The evolutions and changes during the year 2016 in the composition of the Board of Directors are listed below:

The mandate of Mr. Jean-Marie Solvay was renewed for a four-year term at the Ordinary Shareholders’ Meeting of May 10, 2016 so that his mandate will expire at the end of the ordinary Shareholders’ Meeting to be held in May 2020.

At the Ordinary Shareholders’ Meeting of May 9, 2017 the Board of Directors will propose:

  • the renewal of the directorship of Mr. N. Boël, Mr. J-P. Clamadieu, Mr. B. de Laguiche, Mr. Hervé Coppens d’Eeckenbrugge, Mrs. E. du Monceau, Mrs. F. de Viron and Mrs. A. Moraleda for a four-year term
  • the appointment of Mrs. A. Lemarchand as a new independent director for a four-year term, and to prepare a replacement for Mr. Y-Th. de Silguy at the Ordinary Shareholders’ Meeting of 2019, when he reaches the age limit and his term expires.

This means that the number of members of the Board of Directors will increase from 15 members today to 16 members. That will be a temporary increase until the Ordinary Shareholders’ Meeting of 2019, when the term of Yves-Thibault de Silguy expires.

As at December 31, 2016, the Board of Directors was composed of the following 15 members:

 

 

Year of birth

 

Year of first appoint­ment

 

Solvay SA mandates, and expiry date of directorship

 

Diplomas and activities outside Solvay

 

Presence at Board meetings in 2016

(1)

Full-time activity in the Solvay group.

Mr. Nicolas Boël (B)

 

1962

 

1998

 

2017
Chairman of the Board of Directors, Chairman of the Finance Committee and Chairman of the Compensation Committee
Member of the Nomination Committee

 

MA in Economics (Catholic University of Louvain), Master of Business Administration (College of William and Mary – USA).
Director of Sofina.

 

8/8

Mr. Jean-Pierre Clamadieu (F)(1)

 

1958

 

2012

 

2017
Chairman of the Executive Committee and CEO, Director and Member of the Finance Committee

 

Engineering degree from the École des Mines (Paris).
Director of Axa, Faurecia.
Chairman of Cytec Industries Inc.

 

8/8

Mr. Bernard de Laguiche (F/BR)

 

1959

 

2006

 

2017
Member of the Executive Committee until September 30, 2013, Director
Member of the Finance Committee and Member of the Audit Committee since May 13, 2014

 

MA in Economics and Business Administration, HSG (University of St. Gallen, Switzerland).
Managing Director of Solvac SA, Chairman of the Board Peroxidos do Brasil Ltda, Curitiba.

 

8/8

Mr. Jean-Marie Solvay (B)

 

1956

 

1991

 

2020
Director
Member of the Innovation Board

 

Advanced Management Programme – Insead.
CEO of Albrecht RE Immobilien GmbH & Co. KG., Berlin (Germany), Chairman of the Board of the International Solvay Institutes.

 

8/8

Mr. Denis Solvay (B)

 

1957

 

1997

 

2018
Director
Member of the Compensation and Nomination Committees

 

Business engineering – Solvay Business School (Université Libre de Bruxelles).
Abelag Holding, SA. Voluntary Director of the healthcare Institute ANBCT and Queen Elisabeth Musical Chapel.

 

8/8

Prof. Dr. Bernhard Scheuble (D)

 

1953

 

2006

 

2018
Independent Director
Chairman of the Audit Committee

 

MSc, Nuclear Physics & PhD, Display Physics (Freiburg University – Germany).
Former Chairman of the Executive Committee of Merck KGaA, (Darmstadt) and former Member of the E. Merck OHG Board of Directors.

 

7/8

Mr. Charles Casimir-Lambert (B)

 

1967

 

2007

 

2019
Independent Director
Member of the Audit Committee

 

MBA Columbia Business School (New York)/London Business School (London), Master’s degree (lic.oec.HSG) in economics, management and finance (University of St. Gallen – Switzerland).
Management of family’s global interests.

 

8/8

Mr. Hervé Coppens d’Eeckenbrugge (B)

 

1957

 

2009

 

2017
Independent Director
Member of the Finance and Audit Committees

 

MA in Law from the University of Louvain-la-Neuve (Belgium), Diploma in Economics and Business, ICHEC (Belgium).
Until June 30, 2013, Group Director Petercam sa, Director of Vital Renewable Energy Company LLC (Delaware). Independent Director, VISONARITY AG (Basel, Stwitzerland).

 

8/8

Mr. Yves-Thibault de Silguy (F)

 

1948

 

2010

 

2019
Independent director
Member of the Compensation Committee and Chairman of the Nomination Committee
Member of the Finance Committee

 

MA in Law from the University of Rennes, DES in public law from the Université de Paris I, graduate of the Institut d’Études Politiques de Paris and the École Nationale d’Administration.
Vice-Chairman and Lead Director of the VINCI group, Director of LVMH, Chairman of the Supervisory Board of Sofisport (France), Director of VTB bank (Moscow), and Chairman of YTSeuropaconsultants.

 

7/8

Mrs. Evelyn du Monceau (B)

 

1950

 

2010

 

2017
Independent director
Member of the Compensation and Nomination Committees

 

MA in Applied Economics from the Catholic University of Louvain.
Vice Chair of the Board and Chair of the Remuneration and Nomination Committee of UCB SA, Member of the Board of Directors of La Financière de Tubize SA, , Member of the Commission Corporate Governance.

 

8/8

Mrs. Françoise de Viron (B)

 

1955

 

2013

 

2017
Independent Director Member of the Compensation and Nomination Committees

 

Doctorate of Science (UCL, Louvain-la-Neuve). Master in Sociology (UCL, Louvain-la-Neuve).
Professor in the Faculty of Psychology and Education Sciences and Louvain School of Management (UCL), Academic Member of the Center of Research Entrepreneurial Change and Innovative Strategies, of Interdisciplinary Group of Research in Socialization, Education and Training, of the Interdisciplinary Research Group in Adult Education at UCL. Chairman and Director AISBL EUCEN – European Universities Continuing Education network.

 

7/8

Mrs. Amparo Moraleda Martinez (ES)

 

1964

 

2013

 

2017
Independent Director Member of the Compensation and Nomination Committees

 

Degree in Industrial Engineering, ICAI (Spain) MBA, IESE Business School (Spain).
Former General Manager for IBM Spain, Portugal, Greece, Israel and Turkey.
Former Chief Operating Officer, International Division (Spain) and Acting CEO, Scottish Power (UK) of Iberdrola.
Member of the Boards of the following listed companies: Airbus Group, Faurecia (France), Caixabank (Spain). Member of the Consejo rector of Consejo Superior of Investigaciones Cientificas. Member of the Academy of the Spanish Royal Academy of Economics and Financial sciences.

 

7/8

Mrs. Rosemary Thorne (UK)

 

1952

 

2014

 

2018
Independent Director
Member of the Audit Committee

 

Honours Degree in Mathematics and Economics from the University of Warwick.
Fellow of Chartered Institute of Management Accountants FCMA and CGMA.
Fellow Association of Corporate Treasurers FCT.
Former Chief Financial Officer for J. Sainsbury, Bradford & Bingley and Ladbrokes.
Member of the Board and Chair of Audit Committee of Santander UK (until end June 2015) and Smurfit Kappa Group (Ireland). First Global Trust Bank (UK), until October 19, 2016.

 

8/8

Mr. Gilles Michel (F)

 

1956

 

2014

 

2018
Independent Director
Member of the Finance Committee

 

École Polytechnique.
École nationale de la statistique et de l’administration économique (ENSAE).
Institut d’Études Politiques (IEP).
Former CEO “Ceramics & Plastics”, Saint-Gobain, France.
Former Member of the Management Board, PSA, France.
Former CEO, Fonds stratégique d’Investissement (FSI), France.
Chairman & CEO, Imerys, France (listed).Independent Director IBL.

 

8/8

Mrs. Marjan Oudeman (NL)

 

1958

 

2015

 

2019
Independent Director Member of the Audit Committee since May 12, 2015

 

Law degree, State University of Groningen.
Summer Program American Law, Columbia University (NY), USA, University of Amsterdam and University of Leiden.
Masters Degree in Business Administration, Simon E. Business School, University of Rochester, New York, USA and Erasmus University, Rotterdam.
Member of the Board of Statoil ASA.
Member of the Board of SHV Holdings N.V., the Netherlands.
President of the Executive Board Utrecht University.
Member of the Supervisory Board of Koninklijke Concertgebouw, the Netherlands.
Chairman of the Board of Ronald McDonald Children’s Fund.
Member of the Supervisory Board of the Rijksmuseum, the Netherlands.

 

7/8

The composition of this Board is as follows:

  • 14 of the 15 directors on the Board are non-executive
  • Ten of the 15 Directors have been recognized as independent by the Ordinary Shareholders’ Meeting, according to the criteria defined by the Belgian law and further refined by the Board of Directors
  • International composition: seven different nationalities
  • 5 out of 15 Board members are women
  • very high attendance at Board meetings: 95.8%