our HC department often draw on the advice of specialists within the organisation.

Complaints Committee, the body to which our people can submit complaints when they believe that they have been subjected to behaviour that they believe to be humiliating, discriminating, intimidating or aggressive, handled two complaints this year.

As stated on page 37, we have given particular attention this year to de Code of Conduct and the related infrastructure for reporting complaints.


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Expectations for the future

Expectations for the future

Our ambition is to fulfil our purpose: to build trust in society and solve important problems. In order to achieve this, we must move forward with investment in high-value, innovative, technology-supported service offerings and delivery. Profitable growth is not an end in itself but a means of generating the investment funding necessary to bind the best people to our organisation in order to achieve this ambition.

Continued investment in the quality of the audit Restoration of public trust in the quality and independence of the audit remains our top priority, and we have been robustly implementing the recommendations set out in the ‘In the Public Interest’ report issued by the Future Accountancy Profession Working Group. We have also been investing in the quality of the audit and audit files by investing more time and people in our audit work. The rotation of audit engagements in the PIE sector has also involved a level of high investment this past year. In this current year, we expect these investments to continue.

Investment in service offerings to help clients in their transformation processes The first very tentative indications of economic recovery that we reported last year have continued, as has the investment appetite of our clients. At the same time, we see that they need support in the transformation processes they are having to go through as a result of the so-called global megatrends. This means an increasing demand for integrated service provision from our tax and other advisory practices that need to cover a wide spectrum of issues such as strategy, risk management, accounting, technology and transactions. We are responding to this by developing multi-competency services and investing in the people and know-how to achieve this.

One condition of developing successful propositions is that we drill down into the challenges our clients are facing. Their strategic agenda must be right at the heart of what we do. Another condition is better collaboration across our various lines of service. Both our Learning & Development programmes and the cultural change movement, ‘Moments that Matter’, that we set in motion this past year will be supportive of this.

Continuing our progress on culture and behaviourOne of the pillars of our strategy is maintain the impetus of the PwC Experience, including building and maintaining relationships and behaving in the manner we aspire to in a secure and inclusive culture. We will continue to focus on culture and behaviour, not only through the cultural change movement that we have launched, Moments that Matter, but also in our learning programmes, in our coaching and in our evaluation processes.

More investment in technologyWe recognise the increasing importance of technology to the quality and relevance of our service offerings and delivery, not only in terms of the substantive innovation of these services but especially also in terms of reinvigoration and renewal in the interaction and collaboration with our clients. We are also aiming to keep our business processes fit for purpose through smart deployment of technology, and we will be investing more in technology both nationally and internationally.


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At a meeting of the leaders of the largest PwC member firms (including the Netherlands), we recently formulated our strategy for the coming five years. This strategy builds on the strategy we have been implementing in recent years and is as set out in this Annual Report. We have defined more clearly the framework of choices available to us. The new strategy is completely in line with our purpose.

What we want to be in five years is a:

• Leader in building and sustaining trust-based institutions We are already helping banks with the preparations for their stress tests, we are involved in implementing systems with which food manufacturers can assure the safety of the food in their supply chains, and we are contributing to healthy business practices in the healthcare sector. We aim to continue with projects such as these and with developing solutions that contribute to the restoration of trust in public authorities, institutions and businesses.

• Multi-nodal organisation We aspire to be an organisation that operates locally, regionally and globally.

• Professional services network for client service from strategy through execution We aim to support our clients from the moment that they determine their strategies all the way through to implementation and execution. We are convinced that, with all the competencies and specialisms we have in house, this is the best way for us to deliver added value.

• Technology enabled innovator We are seeing technology significantly affect our service offerings and delivery. With the help of technology, we aim, to improve our service offerings and delivery and to create a culture that encourages innovation. We cannot do this alone; we are not an IT company and we do not aspire to be such. Consequently, we are aiming for close collaboration with specialist partners.

Vision 2020: What we want to be in five years

Expectations for financing and headcountGiven our current and anticipated liquidity situation, we expect to be able to finance the planned investments from our own working capital and existing resources.

We expect no great changes to our headcount other than turnover levels that are normal for the nature and scope of our business and an increase in headcount in our growth areas.

Lower profitability expected for 2015/2016Our revenue from clients is dependent on the uncertain macro-economic situation and ongoing developments at our clients and in the sectors and segments in which we operate. As a result of the investments noted, we currently expect that profitability for the current year will be down on last year.


The Board of Management:Drs. P.J. van Mierlo RA (Statutory director)Drs. S.A. Boonstra *Prof. Mr. F.A. Engelen *Drs. A.H.M. van Gils RA * Drs. J.D. Lamse-Minderhoud RA *Drs. M. de Ridder RA *

* Authorised executive director


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‘It’s obvious, but we don’t always do it.’ The cultural change movement, ‘Moments that Matter’, that PwC set in motion this past year focuses on instances when behaviour made a difference (see inset). When you look at those moments, you see no great surprises. But what you do see is that ordinary day-to-day behaviour can really have an impact. Three ambassadors of the programme believe that what is important is to be aware of the impact that behaviour can have.

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Don’t be afraid to ask Hanan: ‘I always had the idea that it was all important to be careful about how you come across to others, for instance asking a colleague how he or she is when things are not going well. I sometimes have the impression that people don’t dare to enquire when something serious has happened.’ Amanda: ‘And, the other side of the coin is that people sometimes say nothing when they are not feeling good about themselves, because of things that have happened or because they’re sick, for instance. So, sometimes you might not realize at all that someone is suffering or is absent. If you are open about how things are going, you give your colleagues the chance to do something about it. I think it’s important to know this, just so you can help, for instance by taking some of the pressure off them or by just being there to listen.’ Stefan: ‘You mean that the culture should sometimes be a bit more open?’Amanda: ‘Right, that’s exactly what I mean’.Stefan: I think that PwC does have a fairly open culture, but we are very much focused on output and deliverables, so the softer side of things gets less attention.

Little things Amanda: ‘Very often it’s just the little things that matter. This year we sent a personal Christmas card to everyone from the group, and then an Easter gift – no great amount of effort, but they were well appreciated. I took a group of expats who had only experienced the Amsterdam-The Hague client circle on a trip through North Holland. Very enjoyable and

easy to do, but it makes an impression and it makes people feel welcome. That’s the sort of thing that I hope Moments that Matter moves forward.’

Hanan says that ‘sincere interest in colleagues and engagement with them’ is the moment that matters most to her. ‘If that works well, then the rest just follows. You can open yourself up more, and it’s easier to give feedback to each other.’

She recounts a ‘Moments that Matter’ initiative that she and a colleague organised in her department in which people had to exchange compliments. ‘We filmed those moments – just with our phones – patched them together and, unannounced, played them back to a team meeting. The reactions were very positive. Doesn’t everyone like it when they get a compliment every now and then?’

Avoid overkill Stefan: ‘What has become clear to me these past few months is that we can add so much more value to ourselves and to the client by working well together and striving for high performance as a team. It’s right at that point that you have an integrated whole and a good atmosphere, and you can make a clear impact. I have development high on my priority list and I realise that my own development gets a boost in a team like that.’

Amanda: ‘Together, we can make a difference. After all, there are periods when I see more of my colleagues than I see of my husband.’

Stefan warns about avoiding overkill. ‘I think that, by now, all PwC folks will have heard about and experienced ‘Moments that Matter’. We must ensure that ‘Moments that Matter’ does not become an end in itself with everyone naming everything as a moment. What ultimately matters is that we remain conscious of our behaviour and aware of the impact it can have on others – for instance that we show a greater level of interest without feeling the need to highlight it as a ‘Moment that Matters’.’

Amanda Korver-Heins (Assurance), Stefan Verstraeten (Advisory) and Hanan Zaytoun (Firm Services) are the ambassadors, or reporters, for ‘Moments that Matter’. They are part of a group of some fifty PwC people from all levels of the organisation that, within their teams or Business Units, are promoting dialogue and getting initiatives going in the areas of culture and behaviour. They have also been tasked with recording stories and experiences that can serve to inspire others (hence the term ‘reporter’).

Awareness ‘Awareness is a term that comes up very often during the discussion, and awareness is the key word’, says Stefan. And that is how the ambassadors respond to those colleagues who say ‘don’t we do this already?’.Amanda: ‘I do recognise that sentiment, and it does have some logic to it. It’s behaviour you would expect, but we don’t always live it. People sometimes behave differently in the maelstrom of deadlines and when they’re under pressure. But, especially then, it’s important to be aware of your behaviour and the impact it can have – right at the time when you can make a difference.’ Hanan: If you stay alert to how you behave, then you relate better to each other and this improves the quality of our service delivery. It adds value to us and to our client.’

This year, we started the roll out of a cultural change movement within our organisation that we call ‘Moments that Matter’, taking the PwC Experience (the way in which we relate to our clients and to each other) to a greater level of depth (see page 36).

The basic principle is that we build our culture through our behaviour at moments crucial to our people, our clients and society in general. We have defined six of these ‘Moments that Matter’:• Explicit follow up on feedback we have

received from our clients• Being there when your client is

encountering difficulties• Having a real and honest conversation

about performance with proper preparation

• Having a robust dialogue with our clients at times when we feel vulnerable

• Appreciation of working together and team interests over individual interests

• Sincere interest in each other; being an involved colleague

GRI

PwC Annual Report 2014/2015 60PwC Annual Report 2014/2015 60

Financial statementsHolding PricewaterhouseCoopers Nederland B.V.


GRI


Contents Foreword Key statistics Report of the Board of ManagementReport of the Supervisory Board Information about PwC AppendicesFinancial statements

Financial statements

Contents 1. Consolidated financial statements 621.1. Consolidated balance sheet as at 30 June 2015 (before appropriation of profit) 621.2. Consolidated profit and loss account for the year ended 30 June 2015 641.3. Consolidated statement of cash flows for the year ended 30 June 2015 651.4. General notes 671.5. Notes to the consolidated balance sheet as at 30 June 2015 721.6. Notes to the consolidated profit and loss account for the year ended 30 juni 2015 781.7. Other notes 801.8. Segment information 82

2. Company financial statements 842.1. Company balance sheet as at 30 June 2015 (before appropriation of profit) 842.2. Company profit and loss account for the year ended 30 June 2015 862.3. General notes 872.4. Notes to the company balance sheet as at 30 June 2015 882.5. Further information 90

3. Other information 923.1. Provisions of the Articles of Association governing the appropriation of profit 923.2. Specific provisions of the Articles of Association governing shareholder control 923.3. Proposed appropriation of profit 933.4. Events occurring after the balance sheet date 933.5. Independent auditor’s report 94

GRI



1.1 Consolidated balance sheet as at 30 June 2015 (before appropriation of profit) (in €’000)

1. Consolidated financial statements

30 June 2015 30 June 2014

Fixed assets

Intangible fixed assets [1]Intellectual property 3,588 -Goodwill 2,075 1,978

5,663 1,978

Tangible fixed assets [2]Leasehold improvements 10,898 15,540Fixtures and fittings 1,718 2,435Other fixed assets 6,612 2,753Fixed assets under construction 969 37

20,197 20,765

Financial fixed assets [3]Other financial interests 25,658 11,626Other receivables 1,742 1,740

27,400 13,366

Current assets

Work in progress [4] 33,449 26,187

ReceivablesReceivables from clients [5] 158,408 156,310Taxes and social security charges [6] 204 -Other receivables [7] 5,634 7,861Prepayments and accrued income [8] 18,708 20,850

182,954 185,021

Cash and cash equivalents [9] 10,216 87,675

Total 279,879 334,992[..] The numbers in square brackets refer to the corresponding numbers in the notes.

Financial statements GRI



30 June 2015 30 June 2014

Equity and liability

Group equity [10] 10,260 11,627

Provisions [11] 32,026 31,802

Long-term liabilitiesSubordinated loans [12] 41,540 40,340Accrued expenses and deferred income [13] 16,435 19,036

57,975 59,376

Current liabilitiesLiabilities to suppliers [14] 19,744 19,138Liabilities to shareholders [15] 25,453 74,081Taxes and social security charges [16] 34,957 38,613Other liabilities [17] 77,897 79,669Accrued expenses and deferred income [18] 21,567 20,686

179,618 232,187


<naam>




1.2 Consolidated profit and loss account or the year ended 30 June 2015 (in €’000)

2014/2015 2013/2014

Net revenue [19] 697,309 671,574

Cost of work contracted-out and other external costs [20] 88,364 78,792Salaries and wages 231,869 225,755Social security charges [21] 49,124 50,424Amortisation and depreciation of fixed assets [1,2] 10,884 9,615Other operating costs [22] 159,413 144,843Total operating costs 539,654 509,429

Operating profit 157,655 162,145Interest and similar income 28 197Interest and similar expense [23] -1,144 -5,303

Profit on ordinary activities before tax 156,539 157,039Taxes [24] -1,978 -2,498Management fee Coöperatie PricewaterhouseCoopers Nederland U.A. [25] -154,561 -153,174

Profit after tax 0 1,367[..] The numbers in square brackets refer to the corresponding numbers in the notes.




1.3 Consolidated statement of cash flows for the year ended 30 June 2015 (in €’000)

2014/2015 2013/2014Cash flow from operating activities Operating profit 157,655 162,145

Adjustments for:Amortisation and depreciation [1-2] 10,884 9,615Movements in provisions [11] 224 -1,552Movements in accrued expenses and deferred income [13] -2,601 -2,628

8,507 5,435

Changes in working capitalReceivables [5-8] 2,859 -1,763Work in progress [4] -7,262 870Current liabilities [14-18] -58,481 85,896

-62,884 85,003

Cash flow from business operations 103,278 252,583

Dividend received [3] 105 131Interest [23] -938 -5,245Taxes [24] -3,736 -5,192

-4,569 -10,306

Management fee Coöperatie PricewaterhouseCoopers Nederland U.A. [25] -154,561 -153,174Cash flow from operating activities -55,852 89,103

Cash flow from investing activitiesAdditions to intangible fixed assets [1] -3,882 -Additions to tangible fixed assets [2] -8,132 -4,320Disposals of tangible fixed assets [2] 47 339Additions to financial fixed assets [3] -9,553 -5,386Cash flow from investing activities -21,520 -9,367




2014/2015 2013/2014Cash flow from financing activitiesSubordinated loans [12] 1,200 -2,600Dividend distributions [29] -1,367 -4,531Cash flow from financing activities -167 -7,131

Net cash flow -77,539 72,605

Cash and cash equivalents - opening 87,675 15,003Net cash flow -77,539 72,605Foreign currency exchange differences 80 67Net cash and cash equivalents - closing [9] 10,216 87,675[..] The numbers in square brackets refer to the corresponding numbers in the notes.




1.4 General notes

ActivitiesSince 2004, PwC has prepared its extensive annual financial reporting on its activities in the Netherlands at the level of PricewaterhouseCoopers B.V. During this past financial year PwC has installed a Supervisory Board at the top Dutch holding level, Holding PricewaterhouseCoopers Nederland B.V. (hereafter referred to ‘the Company’). We are therefore now publishing our annual report at this level. In addition to PricewaterhouseCoopers B.V., the Company also holds a number of interests in other entities in the Netherlands and abroad.

Holding PricewaterhouseCoopers Nederland B.V. has its registered office in Amsterdam. Its activities and those of its subsidiaries comprise Assurance, Tax & HRS and Advisory services. These activities are further described in the Report of the Board of Management.

Group relationships Holding PricewaterhouseCoopers Nederland B.V. is a wholly owned subsidiary of PwC Europe SE Wirtschaftsprüfungsgesellschaft, Frankfurt/Main, Germany.

The private limited companies owned by the professional practitioners (the partner BVs) have each concluded an association agreement with Coöperatie PricewaterhouseCoopers Nederland U.A. and Holding PricewaterhouseCoopers Nederland B.V., under which the partner BV makes the professional practitioner available to practise one of the professions described under Activities in return for a management fee.

Coöperatie PricewaterhouseCoopers Nederland U.A. holds one priority share in Holding PricewaterhouseCoopers Nederland B.V. Coöperatie PricewaterhouseCoopers Nederland U.A. also holds an interest in Konsortium PwC Europe, registered in Frankfurt/Main, Germany. Konsortium PwC Europe is a consortium of the Dutch, German, Austrian and Belgian partners and holds a 100% interest in PwC Europe SE Wirtschaftsprüfungsgesellschaft, registered in Frankfurt/Main, Germany. Coöperatie PricewaterhouseCoopers Nederland U.A.’s equity share in Konsortium PwC Europe was 32.6% as of 30 June 2015 (30 June 2014: 32.4 %). This interest in Konsortium PwC Europe is revised annually as of 1 July in proportion to the number of Dutch member firm professional practitioners relative to the total number of professional practitioners in the PwC Europe consortium of PwC member firms.

Basis of reporting

The consolidated financial statements have been prepared in accordance with the requirements of Part 9, Book 2, of the Dutch Civil Code and with the Guidelines for Annual Reporting in the Netherlands as issued by the Dutch Accounting Standards Board. Where no specific accounting policy is noted, assets and liabilities are carried at the historical cost amounts at which they were acquired and incurred, respectively.

As the company financial statements of Holding PricewaterhouseCoopers Nederland B.V. are included in the consolidated financial statements, the company profit and loss account has been prepared in abridged form in accordance with Section 2:402 of the Netherlands Civil Code.

Principles of consolidation

The consolidated financial statements include, on a fully consolidated basis, the financial statements of Holding PricewaterhouseCoopers Nederland B.V. and of those group companies in which, directly or indirectly, it has a shareholding of more than one half of the voting rights or can otherwise exercise majority control. Together, these are referred to in the financial statements as ‘the Group’.

Intercompany transactions and profits, and balances between group companies and other consolidated entities, are eliminated to the extent that the results have not yet been realised through transactions with third parties.

The entities included in the consolidation are as follows:• PricewaterhouseCoopers B.V., Amsterdam

(100%)• PricewaterhouseCoopers Accountants N.V.,

Amsterdam (100%• PricewaterhouseCoopers

Belastingadviseurs N.V., Amsterdam (100%)

• PricewaterhouseCoopers Advisory N.V., Amsterdam (100%)

• PricewaterhouseCoopers Compliance Services B.V., Amsterdam (100%)

• PricewaterhouseCoopers Pensions, Actuarial & Insurance Services B.V., Amsterdam (100%)

• PricewaterhouseCoopers Certification B.V., Amsterdam (100%)




• PricewaterhouseCoopers IT Services (NL) B.V., Amsterdam (100%)

• Taxolutions B.V., Amsterdam (100%)• Taxmarc B.V., Amsterdam (100%)• Executive Academy VOF, Amsterdam

(100%)• PricewaterhouseCoopers N.V., Amsterdam

(100%)• PricewaterhouseCoopers Deelnemingen

B.V., Amsterdam (100%)• TruEconomy Consulting Holding B.V.,

Zaltbommel (100%).

Fiscal unityExcept for Executive Academy VOF, PricewaterhouseCoopers N.V. and PricewaterhouseCoopers Deelnemingen B.V., all of the abovementioned consolidated entities form a fiscal unity for value added tax purposes with Holding PricewaterhouseCoopers Nederland B.V. PricewaterhouseCoopers IT Services (NL) B.V. was added as from its incorporation on 30 October 2014, and Taxolutions B.V. and Taxmarc B.V. were added as from 1 April 2015.

All of the abovementioned consolidated entities form a fiscal unity for corporation tax purposes with Holding PricewaterhouseCoopers Nederland B.V. PricewaterhouseCoopers IT Services (NL) B.V. was added as from its incorporation on 30 October 2014. Taxolutions B.V. and Taxmarc B.V. were added as from 6 March 2015, the date of acquisition, with their results for the period 1 January up to and including 5 March 2015 also being included in the fiscal unity as agreed with the tax authorities.

Acquisition of group companiesResults and identifiable assets and liabilities of acquired entities are recognised in the consolidated financial statements from the date of acquisition, this being the date on which majority control is obtained.

The purchase price is the monetary, or equivalent, amount agreed for the acquisition of the acquired entity increased by any costs directly attributable to the acquisition. Where the acquisition cost exceeds the net fair value of the identifiable assets and liabilities, the excess is recognised as goodwill under intangible assets.

EstimatesIn applying accounting policies and financial reporting requirements, the Board of Management needs to make judgements and estimations that can be critical to the amounts reported in the financial statements.

Where necessary to provide the insight required by Article 2:362, clause 1 of the Dutch Civil Code, the nature of these judgements and estimations, and details of the underlying assumptions, are provided in the note disclosure for the relevant balance sheet item.

Related partiesRelated parties are defined as any legal entities that can be majority controlled, jointly controlled or significantly influenced by the company and any legal entities that can control the company, together with the statutory director, the authorised executive directors, the members of the Supervisory Board and the shareholders of Holding PricewaterhouseCoopers Nederland B.V. and their close relatives.

The nature and extent of transactions with related parties are disclosed, together with any other information necessary to provide sufficient insight.

Accounting policies for assets and liabilities

GeneralUnless otherwise indicated, all amounts in the financial statements are reported in thousands of Euros (€’000).

Comparison with prior yearThe Group’s financial year runs from 1 July to 30 June. The accounting policies applied in determining balance sheet and profit and loss account items are unchanged from prior year.

In the interests of transparency regarding amounts payable to the professional practitioners and as further described in the management fee policy in the Accounting policies for the profit and loss account, it has been decided to deviate from the prescribed reporting formats (‘Besluit modellen jaarrekening’) by including the management fee as the final line item prior to Profit after tax.




Foreign currenciesThe financial statements are presented in Euros, which is both the functional and the presentation currency. Foreign currency transactions in the reporting period are translated at the exchange rates prevailing on the dates of the transactions. Monetary amounts denominated in foreign currencies are translated into the functional currency at exchange rates prevailing at the balance sheet date. Resulting exchange differences are taken to the profit and loss account, except where hedge accounting is applied. Non-monetary assets carried at acquisition cost in a foreign currency are translated using the exchange rates prevailing on the dates of the transactions.

Financial instruments Financial instruments comprise other financial interests, receivables, cash and cash equivalents, subordinated loans, liabilities to suppliers and liabilities to related parties. The accounting policies for these items are set out individually below.

Intellectual propertyIntellectual property is carried at acquisition cost less amortisation on a straight-line basis over the expected future useful life.

GoodwillGoodwill is determined as the excess of the acquisition cost over the fair value of identifiable assets and liabilities acquired, reduced by accumulated amortisation and impairment provisions. Goodwill is amortised on a straight-line basis over the estimated useful life.

Tangible fixed assetsTangible fixed assets are carried at acquisition cost less accumulated depreciation determined on a straight-line basis over their expected useful lives and recognising residual values. Assets under construction are not depreciated.

Financial fixed assetsParticipating interests over which significant influence is exercised are carried at net asset value, determined using the same accounting policies as used in these financial statements. Participating interests acquired are initially recognised at the fair value of the identifiable assets and liabilities on acquisition. Thereafter, the accounting policies used for these financial statements are applied using this initial value as a basis.

Other financial interests are carried at the lower of acquisition cost and, where there are indications of impairment, the best estimate of future recoverable amounts.

Impairment of fixed assetsAt each balance sheet date, the company assesses whether there is any indication of asset impairment and, where there are such indications, the recoverable amount of the asset is determined. The recoverable amount is defined as the higher of the fair value less costs to sell and the value in use. An asset is deemed to be impaired if its carrying amount, or the carrying amount of the cash generating unit to which it belongs, exceeds its recoverable amount. Impairment is recognised as an expense in the profit and loss account.

Work in progressWork in progress comprises services delivered but not yet invoiced and is carried at the amounts expected to be recovered from clients. Where the net amount of work performed, provisions and invoiced amounts on any individual project is negative, this net amount is recognised under other liabilities.

ReceivablesReceivables are recognised initially at the fair value of the service provided and are subsequently measured at amortised cost, which for current receivables is the nominal amount, net of provisions for doubtful debts.

Deferred tax assets are recognised on tax losses and on temporary differences between the tax bases of assets and liabilities and their carrying amounts in the financial statements, to the extent that it is probable that future taxable profit will be available against which the temporary differences and fiscal losses can be utilised. Deferred income tax is determined, at nominal amount, on the basis of tax rates applying at the year-end or at future tax rates where these have been have been enacted.

Cash and cash equivalentsCash and cash equivalents comprise cash at hand, bank balances and deposits with maturities of less than twelve months. Bank overdrafts are shown as payables to credit institutions in current liabilities. Cash and cash equivalents are carried at their nominal amounts.

ProvisionsProvisions are recognised for legally enforceable or constructive obligations which exist at the balance sheet date and of which the settlement is uncertain.

Pension provisions relate to commitments under non-activity arrangements.




Personnel provisions relate to long-term unemployment benefit top-ups, long-service entitlements and severance pay. The provisions for commitments under non-activity arrangements and long-service entitlements are carried at present value using a discount rate of 2.5% (30 June 2014: 4%) and taking into account staff turnover probability. The provision for long-term unemployment benefit top-ups is carried at its present value using a discount rate of 2.5% (30 June 2014: 4%).

The provision for severance pay and other provisions are carried at the nominal amounts of the expected cost of settlement. Other provisions include provisions for rental voids, delivery obligations at the end of rental contracts and professional liability matters. Delivery obligations at the end of rental contracts are provided for evenly over the rental period.

Subordinated loans Subordinated loans include amounts that mature after more than one year. Loans repayable within one year are recognised in current liabilities. The loans are initially recognised at fair value and are thereafter carried at amortised repayment amount.

Accrued expenses and deferred income (long-term)Long-term accrued expenses and deferred income include incentives received in connection with the rental of a number of office premises. These amounts are of a

long-term nature and are taken to income on a straight-line basis over the term of the rental contracts.

LiabilitiesLiabilities are initially recognised at fair value increased by transaction costs directly attributable to the assumption of the liability, and thereafter at amortised cost. The difference between carrying amount and ultimate repayment amount is charged to income as interest expense over the term of the liability based on the effective interest rate. Bonus and untaken leave entitlements are carried at the amounts required for monetary settlement. Other assets and liabilities all mature within one year.

Prepayments and accrued income and Accrued expenses and deferred income (current)Other assets and liabilities are carried at the amounts receivable and payable, respectively. Receivables are carried net of provisions needed for non-recoverability. Other assets and liabilities all have a remaining maturity period of less than one year.

Operating leasesLease contracts under which the risks and rewards of ownership do not accrue to the Group are recognised as operating leases. Operating lease obligations are charged to profit and loss, net of any incentives received from the lessor, on a straight-line basis over the term of the contract.

Accounting policies for the profit and loss account

GeneralProfit after tax represents the difference between the recoverable value of services rendered and the costs and other charges incurred during the year. Losses are recognised as and when they occur and to the extent that they can be reliably estimated.

Exchange differencesExchange differences arising on conversion or translation of monetary items in foreign currency are recognised in the profit and loss account in the year in which they arise, unless hedge accounting is applied.

Net revenueExcept for net revenue for work performed by Advisory on the basis of special arrangements, which is recognised on receipt, net revenue represents the amounts chargeable for services rendered during the year. These are recognised as and when it becomes likely that they will be realised, with due recognition of arrangements made with clients regarding services to be billed as the work progresses.

Where it becomes likely that total project costs will exceed total project revenues, the losses are recognised immediately in the profit and loss account as other operating costs and the provision is included in work in progress in the balance sheet.

Operating costsOperating costs are recognised under the historical cost convention and on the accruals basis.

Amortisation and depreciation of intangible and tangible fixed assetsDepreciation of tangible fixed assets is based on acquisition cost and is charged to the profit and loss account on a straight-line basis reflecting the estimated useful economic lives of the assets and their expected residual values. Intangible fixed assets, including goodwill, are amortised over their estimated economic lives from the date they are brought into use. Where there is a change in estimated useful economic lives, the effects are reflected prospectively in future amortisation charges.

Salaries and social security charges Salaries and wages (including bonuses and holiday allowances) and social security charges are expensed to the profit and loss account as and when they are due.

PensionsThe Group has a number of pension schemes. For most schemes, the premiums are based on salary for the year in question and are payable to insurance companies or pension funds. Premiums are recognised when they become payable. Under the schemes, the Group has no further legal or constructive obligation should a funding deficit arise at the insurance company or pension fund.




The Group also has a so-called non-activity scheme. The annual cost of this scheme reflects the increase in the present value of the vested entitlements based on period of service, imputed interest and actuarial assumptions.

Interest income and expenseInterest income and expense, including transaction costs relating to loans received, are recognised evenly over the periods to which they relate based on the effective interest rate inherent in the underlying assets and liabilities.

Dividends receivableDividends from other participating interests and securities are recognised as and when Holding PricewaterhouseCoopers Nederland B.V. becomes entitled to receive them.

TaxesThe corporation tax charge is determined based on the results of the Group as reduced by the management fee payable by Holding PricewaterhouseCoopers Nederland B.V. to Coöperatie PricewaterhouseCoopers Nederland U.A.

The tax burden on the profit before management fee lies primarily with the partner BVs as the ultimate recipients of this management fee. Consequently, the effective tax rate in the financial statements differs from the Dutch statutory rate.

Management feeUnder the association agreements with the partner BVs of the professional practitioners (which are the members of Coöperatie PricewaterhouseCoopers Nederland U.A.) and under the internal financial arrangements with partners , the members of the Coöperatie are entitled to a profits-related management remuneration.

This management remuneration is included as an expense in the profit and loss account. Including this management remuneration as the final line item prior to the profit before tax provides transparency as to the results that accrue to the professional practitioners. This is also addressed in item 1.7 of the Other notes (Management agreement and other expenses of members). This treatment, based on Article 2:362, clause 4 of the Dutch Civil Code, represents a deviation from the prescribed reporting formats (‘Besluit modellen jaarrekening’).

Segment informationAs the Group’s operations are run primarily through three core businesses (Assurance, Tax & HRS and Advisory) and central support services (Other), segment information is provided for these four elements.

Basis of preparation of the consolidated statement of cash flows

GeneralThe statement of cash flows is drawn up using the indirect method. Cash resources consist of cash and cash equivalents. Cash flows in foreign currencies are translated at the exchange rates ruling on the dates of settlement, and cash and cash equivalents in foreign currencies at the end of the financial year are translated at the exchange rates ruling on the balance sheet date. Cash inflows and outflows that relate to interest, dividends received and taxes on profits are reported under cash flow from operating activities. Dividends paid are reported under cash flow from financing activities.

Working capitalWorking capital represents the net amount of receivables, work in progress and current liabilities excluding amounts owed to credit institutions and subordinated loans.




1.5. Notes to the consolidated balance sheet as at 30 June 2015 (in € ‘000)

[1] Intangible fixed assets

The movements were as follows:

Intellectual property represents the value of the intellectual property of the Taxmarc software licences acquired through the Group’s acquisition of Taxolutions B.V.

Taxolutions B.V. and its wholly owned subsidiary Taxmarc B.V. were acquired on 6 March 2015 at a cost of € 4.3 m, of which € 1.5 m is contingent on future performance. The financial results of these two companies for the period 1 January 2015 to 5 March 2015 are immaterial and, consistent with the treatment for tax purposes, the financial results of these two companies have been included in the Company’s consolidated financial statements as from 1 January 2015.

The goodwill arose on the acquisitions of Taxolutions B.V. as of 1 January 2015 and TruEconomy Consulting Holding B.V. (TruEconomy) on 1 December 2011. The goodwill on Taxolutions B.V. (€1,076) is being amortised on a straight-line basis over three years and the goodwill on TruEconomy (€3,976) on a straight-line basis over five years.

Cost and accumulated amortisation amounts are excluded as and when the goodwill they relate to is fully amortised.

2014/2015 2013/2014Intellectual

property Goodwill Total Total

Balance as at 1 July Cost - 5,065 5,065 5,065Accumulated amortisation - -3,087 -3,087 -2,287Carrying amount - 1,978 1,978 2,778

MovementsAdditions 4,306 1,076 5,382 -Amortisation -718 -979 -1,697 -800

3,588 97 3,685 -800

Balance as at 30 JuneCost 4,306 5,052 9,358 5,065Accumulated amortisation -718 -2,977 -3,695 -3,087Carrying amount 3,588 2,075 5,663 1,978

Amortisation percentages 33 20-33




[2] Tangible fixed assets


2014/2015 2013/2014

Leasehold improvements

Fixtures and fittings

Other fixed assets

Fixed assets under

construction Total Total

Stand per 1 juli Cost 58,151 14,825 26,356 37 99,369 95,811

Accumulated depreciation

-42,611 -12,390 -23,603 - -78,604 -70,212

Carrying amount 15,540 2,435 2,753 37 20,765 25,599

MovementsAdditions 632 113 6,989 932 8,666 4,320Disposals -6 - -13,496 - -13,502 -762Accumulated depreciation on disposals

- - 13,455 - 13,455 423

Depreciation -5,268 -830 -3,089 - -9,187 -8,815-4,642 -717 3,859 932 -568 -4,834

Balance as at 30 JuneCost 58,777 14,938 19,849 969 94,533 99,369

Accumulated depreciation

-47,879 -13,220 -13,237 - -74,336 -78,604

Carrying amount 10,898 1,718 6,612 969 20,197 20,765

Depreciation percentages

10 10 20-50

Other fixed assets relate primarily to computers, servers and smartphones with a book value at 30 June 2015 of € 5.2 m (30 June 2014: € 1.7 m) and related software with a book value at 30 June 2015 of € 1.1 m (30 June 2014: € 0.7 m). The fair value of tangible fixed assets does not differ materially from the carrying amount.Depreciation is based on the maximum remaining term of the rental contracts adjusted, where necessary, for any early termination of rental contracts.

[3] Financial fixed assets


2014/2015 2013/2014

Other financial interests

Other receivables

Total Total

Balance as at 1 July 11,626 1,740 13,366 6,240Investments and interest movements

14,032 2 14,034 7,126

Results of financial interests

105 - 105 131

Dividend receivable -105 - -105 -131Balance as at 30 June 25,658 1,742 27,400 13,366

Other financial interestsIn 2013/2014, the Group acquired a 2.6% interest in PwC Strategy& Parent (UK) Ltd at a cost of € 19 m, of which some € 4,5 m will become payable in the future. More details are provided in the note on Accrued expenses and deferred income and in Events occurring after the balance sheet date (page 93).

Other financial interests also include a number of other interests, primarily interests in other global PwC Network entities that operate for the benefit of the global PwC network. None of the interests are held for trading.




Members of the Group hold the following interests:

Name and location

Share in the issued capital %

Lifeguard Finance B.V., Amsterdam 16.35PricewaterhouseCoopers Services B.V., Rotterdam 12.50L & F Holdings Limited, Bermuda 7.14PwC Network Holdings Pte Ltd., Singapore 3.00PwC Strategy& Parent (UK) Ltd., Londen 2.60

Other receivablesThis is a Floating Rate Subordinated Unsecured Loan Note amounting to € 1,733 provided to Lifeguard Finance B.V. on 2 February 2014. The receivable is subordinated to all of Lifeguard Finance B.V.’s other creditors. Interest is payable semi-annually at the end of February and August, amounts to 6 months Euribor plus 0.75% and is set at the end of August of each year. For the period from 2 February 2015 to 31 August 2015, this has been set at 1.2%. The accrued interest is added to the principal and the original loan, together with any unpaid interest, is repayable in full on 31 August 2018.

[4] Work in progress

Work in progress at 30 June 2015 is stated net of amounts billed aggregating € 46 m (30 June 2014: € 67 m).

[5] Receivables from clients

Receivables are due within one year and are not interest bearing. A provision for doubtful debts of € 10.2 m was carried at 30 June 2015 (30 June 2014: € 9.8 m).

[6] Taxes and social security charges

30 June 2015 30 June 2014Corporation tax 204 -Total 204 -

[7] Other receivables

Other receivables are as follows:

30 June 2015 30 June 2014Deferred taxes 4,021 4,126Receivables from personnel 321 535Receivables from related parties 134 607Other 1,158 2,593Total 5,634 7,861

Receivables from related parties comprise receivables from a number of PwC entities that are not part of the Group. Of the balance of deferred taxes, some € 3.7 m is recoverable after more than one year.




[8] Prepayments and accrued income

Prepayments and accrued income, all due within one year, are as follows:

30 June 2015 30 June 2014Prepaid insurance premiums 7,185 3,877Prepaid rental costs 6,396 6,778Prepaid pension contributions 3,069 6,681Other 2,058 3,514Total 18,708 20,850

[9] Cash and cash equivalents

Of the cash and cash equivalents, € 2.1 m (30 June 2014: € 2.1 m) was not freely available. The reduction in cash and cash equivalents during the year is primarily the result of a reduction in liabilities to shareholders. Furthermore, the investments during the year were financed out of cash and cash equivalents.

[10] Group equity

Disclosures regarding shareholders’ equity are provided in the notes to the company financial statements. A consolidated statement of comprehensive income is not presented as there is no difference between profit after tax and comprehensive income (2013/2014: the same).

[11] Provisions


2014/2015 2013/2014Personnel Pensions Other Total Total

Balance as at 1 july 4,270 380 27,152 31,802 33,354Utilization -1,208 -160 -1,735 -3,103 -4,487Additions 876 68 6,808 7,752 4,085Releases - - -4,425 -4,425 -1,150Balance as at 30 June 3,938 288 27,800 32,026 31,802

Approximately € 29 m (30 June 2014: approximately € 28 m) of provisions is non-current.

The personnel provisions include amounts for long-term unemployment benefit top-ups, long-service entitlements and redundancy schemes. Pension provisions include obligations under non-activity schemes.

Other provisions include the provision for rental voids in respect of leased premises. This provision is based on the lease costs for future periods during which it is expected that the premises will not be occupied. Other provisions also include a provision for obligations for the restoration of leased premises at the end of the lease period; this provision is recognised evenly over the lease period.

Other provisions also include the provision for professional liability claims relating to work performed up to and including the balance sheet date. All of the claims are disputed, and provisions are made for any loss still expected to be incurred by the Group on ongoing claims. While the outcome of these disputes cannot be predicted with certainty, legal advice and other information received indicate that they will have no significant effect on the financial position of the Group.




[12] Subordinated loan PwC Europe SE Wirtschaftsprüfungsgesellschaft has provided finance of € 40,340 (2013/2014: € 42,940) in the form of a loan subordinated to all of the Company’s other creditors. Interest accrues at a maximum of 12% per annum depending on profitability. The amount of the loan fluctuates depending on the number of professional practitioners made available.

The movements on these subordinated loans were as follows:

2014/2015 2013/2014Balance as at 1 July 40,340 42,940Amounts added and terminated 1,200 -2,600Stand per 30 juni 41,540 40,340

[13] Accrued expenses and deferred income (long-term)

Accrued expenses and deferred income include incentives received under lease agreements for a number of office premises. The portion that releases to the profit and loss account in 2015/2016 is included in accrued expenses and deferred income in current liabilities.

Accrued expenses and deferred income are to be released to income/utilized as follows:

30 June 2015 30 June 2014From 1-5 years 9,073 9,544> 5 years 7,362 9,492Carrying amount 16,435 19,036

[14] Liabilities to suppliers

Liabilities to suppliers are all due within one year.

[15] Liabilities to shareholdersThe liabilities to shareholders have a remaining maturity period of less than one year and bear interest at the average interest rate earned on internet savings accounts plus 0.25%. The average interest rate for 2014/2015 was 1.6% (2013/2014: 1.8%).Repayments during the year have been financed out of cash and cash equivalents.

[16] Taxes and social security charges

Taxes and social security charges, all due within one year, are as follows:

30 June 2015 30 June 2014Value added tax 24,316 27,207Wages, taxes and social security charges 10,641 10,788Corporation tax - 618Total 34,957 38,613




[17] Other liabilities

Other liabilities, all due within one year, are as follows:

30 June 2015 30 June 2014Work in progress for which instalments billed 30,876 32,417Bonuses payable 30,415 30,930Accrued leave entitlements and holiday allowances 16,258 15,079Liabilities to related parties 312 682Other 36 561Total 77,897 79,669

[18] Accrued expenses and deferred income (current)

Accrued expenses and deferred income comprise a provision for invoices to be received and the current portion of incentives received under lease agreements for a number of office premises.

30 June 2015 30 June 2014Invoices to be received 12,987 18,057Incentives received wunder lease agreements for office premises

2,600 2,629

Other 5,980 -Total 21,567 20,686

Other accrued expenses and deferred income includes an amount of € 4.5 m which is described in the note on Other financial interests (page 73).

Off-balance sheet assets and commitments

• PricewaterhouseCoopers B.V. stands surety for the annual Group profit-linked periodic benefit payments due by members of Coöperatie PricewaterhouseCoopers Nederland U.A. to the beneficiaries of one of the legal predecessors of the legacy firm Coopers & Lybrand that are administered by Stichting Verrekenfonds. For 2014/2015, the payments amounted to some €1.0 m (2013/2014: some €1.1 m). The payments are due for the lifetimes of the individual beneficiaries.

• Guarantees provided in relation to lease and other obligations amounted to € 2.8 m as at 30 June 2015 (30 June 2014: € 3.6 m). The longest running guarantee expires on 30 August 2024.

• The Group has undertaken, in certain circumstances, to assume receivables of up to USD 14 m (30 June 2014: USD 14 m) on behalf of L & F Holdings Limited in which PricewaterhouseCoopers Deelnemingen B.V. holds a 7.1% participating interest.

• As at 30 June 2014, the Group had made commitments for capital expenditure aggregating € 1.2 m (30 June 2014: € 5.7 m) relating to office leasehold improvements and fixtures and fittings.

• The Group has delivery obligations under lease contracts (being the restoration of leased premises at the end of the lease) amounting to € 2.2 m (30 June 2014: € 2.2 m). These obligations are recognised evenly over the lease period, and the provision carried at 30 June 2015 amounted to € 1.2 m (30 June 2014: € 1.1 m).

• The Group has long-term rental contracts, other operating lease obligations and facility services insourcing obligations totalling € 226 m (30 June 2014: € 233 m).

These obligations mature as follows:

in € millions 30 June 2015 30 June 2014< 1 year 40 39From 1-5 years 107 114> 5 years 79 80Total obligations 226 233




1.6 Notes to the consolidated profit and loss account for the year ended 30 juni 2015 (in € ‘000)

[19] Net revenue

The net revenue of each segment (after eliminating internal revenue) was as follows:

2014/2015 2013/2014*Assurance 291,884 285,343Tax & HRS 240,529 240,348Advisory 164,896 145,883Total 697,309 671,574

* The revenue of Assurance and Tax & HRS have been adjusted in the comparative figures to reflect the effects of the restructuring of the activities of PricewaterhouseCoopers Compliance Services B.V. (Assurance € 18 m lower and Tax & HRS € 18 m higher).

Net revenue is earned primarily in the Netherlands.

[20] Cost of work contracted-out and other external costs

These relate to third-party services, including those from other members of the PwC Network, and out-of-pocket expenses directly attributable to engagements.

[21] Social security charges

Social security charges were as follows:

2014/2015 2013/2014Social security charges 30,510 30,036Pension charges 18,614 20,388Total 49,124 50,424

Pension costs are determined in accordance with the schemes agreed with staff. Qualifying staff members are provided with an annual premium, depending on age and income, for contribution to their pension plans. The graduated scale of premiums to be applied was reduced by law as from 1 January 2015.

[22] Other operating costs

Other operating costs are as follows:

2014/2015 2013/2014Other personnel costs 41,846 31,214Occupancy costs 36,629 36,216Travel 32,354 31,033Technology 16,241 14,407Sales and business development 7,827 8,825Insurances 4,982 7,312External consultants’ fees 4,306 3,407Other costs 15,228 12,429Total 159,413 144,843

The increase in Other personnel costs arises as a result of temporary hires. Technology costs exclude staff costs and depreciation charges. Other expenses include membership contributions to PricewaterhouseCoopers International Ltd. and PricewaterhouseCoopers Eurofirms CVBA.

[23] Interest and similar income

Interest and similar expense were as follows:

2014/2015 2013/2014Interests payable to PwC Europe SE 298 4,841

Interests payable to Coöperatie PricewaterhouseCoopers Nederland U.A.

796 438

Other 50 24Total 1,144 5,303

It was agreed between PwC Europe SE Wirtschaftsprüfungsgesellschaft and the Group that the interest payable on the subordinated loan would be restricted.

Interest paid, interest received and exchange differences are included in one aggregate net amount in the statement of cash flows.




[24] Taxes

Taxes are as follows:

2014/2015 2013/2014Profit on ordinary activities before tax 156,539 157,039Less: Management fee * 154,561 153,174Profit on ordinary activities before tax 1,978 3,865Book/tax differences- Permanent 2,766 6,997- Temporary 4,482 1,533Taxable profit 9,226 12,395

Tax thereon 2,296 3,085Adjustments relating to prior year deferred tax -318 -587

Corporation tax due 1,978 2,498* The tax burden on this is borne at the level of the members of Coöperatie PricewaterhouseCoopers Nederland U.A. (the partner BVs). Permanent differences include non-deductible amortisation of goodwill. The temporary differences relate primarily to the provision for office rental voids and differing rates of amortisation and depreciation of assets.

Taxes paid and taxes received are included in one aggregate net amount in the statement of cash flows.

[25] Management fee Coöperatie PricewaterhouseCoopers Nederland U.A.

The management fee Coöperatie PricewaterhouseCoopers Nederland U.A. contributes to the aggregate profit available for distribution to the professional practitioners, as further described in 1.7 (Other notes) on page 80.




1.7 Other notes (in € ‘000)

Management agreement and other costs

Coöperatie PricewaterhouseCoopers Nederland U.A. charges a management fee to Holding PricewaterhouseCoopers Nederland B.V. for making available the professional practitioners who are associated with the members of Coöperatie PricewaterhouseCoopers Nederland U.A.

Holding PricewaterhouseCoopers Nederland B.V. pays out as dividend to the holder of its ordinary shares, PwC Europe SE, the net profit that remains after charging the management fee. PwC Europe SE pays its entire net profit out to Konsortium PwC Europe.

The entire net profit of Konsortium PwC Europe is distributed to its participants, including Coöperatie PricewaterhouseCoopers Nederland U.A. in accordance with a predetermined formula.

Coöperatie PricewaterhouseCoopers Nederland U.A. distributes its entire net profit, after deduction of its own operating expenses, as management fee to its members.

The aggregate remuneration accruing from the Dutch PwC entities to the members of Coöperatie PricewaterhouseCoopers Nederland U.A., after elimination of the effects of the Konsortium PwC Europe arrangements, was as follows:

2014/2015 2013/2014Net profit Holding PricewaterhouseCoopers Nederland B.V. - 1,367

Management fee Coöperatie PricewaterhouseCoopers Nederland U.A.*

154,561 153,174

Early Retirement Payments -232 -552Net profit Coöperatie PricewaterhouseCoopers Nederland U.A. -449 2,100Profit available for distribution 153,880 156,089

Average number of partners (FTEs) 254 244

Average management remuneration per partner 605.8 639.7* This amount has been charged to profit and loss by Holding PricewaterhouseCoopers Nederland B.V.

In addition to their management fee, the members of Coöperatie PricewaterhouseCoopers Nederland U.A. also receive a car and expense allowance, aggregating € 7.3 m (2013/2014: € 7.2 m), and interest on their current accounts, aggregating € 0.8 m (2013/2014: € 1.3 m). These interest expenses are not included in these financial statements; they are recognised as expense by Coöperatie PricewaterhouseCoopers Nederland U.A.

External auditor’s feesThe following fees were charged to and borne by the Group for work done during the year by the auditor and the auditor’s firm as defined in Section 1(1 a and e) of the Audit Firms Supervision Act:

2014/2015 2013/2014Audit of the financial statements 202 162Other non-audit engagements 45 15Total 247 177

Operating leases

The Group charged € 43 m (2013/2014: € 42 m) to the profit and loss account in operating lease costs during the year, relating to office premises and the leased car fleet.




Financial instruments and risk management

Foreign exchange riskHolding PricewaterhouseCoopers Nederland B.V.’s participating interests operate primarily within the European Union. Foreign exchange risks arise mainly on positions and transactions in US dollars and pounds sterling. The Board of Management’s policy is to hedge foreign exchange positions and not to take speculative positions. For its hedging operations, the business has both primary and derivative financial instruments at its disposal.

Significant foreign exchange risks relating to future cash flows in foreign currencies are hedged by means of currency forward contracts the terms of which are determined by reference to the timing of the underlying receivables and obligations. Gains and losses on instruments used to hedge off-balance sheet positions are deferred until the gains and losses on the hedged positions are recognised. As at 30 June 2015, there were no contracts outstanding (30 June 2014: No contracts outstanding).At 30 June 2014, receivables in US dollars, pounds sterling and other currencies amounted to € 3.0 m (30 June 2014: € 2.1 m), € 2.4 m (30 June 2014: € 0.7 m) and € 0.4 million (30 June 2014: € 0.4 million), respectively. Liabilities in US dollars, pounds sterling and other currencies amounted to € 2.3 m (30 June 2014: € 3.6 m), € 1.3 m (30 June 2014: € 0.1 m) and € 1.0 million (30 June 2014: € 1.0 million), respectively.

Interest rate riskInterest rate risks on financial fixed assets and liabilities are not hedged.

Credit riskHolding PricewaterhouseCoopers Nederland B.V. and its participating interests are exposed to the risk of counterparty default, though this risk is limited due to the large number and diversity of the entities from which Holding PricewaterhouseCoopers Nederland B.V. and its participating interests have receivables. There is concentration of credit risk only in that the limited geographic spread of receivables is concentrated in the Netherlands. Credit risks are further mitigated by the application of good client acceptance and credit control procedures.

Liquidity riskLiquidity risk is mitigated by the fact that the cash flow from operating activities generates sufficient liquidity to meet ongoing obligations.

Fair valueThe carrying amount of financial instruments under receivables and liabilities carried at amortised cost does not differ significantly from fair value.




2014/2015 Assurance Tax & HRS Advisory Other 1) Eliminations TotalNet revenue from external clients 291,884 240,529 164,896 - - 697,309Net internal revenue 1,456 9,578 5,491 150,432 -166,957 -Total net revenue 293,340 250,107 170,387 150,432 -166,957 697,309

Costs of work contracted-out and other external costs 37,374 27,341 32,335 -543 -8,143 88,364Staff costs 101,192 78,290 53,879 47,632 - 280,993Amortisation and depreciation - 897 800 9,187 - 10,884Other operating costs 99,195 80,173 47,183 91,676 -158,814 159,413Total operating costs 237,761 186,701 134,197 147,952 -166,957 539,654

Operating profit 55,579 63,406 36,190 2,480 - 157,655Net financial income and expense -1,285 -1,132 -468 1,769 - -1,116Taxes -802 -740 -437 1 - -1,978Management fee Coöperatie - - - -154,561 -154,561Profit after tax 53,492 61,534 35,285 -150,311 - -

Carrying amount of total assets 124,556 109,338 74,543 4,199 -32,757 279,8791) Internal costs are charged to group companies and recognised as internal revenue under Other.

People employed in FTEs 2)Assurance Tax & HRS Advisory

Firm Services Total

Average number in 2014/2015Partners 103 95 56 - 254- Other professionals 1,460 988 606 - 3,054- Support staff 26 17 12 747 802Total 1,589 1,100 674 747 4,1102) FTEs (excluding trainees) means full-time equivalents.

1.8 Segment information (in €’000)




2013/2014*Assurance Tax & HRS Advisory Other1) Eliminations Total

Net revenue from external clients 285,343 240,348 145,883 - - 671,574Net internal revenue 2,185 10,431 5,599 137,289 -155,504 -Total net revenue 287,528 250,779 151,482 137,289 -155,504 671,574

Costs of work contracted-out and other external costs 34,320 26,676 26,248 792 -9,244 78,792Staff costs 96,636 81,163 53,474 44,906 - 276,179Amortisation and depreciation - - 800 8,815 - 9,615Other operating costs 87,491 78,470 43,205 81,937 -146,260 144,843Total operating costs 218,447 186,309 123,727 136,450 -155,504 509,429

Operating profit 69,081 64,470 27,755 839 - 162,145Net financial income and expense -1,413 -1,150 -651 -1,892 - -5,106Taxes -1,088 -904 -506 - - -2,498Management fee Coöperatie - - - -153,174 - -153,174Profit after tax 66,580 62,416 26,598 -154,227 - 1,367

Carrying amount of total assets 120,340 91,342 54,778 81,972 -13,440 334,9921) Internal costs are charged to group companies and recognised as internal revenue under Other.

People employed in FTEs 2)Assurance Tax & HRS Advisory

Firm Services Total

Average number in 2013/2014- Partners 103 92 49 - 244- Other professionals 1,429 988 583 - 3,000- Support staff 36 35 21 711 803Total 1,568 1,115 653 711 4,0472) FTEs (excluding trainees) means full-time equivalents.

* The comparative amounts have been adjusted to reflect the presentational changes relating to the management remuneration and fee (as described in the note Comparison with prior year on pages 68 and 87) and the effects of the restructuring of PricewaterhouseCoopers Compliance Services B.V. (as described in Note 19 on page 78). These changes did not affect the overall consolidated result.




30 June 2015 30 June 2014

Fixed assets

Financial fixed assetsParticipating interests [26] 161,926 118,015Receivables from group companies [27] 41,925 40,463

203,851 158,478

Current assets

ReceivablesReceivables from shareholders 169 -Other receivables [7] 4,021 4,655

4,190 4,655Cash and cash equivalents 9 77,317


2.1 Company balance sheet as at 30 June 2015 (before appropriation of profit) (in €’000)

2. Company financial statements




30 June 2015 30 June 2014

Shareholder’s equity and liabilities

Shareholder’s equityIssued capital [28] 6,750 6,750Share premium 3,510 3,510Profit after tax [29] - 1,367

10,260 11,627

Long-term liabilitiesSubordinated loan [12] 41,540 40,340

41,540 40,340

Current liabilities [30]Taxes and social security charges - 1,186Liabilities to shareholder [31] 25,453 74,081Liabilities to group companies 130,499 108,375Other liabilities 298 4,841

156,250 188,483 Total 208,050 240,450[..] The numbers in square brackets refer to the corresponding numbers in the notes.




2.2 Company profit and loss account for the year ended 30 June 2015 (in €’000)

2014/2015 2013/2014

Results of participating interest 152,299 107,792Other income and expense after tax -152,299 -106,425Profit after tax 0 1,367




2.3 General

Basis of preparationThe company financial statements are prepared in accordance with Part 9 of Book 2 of the Dutch Civil Code and the Guidelines for Annual Reporting in the Netherlands as issued by the Dutch Accounting Standards Board. Holding PricewaterhouseCoopers Nederland B.V. has the following direct and indirect participating interests:

• PricewaterhouseCoopers B.V., Amsterdam (100%);• PricewaterhouseCoopers Accountants N.V., Amsterdam

(100%);• PricewaterhouseCoopers Belastingadviseurs N.V.,

Amsterdam (100%);• PricewaterhouseCoopers Advisory N.V., Amsterdam (100%);• PricewaterhouseCoopers Compliance Services B.V.,

Amsterdam (100%);• PricewaterhouseCoopers Pensions, Actuarial & Insurance

Services B.V., Amsterdam (100%);• PricewaterhouseCoopers Certification B.V., Amsterdam

(100%);• PricewaterhouseCoopers IT Services (NL) B.V., Amsterdam

(100%);• Taxolutions B.V., Amsterdam (100%);• Taxmarc B.V., Amsterdam (100%);• Executive Academy VOF, Amsterdam (100%);• PricewaterhouseCoopers N.V., Amsterdam (100%);• PricewaterhouseCoopers Deelnemingen B.V., Amsterdam

(100%);• TruEconomy Consulting Holding B.V., Zaltbommel (100%).

As the company financial statements of Holding PricewaterhouseCoopers Nederland B.V. are included in the consolidated financial statements, the company profit and loss account has been prepared in abridged form in accordance with Section 2:402 of the Netherlands Civil Code.

Comparison with prior yearThe comparative amounts for receivables from group companies and liabilities to the shareholder and to group companies have been adjusted in the interests of better presentation. These adjustments did not affect the shareholder’s equity or consolidated result for the prior year.

Fiscal unityExcept for Executive Academy VOF, PricewaterhouseCoopers N.V. and PricewaterhouseCoopers Deelnemingen B.V., all of the abovementioned consolidated entities form a fiscal unity for value added tax purposes with Holding PricewaterhouseCoopers Nederland B.V. PricewaterhouseCoopers IT Services (NL) B.V. was added as from its incorporation on 30 October 2014, and Taxolutions B.V. and Taxmarc B.V. were added as from 1 April 2015.

All of the abovementioned consolidated entities form a fiscal unity for corporation tax purposes with Holding PricewaterhouseCoopers Nederland B.V. PricewaterhouseCoopers IT Services (NL) B.V. was added as from its incorporation on 30 October 2014. Taxolutions B.V. and Taxmarc B.V. were added as from 6 March 2015, the date of acquisition, with their results for the period 1 January up to and including 5 March 2015 also being included in the fiscal unity as agreed with the tax authorities.

Accounting policies for assets and liabilities and for the profit and loss account

GeneralThe accounting policies used for the company financial statements are the same as those used for the consolidated financial statements. Participating interests over which significant influence or majority control can be exercised are carried at net asset value, determined in accordance with the accounting policies used for the consolidated financial statements. The accounting policies for assets and liabilities and for the profit and loss account are included in the general notes to the consolidated financial statements.




2.4 Notes to the company balance sheet as at 30 June 2015 (in € ‘000)

[26] Participating interests

These consist of direct holdings in the following entities:• PricewaterhouseCoopers B.V., Amsterdam (100%)• PricewaterhouseCoopers N.V., Amsterdam (100%)• PricewaterhouseCoopers Deelnemingen B.V., Amsterdam (100%).

Movements during the year were as follows:

2014/2015 2013/2014Balance as at 1 July 118,015 95,374Less: Dividend distribution -108,388 -85,151Add:Results of participating interests 152,299 107,792Balance as at 30 June 161,926 118,015

The results of participating interests is € 50.8 m higher than prior year because, as from this year, the Company’s participating interests are no longer charged a management fee.

[27] Receivables from group companies

Holding PricewaterhouseCoopers Nederland B.V. has provided subordinated loans aggregating € 41,925 (2013/2014: € 40,463) to group companies. These loans fluctuate depending on the number of professional practitioners made available by Coöperatie PricewaterhouseCoopers Nederland U.A. The nominal amount of the loan is € 162,500 (single Euros) for each practitioner made available. Interest accrues at 7.75% pa (2013/2014: 7.75% pa), based on the 15 year external capital market interest rate increased by a factor to reflect the risks involved.

2014/2015 2013/2014PricewaterhouseCoopers Accountants N.V. 17,063 17,876PricewaterhouseCoopers Belastingadviseurs N.V. 15,762 15,112PricewaterhouseCoopers Advisory N.V. 9,100 7,475Balance as at 30 June 41,925 40,463

[28] Issued capital

The Company’s authorised share capital amounts to € 20,000 at 30 June 2014, divided into 800 ordinary shares of EUR 25,000 each and 1 priority share of EUR 1 (both EUR amounts single Euros). The issued capital amounts to € 6,750, consisting of 270 ordinary shares of EUR 25,000 each and 1 priority share of EUR 1 (2013/2014: 270 ordinary shares and 1 priority share).




[29] Profit after tax

The movements on profit after tax were as follows:

2014/2015 2013/2014Balance as at 1 July 1,367 4,531Less: Dividend distribution -1,367 -4,531Add:Profit after tax for the year - 1,367Balance as at 30 June - 1,367

[30] Current liabilities

All current liabilities are due within one year. Given the short-term nature of the liabilities, the fair value of current liabilities approximates carrying amount.

[31] Liabilities to shareholder

The liability to shareholder Coöperatie PricewaterhouseCoopers Nederland U.A. has a remaining term of less than one year and is interest bearing. The average interest rate for 2014/2015 was some 1.6% (2013/3014: some 1.8%).

Off-balance sheet assets and commitmentsHolding PricewaterhouseCoopers Nederland B.V. is jointly and severally liable for remittance of the corporation tax and value added tax due under the fiscal unities for these taxes.




2.5 Further information

Risk management in the area of financial instruments

Foreign exchange riskHolding PricewaterhouseCoopers Nederland B.V.’s participating interests operate primarily within the European Union. Foreign exchange risks arise mainly on positions and transactions in US dollars and pounds sterling. The Board of Management’s policy is to hedge foreign exchange positions and not to take speculative positions. For its hedging operations, the business has both primary and derivative financial instruments at its disposal.

Significant foreign exchange risks relating to future cash flows in foreign currencies are hedged by means of currency forward contracts the terms of which are determined by reference to the timing of the underlying receivables and obligations. Gains and losses on instruments used to hedge off-balance sheet positions are deferred until the gains and losses on the hedged positions are recognised. As at 30 June 2015, there were no contracts outstanding (30 June 2014: No contracts outstanding).

Interest rate riskInterest rate risks on financial fixed assets and liabilities are not hedged.

Credit riskHolding PricewaterhouseCoopers Nederland B.V. and its participating interests are exposed to the risk of counterparty default, though this risk is limited due to the large number and diversity of the entities from which Holding PricewaterhouseCoopers Nederland B.V. and its participating interests have receivables. There is concentration of credit risk only in that the limited geographic spread of receivables is concentrated in the Netherlands. Credit risks are further mitigated by the application of good client acceptance and credit control procedures.

Liquidity riskLiquidity risk is mitigated by the fact that the cash flow from operating activities generates sufficient liquidity to meet ongoing obligations.

Remuneration of the members of the Board of Management and the Supervisory Board

2014/2015 2013/2014Members of the Board of Management 6,573 6,300Members of the Supervisory Board 65 -

6,638 6,300

Members of the Board of ManagementThe remuneration of the full Board of Management, comprising the statutory director and the five authorised executive directors, amounted to € 6.6 m for 2014/2015 (2013/2014: one statutory director and five authorised executive directors and € 6.3 m). For further information, refer to the Remuneration Report of the Board of Supervisory Directors, included as an appendix to this Annual Report (page 124-128).

* Authorised executive director



Contents Foreword Key statistics Report of the Board of ManagementReport of the Supervisory Board Information about PwC Appendices

Members of the Supervisory BoardHolding PricewaterhouseCoopers Nederland B.V. has had a Supervisory Board since 1 May 2015, comprising seven members and their remuneration has been time-apportioned.


The Board of Management: The Supervisory Board:Drs. P.J. van Mierlo RA (Statutory Director) Drs. J.M. de Jong (Chair)Drs. S.A. Boonstra * Dr. A.H.E.M. Wellink (Vice-chair)Prof. mr. F.A. Engelen * Prof. dr. N. EllemersDrs. A.H.M. van Gils RA * A. Jorritsma (as from 1 September 2015) Drs. J.D. Lamse-Minderhoud RA * Mr. F.W. Oldenburg Drs. M. de Ridder RA * Mr. drs. C.J.M. van Rijn Mr. Y.C.M.Th. van Rooy



GRI



3. Other information

3.1 Provisions of the Articles of Association governing the appropriation of profit

Article 30 of the company’s Articles of Association prescribes the following:• Out of distributable profits as determined by the shareholders, a dividend is distributable

firstly on the priority share, determined as a percentage of the nominal amount of the priority share equal to the legal interest rate applicable on 1 January of the financial year. The remaining distributable profits are at the disposal of the General Meeting of Shareholders for the distribution of dividend solely on the ordinary shares, for appropriation to reserves or for any other purposes consistent with the company’s objectives that the Meeting shall decide upon.

• The company may distribute profits only to the extent that shareholders’ equity exceeds the reserves which are required by law to be retained.

• A decision to distribute is not valid until it is approved by the Board of Management, and this approval shall not be given if the Board knows, or should reasonably be able to foresee, that as a result of the distribution the Company would not be able to settle its obligations as they fall due.

• Shares held in treasury may not participate in any profit distribution.• Only the amount of the legal payment obligation on the nominal amount of the share is to

be used when determining the amount of any profit to be distributed per share. This may be disregarded at any time with the consent of all shareholders.

• Unless the Board of Management decides on a different date, dividends become payable immediately the Board of Management approves the decision to distribute.

• Shareholder entitlement to claims under this article lapses after a period of five years.

3.2 Specific provisions of the Articles of Association governing shareholder control

The Company’s Articles of Association, particularly articles 17.3, 17.4, 21.1 and 21.2, afford the holder of the priority share (hereafter: ‘the Priority Shareholder’) certain rights regarding control.

17.3 Decisions of the Board of Management regarding the following matters may be taken only with the approval of the Priority Shareholder: • Determination, on the initiative of the Chair of the Board of Management or Supervisory

Board, of the duties and responsibilities of the Chair of the Board of Management, either through the implementation of internal procedures or in any other manner

• Determination of a maximum number of Associated professional practitioners with whom the Coöperatie and the Company may sign an association agreement

• Preparation and approval of the Company’s business plans, annual plans and budgets • Proposals for the determination or amendment of the remuneration system for the

Associated professional practitioners • Initiating or terminating the Company’s and/or its representatives’ memberships of

PricewaterhouseCoopers Network bodies • Transfer of the Company’s shares • Disposal or liquidation of significant Company shareholdings, participating interests or

business units • Entering into or terminating any merger, disaggregation, joint venture or similar ongoing

form of cooperation with third parties that involves a value or interest of more than five per cent of the average consolidated revenue of the PwC Europe group for the previous three financial years

• Initiation any legal action, in addition to those set out above, that involves a value or interest of more than five per cent of the average consolidated revenue of the PwC Europe group for the previous three financial years, with any inter-related actions being aggregated as one action.




17.4 The Board of Management also requires the approval of the Priority Shareholder for any management decision that the Priority Shareholder may determine and notify to the Board.

21.1 Board of Management decisions as described in articles 17.3 and 17.4 may only be taken with the approval of the Priority Shareholder.

21.2 Decisions by the General Meeting of Shareholders regarding the following matters may be taken only with the approval of the Priority Shareholder: • Appointments to the Board of Management • Removal or waiver of the mandatory requirements surrounding the appointment

nomination • Appointment of one or more persons to temporarily discharge the duties of a member or

members of the Board of Management • Appointments to the Supervisory Board • Appointment of one of the Supervisory Board members as Chair • Determination of the remuneration of the members of the Supervisory Board • Any change to the Articles of Association.

3.3 Proposed appropriation of profit

The profit after tax for the year 2014/2015 is zero.

3.4 Events occurring after the balance sheet date

• The international legal and organisational integration of the global Strategy& organisation became effective in the various national entities of the global PwC Network on 1 July 2015. This resulted in the entire share capital of PwC Strategy& (Netherlands) B.V. being transferred to PricewaterhouseCoopers Deelnemingen B.V. in exchange for a distribution on its existing participation in PwC Strategy& Parent (UK) Ltd. PricewaterhouseCoopers Deelnemingen B.V. then transferred these shares to PricewaterhouseCoopers Advisory N.V. The consideration for the shares in PwC Strategy& (Netherlands) B.V. was € 19 m, equal to the carrying amount of the 2.6% interest in PwC Strategy& Parent (UK) Ltd as at 30 June 2015.

• The AFM notified us on 13 August 2015 that it intends to impose a fine based on the results of the review it performed in 2013 and 2014 of 10 of our audit files relating to financial statements for the years 2012 and 2011.




In our opinion, the Financial Statements give a true fair view of the of the amount and compo-sition of the assets and liabilities of PwC as at 30 June 2015 and of its result for the period from 1 July 2014 to 30 June 2015 in accordance with Part 9 of Book 2 of the Netherlands Civil Code.

In our opinion, the Report presents, in all material aspects, the results and efforts of PwC in accordance with Section 2:391 of the Netherlands Civil Code and the reporting criteria of PwC which are based on the GRI G4 Guidelines as described on pages 21.

Our opinions

Independent auditor’s report on the Financial Statements Assurance report on the Report

3.5 Independent Auditor ’s and Assurance Report

To: The General Meeting of Shareholders of Holding PricewaterhouseCoopers Nederland B.V.

Report on the Financial Statements and Assurance report on the Report of the Management Board

IntroductionThe Management Board of Holding PricewaterhouseCoopers Nederland B.V. (hereinafter ‘PwC’) engaged us to audit the Financial Statements as contained on pages 60 to 91, and the following components of the annual report: The key indicators (p. 7 to 8), the Report of the Management Board (p. 19 to 57), Information about PwC (p. 103 to 119) and the appendices ‘Five-year summary of financial performance’ (p. 123) and ‘Scope of this annual report’ (p. 129 to 130), hereinafter jointly ‘the Report’.

We audited the Financial Statements for the year ended 30 June 2015 of PwC in Amsterdam. The Financial Statements comprise the consolidated and separate balance sheet as at 30 June 2015 and the consolidated and separate profit and loss account for the period from 1 July 2014 to 30 June 2015 and the notes, comprising a summary of the accounting policies and other explanatory information.

We audited the Report for the period from 1 July 2014 to 30 June 2015 of PwC in Amsterdam. This Report comprises both the management report as defined in Section 2:391 of the Netherlands Civil Code and a description of PwC’s efforts and results in the area of corporate responsibility. We do not provide any assurance about the feasibility of the future information included in the Report, such as the objectives, expectations and ambitions of PwC.

Our engagements

We performed our audit in accordance with Dutch law, including the Dutch Standards on Auditing and the Assurance Standards 3000 and 3810N. Our responsibilities under these standards are described in detail in the paragraph Our responsibilities for the audit of the Financial Statements and the Report. We are independent of PwC in accordance with the Independence of Accountants in Assurance Engagements Regulation (ViO) and other Dutch independence rules relevant to the engagement. Furthermore we have complied with the ‘Verordening gedrags- en beroepsregels accountants’ (VGBA).

We believe that the audit evidence we obtained is sufficient and appropriate to provide a basis for our audit opinions.

The basis for our opinions





Key points in our audit are those matters that, in our professional judgement, were of most significance in our audit of the Financial Statements and the Report. We have communicated the key points of our audit to the members of the Management Board and Supervisory Board , but they do not give a complete picture of everything that was discussed.

We defined our audit activities in relation to these key points as part of our audit of the Financial Statements and the Report as a whole. Our findings in relation to the individual key points should be seen in this context and not as separate opinions on the key points.

The key points of our audits


MaterialityMisstatements in the Financial Statements and the Report can arise from fraud or errors and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these Financial Statements and the Report. The materiality affects the nature, timing and extent of our audit procedures and the evaluation of the effect of identified misstatements on our opinion.

On the basis of our professional judgement, we have determined that the Financial Statements as a whole have a materiality of 7.5 million euro. The materiality is based on 5% of the management fee paid to Coöperatie PricewaterhouseCoopers Nederland U.A. This is the relevant benchmark for determining the materiality as this is the final result that is paid to the partners.

We also take account of actual and potential misstatements in the Financial Statements and the Report which we believe to be material to the users of the Financial Statements and Report for qualitative reasons. We have communicated to the Management Board and Supervisory Board that we report to the Board misstatements above 375,000 euro identified in our audit of the Financial Statements, as well as other misstatements in the Financial Statements and the Report which we believe to be relevant for qualitative reasons.

The valuation of work in progress is complex and has a significant effect on the Financial StatementsThe valuation of work in progress is an important focus in our audit because it is a significant item in the Financial Statements that requires estimates which are complex and subjective in nature, as well as based on assumptions. Assessing the valuation of work in progress as at balance sheet date requires professional judgement. These mainly concern the controllability of the expected results of current engagements based on an estimate of time and costs yet to be incurred in comparison with the fee received. The Internal Audit Department of PwC (IAD) assessed the critical internal control procedures focusing on the valuation of the work in progress by PwC on the basis of historical data, balance confirmations of the work in progress received from the responsible partners and discussions with the partners responsible for a number of engagements. In addition, IAD performed other audit procedures, such as an analytical review and an analysis of increases and decreases to the work in progress in the new financial year. We have reviewed the assessment of the internal control procedures by IAD and their other audit procedures by reviewing their working

Content of the Report depends on the social contextThe aim of PwC’s corporate responsibility reporting is to give stakeholders a transparent picture of its role in society and the results it has achieved both economically and socially and in relation to the environment in the year under review. The accuracy and completeness of the description of the social context in which PwC operates is an important focus for our audit as this varies per sector and company, and it is crucial for the correct interpretation of the corporate responsibility results for stakeholders.

Assessing the social context presented in the Report requires professional judgement, whereby the accuracy, completeness and balance of the information is evaluated. By ‘balance’ we mean that both successes and dilemmas are taken into account. For this evaluation, we perform e.g. a media analysis, utilise sector-specific knowledge and evaluate the scope, process and results of PwC’s stakeholder dialogues. Subsequently, we assess whether the outcome of these dialogues has been accurately and completely included in the social context as described, including possible social dilemmas confronting PwC.





papers, reperforming part of these activities and through discussions with staff of the financial accounting department.

In addition, we selected a number of projects on the basis of the relative share of these projects in the work in progress. The valuation and progress of these projects was discussed by us with the responsible controllers and examined on the basis of the underlying documentation, such as invoices, historical data and balance confirmations. Lastly, we focused on the appropriateness of the information included; see points 4 and 18 of the notes to the Financial Statements.

Our observation is that the estimates and assumptions used for the valuation of the work in progress result in a prudent valuation of the work in progress.

Sensitivities in the valuation of accounts receivableThe valuation of accounts receivable is an important focus in our audit because the valuation requires estimates which are subjective in nature and are based on assumptions on collectability. Assessing the valuation of accounts receivable as at the balance sheet date requires professional judgement. This mainly concerns the extent to which the amounts receivable can be collected.

To assess the valuation of the provision for bad debts, on 30 August 2015 we determined the due date of the outstanding accounts receivable as at 30 June 2015 on the basis of daily statements. We also determined that the provision recognised for bad debts was determined dynamically on the basis of fixed calculation rules. We evaluated the assessment of the valuation of the accounts receivable performed by IAD. Finally, we focused on the completeness of the information included in the notes in relation to the accounts receivable, as included in note 5 of the Financial Statements.

On the basis of our audit activities, we have determined that the valuation of the accounts receivable is balanced and that the provision for bad debts is adequate.

We have determined that the information on PwC’s social context in the Report is balanced.

Importance of historical comparability of corporate responsibility information Consistency in the way information is reported over the years is important for an accurate assessment of the Company’s performance in the area of corporate responsibility. This mainly concerns the question of whether the changes in performance in the area of corporate responsibility in comparison with previous years is actually the result of the context, strategy and efforts of PwC presented in the Report and not the result of e.g. changes in the scope of the method used to calculate the corporate responsibility information.

Historical comparability and consistency of the information presented in the Report is therefore an important focus for our audit. For assessing this historical comparability of the corporate responsibility information, we examined the reporting processes for possible material changes in definitions, scope and conditions in comparison with previous years. For this purpose, we analysed the underlying evidence and conducted interviews with the process owners together with the Internal Audit Department of PwC (IAD) . We also analysed significant changes in trends. For situations where there were material changes in the reporting process that are material to the corporate responsibility results presented, we examined whether this is sufficiently explained in the Report for the purpose of historical comparability.

We have determined that the changes in the reporting process with a significant effect on the historical comparability of the results are sufficiently explained in the Report.






Sensitivities in the valuation of the provisions for professional liability and vacant propertyThe accuracy and completeness of the provisions recognised for professional liability and vacant property for parts of the offices in The Hague, Rotterdam, Utrecht, Breda and Enschede are important focuses in our audit because these require estimates that are complex and subjective in nature, are based on assumptions and have a significant effect on the Financial Statements. Assessing the completeness of these provisions as at balance sheet date requires professional judgement. This mainly concerns the question of whether the criteria for recognising a provision have been met and whether the valuation of the respective provisions is accurate and adequate. For the provision for professional liability and vacant property, we assessed the effectiveness of the internal control procedures and determined that we can rely on these internal control procedures in the context of the Financial Statements as a whole.

We also performed audit activities for the provision for professional liability, such as sending out and analysing external lawyer’s letters. We also evaluated the assessment by the Management Board of the recognition of a provision, as well as the estimates, assumptions and alternative scenarios, on the basis of e.g. business cases, past experience and discussions with the responsible staff of PwC and the Management Board.

For the provision for vacant property, we determined that the vacant offices are offered for letting in whole or in part, that the remaining tenancy period is consistent with the tenancy agreements and that the assumptions used are based on the actual rental costs. We also assessed the estimates of the income from sub-letting against market data available on the trend in the letting of commercial property.

Finally, we focused on the completeness of the information included in the notes in relation to the provisions as included in note 11 of the Financial Statements.

On the basis of our audit activities, we have determined that the valuation of the provision for professional liability is prudent and that the provision for vacant property is balanced, as determined on the basis of the assumptions used.






Reliability and continuity of electronic data processingGiven the importance of automated systems for PwC’s business operations and supply of information, IAD regularly performs audits on the IT organisation and existing applications from the perspective of the audit of the Financial Statements and on the reliability and continuity of the electronic data processing.

As part of the audit of the Financial Statements, we evaluated the IT audits performed by IAD by reviewing their working papers and reperforming activities. We included specialised IT auditors in our audit team for this purpose. Our activities comprised evaluating the developments in the IT infrastructure and evaluating the internal control procedures assessed by IAD in relation to the IT systems and processes which we considered significant to our audit.

Our activities show that the quality of the applications and the reliability of the electronic data processing are adequate. We have determined, however, that there is room for improvement in the IT control environment in relation to authorisation management and the logging of changes and transactions conducted in two specific IT systems.

We have reported these points in our audit report and made recommendations accordingly, focusing on further improvements in relation to the IT control environment.

The Management Board is responsible for the preparation and fair presentation of the Financial Statements to give a true and fair view of the net assets and the results of operations in accordance with Part 9 of Book 2 of the Netherlands Civil Code and for the preparation of the Report in accordance with Section 2:391 of the Netherlands Civil Code and the reporting criteria of PwC, based on the GRI G4 Guidelines.

In this respect, the Management Board is also responsible for such internal control as it deems necessary to enable the preparation of Financial Statements and the Report that are free from material misstatement, whether due to fraud or error.

In preparing the Financial Statements and the Report, the Management Board must consider whether the Company is able to continue as a going concern. On the basis of the reporting principles stated, the Management Board must prepare the Financial Statements on a going concern basis unless the board has the intention to wind up the Company or discontinue its business activities or if discontinuation is the only realistic alternative. The Management Board should disclose events and circumstances that may cast significant doubt on the Company’s ability to continue as a going concern in the Financial Statements and the Report.

The Supervisory Board is responsible for overseeing PwC’s reporting process.

Responsibility of the Management Board and the Supervisory Board for the Financial Statements and the Report






We performed our audit of the Financial Statements with professional scepticism and used professional judgement where relevant in accordance with Dutch Standards on Auditing, rules of ethics and the independence requirements. Our audit included e.g:

• Identifying and assessing the risks of material misstatement of the Financial Statements, whether due to fraud or error, designing and performing audit procedures responsive to those risks, and obtaining audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

• Obtaining an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances. These procedures are not conducted with a view to expressing an opinion on the effectiveness of PwC’s internal control.

• Evaluating the appropriateness of the accounting policies used and reasonableness of the accounting estimates and related disclosures in the Financial Statements made by Management Board.

• Determining whether the going concern basis used by the Management Board is acceptable. In addition, determining on the basis of the audit information obtained whether there are events and circumstances that may cast significant doubt on the Company’s ability to continue as a going concern. If we identify a material uncertainty, we are required to focus attention in our auditor’s report on the relevant related notes in the Financial Statements. If the notes are inadequate, we are required to revise our report. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may cause the Company ceasing to continue as a going concern.

• Evaluating the presentation, structure and content of the Financial Statements and the notes.

• Evaluating whether the Financial Statements represent the underlying transactions and events in a manner that achieves fair presentation.

As part of our audit of the Report in accordance with the Assurance Standards 3000 and 3810N we performed e.g. the following activities: • A risk analysis as the basis for determining the completeness, level of detail and balanced

presentation of the material issues and identifying and assessing the risks that the information in the Report contains material misstatements. This risk assessment forms the basis for the selection and performance of the audit procedures.

• Gaining an understanding of the internal control relevant to the audit by interviewing those responsible for delivering and analysing the information for the Report.

• Selecting and performing appropriate audit procedures based on the risk analysis and evaluation of the internal control, including random sampling of internal and external documents to ascertain whether the information in the Report is properly substantiated.

• Evaluating the information presented in the Report based on our sector-specific knowledge and experience.

• Reviewing and testing the work performed by the IAD.• Reviewing the content of the Report in relation to the specific requirements as set out in

Section 2:391 of the Netherlands Civil Code and GRI G4.

Our responsibility for the audit of the Financial Statements and the Report


Our responsibility is to plan and perform our audit to obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion.

Our audit is aimed at obtaining a high degree of assurance about whether the Financial Statements are free from material misstatement. As this assurance it is not absolute, our audit may not detect all errors and fraud.





We communicate with the Supervisory Board regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant findings in internal control that we identify during our audit.

We confirm to the Supervisory Board that we have complied with the relevant ethical requirements regarding independence. We also communicate with them about all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.

From the matters communicated with the Management Board, we determine those matters that were of most significance in the audit of the Financial Statements and are therefore the key audit matters. We describe these matters in our auditor’s report, unless laws or regulations preclude public disclosure of the matter or, in extremely rare circumstances, not mentioning such a matter is in the public interest.

Opinion on the Report and the other information

Pursuant to the legal requirements under Part 9 of Book 2 of the Netherlands Civil Code (regarding our responsibility to report on the report of the Executive Board and the other information), we report that:• we have no deficiencies to report as a result of our examination whether the Report of the Executive Board, to the extent we can assess, has been prepared in accordance with Part 9 of Book 2

of the Netherlands Civil Code, and whether the information as required by Part 9 of Book 2 of the Netherlands Civil Code has been annexed. • that the Report, to the extent we can assess, is consistent with the Financial Statements. AppointmentWe were appointed in August 1996 by the Management Board as PwC’s auditor as from the audit for the 1997 financial year and have been their external auditor to date. The undersigned is PwC’s signing auditor with effect from the 2013/2014 financial year.

The Hague, 28 September 2015KPMG Accountants N.V.R.R.J. Smeets RA


Report on other legal and regulatory requirements




PwC Jaarbericht 2014/2015 101

Entrepreneurship with social focusIn the summer of 2014, they won the Social Impact Lab, a competition for start-up social enterprises. The prize was two years of intensive coaching and advice from PwC. The three winners and their coaches tell us about it all.

1. OOPOEH (Grandads and Grandmas Looking After a Pet) Linking older people to household pets, so they get more social contact.

Sofie Brouwer (Stichting OOPOEH): The Social Impact Lab was a wonderful opportunity for us. My business partner Sènami Awunou and I had a business model, but we didn’t have sufficient experience to implement this effectively – particularly as we did not want to be dependent on subsidies. The idea behind OOPOEH came up when my parents’ dachshund got a spinal injury and could no longer be handled by the dog-walking service.

An older lady in the street wanted to get out more and her own dog had died. The two were introduced to each other and it worked out very well. We now have a database of about a thousand older people and dog owners, and we bring people together close to where they live. It’s all going very well.

Rowan Baaijens from PwC, together with a team of specialists, helped us work out the strategy and the earnings model. Not only did he help sharpen the focus, but also provided real practical advice. As a foundation, we are not for profit but we must look at our business with a commercial eye. We have become increasingly more self/assured as a result of this collaboration with PwC. I´m sure Rowan got to see the value of his contribution very quickly, as the short lines of communication meant that we could implement everything very promptly.

Rowan Baaijens (PwC): Before I started here, I had no idea of the everyday issues that small businesses face. A meeting with PwC cost Sofie a great deal of time, because she had a lot to prepare and that distracted her from the day-to-day running of the organisation. These days, I try to arrange things much more efficiently. It feels good to work on something that gives back to the community. I talk about it a lot back in our Rotterdam office and with other clients. I’m the first one out in the field in this role of business coach. Working with Sofie provides so much more new energy.

2. AmplinoDeveloping an effective and affordable biotech tester to help eradicate malaria

Wouter Bruins (Amplino): It all began with soldering and messing around on the kitchen table with a piece of field testing equipment that you would find in any hospital. We ended up converting a diagnostic instrument from the hospital into a portable and affordable piece of equipment that can be used for field-testing in developing countries. We went to speak to the Tropical Institute and they told us that we could use this to combat malaria. We won a big pitch and a sum of money, and we got a lot of media attention, but the big uncertainty was still: Will this come to anything? Until we won the Social Impact Lab, that is.

Thanks to PwC, we’re now working towards a robust business model. Jonas really is quite a coach. We speak with him on a weekly basis, and he provides guidance and analysis – which is very good, because we are an odd and chaotic group. It’s exciting for both of us, but we have a very clear initial goal: to test a million people by 2020 to help Zambia eradicate malaria.

I think that PwC has learned from us how good it is to be closely involved with the community and that having a mission and a belief in a product can sometimes generate more than simply going down the well-trodden paths.

OOPOEH

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PwC Jaarbericht 2014/2015

Jonas Rietbergen (PwC): I was selected as a business coach and the social enterprise Amplino immediately appealed to me. The issues that Amplino faces link well with my expertise. They are creative, ad hoc, chaotic, and they go for what they believe in. It’s really contagious! I bring structure and help them set priorities, but I do not want to temper their enthusiasm. I am a great believer in their product and, in the not too distant future, I see many people out there in the field with their kit, taking the final steps towards eradicating malaria!

3. CTalents Coaching as many deaf, hard of hearing, blind and partially sighted people as possible as they explore their talents and eventually find work

Sandra Ballij (CTalents): It began with Ctaste, a restaurant in which guests eat in the dark served by people with sensory talents - in this case blind people. After that came Cthecity and Ctalents. I wanted to run a commercial business on a social basis. My husband and I both gave up good jobs with a financial services provider and jumped in at the deep end. More than 65% of people with a sensory handicap are simply sitting at home unemployed, and I couldn’t let that pass me by.

These people need to be pushed. They have grown up with little sense of independence, and we allow them to take back some control over their lives. We are firm but honest. They really need to want it - to work hard, take responsibility and become independent. They are coached by someone with a similar handicap, and it is fantastic to see the change. They go on to live independently, strike up relationships, discover their talents - and, through Ctalents, we strive to link them to businesses. Our first pilot was with Zeeman, with twenty people getting started there. The major challenge is creating a base of support and taking ignorance out of the picture.

Jan-Willem is a great asset to us. He is proactive, he works and thinks alongside us and he is decisive. We are hoping there will be long-term benefits from this relationship. I think that, from us, Willem gets passion and enthusiasm – and the sense that it’s not all about money, but that we are doing this because something is missing in the community.

Jan-Willem van den Beukel (PwC): This collaboration has had an enormous impact on me. Never have I been so involved with a client - and in a sounding

board role right up to the board of directors. We have very intensive contact, and Sandra is a woman with a mission who is not at all backward in coming forward. For me, this is very energising. With Ctalents, I get to be involved in inclusive entrepreneurship. One nice touch: At PwC, we have had a number of their candidates in for recruitment interviews; one is starting with us soon and some are still in the pipeline.

102

Amplino CTalents

In June 2015 we selected from a new ‘challenge’ three new social enterprises for the Social Impact Lab (see page 41).

GRI



Information about PwC

GRI


Contents Foreword Key statistics Report of the Board of ManagementReport of the Supervisory Board Financial statements Appendices

PricewaterhouseCoopersAdvisory N.V.

PricewaterhouseCoopers Pensions, Actuarial & Insurance

Services B.V.

100%100%

100%100% 100%100%

100% 100%

100%

100%

PricewaterhouseCoopers B.V.

Leden

100%

29.98%

100%

Konsortium PwC Europe

PricewaterhouseCoopersBelastingadviseurs N.V.

PricewaterhouseCoopersNederland U.A.

HoldingPricewaterhouseCoopers

Nederland B.V.

PricewaterhouseCoopersCompliance Services B.V.

PricewaterhouseCoopersCertification B.V.

PricewaterhouseCoopersIT Services (NL) B.V.

PricewaterhouseCoopersAccountants N.V.

Coöperatie

PwC Strategy&Parent (UK) Ltd.

(Stichting) ledenraadRaad van

commissarissen*

PricewaterhouseCoopers Deelnemingen B.V. 100%

2.6%

* Since 1 May, the Public Interest Committee has been incorperated as a committee into the Supervisory Board.

beneficial ownership legal ownership

1 Priority share

Ordinary shares

PwC Europe SE WPG

PricewaterhouseCoopers B.V. is a wholly owned subsidiary of Holding PricewaterhouseCoopers Nederland B.V., the entire ordinary share capital of which is held by PwC Europe SE Wirtschaftsprüfungsgesellschaft, Germany, and the one priority share with controlling rights in which is owned by Coöperatie PricewaterhouseCoopers Nederland U.A.

Coöperatie PricewaterhouseCoopers Nederland U.A. and Holding PricewaterhouseCoopers Nederland B.V. have concluded association agreements with each of the private limited liability companies owned by the professional practitioners (‘partner BVs’). Under these agreements, the professional practitioners are made available by the partner BVs to practise one of the professions within our Lines of Service in exchange for a management fee.

PricewaterhouseCoopers B.V. has the following wholly owned subsidiaries:• PricewaterhouseCoopers Accountants N.V. (‘Assurance’) • PricewaterhouseCoopers Belastingadviseurs N.V. (‘Tax & HRS’)• PricewaterhouseCoopers Advisory N.V. (‘Advisory’)• PricewaterhouseCoopers Compliance Services B.V. • PricewaterhouseCoopers Certification B.V.• PricewaterhouseCoopers Pensions, Actuarial & Insurance Services B.V.• PricewaterhouseCoopers IT Services (NL) B.V.

PricewaterhouseCoopers Compliance Services B.V. (‘CoS’) issues compilation reports.

PricewaterhouseCoopers Certification B.V. handles assignments involving mandatory accreditation, such as assurance on CO2 and NOx emissions, and the issue of ISO certificates on Information Security Management Systems (ISMS).

PricewaterhouseCoopers Pensions, Actuarial & Insurance Services B.V. (‘PAIS’) provides advice on, and intermediation regarding, pensions and insurance products, and operates under a licence from the Netherlands Authority for the Financial Markets (AFM) for these activities.

PricewaterhouseCoopers IT Services (NL) B.V. provides IT services to PwC network entities, particularly the entities that are part of the four country European collaborative association (as further described below).

Our legal structure

Our legal structure

Simplified legal structure as per 30 june 2015


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105


PwC Jaarbericht 2014/2015 Our legal structure

PwC Europe Along with the member firms in Germany, Austria and Belgium, as at 30 June 2015 PwC Netherlands is a participant in the PwC Europe SE Wirtschaftsprüfungsgesellschaft collaboration initiative (hereafter referred to as ‘the four country European collaborative association’or ‘the collaborative association‘.

With the exception of its one single priority share, Coöperatie PricewaterhouseCoopers Nederland U.A. has transferred all the shares it held in Holding PricewaterhouseCoopers Nederland B.V. to the collaborative association. Similar transfers were made by the top local holding entities of the PwC member firms in Germany, Austria and Belgium.

The entire share capital of the collaborative association is held by Konsortium PwC Europe, a legal entity under German law that is transparent for regulatory purposes. The equity rights in Konsortium PwC Europe are held by Coöperatie PricewaterhouseCoopers Nederland U.A., the Konsortium PwC Deutschland & Österreich and PwC Belgium BVBA.

The partners of the participating firm have voted to extend the collaborative association to include Turkey, and this will be completed in the coming months.

Our global network PwC is a global network of separate and independent member firms operating locally in countries around the world. Coöperatie PricewaterhouseCoopers Nederland U.A., Holding PricewaterhouseCoopers Nederland B.V., PricewaterhouseCoopers B.V. and their subsidiaries are all associated with this network.

The member firms that comprise the global PwC network are members of PricewaterhouseCoopers International Limited (PwCIL), a United Kingdom-based private company limited by guarantee. The PwC network, therefore, is not an international partnership and the member firms do not constitute any form of legal partnership or group of companies, except in a very limited number of cases that have been agreed for specific purposes.

PwCIL has a coordinating role, including for example issuing standards in the areas of risk and quality management. PwCIL does not provide services to clients, but focuses solely on reinforcing and supporting the network in the areas of strategy, knowledge development and expertise of the professionals, and protection of the PwC brand. PwCIL does not own any of the member firms and the member firms do not own any of the other member firms, except in a number of very specific cases.

All services are delivered by the individual member firms for their own account and risk. PwCIL is not responsible or liable for any actions or omissions of any of its member firms, it cannot exercise control over their professional opinions and it cannot bind them in any way. Member firms may not act as agent for or representative of PwCIL or any other member firm, and they are responsible solely for their own actions or omissions.

Member firms may participate in regional affiliations. These are designed to encourage collaboration and the application of common strategies and risk and quality standards.


GRI


Contents Foreword Key statistics Report of the Board of ManagementReport of the Supervisory Board Financial statements AppendicesInformation about PwC

The following bodies constitute the key elements of the governance structure of PwC Netherlands:

• General Meeting (GM)• Supervisory Board (SB)• Partner Council (PC)• Board of Management (BoM)• Line of Service Boards (LoS Boards)• Business units (BUs)• Country Admissions Committee (CAD)• Works Council

Each partner is a member of Coöperatie PricewaterhouseCoopers Nederland U.A. through his or her partner BV. This cooperative, with excluded liability of members, has a General Meeting, Board of Management and Partner Council, each with the powers and responsi-bilities set out below.

General MeetingThe GM has the customary powers of such a body: it approves the appointment and dismissal of the BoM, it adopts the annual financial statements, budget and overall strategy of Coöperatie PricewaterhouseCoopers Nederland U.A., and it approves new association agreements.

Supervisory BoardThe SB operates at the level of Holding PricewaterhouseCoopers Nederland B.V. It has the role and responsibility of supervisory body within PwC in the Netherlands. It comprises seven supervisory directors.

The members of the SB are appointed by the General Meeting of Shareholders on the basis of a binding proposal submitted by the SB.

The members of the SB qualify as co-policymakers of both PricewaterhouseCoopers Accountants N.V. and Coöperatie PricewaterhouseCoopers Nederland U.A. within the context of the Audit Firms Supervision Act (‘Wta’). Members of the SB are appointed for a term of four years and may be reappointed for a maximum of one further term of four years.

Following Principle III.1 of the Dutch Corporate Governance Code, the role of the SB is to supervise the activities of the Board of Management and the overall business affairs of Holding PricewaterhouseCoopers Nederland B.V. and its affiliated group enterprises, as well as to assist the Board of Management by providing advice. Amongst other things, the SB is also tasked with approving the appointment of the Compliance Officer. The Chair of the SB is also Chair of the General Meeting

As from 1 May 2015 the SB comprises Jan Maarten de Jong, Nout Wellink, Naomi Ellemers, Frits Oldenburg, Yvonne van Rooy and Cees van Rijn. As from 1 September 2015, the SB has been extended to include Annemarie Jorritsma. The SB has the following committees:

• Audit CommitteeThe role of this committee is to assist the SB in its decision-making processes in the area of financial matters. These include the (joint) signing of the annual financial statements and annual report, the financial reporting process, including the preparation and determination of Holding PricewaterhouseCoopers Nederland B.V.’s annual plans and budgets, major capital investments and the design and operation of the internal risk management and control systems. The Committee also advises the SB on the selection of the external auditor and on the preparation of the proposal to the General Meeting regarding the auditor’s appointment and fee. The Committee comprises Cees van Rijn and Frits Oldenburg.

Corporate Governance


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• Remuneration CommitteeThe role of this committee is to assist the SB in its decision-making processes in the area of remuneration policies and practices. These include the approval of policies for the remuneration of the Board of Managing Directors, partners and staff and the SB’s supervision of the proper implementation thereof. The Committee comprises Yvonne van Rooy, Jan Maarten de Jong and Nout Wellink.

• Selection and Appointment CommitteeThe role of this committee is to assist the SB in its decision-making processes in the area of appointment policies and practices. These include approval of the appointment policies to be implemented, selection and submission processes for the appointment of members of the SB (on the advice of the Selection and Appointment Committee), approval of the appointment of the Compliance Officer and selection and preparation of a binding submission to the General Meeting for the appointment of the Board of Managing Directors. The Committee consists of Jan Maarten de Jong, Naomi Ellemers and Frits Oldenburg.

• Public Interest CommitteeThe Public Interest Committee (hereafter the PIC) was set up after the signing of the Code for Audit Firms. Its role is to safeguard the public interest in the audit process. Having now been incorporated as a committee into the SB, the PIC’s role is to monitor the way in which PricewaterhouseCoopers Accountants N.V. and its Dutch entities ensure that the public interest is safeguarded in its audits. The Committee comprises Nout Wellink, Naomi Ellemers, Yvonne van Rooy and Cees van Rijn.


Brief résumés of the members of the Supervisory Board of PwC NetherlandsAn overview of the current positions of the SB-members is included in the Report of the Supervisory Board

Jan Maarten de Jong (born 1945, Chair) was a member of the Managing Board of ABN AMRO and ABN AMRO Holding until 2002 and Chair of the Strategy & Governance Forum of PwC. He is currently member of the Supervisory Board of KBL European Private Bankers S.A. (Luxemburg), member of the Supervisory Board of the Frans Hals Museum and member of the Board of Directors of Stichting Preferente Aandelen ASML.

Nout Wellink (born 1943) was President of De Nederlandsche Bank (the Dutch Central Bank) until June 2011. He is currently Chair of the Board of Governors of the University of Leiden and a Non-executive Director of the Bank of China. He has been Chair since 2013 of PwC’s Public Interest Committee, which has now been incorporated into the SB.

Naomi Ellemers (born 1963) is a social psychologist and a professor at Utrecht University since 1 September 2014 specialising in culture and behaviour within organisations. Amongst other things, she is a member of the Royal Netherlands Academy of Arts and Sciences, and a Corresponding Fellow of the British Academy for the Humanities and Social Sciences (FBA). In 2010 Naomi was awarded the Royal Netherlands Academy of Arts and Sciences’ Merian Prize for women in science and the Spinoza Prize.

Frits Oldenburg (born 1961) is of-counsel with FG Lawyers. Until recently, he was a member of the Board of Trustees of the International Bureau of Fiscal Documentation, partner with NautaDutilh and a notary specialising in company law. He was also, inter alia, a Member of the Board of Management of the Koninklijke Notariële Beroepsorganisatie (the Dutch professional body for notaries). Oldenburg has been a member of PwC’s Public Interest Committee since 2013.

Yvonne van Rooy (born 1951) has been, amongst other things, Secretary of State for Economic Affairs, Member of the Dutch Parliament (Second Chamber) and Chair of the Executive Board of Utrecht University. She is currently Chair of de Nederlandse Vereniging van Ziekenhuizen (the Dutch Association of Hospitals) and, amongst other things, Chair of the Supervisory Board of Philips Electronics Nederland and a Member of the Supervisory Board of NN Group. Van Rooy has been a member of PwC’s Public Interest Committee since 2013.

Cees van Rijn (born 1947) was CFO and member of the Board of Management of Nutreco for ten years. Amongst other things, he is also a member of the Board of Governors and Chair of the Audit Committee of the Leids Universitair Medisch Centrum (Leiden University Medical Centre), a Supervisory Board Member and member of the Audit Committee of ForFarmers, a Supervisory Board member and Chair of the Audit Committee of Detailresult Groep, FloraHolland and Plukon Food Group ,and a member of Stichting Continuïteit SBM Offshore. Van Rijn has been a member of PwC’s Public Interest Committee since 2013.

Annemarie Jorritsma (born 1950) has been a member of the Dutch Parliament (First Chamber) for the VVD (Liberal Party) since 9 June 2015 and since 1 September 2015 Chair of de Nederlandse Vereniging van Participatiemaatschappijen (the Dutch Private Equity and Venture Capital Association). She was Mayor of Almere for 12 years up to September 2015 and was previously Chair of de Vereniging van Nederlandse Gemeenten (the Association of Netherlands Municipalities) for 7 years and also a member of the Dutch Parliament (Second Chamber), Minister of Transport, Public Works and Water Management, Minister of Economic Affairs, and Deputy Prime Minister


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Partner CouncilWith the installation of the SB as of 1 May 2015, the Local Oversight Board has become the Partner Council. It represents the collective interests of the members and provides advice on germane issues that are presented to Coöperatie PricewaterhouseCoopers Nederland U.A.’s GM for approval. The Partner Council may also provide advice, either on request or on its own initiative, and may act as advocate in the interests of the partner concerned in cases of internal dispute. The members of the Partner Council are appointed by the members of Coöperatie PricewaterhouseCoopers Nederland U.A. for a term of up to four years, with the possibility for re-appointment for another maximum term of four years.

The independent Partner Council (previously called the Local Oversight Board) had the role of supervisory body within PwC in the Netherlands up to 1 May 2015. The Partner Council comprises six partners from the Lines of Service plus an independent Chair.

The members of the Partner Council are Ruud Dekkers (Chair), Hans Bod, Hans Dullaert (since 1 July 2015), Maarten van Ginkel, Jan Maarten van der Meulen (up to 1 July 2015), George de Soeten, Pieter Veuger and Janet Visbeen. Board of ManagementUnder the Audit Firms Supervision Act, members of the BoM qualify as policymakers of PricewaterhouseCoopers Accountants N.V. and of Coöperatie PricewaterhouseCoopers Nederland U.A., both of which entities have a licence from the Authority for the Financial Markets (the AFM) to perform statutory audits. The BoM (also referred to as the Territory Leadership Team) is responsible for creating and maintaining an appropriate environment for the conduct of the company’s business and is responsible for the achievement of its objectives, strategy and policies. Since 1 July 2013, the Board has had six members, each of whom has been assigned specific areas of portfolio responsibility. The allocation of responsibilities among the members of the Board

of Management reflects the BoM’s need to manage and supervise both the various Lines of Service and market segments as well as functional tasks such as Finance, Human Capital, IT, Quality & Risk and Marketing. The Chair is the only statutory director (under the articles of association) and he/she appoints the other members as authorised executive directors.

The Assurance, Tax & HRS and Advisory representatives on the BoM are individually also the Chair of their respective LoS Board and of the board of their Line of Service operating company.

Members of the BoM are appointed by the GM on the basis of a binding proposal from the SB. Appointment is for a term of up to four years, with eligibility for re-appointment for one more additional term of up to four years. Their résumés are included on page 107.

Lines of Service-boardsThe members of the LoS Boards act as directors of their respective Line of Service operating company. The LoS Boards have operational responsibility for formulating and implementing their LoS’ strategy.

These operational responsibilities include the day-to-day affairs and results of the LoS, the quality of the professional practice and client service, HC, risk management and the evaluation of partners and directors. Members of the Assurance Board qualify as policymakers of PricewaterhouseCoopers Accountants N.V. under the Audit Firms Supervision Act.

The members of the LoS Boards are elected for a maximum of two three-year terms. The member of the Board of Management representing an individual Line of Service is chair of that LoS Board and chair and only statutory director of the Line of Service operating company. The Chair appoints the other members of the LoS Board as authorised executive members of the board.


Members of the Assurance BoardMichael de Ridder (Chair and Statutory director of PricewaterhouseCoopers Accountants N.V.) and Peter Jongerius, Michel Adriaansens and Agnes Koops-Aukes (Authorised executive members of the board of PricewaterhouseCoopers Accountants N.V.).

Members of the Tax & HRS BoardSytso Boonstra (Chair and Statutory director of PricewaterhouseCoopers Belastingadviseurs N.V.) and Jeroen Boonacker, Henk van Cappelle, Diederik van Dommelen, Wanda Otto and Ron Unger (Authorised executive members of the board of PricewaterhouseCoopers Belastingadviseurs N.V.).

Members of the Advisory BoardAd van Gils (Chair and Statutory director of PricewaterhouseCoopers Advisory N.V.) and Martin Blokland, Maarten van de Pol and Johannes Boelens (Authorised executive members of the board of PricewaterhouseCoopers Advisory N.V.).


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Business unitsGiven the size of their organisations, the Lines of Service are structured operationally into business units (BUs).

These BUs have the following responsibilities: • Implementation of the applicable regulatory requirements for

quality, risk management and conduct (Code of Conduct), the Business Unit Leader being assisted in this by the Quality Assurance Partner who is responsible for quality aspects such as the acceptance, continuance and execution of engagements including the statutory audits

• Operational management by objective in the areas of revenue, productivity and profitability

• Development and management of an effective infrastructure to manage staffing needs and resources, industry expertise and business unit planning

• Human capital management (with focus on client service) and people development (in terms of experience and conduct)

Country Admissions CommitteeThe CAD acts as an advisory body for both the BoM and the LoS Boards regarding the appointment of new partners and directors. The CAD has a sub-committee for each LoS and an independent chair. The Chair of the CAD is appointed by the BoM and the members are appointed by the LoS Boards, both for a maximum of two three-year terms. The Chair and members may hold no other management functions.

The CAD focuses mainly on the extent to which the personal qualities of the professionals concerned fit the profile developed for PwC partners and directors. The LoS Board appoints new directors only after concurring advice has been received from the CAD and these appointments are then ratified by the BoM. Decisions to proceed with association agreements with the new partner BVs are presented by the BoM to the GM along with the conclusions of the Partner Council based on the concurring advice received from the CAD.

Works Council PwC’s Works Council has nineteen members, representing the various Lines of Service and support departments (seven from Assurance, three from Tax & HRS, three from Advisory, two from TRS (staff who were previously part of CoS) and four from Firm Services). The Works Council meets regularly with a representative of the Board of Management. Council members also sit on various sub-committees linked to individual Lines of Service and support departments, the role of which is to represent the interests of all staff in the LoS/support department and to bring topics forward for consideration by the Council and discussion with the BoM.

The Council also has various specialist committees dealing with conditions of employment, employment law and regulation, and pensions.



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The Board of Management

Peter van Mierlo (born 1963) joined one of the legacy firms of PwC in 1987 and has been a partner since 1996. He was previously a member and then Chair of the Assurance Board. He joined the Board of Management on 1 November 2009 and has been Chair since 1 July 2013.

Portfolio:• Chair of the Board of Management, CEO• Member management board PwC Europe SE• Member of the EMEA Leadership Team• Member of the PwC Network Strategy Council• Diversity• Marketing & Communications

Date of appointment: 1 November 2009Term of office ends: 1 July 2018, not eligible for reappointment

Other external positions:• Member of the Executive Board of VNO-NCW (the

Confederation of Netherlands Industry and Employers)• Member of the Board of Stichting Wetenschappelijk Instituut

voor het CDA (the Research institute of the CDA political party)

Sytso Boonstra (born 1961) joined one of the legacy firms of PwC in 1990 and has been a partner since 1995. Among other positions, he has been a Business Unit Leader, CIPS Industry Leader and member of the Tax & HRS Board. Since 1 January 2010, he has been Chair of the Board of PricewaterhouseCoopers Belastingadviseurs N.V. and a member of the Board of Management. He has been an authorised executive director of the Board of Management of PwC since 1 January 2012.

Portfolio:• Tax & HRS• Lid Tax & HRS Extended Global Leadership Team• Member of the Tax & HRS EMEA Leadership Team• Tax Reporting & Strategy

Date of appointment: 1 January 2010Term of office ends: 1 July 2016, not eligible for reappointment

Frank Engelen (born 1971) joined one of the legacy firms of PwC in 1996 and has been a partner since 2003. He became an authorised executive director of the Board of Management of PwC on 1 July 2013.

Portfolio:• Clients & Markets• Member of the Coordination Team of the four country

European collaborative association (Markets)

Date of appointment: 1 July 2013Term of office ends: 1 July 2018, eligible for reappointment

Other external position:• Member of the Board of the Foundation for Advanced

International Tax Studies • Member of the Board of the Foundation for the

Advancement of the Study of International Taxation• Professor of International Tax Law at Leiden University• Deputy judge at The Hague Court of Justice


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Ad van Gils (born 1967) joined one of the legacy firms of PwC as an auditor in 1991 and became partner on 1 July 2002. From 2006 to 2009, he was Transaction Services Business Unit Leader and then managed the Deals & Forensics business unit until 1 July 2013. He joined the Advisory Board on 1 July 2012, and has been Chair of the Board of PricewaterhouseCoopers Advisory N.V. and an authorised executive director of the Board of Management of PwC since 1 July 2013.

Portfolio:• Advisory• CFO• COO• Member of the Advisory EMEA Leadership Team


Jolanda Lamse-Minderhoud (born 1969) joined one of the legacy firms of PwC in 1992 and has been a partner since 2006. She was appointed to the Assurance Board in 2010 and became an authorised executive director of the Board of Management on 1 July 2013.

Portfolio:• Human Capital• Member of the Coordination Team of the four country

European collaborative association (Human Capital)• Member of the EMEA Executive Team (Human Capital)• Employer’s representative on the Works Council• Corporate responsibility


Other external position:• Member Oversight Board TNO (The Netherlands

organisation for Applied Scientific Research)

Michael de Ridder (born 1963) started with one of the legacy firms of PwC in 1986 and has been a partner since 1996. Before being appointed to the Assurance Board in 2008, he held various positions, including that of Business Unit Leader. He has been Chair of the Board of PricewaterhouseCoopers Accountants N.V. and an authorised executive director of the Board of Management since 1 July 2013.

Portfolio:• Assurance• Quality & Risk• Member of the Assurance EMEA Leadership Team


Other external position:• Member of the Curatorium of post-graduate accountancy

studies at VU University, Amsterdam• Teacher education programme for Supervisory Board

members at Nyenrode Business Universiteit

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The Code provides guidance to our staff and partners as to how they should behave and conduct themselves in a variety of differing circumstances and situations. In practice, what this means is that we expect every PwC person to behave with respect, dignity, honesty and courtesy. We have deliberately framed our Code of Conduct in general terms, as guidelines cannot be devised for all situations and we believe that our people are very well placed to make their own decisions sensibly and to consult with colleagues where needed. It is not for nothing that our motto is: ‘The worst mistake you can make is the mistake you make on your own’.

Compliance with the Code of Conduct is not voluntary. It is an integral part of the contract of employment signed by all partners and staff. By signing the letter of engagement, our clients also confirm through the terms and conditions that they will act ethically, and we require major suppliers with contracts above € 25,000 to agree to our supplier conditions which include a passage on ethical behaviour.

The Code of Conduct is a mandatory element of our training and development programmes. Every new staff member is given e-learning

which specifically addresses the handling of dilemmas. The Code of Conduct is also covered in other training modules.

Complaints and notifications procedures The Code of Conduct provides complaints and notifications procedures, which cover procedures both for complaints in the personal arena and suspicions of professional misconduct.

In addition to having procedures covering many of the matters that affect our technical expertise, integrity and independence, we also have a global Code of Conduct that concisely and clearly sets out what we stand for and what is expected of us. We have adopted our Code of Conduct from the global PwC network code.

Code of conduct and complaints procedure

Notifications in the personal arena cover, for instance, intimidation, aggressive behaviour or discrimination, and complaints notified of this nature are dealt with by the Complaints Committee. Notifications of suspected professional misconduct (for instance improper acceptance of gifts or deliberate mis-invoicing) are dealt with by the Business Conduct Committee.

Neither the Complaints Committee nor the Business Conduct Committee is empowered to levy sanctions. They submit recommendations to the Board of Management, which is the body responsible for the final decision on the matter. Depending on the seriousness of the offence, a sanction can take the form of a warning, written notification, suspension or dismissal.

Those who have complaints in the personal arena or who suspect professional misconduct can confide in one of eighteen Confidential Counsellors within our organisation. The counsellors look into how issues arising in the work place can be resolved and they can provide guidance to those filing a complaint.

Complaints from external parties Third and external parties can also file a complaint. Information on this is set out on our website.

Code of conduct and complaints procedure

Complaints and notifications procedures

Confidential counsellors

Business Conduct Committee Complaints Committee

Recommendations to the Board of Management

Recommendations to the Board of Management

Business related

In the personal arena

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When we refer to the quality of professional services delivery, we mean two equally very important elements: (a) the extent to which the service and the results thereof comply with legislation, regulatory requirements and professional standards (which can generally be determined fairly objectively) and (b) the extent to which the service meets the expecta-tions of our diverse group of stakeholders. Our quality and risk management policies cover both aspects.

As legislation, regulation and standards differ between the various forms of service offerings and delivery, Assurance, Tax & HRS and Advisory each have their own structure for managing this. Our quality control and risk management systems are embedded in our operational processes - from the acceptance of clients and engagements through to the delivery of the end product.

The framework across the page applies to all our service offerings and delivery.

Acceptance of clients and engagements

• Acceptance procedures for new clients and engagements include aspects such as determining and verifying the identity of the client and its representative. Examples of questions that come up are: Does the reputation of the (potential) client fit that of

PwC? Who are the owners and what do we know about (the quality of) management? Are there external and/or internal supervisory bodies? How strong is the financial position of the client? What exactly is the client looking for? Can we deliver what the client is looking for? Has the company/organisation been in the news recently and in what context?

• Risk and acceptance panels are called for potential engagements where our risk or size criteria indicate that a wider assessment needs to be made regarding the acceptability of the engagement. A high-risk situation can arise, for instance, because of the client’s profile, the complexity of the engagement or the nature, diversity and composition of the stakeholders we might encounter. In addition to these mandatory situations, any individual engagement team may also voluntarily call for a panel to assess a potential engagement. In addition to the partners directly involved in the potential engagement, the risk panel also comprises the LoS Risk Management Partner, the Business Unit Leader, the Industry and/or Specialist Leader and/or other partners with particularly relevant experience. In many cases, the Independence Office is also involved and, where necessary, also a member of the applicable LoS Board or the BoM. A risk panel can decide to impose additional requirements to address the risks identified, for instance a requirement to have ‘two pairs of eyes’ involved, by appointing a second partner to the engagement or by adding a subject matter expert to the engagement team.

Our framework for quality and risk management policies

The framework for our quality and risk management policies

• Client and engagement acceptance procedures

• Risk and accep tance panels

• Independence check • Conflict of interest

check• Wwft check (Anti-Money

Laundering and Anti-Terrorist Financing)

• Authorisation of Services

Acceptance of clients and engagements

Carrying out the engagement

Testing of the quality control

systems and individual

engagements

• Engagement Letter • Planning memorandum• File maintenance• Global Data Protection

Policy• Wwft (Anti-Money

Laundering and Anti-Terrorist Financing)

• Partner/director involvement

• Reviews during engagements

• PwC Risk Management Standards and Network Reviews

• Quality Management Review

• Engagement Compliance Reviews

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• Independence-check: For all audit engagements (and since 1 January 2014 in the Netherlands also for all other assurance engagements), PwC as an organisation and all its partners and directors must be independent of the clients for which they are performing engagements. Amongst other things, this means that PwC team members involved on the engagement may have no financial interests in the client and no close personal relationships with senior persons within the entity involved who have a management or supervisory role or a role from which they can exert influence on the entity being audited. Engagement and client acceptance procedures include an assessment as to which independence requirements apply to the particular client and as to whether the service is a permitted service under the applicable legislative and regulatory requirements. Dutch law prescribes that an audit firm may not provide advisory services to public interest entities (PIEs) for which it performs the statutory audit, such as listed companies and financial institutions. The PwC NL Compliance & Independence Office makes an annual selection of about fifteen per cent of the partners and directors for detailed testing of compliance with the personal independence requirements. The selection includes all newly appointed partner and director candidates, together

with any partner or director who received a written warning or reprimand the year previously. Pre-approval by the Assurance partner: The auditor responsible for the client must approve, in advance, all services proposed for that client irrespective of which PwC member firm wishes to provide the service. Until this approval is given, the work may not begin and no time may be charged to the engagement. The approval process is managed through the Authorisation for Services software (AFS), a tool mandated throughout the global PwC network for listed companies and companies with overseas operations.

• Conflict of interest check: A potential conflict of interest can arise, for instance, where two or more PwC teams are acting for different potential buyers and/or sellers in a business acquisition. Where needed, we put so-called Chinese (or ethical) walls in place to prevent confidential information held by one team inadvertently becoming available to the other team. In such situations, the teams are kept physically separate and increased confidentiality requirements are put in place. In such situations, it is also possible that either we, or the client, withdraw from the engagement.

• The Anti-Money Laundering and Anti-Terrorist Financing Act (Wwft) requires that both the client and the Ultimate Beneficial Owner (UBO) be identified and that, where necessary, this identification be verified before the engagement can begin. This law also requires us to report any unusual transactions at or by a client (either actually effected or intended) to the Financial Intelligence Unit Nederland (previously the Unusual Transactions Reporting Hotline).

Carrying out the engagement

• Engagement letter: This agreement with the client sets out exactly what services are to be provided and what work is to be done, the fee therefor and the terms and conditions relating thereto. The engagement partner (the partner ultimately responsible for the engagement) and the client both sign this agreement. To the extent possible, this helps avoid later misunderstandings as to what was agreed.

• Planning memorandum: This is a document, put together on larger engagements, that sets out how the engagement is to be carried out, who is responsible for what and what competencies need to be called upon in order to be able

to complete the engagement to the required level of quality.

• File documentation: For every professional engagement, it is crucial that our people maintain their files on a complete and clear basis. There must be sufficient documen-tation on file of the work done to support the end product agreed in the Engagement Letter.

• PwC Global Data Protection Policy: In exchanging information necessary for completing the engagement, it is of the utmost importance that the confidentiality of client and other personal information be protected to the extent required by law and regulation. In this regard, we comply with the Global Data Protection Policy promulgated by the PwC network and which, in the Netherlands, we have supplemented with the Netherlands’ requirements concerning the protection of personal information (the Dutch Data Protection Act - ‘Wet bescherming persoonsgegevens’).

• Partner/senior director/director involvement on the engagement: The engagement leader (who is always a partner, senior director or director) is responsible for the adequacy and quality of the performance of the engagement, and sufficient involvement of partners, senior directors and directors in the performance of the engagement is critical.

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• Review during the engagement: All work done is required to be reviewed by someone more senior in the team.

• Hot reviews en realtime-reviews: are independent reviews carried out in Assurance as the engagement is in progress, so that the approach can be tailored, if need be, as the engagement proceeds. Real Time Reviews were introduced this year as part of our quality programme ‘Alert!’ (see also page 31).

Testing of the quality control systems and individual engagements

• PwC Network Standards and Network Risk Management Policies: All PwC member firms are required to comply with the Network Standards (10) and to ensure that all partners and staff comply with the Network Risk Management Policies (40). All member firms are obliged to confirm, on a self-assessed basis, that this has been the case throughout the year. The self-assess-ments are reviewed by network specialists. As needed, compliance with Network Standards is assessed during the Network Reviews that, in principle, take place once every three years.

• Quality Management (System) Review (QMR): In Assurance, Global Risk & Quality reviews the Assurance Quality Management System (QMS) on an annual basis, including proper application of any updates thereto. There is a ‘full QMR’ carried out every three years, which tests in detail compliance with all applicable standards and policies, with an ‘update QMR’ being performed during the two intervening years.

• Engagement-specific reviews by independent partners, directors and managers: These Engagement Compliance Reviews (ECRs) are performed in all Lines of Service to test engagement performance quality and compliance with the applicable PwC requirements and policies, to identify potential areas for improvement, and to determine that PwC has not been exposed to unacceptable risk. In Assurance, these reviews are largely carried out by people from outside the Netherlands.

• Ad hoc reviews are carried out as indicated by specific circumstances or as follow up to the outcome of earlier internal and external reviews.

• Reviews by the Internal Audit Department (IAD): The Internal Audit Department carries out a risk-specific programme of work throughout the year and reports its findings to the COO and the BoM.

Compliance OfficerBy law, the Compliance Officer has a legal supervisory responsibility regarding auditor compliance with laws and regulations and regarding the operation of the quality management systems. PwC has extended this responsibility to include its entire organisation. As from financial year 2015/2016, the Compliance Officer also has a direct reporting responsibility to the recently installed Supervisory Board. The Transparency Report includes more details on this responsibility.

LoS-specific policies for quality

Each Line of Service has its own policies and practices, though the quality of the service offerings and delivery is always paramount. Assurance, Tax & HRS and Advisory carry out their own periodic reviews and have their own extensive monitoring programmes to assure quality in service offerings and delivery and, where necessary, to implement improvements where shortcomings are noted.

Assurance The services provided by Assurance are regulated by extensive legislation and regulation. Statutory audits fall under the supervision of the AFM, and the AFM regularly reviews our quality control systems and sample tests the quality of the statutory audits we have performed.

In Assurance, National Office (NO) provides professional support to the practice in a number of different ways. It develops and supports the implementation of policies and procedures in the areas of accounting, auditing and risk management, and this plays a key role in ensuring our compliance with legislative and regulatory requirements.

A detailed description of Assurance’s quality control system is provided in the Transparency Report.

Tax & HRS Tax & HRS has a knowledge centre that keeps our tax advisers informed on current developments in the fiscal and legal arenas. Partners and staff are required to consult the Tax Opinion Committee on complex issues. This committee includes specialist partners and staff, including a number of university professors.

The PwC Tax Code of Conduct applies to the provision of all tax advice, and this code is the framework within which we provide advice to clients. As from last year, Tax & HRS has a committee that, on referral, assesses whether our response to the particular referred tax issue is in line with this Tax Code of Conduct.




Advisory Advisory is ISO 9001:2008-certified for its quality management system, ISO 20252-certified for the quality of market research we do for clients, and Continuous Quality Index-accredited for the measurement, analysis and reporting of patient experiences in the healthcare sector.

External audits are carried out regularly into Advisory´s maintenance of quality in connection with these certifications and accreditations.

Other measures We have set out above how all clients and potential clients are subject to assessment in our acceptance procedures and that we have a wide range of controls in place to avoid instances of conflicts of interest and/or independence.

We have also put measures in place for the prevention of fraud and corruption within our organisation. These include regular IAD testing of all expense claims on a random sample basis.

The IAD also tests the operation of our financial systems for reliability and the application of and compliance with our internal control and other procedures.




Care for the environment is embedded throughout our business processes, and we have again this year taken further steps to be more economical with resources and to further restrict our CO2 emissions.

Our sustainability policies are designed to reduce our environmental impact and to facilitate behavioural change among our people. To implement our sustainability policies as effectively as possible, our Facilities Management, Procurement, Fleet Management and Corporate Responsibility teams work in close collaboration with each other.

Golden score for Corporate Social Responsibility (CSR) from EcoVadis At the request of a number of clients, PwC completes, on an annual basis, the CSR score card run by the independent agency, EcoVadis. This year, for the first time, we were awarded a golden score for our CSR initiatives. This puts PwC in the top 4% of the entities that participated.

We encourage environmentally friendly car usageFor many years now, we have had a bonus-penalty lease scheme that encourages fuel efficiency. In September 2012, we started the Electric Transport (ET) pilot, in which we provided an electric car to a number of our staff. The pilot has been successfully completed and every person who drives less than 20,000 kilometres a year now has the option to lease either a fully electric car or a plug-in hybrid. As from 2015/2016, we are making this financially attractive and, in doing so, we expect to better meet the needs of our staff and increase the proportion of ET cars in our fleet. We are aiming for one hundred ET cars, which we estimate will result in a reduction of four per cent in our CO2 fuel emissions. Lease car fuel is currently a significant proportion of our total reported CO2 emissions. As the number of electric cars increases, we have increased the number of charging stations this past year.

Train journeys increased 44% over prior year.

Almost ninety per cent of our taxi journeys in Amsterdam are in fuel-efficient taxis We have changed the taxi usage policy in our Amsterdam office. Regular ordering of taxis is now effected via the social enterprise, Taxi Electric. Other taxi firms are used only where Taxi Electric cannot meet the request. 1,200 (representing 87 per cent) of our taxi journeys were handled by Taxi Electric this past year; our goal was 75 per cent.

Reduction of car emissions through tyre pressure campaignFacility Management and CR jointly put together a pilot tyre pressure campaign that saved 8,500 litres of fuel and reduced CO2 emissions by over 30 tonnes this past year. Importantly, this pilot also increased staff awareness both of the importance of proper tyre pressures and of how proper tyre pressure can help contribute to the environment. In the light of these positive results and reactions, the campaign was repeated at the end of June 2015, and will be repeated twice a year from now on.

Our electricity usage has reduced by seven per cent We had set ourselves the goal of reducing electricity usage by five per cent. We significantly exceeded this goal with a reduction of seven per cent, achieved mainly through better configuration and setting of equipment, by reducing office space by almost 1,500 m2 (in The Hague and Eindhoven) and through the effect of energy saving measures put in place earlier in Rotterdam and Amsterdam (such as use of LED lighting). PwC uses sustainable electricity generated in the Netherlands. 75 per cent of our entire electricity usage consists of sustainably generated wind energy.

We are extending the roll out of the waste segregation pilot We have come to the conclusion that our waste segregation could be better organised and more waste can be recycled. We have therefore started an extensive programme in our Utrecht office regarding waste segregation. This has removed all waste paper bins from office areas and replaced them with collection bins on a departmental basis. The pilot has been very successful and the waste segregation percentage in Utrecht increased from 13 to 55 per cent. We have since started to extend the roll out of this project.

Our catering is becoming more and more sustainable In the PwC-managed restaurants, we have made progress in our offerings of healthier and more sustainable products, by offering local products and using as little packaging material as possible to reduce catering waste. 31 per cent of our offerings are of a sustainable nature and 42 per cent carry the stamp of Het Vinkje (a government-supported foundation in the Netherlands that encourages and facilitates healthier foodstuffs).

Sustainability in our chainThe Procurement department has again this year been evaluated in the context of its ISO 9001 certification, and its quality management system again meets requirements in the areas of client satisfaction, legislation and regulation, and our own PwC standards.

Our approach to sustainability

Our approach to sustainability

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Care for the environment is a standard feature of our requests for proposal. We take the view that collaboration in the value chain provides opportunities not only for efficiency but also for contributing to a sustainable society – and, for this reason, a Code of Conduct for suppliers forms part of our terms and conditions for purchase.

Furthermore, our Procurement department participated last year in master classes for social enterprises (see also page 41).

Online meeting tool in useThe roll out of an online meeting tool throughout our global network has enabled our people and clients to meet, share documents and brainstorm with each other without having to travel. Nearly 8,400 online meetings were held last year.

We have communicated better We have again this past year focussed on increasing the visibility of the environmental measures we have taken, and all offices are provided with communication tools (such as explanatory displays) covering, amongst other things, our use of sustainable coffee beans, purified tap water, sustainable toilet paper, and the online meeting tool. The results of the People Survey indicate a higher level of appreciation than prior year for the environmental measures that PwC has taken, but overall this is still low. 53% of our people believe that PwC takes adequate measures to reduce its environmental impact compared to 50% in prior year. We had aimed to reach an appreciation rate of at least 55%. We must therefore continue to work on increasing the visibility of the measures that we are taking in this area.

Internal impact of our CR policies 2014/2015 2013/2014PwC takes adequate measures to offset the effects of its business activities on the environment. 53% 50%

PwC is a socially responsible company. 75% 72%

The people I work for recognise and value staff involvement in CR activities. 56% 53%

Environmental impact 2014/2015 2013/2014

Renewable electricity consumption (%) 85.3 76.0

Paper (in kg per FTE)• Purchased printer and copier paper 34 35• Recycled paper, cardboard and printing 50 51

• Archiefvernietiging 20 26

Car usage *• Business kilometres driven (per FTE) 13,967 13,988• Average standard consumption (litres per 100 km) 4,8 5,2• Average actual consumption (litres per 100 km) ** 6,7 6,9• Number of bonuses awarded under the climate-neutral scheme** 393 337• Number of penalties issued under the climate-neutral scheme** 233 254

Air travel• Number of kilometres flown (per FTE) 6,163 6,039

Train• Number of business kilometres travelled (per FTE) 244 162• Number of journeys (per FTE) 4,8 3,4

CO2 emissions (in metric tons) 16,164 17,271• Cars 9,304 9,401• Air travel 4,628 4,964• Train 28 20• Electricity *** 881 1,190• Gas *** 944 1,138• District heating *** 378 558

* Excluding partners** Based on calendar years*** Extrapolated from actual measurements

Our approach to sustainability GRI



119

Number of people (as at 30 June 2015)

Contract

LoS Sex LevelPermanent

contractTemporary contract

Contrac-ted in Total

Assurance Male Partner 93 0 0 93Professional staff 923 61 21 1,005Support staff 2 4 2 8

Male total 1,018 65 23 1,106Female Partner 13 0 0 13

Professional staff 449 64 8 521Support staff 23 4 0 27

Female total 485 68 8 561Assurance total 1,503 133 31 1,667Tax & HRS Male Partner 88 0 0 88


Male total 692 46 11 749Female Partner 8 0 0 8


Female total 459 36 4 499Tax & HRS total 1,151 82 15 1,248Advisory Male Partner 54 0 0 54

Professional staff 432 18 16 466Male total 486 18 16 520Female Partner 4 0 0 4


Female total 225 6 2 233Advisory total 711 24 18 753Firm Services

Male Professional staff 1 0 1 2Support staff 243 19 77 339

Male total 244 19 78 341Female Support staff 521 57 62 640Female total 521 57 62 640

Firm Services total 765 76 140 981Total 4,130 315 204 4,649

Number of people (as at 30 June 2015)

Full-time/Part-time

LoS Sex LevelPermanent

contractTemporary contract

Contracted in Total

Assurance Male Partner 88 5 0 93Professional staff 931 53 21 1,005Support staff 6 0 2 8

Male total 1,025 58 23 1,106Female Partner 9 4 0 13


Female total 440 113 8 561Assurance total 1,465 171 31 1,667Tax & HRS Male Partner 87 1 0 88


Male total 594 144 11 749Female Partner 8 0 0 8


Female total 267 228 4 499Tax & HRS total 861 372 15 1,248Advisory Male Partner 53 1 0 54

Professional staff 412 38 16 466Male total 465 39 16 520Female Partner 3 1 0 4


Female total 182 49 2 233Advisory total 647 88 18 753Firm Services

Male Professional staff 1 0 1 2Support staff 191 71 77 339

Male total 192 71 78 341Female Support staff 215 363 62 640Female total 215 363 62 640

Firm Services total 407 434 140 981Total 3,380 1,065 204 4,649

Breakdown of our organisation (in number of people)

Breakdown of our organisation (in number of people)

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Decision-making with both sides of the brain




Why is it so very important to put the user at the centre of new product and service development? Muste: ‘For years, the market has been dominated by supply, and now the needs of the user need to be at the centre of things. This follows on, amongst other things, from the digitalisation that’s happening all around us. It’s no longer the producer who decides – it is the consumer, the consumer who with all the technology now at his or her disposal can change what he or she wants and can find it out there, both in no time at all. To avoid misunderstanding, digitalisation does not revolve around technology, but in our view around a fundamental shift that is taking place within society as a whole that is placing demand, and not supply, at the centre of things. This shift is helped along by technology – through the internet and its technological spin-offs – but it manifests itself largely in ever changing consumer and end-user behaviour.’

Shah: ‘You don’t get anywhere any more by simply pushing a product. Successful businesses don’t come up with products and services, they provide solutions, solutions that have to fully meet their users’ needs. No one imagined that they needed an iPad, but once it was available no one could do without it.’

Muste: ‘We have seen this happening during the past decade, initially in the informati-on-driven sectors like publishing. Producers of technical literature were forced to reinvent themselves as providers of specifically tailored digital content that the end user could see was really adding value. Had they not transformed themselves like that, they would not have

survived. And now almost every sector is facing the same need to reinvent itself.’

How does human centred design fit into PwC consulting practice? Is PwC going into the production business?Muste: ‘Boardroom decisions were always taken on the basis of facts and figures, meaning with the analytical left brain. But these days, with the current high speed of technological development, that is often totally impossible. If future market conditions are going to be so fundamentally different from the present and the past, then new methods will have to be worked out to support sound decision-making. Businesses are being forced to think outside their existing boxes. The ever changing needs of the consumer and/or the end user is becoming the driving force in the digital transformation that our clients and ourselves are facing. Design thinking – or, putting it another way, actually calling on the intuitive, creative right brain – can help find a response to the fundamental change process that’s happening right now.’

Shah: ‘Businesses and organisations must also tackle things that do not yet even exist, and not restrict themselves only to the options that are available to them now. We’re working with clients towards the development of new products and services to respond to the changing needs of their customers and end users. ‘The Art of the Possible – Business Re-imagined’ is what we call it. And we go beyond simply giving advice. We develop solutions through co-creation with clients and end users, and we stand ready and able to bring them to fruition.’

Muste: ‘Of course, we are not becoming a producer of products, but we want to let clients see clearly what is possible. And we do this by developing working prototypes. Think, for instance, of a refrigerator with sensors and internet connectivity, or a new service design for an existing product or service, or software applications in and around smart cities.’

Does this mean that everyone in the boardroom is going to be making decisions based on intuition and creativity? Shah: ‘What’s important is the right mix of analytical and creative elements in the decision-making process. The business world still sees design thinking as something only for the creative types and pure product developers, but this is no longer the case - and hasn’t been for a long time. But, happily, current thinking is moving forward, and the technology section is leading the charge. For instance, human centred design is very much at the heart of Apple’s and Google’s success – and not only in terms of the design and functionality of their products, but also in the way they interact with the user.’

Muste: ‘More and more decision-making will need to be on the basis of a wider range of methods and insights. In this digital age, we still need the skills offered by financial experts and business economists but, equally so, also the skills offered by designers. And that’s what we’re investing in. if we didn’t, in time we would no longer be able to meet the needs of our clients.’

Digitalisation can play havoc complete with existing business models. Businesses that face disruptive innovations from new competitors don’t need to simply transform themselves, they need to re-invent themselves. PwC-partner Jheroen Muste and design strategist Karan Shah provide support to businesses in this process.

Jheroen Muste heads up PwC’s digital consulting practice. Karan Shah is a live example of the new competencies that PwC is putting in place in this arena. He is a design led business strategist, graduating from Delft University of Technology, and he provides support to clients as they develop their strategies in this area. Design thinking is a creative way of solving problems. It revolves around how you translate in-depth insight into human behaviour, tastes and needs into the design of products and services. Design thinking puts the user right at the centre.



PwC Annual Report 2014/2015 122PwC Jaarbericht 2014/2015 122

Appendices


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2014/2015 2013/2014 2012/2013 2011/2012 2010/2011

RevenueNet revenue (€ millions) 697.3 671.6 663.8 693.3 664.4Increase/decrease +3.8% +1.2% -4.3% +4.3% -3.1%

Net revenue per person (€’000) 169.7 165.9 154.7 155.3 155.8

Increase/decrease +2.2% +7.2% -0.4% -0.3% +1.2%

External revenue per Line of Service (€ millions)Assurance 291.9 285.4 306.1 327.4 317.1Tax & HRS 240.5 240.3 217.0 228.9 227.4Advisory 164.9 145.9 140.7 137.0 119.9Totaal 697.3 671.6 663.8 693.3 664.4

2014/2015 2013/2014 2012/2013 2011/2012 2010/2011ResultsOperating profit (€ millions) 157.7 162.1 143.1 133.2 150.3Increase/decrease -2.8% +13.3% +7.5% -11.4% -11.1%

Operating profit per Line of Service (€ millions)Assurance 55.6 69.1 61.9 61.2 74.9Tax & HRS 63.4 64.5 58.2 54.2 55.9Advisory 36.2 27.8 22.7 19.3 20.7

2014/2015 2013/2014 2012/2013 2011/2012 2010/2011Management fee, salary and emolumentsAvailable for distribution to partners (€ millions) 153.9 156.1 137.7 125.6 142.6Average partner management fee* (€’000) 605.8 639.7 527.5 468.7 563.6

-5.3% 21.3% 12.6% -16.8% -7.4%Average financing per shareholder at year-end (€’000) 584.2 627.8 506.3 481.7 477.5

Staff bonuses (€ millions) 29.3 30.3 23.4 20.4 26.6

Average salary cost per FTE (€’000) 72.2 71.8 68.9 67.7 66.9Average bonus per FTE (€’000) 7.6 8.0 5.8 4.9** 6.6

2014/2015 2013/2014 2012/2013 2011/2012 2010/2011Average FTEs 4,110 4,047 4,292 4,464 4,265 Partners 254 244 261 268 253 Professional staff 3,054 3,000 3,180 3,323 3,132

Support staff 802 803 851 873 880

Five-year summary of financial results

Five-year summary of financial results

* Payments are made from the management fee relating to items such as pension contributions, social security and disability contributions and life insurance premiums.

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Remuneration Report Holding PricewaterhouseCoopers Nederland B.V.

Introduction This Remuneration Report deals with the remuneration of the Board of Directors and Supervisory Board of Holding PricewaterhouseCoopers Nederland B.V. (PwC NL) and of the partners whose partner BVs have concluded association agreements with PwC NL.

The responsibilities of the Remuneration Committee of the Supervisory Board include the preparation of the annual Remuneration Report for adoption by the Supervisory Board, as required by the Dutch Corporate Governance Code.

This Report covers the following matters:• PwC NL governance • Remuneration of partners: The policies and practices regarding the

remuneration of partners and the Board of Management for the financial year 2014/2015 and the claw back scheme put in place for partners who act as external auditor

• Remuneration of the Board of Management: The changes to the remuneration policies for the Board of Management as from 1 July 2015

• Remuneration of the Supervisory Board.

The Annual Report’s section ‘Governance and remuneration’ provides general information regarding the remuneration policies and practices of PwC NL.

PwC NL Governance

The Supervisory Board was installed as of 1 May 2015 and is comprised entirely of external members. Up to 1 May, the organisation had a Local Oversight Board in place, made up of PwC NL partners. The General Meeting appoints the Supervisory Directors, based on a binding proposal submitted by the Supervisory Board. This proposal is based on the advice of its Selection and Appointment Committee. The General meeting has the power to suspend or dismiss a supervisory director. Members of the Supervisory Board are appointed for the period determined at the time of appointment, which may not exceed four years, and are eligible for reappointment but may not serve on the Supervisory Board for more than eight years. The Supervisory Board has prepared a retirement roster, which is included in this Remuneration Report.

The Board of Management comprises one or more members. The Members of the Board of Management comprise professional practitioners with whose partner BVs an association agreement has been concluded. The Articles of Association prescribe that only such professional practitioners are eligible for membership of the Board of Management. The professional practitioner with whose partner BV an association agreement has been concluded is authorised to use the title ‘partner’ vis à vis third parties. The Chair of the Board of Management (also known as the Territory Senior Partner) is the only statutory director and he appoints the other members as authorised executive director within the Chair’s team during the Chair’s period of office. The Chair of the Board of Management is appointed by the General

for the financial year ended 30 June 2015

Prepared by the Remuneration Committee on 25 September 2015 and adopted by the Supervisory Board on 25 September 2015. This Remuneration Report is an appendix to the Report of the Supervisory Board included in the Annual Report of Holding PricewaterhouseCoopers Nederland B.V. The Annual Report is published on the website www.pwc.nl.

DefinitionsThe definitions of certain terms used in this Remuneration Report are as follows:

PwC NL Coöperatie Pricewater-houseCoopers Nederland U.A., Holding Pricewaterhouse-Coopers Nederland B.V. and/or one or more of its subsidiary companies, unless specifically stated otherwise

Professional practitioner The natural person who practices his/her profession in the name of the Coöperatie, the Holding or a subsidiary company thereof on the basis of an association agreement

Coöperatie Coöperatie PricewaterhouseCoopers Nederland U.A.

Remuneration Report Holding PricewaterhouseCoopers Nederland B.V. GRI



Meeting based on a binding proposal submitted by the Supervisory Board. This submission is based on the advice of its Selection and Appointment Committee. In making its selection proposals, the Committee evaluates also the candidates the potential TSP is proposing for his team as fellow Members of the Board of Managing Directors.

The General Meeting has the power to suspend or dismiss any member of the Board of Management, and the Supervisory Board has the power to suspend any member of the Board of Management. The Supervisory Board determines the remuneration of the statutory director and all authorised executive directors.

Partner remuneration and introduction of claw back scheme

Given the level of public interest in PwC NL’s services, the remuneration methodology for PwC NL partners has been designed so that quality and matters such as independence, Code of Conduct and compliance with, amongst other things, internal and external regulatory requirements have a proportionate and significant effect on the remuneration levels.

A claw back scheme has been introduced as from 1 July 2015 for partners who act as external auditor. The claw back period has been determined as six years. Under this scheme, one sixth of the individual partner’s remuneration is put to one side for transfer to a foundation that is in the process of being set up. If it transpires before the end of this period that the external auditor has issued an incorrect opinion for which the auditor is culpable, and which has resulted in societal damage, the auditor loses entitlement to part or all of the deferred remuneration.

It has been agreed that the Remuneration Committee of the Supervisory Board will review the claw back scheme on an annual basis. The introduction of this scheme is in line with the recommendations made in the report ‘In the Public Interest’ issued by the Future Accountancy Profession Working Group.

The evaluation and remuneration methodologies for partners is summarised as follows: Remuneration is based on performance, role and responsibility, with quality being a significant criterion. The aggregate amount of partner remuneration varies with the financial performance of PwC NL, and is based on a points system in which the Euro value per point is determined, at the end of the year, as the profit available divided by the aggregate number of points in circulation. Points are allocated to partners as of the beginning of each year. A regular good performance means a partner is entitled to remuneration amounting to the product of the number of points allocated and the Euro value per point. A positive or negative individual partner rating can lead to an upward remuneration adjustment (bonus) of up to 33% or a downward adjustment (penalty) of up to 50%. To date, the average bonus has amounted to some 8% of income. PwC NL also rewards quality positively. A partner, director and team rating of above average in terms of quality in their client work can result in additional remuneration.

The partners receive this profit share in the partner BVs through which they operate under an association agreement with PwC NL. These partner BVs bear the costs of pension provisioning, insurances and taxation.

‘Regular’ conduct (i.e. the conduct that we can expect of everyone) attracts no additional remuneration. We refer to this as ‘baseline expectations’. Baseline expectations represent behaviour in line with our Code of Conduct, complying with all applicable internal and external regulatory requirements and with proactive involvement within PwC NL. Non-compliance with baseline expectations can negatively affect total remuneration by 25-50%.

The Remuneration Committee and the Supervisory Board have been informed of, and have evaluated, the proposals submitted to the Board of Management by the Line of Service Boards and the Markets Leader, including their stratification of the candidates. Where an evaluation results in an unsatisfactory rating, an assessment is carried out as to whether the issues are incidental and whether there is an indication of longer-term consequences. The evaluation also reflects how compliance infringements are dealt with and it includes the results of reviews.




Board of Management remuneration

The above-mentioned methodology applied in 2014/2015 also to the Board of Management. As from 1 July 2015, however, the remuneration arrangements for the Board of Management are being brought into line with the report ‘In the Public Interest’. As from this date, the members of the Board of Management will receive a fixed non-profit related remuneration determined by the Supervisory Board.

The Remuneration Committee has reviewed the remuneration policies for the Board of Management within the context of Measure 3.3 of the report ‘In the Public Interest’ and proposals submitted to the Supervisory Board effective as from 1 July 2015. The proposed remuneration policies for the Board of Management have been prepared subject to the approval of the General Meeting on 2 October 2015. The Supervisory Board determines the amount of the remuneration of the individual members of the Board of Management in line with criteria set by the General Meeting.

Assuming individual responsibilities remain unchanged, the Supervisory Board has determined the remuneration of the individual members of the Board of Management for the coming three years as follows:

The Supervisory Board determines a gross amount for each member of the Board of Management, including the Chair. This amount is before taxes, social charges, pensions and similar items and, in principle, represents the annual fixed remuneration for the individual’s term of office in the Board of Management. In line with the association agreements, it is paid to the partner BVs and they are responsible for the payment of taxes and any pension arrangements and insurances.

In addition to the fixed remuneration set out above, the members of the Board of Management receive expense allowances in line with those set for all partners and they receive interest income on capital contributed.

The Supervisory Board is empowered to determine a bonus of up to 20% of the fixed remuneration based on the achievement of long-term goals set by the Supervisory Board within the context of PwC’s societal role. This bonus may only be awarded if the goals so set have been exceeded. The Supervisory Board is also empowered to levy a remuneration penalty on a member of the Board of Management, up to a maximum of 20%, when the quality aspects of the performance as professional practitioner or member of the Board of Management justifies this.

The Supervisory Board has compared the remuneration policies and practices for members of the Board of Management, partners and staff to a number of remuneration benchmarks, such as CEOs, other audit and advisory organisations, other PwC member firms and relative remuneration levels within PwC NL and other organisations. The Supervisory Board has also taken account of remuneration levels and trends for current and past members of the Board of Managing Directors both before and after their membership of the Board, as well as trends in the Euro values per point and any investments made or planned including investments in quality and acquisitions. The Supervisory Board reviews the fixed remuneration levels annually in the light of the responsibilities and portfolios of the individual members of the Board of Managing Directors.

Fixed remuneration* Year 2014/2015*

Sytso Boonstra 914,500 1,016,800

Frank Engelen 1,047,250 1,260,471

Ad van Gils 914,500 956,284

Jolanda Lamse 914,500 956,284

Peter van Mierlo Chair 1,180,000 1,366,120

Michael de Ridder 914,500 1,016,800

* Total remuneration before the obligatory Foundation Verrekenfonds deductions and before the amounts withheld annually in connection with obligations under the Internal Partner Financial Arrangements




Claw back applying to the Board of Management The Supervisory Board is empowered to claim bonuses back from individual members of the Board of Managing Directors if the information (financial or non-financial) supporting the bonus transpires to be inaccurate.

The claw back for partners who act as external auditor applies equally to members of the Board of Managing Directors who have been authorised by the Supervisory Board to act as external auditor.

Loans and guaranteesNo personal loans or guarantees have been provided to or on behalf of the members of the Board of Managing Directors.

Remuneration of the Supervisory Board

The remuneration of the members of the Supervisory Board is a fixed annual amount, determined by the General Meeting. No personal loans or guarantees have been provided to or on behalf of the members of the Supervisory Board. The remuneration of the members of the Supervisory Board is independent of the performance of PwC NL.

The remuneration of the Supervisory Board is provided in the table on this page. The amounts relate to the Supervisory Board’s period of office in 2014/2015 (two months from installation on 1 May 2015 to the end of the financial year on 30 June 2015).

The agreements made regarding the time to be allocated are set out in the Supervisory Board’s Charter, in its committees’ charters and in the appointment contracts with each member. The time allocated depends on the role that the member fills in the Supervisory Board and in one or more of its committees, and therefore varies per member.

The Charter requires that the Supervisory Board meet at least six times a year and additionally as often as the Chair deems necessary. The tasks specific to the Chair of the Supervisory Board are also included in this Charter. The Charter of each committee prescribes that it should meet as often as it deems necessary, but at least four times a year unless there is a need for fewer meetings. The tasks specific to the Chair of the individual Committee are also included in the individual Committee’s Charter.

The meetings of the Board and of the Committees are scheduled to take three to four hours and about two hours each, respectively.

Remuneration for the Supervisory Board for 2014/2015 (€)

Fixed remuneration for chairmanship or member -ship of the SB

Remuneration for Audit Committee membership

Remuneration for Remuneration Committee membership

Remuneration for Selection and Appointment Committee membership

Remuneration for Public Interest Committee Membership*

Total 2014/2015 (1 May - 30 June 2015)

N. Ellemers 7,500 1,250 1,250 10,000J.M. de Jong (Chair) 11,667 1,250 1,667 14,584A. Jorritsma (Member as from 1 September 2015)

- - - - - -

F.W. Oldenburg** 7,500 1,250 1,250 10,000

C.J.M. van Rijn 7,500 1,667 1,250* 10,412Y.C.M.T. van Rooy 7,500 1,250 1,250* 10,000A.H.E.M. Wellink 7,500 1,250 1,667* 10,417* Excluding remuneration as a member of the Public Interest Committee of PricewaterhouseCoopers Accountants N.V. during the period prior to the installation of the Supervisory Board as of 1 May 2015. ** F.W Oldenburg was a member of the Public Interest Committee during the period prior to the installation of the Supervisory Board as of 1 May 2015.




The Supervisory Board’s Charter requires that remuneration should be proportionate to the responsibilities and time needed to discharge the responsibilities properly, and it should be independent of the Company’s results. The remuneration for each Member, based on his/her roles in the Board and the Committees, is set out in an appointment agreement with each Member. The Member is responsible for discharging the role and for managing his/her time to achieve this, with due consideration given to the roles, jurisdiction and responsibilities allocated to the Supervisory Board and its members as prescribed by law, the Articles of Association, the Supervisory Board’s Charter and the appointment agreement.

The annual remuneration for the Chair of the Supervisory Board amounts to €70,000, for a member of the Supervisory Board €45,000, for a Chair of a committee €10,000, and for a member of a committee €7,500.

The remuneration policies and practices for the Supervisory Board will be included in the Supervisory Board’s annual evaluation process. Given that the Board was installed only as of 1 May 2015, this has not yet taken place.

Retirement roster for the members of the Supervisory Board

Age at date of appointment

Appointment 2016 2017 2018 2019 Eligible for reappointment?

N. Ellemers 52 1 May 2015 ● Yes

J.M. de Jong (Chair) 69 1 May 2015 ● No

F.W. Oldenburg 54 1 May 2015 ● Yes

C.J.M. van Rijn 67 1 May 2015 ● No

Y.C.M.T. van Rooy 63 1 May 2015 ● Yes

A.H.E.M. Wellink (Vice-chair) 71 1 May 2015 ● No

A. Jorritsma 65 1 September 2015 ● Yes

The Supervisory Board has set up a roster indicating when members are expected to step down from the Board and/or make themselves available for re-appointment if eligible. This is published on the website. The Members of the Supervisory Board are appointed for the period agreed on appointment, the first term of which may not exceed four years.




Scope of this Annual Report

The information in this Annual Report relates to PwC the Netherlands. In other words, all information about our policy, strategy, procedures and systems, and about the associated indicators, relates to our own organisation. The indicators, therefore, also relate to PwC the Netherlands, except for the information relating to equal pay for men and women and the remuneration ratio, which relate only to the professional staff group and not to support staff.

The indicators for client satisfaction relate, by definition, only to the professional staff group, and all HR indicators exclude trainees.

Our PwC policies also impact third parties, and we have set these impacts out in our value creation process on page 21, though we have not yet measured them quantitatively.


Basis of our integrated report Scope of the report

Quality PwC aims to differentiate itself through the high quality of its service. We alone are responsible for the quality we deliver.

Integrity Our policies here are not limited to PwC, but also to third parties that we do business with. We have procedures in place for acceptance of new clients and for acceptance of engagements at existing clients, amongst other things to reject clients and engagements that involve (for instance) integrity risk. We request our larger suppliers to sign an undertaking that they do business in a manner that corresponds with ours. Although our integrity policies affect external parties, these policies are solely our responsibility.

Independence Auditors provide assurance on clients’ financial and non-financial information, so independence is critical for our practice. Our own policies for quality and risk management are vital to this and, to safeguard our independence, we are selective in who we work for.

Governance Governance is the framework within which an organisation is led and managed. It determines how supervision is structured and how the organisation is accountable to its stakeholders. Our Assurance line of service is subject not only to internal, but also external, supervision. When we refer to governance, we mean governance only within the context of our own organisation and the relationships with our own external supervisory bodies.

PwC wil zich onderscheiden met dienstverlening met maatschappelijke impact. Daar hoort een visie bij die wij uiten door deelname – in verschillende vormen – aan het maatschappelijk debat. Dat betekent bijvoorbeeld ook dat we (pro)actief verschillende media benaderen met onze opinie of informatie beschikbaar stellen door rapportages te publiceren.

Participation in the public debate PwC aims to differentiate itself by delivering services with a social impact. This requires us to have a vision that we communicate through participation, in various different ways, in the public debate. For example, we actively and proactively communicate our views to the media and make information freely available by publishing reports.

Transparency Although imposed to some extent by legislation and regulation this is also a choice that we have made ourselves in dialogue with our stakeholders. By setting the right example, we aim to emphasise the importance we place on transparency. After all, reporting is our core business.

Client satisfaction Client satisfaction is critical to our very existence, and we achieve this through the quality of our service delivery.

GRI



Talent management The reporting here relates to PwC, though the impact on wider society is also significant. We see ourselves as a sort of educational institute that offers added value to society as people move into new careers.

Innovation Innovation is important to PwC. Our innovative capacity determines how far we are able to adapt our services to continue meeting the requirements of our clients and of society.

Impact of our services on society We expect our services to enhance the quality of financial and non-financial information generally and to help our clients to work more efficiently and effectively and improve their business processes by using our expertise and skills. This is how we aim to make our contribution to building trust in the markets (financial and otherwise). The tax burden of multinationals is also a key theme as regards the impact of our services on society as our advice affects the way our clients handle this. The pro bono services we offer to social enterprises and charitable organisations also has a direct impact on society. The social impact that we aim to achieve is entirely dependent on the quality we deliver.

Diversity We are convinced that our quality increases the more we are able to address issues, including societal issues, from different perspectives, so diversity is important PwC. Equal pay for men and women is a key theme within diversity and it is important to our organisation that men and women are rewarded only on the basis of their performance and competencies.

Financial results This refers to our own commercial and financial results.

Physical and mental well-being Well-being has a significant effect on PwC and on our people. We want our people to be healthy, happy, at ease and feeling confident in themselves, both physically and mentally. We are treating well-being as a crucial element of our policies for quality.

Scope of this Annual Report GRI



GRI table 4.0

NR ENG - GRI description Page Aspect Not included Scope* External Assurance

General aspects covered by PwC’s reporting, in accordance with the GRI 4.0 requirements

Strategy & analysis

G4-1Statement from the most senior decision-maker about the relevance of sustainability to the organization and the organization’s strategy for addressing sustainability.

4 Foreword

G4-2 Provide a description of key impacts, risks and opportunities.

29, 43-44, 43-45,

48, 51-52, 56-57

Our strategy and achievements ('Reflection of the material issues in our strategic goals', 'Taking the opportunities the market offers

us', 'Transforming our organisation' and 'Investing in strategic competencies'), Risk

factors, Expectations for the future

Organisational Profile

G4-3 Report the name of the organization. 104 Legal structure of PwC the Netherlands

G4-4 Report the primary brands, products, and services 20, 22 PwC in the Netherlands, How we create value

G4-5 Report the location of the organization's headquarters. 140 Acknowledgements

G4-6Report the number of countries where the organization operates, and names of countries where either the organization has significant operations or that are specifically relevant to the sustainability topics covered in the report.

20,104 PwC in the Netherlands, Our legal structure

G4-7 Report the nature of ownership and legal form 104 Our legal structure

G4-8Report the markets served (including geographic breakdown, sectors served, and types of customers and beneficiaries).

20, 104 PwC in the Netherlands, Our legal structure

G4-9 Report the scale of the organisation 8, 20, 119 Key statistics, PwC in the Netherlands,

G4-10

a. Report the total number of employees by employment contract and gender. b. Report the total number of permanent employees by employment type and gender. c. Report the total workforce by employees and supervised orkers and by gender. d. Report the total workforce by region and gender. e. Report whether a substantial portion of the organization’s work is performed by workers who are legally recognized as self-employed, or by individuals other than employees or supervised workers, including employees and supervised employees of contractors. f. Report any significant variations in employment numbers (such as seasonal variations in employment in the tourism or agricultural industries).

119 Breakdown of our organisation

G4-11 Report the percentage of total employees covered by collective bargaining agreements. 0%

G4-12 Describe the organization's supply chain. 22, 118How we create value,

Our sustainability policies

G4-13Report any significant changes during the reporting period regarding the organization's size, structure, ownership, or it's supply chain.

21, 104About the Report of the Board of Management, Our legal structure

G4-14Report whether and how the precautionary approach or principle is addressed by the organization.

Not Applicable

*All indicators relate to PwC NL, unless otherwise indicated in this table. Within scope Partially within scope Outside scope

GRI table 4.0

GRI


Contents Foreword Key statistics Report of the Board of ManagementReport of the Supervisory Board Financial statements Information about PwC


G4-15List externally developed economic, environmental and social charters, principles, or other initiatives to which the organization subscribes or which it endorses.

21About the Report of the Board of

Management

G4-16List memberships of associations (such as industry associations) and national or international advocacy organization.

41Our srategy and achievements

(‘Delivering the PwC Experience’)

Identified Material Aspects and Boundaries

G4-17a. List all entities included in the organization’s consolidated financial statements or equivalent ocuments. b. Report whether any entity included in the organization’s consolidated financial statements or equivalent documents is not covered by the report.

67 General notes to the financial statements

G4-18a. Explain the process for defining the report content and the Aspect Boundaries. b. Explain how the organization has implemented the Reporting Principles for Defining Report Content.

21, 23-24, 129-130

About the Report of the Board of Management, Stakeholders and materiality,


G4-19 List all the material Aspects identified in the process for defining report content. 23-24, 27 Stakeholders and materiality

G4-20 For each material Aspect, report the Aspect Boundary within the organization. 129-130 Scope of this Annual Report

G4-21 For each material Aspect, report the Aspect Boundary outside the organization. 129-130 Scope of this Annual Report

G4-22Report the effect of any restatements of information provided in previous reports, and the reasons for such restatements.

21, 38, ,55 67

About the Report of the Board of Management, Our strategy and achievements, Governance and

remuneration, General notes to the financial statements

G4-23Report significant changes from previous reporting periods in the Scope and Aspect Boundaries.

21About the Report of the Board of

Management

Stakeholder Egagement

G4-24 Provide a list of stakeholder groups engaged by the organization. 23-24 Stakeholders and materiality

G4-25 Report the basis for identification and selection of stakeholders with whom to engage. 23-24 Stakeholders and materiality

G4-26Report the organization’s approach to stakeholder engagement, including frequency of engagement by type and by stakeholder group, and an indication of whether any of the engagement was undertaken specifically as part of the report preparation process.

23-24 Stakeholders and materiality

G4-27

Report key topics and concerns that have been raised through stakeholder engagement, and how the organization has responded to those key topics and concerns, including through its reporting. Report the stakeholder groups that raised each of the key topics and concerns.


Reporting profile

G4-28 Reporting period (such as fiscal or calendar year) for information provided. 21About the Report of the Board of

Management

G4-29 Date of most recent previous report (if any). Not Applicable

G4-30 Reporting cycle (such as annual, biennial). 21About the Report of the Board of

Management

G4-31 Provide the contact point for questions regarding the report or its contents. 140 Acknowledgements

G4-32a. Report the ‘in accordance’ option the organization has chosen. b. Report the GRI Content Index for the chosen option (see tables below).

21, 131About the Report of the Board of

Management, GRI table 4.

Within scope Partially within scope Outside scope *All indicators relate to PwC NL, unless otherwise indicated in this table.

Appendices

GRI table 4.0 GRI




G4-33

a. Report the organization’s policy and current practice with regard to seeking external assurance for the report. b. If not included in the assurance report accompanying the sustainability report, report the scope and basis of any external assurance provided. c. Report the relationship between the organization and the assurance providers. d. Report whether the highest governance body or senior executives are involved in seeking assurance for the organization’s sustainability report.

21, 94-100, 105

About the Report of the Board of Management, Assurance report,

Corporate governance

Governance

G4-34Report the governance structure of the organization, including committees of the highest governance body. Identify any committees responsible for decision-making on economic, environmental and social impacts.

27, 108, 110-111

Management approach, Corporate governance

G4-35Report the process for delegating authority for economic, environmental and social topics from the highest governance body to senior executives and other employees.

27 Management approach

G4-36Report whether the organization has appointed an executive-level position or positions with responsibility for economic, environmental and social topics, and whether post holders report directly to the highest governance body.


G4-37Report processes for consultation between stakeholders and the highest governance body on economic, environmental and social topics. If consultation is delegated, describe to whom and any feedback processes to the highest governance body.


G4-38 Report the composition of the highest governance body and its committees.108,

110-111Corporate governance

G4-39Report whether the Chair of the highest governance body is also an executive officer (and, if so, his or her function within the organization’s management and the reasons for this arrangement).

110 Corporate governance

G4-40Report the nomination and selection processes for the highest governance body and its committees, and the criteria used for nominating and selecting highest governance body members.

39, 108Our strategy and achievements, Corporate

governance

G4-41Report processes for the highest governance body to ensure conflicts of interest are avoided and managed. Report whether conflicts of interest are disclosed to stakeholders.

107, 113-114

Corporate governance, Framework for our quality and risk management policies

G4-42Report the highest governance body’s and senior executives’ roles in the development, approval, and updating of the organization’s purpose, value or mission statements, strategies, policies, and goals related to economic, environmental and social impacts.


G4-43Report the measures taken to develop and enhance the highest governance body’s collective knowledge of economic, environmental and social topics.


G4-44

a. Report the processes for evaluation of the highest governance body’s performance with respect to governance of economic, environmental and social topics. Report whether such evaluation is independent or not, and its frequency. Report whether such evaluation is a self-assessment.b. Report actions taken in response to evaluation of the highest governance body’s performance with respect to governance of economic, environmental and social topics, including, as a minimum, changes in membership and organizational practice.

27, 54-55Management approach,


G4-45

a. Report the highest governance body’s role in the identification and management of economic, environmental and social impacts, risks, and opportunities. Include the highest governance body’s role in the implementation of due diligence processes. b. Report whether stakeholder consultation is used to support the highest governance body’s identification and management of economic, environmental and social impacts, risks, and opportunities.

24, 51, 113Stakeholders and materiality, Risk factors,

Framework for our quality and risk management policies

G4-46Report the highest governance body’s role in reviewing the effectiveness of the organization’s risk management processes for economic, environmental and social topics.

24, 51, 113Stakeholders and materiality, Risk factors,



Appendices

GRI table 4.0 GRI




G4-47Report the frequency of the highest governance body’s review of economic, environmental and social impacts, risks, and opportunities.

24, 51,113Stakeholders and materiality, Risk factors,


G4-48Report the highest committee or position that formally reviews and approves the organization’s sustainability report and ensures that all material aspects are covered.

106 Corporate governance

G4-49 Report the process for communicating critical concerns to the highest governance body. 24, 27Stakeholders and materiality, management

approach

G4-50Report the nature and total number of critical concerns that were communicated to the highest governance body and the mechanism(s) used to address and resolve them.


G4-51a. Report the remuneration policies for the highest governance body and senior executives. b. Report how performance criteria in the remuneration policy relate to the highest governance body’s and senior executives’ economic, environmental and social objectives.

53-55 Governance and remuneration

G4-52

Report the process for determining remuneration. Report whether remuneration consultants are involved in determining remuneration and whether they are independent of management. Report any other relationships which the remuneration consultants have with the organization.

55 Governance and remuneration

G4-53Report how stakeholders’ views are sought and taken into account regarding remuneration, including the results of votes on remuneration policies and proposals, if applicable.


G4-54Report the ratio of the annual total compensation for the organization’s highest-paid individual in each country of significant operations to the median annual total compensation for all employees (excluding the highest-paid individual) in the same country.

55 Governance and remunerationPartners, professional

staff, not support or tem-porary staff

G4-55

Report the ratio of percentage increase in annual total compensation for the organization’s highestpaid individual in each country of significant operations to the median percentage increase in annual total compensation for all employees (excluding the highest-paid individual) in the same country.

55 Governance and remunerationPartners, professional

staff, not support or tem-porary staff

Ethics and Integrity

G4-56Describe the organization’s values, principles, standards and norms of behavior such as codes of conduct and codes of ethics.

22, 25-26, 30, 35-37, 53, 51-52,

111

How we create value, Stakeholders and materiality, Our strategy and achievements

(‘Building on the quality of our service delivery’, ‘Delivering the PwC Experience’),

Governance and remuneration, Risk factors, Code of Conduct and complaints procedure

G4-57Report the internal and external mechanisms for seeking advice on ethical and lawful behavior, and matters related to organizational integrity, such as helplines or advice lines.

37, 55, 112

Our strategy and achievements (‘Delivering the PwC Experience’),

Governance and remuneration, Code of Conduct and complaints procedure

G4-58Report the internal and external mechanisms for reporting concerns about unethical or unlawful behavior, and matters related to organizational integrity, such as escalation through line management, whistleblowing mechanisms or hotlines.

37, 55,112

Our strategy and achievements (‘Delivering the PwC Experience’), Governance and

remuneration, Code of Conduct and complaints procedure


Appendices

GRI table 4.0 GRI




Material Aspects covered more extensively by PwC’s reporting in order to continue to monitor progress, in accordance with GRI 4.0

Disclosures on Management Approach (DMA)

Economic performance

DMAa. Report why the Aspect is material. Report the impacts that make this Aspect material. b. Report how the organization manages the material Aspect or its impacts. c. Report the evaluation of the management approach.

23-24, 27, 42-44, 49-50,

56-57, 130

Stakeholders and materiality, management approach, Our strategy and achievements



G4-EC1 Report the direct economic value generated and distributed7, 42-44,

123

Key statistics, Our strategy and achievements (‘Taking the opportunities the market offers us’), Five-year summary of financial results

G4-EC2Report risks and opportunities posed by climate change that have the potential to generate substantive changes in operations, revenue or expenditure.

Not material

G4-EC3Where the plan’s liabilities are met by the organization’s general resources, report the estimated value of those liabilities.

75 Financial statements

G4-EC4Report the total monetary value of financial assistance received by the organization from governments during the reporting period.

Not Applicable

Occupational Health


23-24, 27, 32, 40, 130

Stakeholders and materiality, management approach, Our strategy and achievements



G4-LA5Percentage of total workforce represented in formal joint management-worker health and safety committees that help monitor and advise on occupational health and safety programs.

Not Applicable

G4-LA6Type of injury and rates injury, occupational diseases, lost days and absenteeism and total number of work-related fatalities, by region and by gender.

40Our strategy and achievements


G4-LA7 Workers with high incidence or high risk of diseases related tot their occupation. Not material

G4-LA8 Health and safety topics covered in formal agreements with trade unions. Not Applicable

Training and Education


8, 23-24, 27, 32,

40, 37-39, 51-52, 130

Key statistics, Stakeholders and materiality, Management approach, Our strategy

and achievements (‘Delivering the PwC Experience’), Risk factors, Scope of this

Annual Report

G4-LA9 Average hours of training per year per employee by gender, and by employee category. 8, 38Key statistics, Our strategy and achievements


G4-LA10Programs for skills management and lifelong learning that support the continued employability of employees and assist them in managing career endings.

37-39Our strategy and achievements


G4-LA11Percentage of employees receiving regular performance and career development reviews, by gender and by employee category.



Appendices

GRI table 4.0 GRI




Diversity and Equal Opportunity


23-24, 27, 39-40,

51-52, 130

Stakeholders and materiality, Management approach, Our strategy and achievements

(‘Delivering the PwC Experience ‘), Risk factors, Scope of this Annual Report

G4-LA12Composition of governance bodies and breakdown of employees per employee category according to gender, age group, minority group membership, and other indicators of diversity.

39, 105, 106, 107, 110-111,

119

Our strategy and achievements (‘Delivering the pwC Experience’), Corporate governance

PwC NL - excluding trai-nees

Equal Remuneration for Women and Men


23-24, 27, 40, 130

Stakeholders and materiality (part of Diversity), Management approach, Our

strategy and achievements (‘Delivering the PwC Experience’), Scope of this Annual

Report (part of Diversity)

G4-LA13Ratio of basic salary and remuneration of women to men by employee category, by significant locations of operation.

40Our strategy and achievements


Only professional staff, not support or tempo-

rary staff and excluding partners as they are not employees. Bonuses not

included in this calcu-lation.

Anti-Corruption


22-23, 27, 37,

51-52, 54, 113-116,

129

Stakeholders and materiality (part of Integrity), Management approach, Our

strategy and achievements ('Delivering the PwC Experience'), Risk factors, Governance and remuneration, Framework for our quality

and risk management policies (see also under 'Other measures’), Scope of this Annual

Report (part of Integrity)

G4-SO3Total number and percentage of operations assessed for risks related to corruption and the significant risks identified.

116Framework for our quality and risk

management policies

G4-SO4 Communication and training on anti-corruption policies and procedures. 37, 112Our strategy and achievements ('Delivering

the PwC Experience'), Code of Conduct and complaints procedure

G4-SO5 Confirmed incidents of corruption and actions taken. 55 Governance and remuneration

Product and Service Labeling


23-24, 27, 46, 51-52,

129

Stakeholders and materiality (part of Client satisfaction), Stakeholder approach, Our strategy and achievements ('Taking the opportunities the market offers us') Risk

factors, Scope of this Annual Report (part of Client satisfaction)


Appendices

GRI table 4.0 GRI




G4-PR3Type of product and service information required by the organization’s procedures for product and service information and labeling, and percentage of significant product and service categories subject to such information equirements.

Not material

G4-PR4Total number of incidents of non-compliance with regulations and voluntary codes concerning product and service information and labeling, by type of outcomes.

Not material

G4-PR5 Results of surveys measuring customer satisfaction. 7, 46Key statistics, Our strategy and

achievements (‘Taking the opportunities the market offers us')

Professional Services

Compliance


23-24, 27, 39-40,

51-52, 125

Stakeholders and materiality (part of Quality and Integrity), Management approach, Our

strategy ('Building on the quality of our service delivery' ), Risk factors, Governance and remuneration, Framework for our quality and risk management policies, Scope of this Annual Report (part of Quality and Integrity)

G4-PR9Monetary value of significant fines for non-compliance with laws and regulations concerning the provision and use of products and services.

39, 105, 106, 107, 110-111,

119

Our strategy and achievements ('Building on the quality of our service delivery')

Aspects that are less material, but regarding which PwC voluntarily reports a number of GRI indicators in order to continue to monitor progress

Employment

G4-LA1Total number and rates of new employee hires and employee turnover by age group, gender and region.

8, 20, 31, 39, 37, 119

Key statistics, PwC in the Netherlands, Our strategy and achievements ('Building on the

quality of our service delivery' and ‘Delivering the PwC Experience’), Breakdown of our

organisation

G4-LA2Benefits provided to full-time employees that are not provided to temporary or part- time employees, by significant locations of operation.

Not applicable

G4-LA3 Return to work and retention rates after parental leave, by gender. 39Our strategy and achievements

(‘Delivering the PwC Experience’

Local Communities

G4-SO1Percentage of operations with implemented local community engagement, impact assesments and development programs.

40-41, 101-102

Our strategy and achievements, Interview: ‘Entrepreneurship with social focus'

No percent-age - qualitative

description

Privacy

G4-PR8Total number of substantiated complaints regarding breaches of customer privacy and losses of customer data.

34Our strategy ('Building on the quality

of our service delivery'

Energy

G4-EN3 Energy consumption within the organization . 117-118 Our sustainability policies PwC NL - All offices

G4-EN6 Reduction of energy consumption. 117-118 Our sustainability policies PwC NL - All offices


Appendices

GRI table 4.0 GRI



GRI table 4.0


Emissions

G4-EN15 Directe emissies van broeikasgassen (Scope 1). 118 Our sustainability policies

PwC NL - All offices: Air travel (PwC NL -

all), Cars (all who have a lease car, excluding

partners), Train travel (all)

G4-EN16 Energie indirecte emissies van broeikasgassen (Scope 2). 118 Our sustainability policies




G4-EN17 Andere indirecte emissies van broeikasgassen (Scope 3). Our sustainability policiesWe report

no Scope 3 emissions

G4-EN19 Vermindering van de emissies van broeikasgassen. 118 Our sustainability policies PwC NL - All offices

G4-EN23 Totaalgewicht van afval naar type en verwijderingsmethode. 117-118 Our sustainability policies (only paper) PwC NL - All offices

Transport

G4-EN30Significante milieugevolgen van het vervoer van medewerkers en van het transport van producten en andere goederen en materialen die worden gebruikt voor de operationele activiteiten van de organisatie.

118 Our sustainability policies




Other material aspects that PwC reports which are not part of the GRI-standard

Not applicable

Number of files reviewed 33Our strategy and achievements ('Building on

the quality of our service delivery') Professional Services

Not applicable

Mobility numbers 48Our strategy and achievements ('Transforming our organisation')

Professional Services

Not applicable

Results of the People Survey 32Key statistics, Our strategy and achievements

('Building on the quality of our service delivery')

Not applicable

Participants in the management development programmes 38Our strategy and achievements

('Delivering the PwC Experience') PwC NL –

From manager level


Appendices

GRI



Glossary

Glossary

General meeting (GM) The meeting of the PwC partners who, via their partner BVs, are formally the members of Coöperatie PricewaterhouseCoopers Nederland U.A.

AFM The Netherlands Authority for the Financial Markets, the external independent body responsible for the supervision of financial institutions and of audit firms with a PIE licence

BCC Business Conduct Committee, to which staff refer if they note instances or suspicions of professional misconduct

BMG&D ‘Beoordeling, Mapping Goalsetting en Development’ (Evaluation, Mapping, Goal setting & Development), the PwC process surrounding the evaluation and remuneration of partners and directors

BU Business Unit, the sub-units of the Assurance, Tax & HRS and Advisory LoSs, determined on the basis of geography and/or professionalism specialism

CAD Country Admission Committee, the body that advises the SB on the appointment of new partners and directors

CEO Chief Executive Officer, the Chair of the Board of Management CFO Chief Financial Officer, the member of the BoM tasked with all financial

matters COO Chief Operating Officer, the member of the BoM tasked with the

operational aspects of the business Compliance Compliance with all legal, regulatory and other requirements and

standardsCompliance Officer The officer responsible for overseeing compliance with all legal, regulatory

and other requirements and standards CR Corporate Responsibility, doing business on a sustainable basis that

reflects the interests of society, employees and the environment ECR Engagement Compliance Review, internal reviews carried out by the

global network into the quality of client engagementsEU&M The industry group, Energy, Utility & Mining, FS The industry group, Financial ServicesGRI Global Reporting Initiative, the organisation that is responsible for the

ongoing development of reporting standards for non-financial informationHC Human Capital, the term used for the department or persons responsible

for PwC’s staffing policies and the implementation thereofHRS Human Resource Services, our service provision in the areas, amongst

others, of pensions, remuneration structures and international deployment Industry/Industry group One of the eight groups to which all professional staff are assigned, each

focussing on a specific market sector or segment IP The industry group Industrial Products IAD Internal Audit Department

IIRC International Integrated Reporting Council, the International organisation, comprising standard setters, investors, companies, auditors and NGOs, that is responsible for the promotion and development of the framework for integrated reporting

Integrated reporting The reporting format that addresses the financial and non-financial value, to a wide range of stakeholders, of a business or an organisation

KPI Key Performance Indicator, a measurable variable that provides insight into progress on meeting objectives

L&D Learning and Development, the department within PwC that develops and manages the training and management development programmes

Partner Council The organisation that represents the collective interests of the members of Coöperatie PricewaterhouseCoopers Nederland U.A. (the partner BVs) and provides advice, either on request or on its own initiative, to the BoM on issues to be submitted to the GM

Local Oversight Board The internal supervisory body, comprising partners, which has become the Partner Council since the installation of the Supervisory Board

LoS Line of Service, one of three divisions in which PwC offers and delivers its services: Assurance, Tax & HRS and Advisory

NBA The Netherlands Institute of Chartered Accountants PIE Public Interest Entity, an organisations that, because of its scope or role in

society, impacts a wide range of stakeholder groups (for instance, listed companies, insurers and financial institutions) and for the audit of which audit firms are required to have a licence from the AFM

PC Private Companies, the PwC sector group that focuses on unlisted companies, including family businesses

PwC Europe The collaborative association of the four PwC European member firms in Germany, Austria, the Netherlands and Belgium

PS: The industry group Public Sector Q&R Quality & Risk, a person or department responsible for quality and risk

management. R& C The industry group Retail & ConsumerT&L The industry group Transport & Logistics TMT The industry group Technology, Media & Telecom Wft ‘Wet op het financieel toezicht’ (the Act on Financial Supervision), which

sets the legal parameters for the solidity and behaviour of financial enterprises and regulates supervision of the financial sector in the Netherlands

Wta ‘Wet toezicht accountantsorganisaties’ (the Law on the Supervision of Audit Firms), which regulates the external supervision (by the AFM) of audit firms

GRI



140


Board of Management/headquarters Thomas R. Malthusstraat 5 1066 JR Amsterdam

Editorial address PricewaterhouseCoopers B.V. Marketing department PO box 90351, 1006 BJ Amsterdam +31 (0)88 792 72 23 http://www.pwc.nl/nl/onze-organisatie/ feiten-en-cijfers.jhtml

Concept, design and production Marketing department Photography Global brandsite PwC Bastiaan Heus, Jean-Pierre Jans, Friso Spoelstra, Manon van der Zwaal For more information Meint Waterlander Spokesperson for the Board of Management +31 (0)88 792 70 00 E-mail: [email protected]

Acknowledgements


© 2015 PricewaterhouseCoopers B.V. (KvK 34180289). All rights reserved. PwC refers to the Dutch firm and can sometimes refer to the PwC network. Each affiliated firm is a separate legal entity. For more information, go to www.pwc.com/structure.

The original Annual Report was prepared in the Dutch language. This documentation is a translation of the original Annual Report. If there are differences between the English and the Dutch versions, the latter shall prevail.


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pwc annual report 2014/2015

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