Clariant and SABIC Announce Governance Agreement
MUTTENZ, Switzerland — Clariant and SABIC have signed a governance agreement that determines the principles of Clariant’s future governance, defines SABIC’s position as a strategic anchor shareholder and confirms Clariant’s independence as a publicly listed company under Swiss corporate governance. SABIC recently completed the purchase of a 24.99 % stake in Clariant.
At the Extraordinary General Meeting scheduled for Oct. 16, 2018, it will be proposed to expand the Clariant Board of Directors to 12 members of which four board members to be nominated by SABIC. It will also be proposed that Hariolf Kottmann will become the new Chairman of the Board, succeeding Rudolf Wehrli. Kottmann will resign from his position as Clariant CEO on Oct. 16, 2018. SABIC’s current Specialties Executive Vice President Ernesto Occhiello has been appointed the new CEO of Clariant, effective Oct. 16, 2018.
The two senior leaders will ensure continuity and further sustainable growth of Clariant. With Occhiello, Clariant will have an experienced business leader on board with an extensive background in specialty chemicals as well as in R&D and innovation. Prior to SABIC, Occhiello worked at The Dow Chemical Co., EniChem and Montedison. Occhiello brings a proven track record in business transformation, growing SABIC’s multi-billion-dollar specialties business unit into an organization offering unique technologies with profitability levels of more than double the competitive benchmark average. He also successfully redesigned the R&D organizations of top global chemical players, aligning them to business-driven efforts, while improving financial impact and innovation.
Kottmann, as new Chairman of the Board, will continue to shape Clariant’s successful strategic development, based on his 10 years of experience as the company’s CEO and a 35-year track record in the industry.
Under the proposal to be submitted to the Extraordinary General Meeting, the Board of Directors shall be comprised of 12 members. Dr. Rudolf Wehrli, Chairman of the Clariant Board of Directors, and Professor Dr. Peter Chen, Clariant Board of Directors member, will resign their positions. SABIC will then be entitled to nominate four representatives to Clariant’s Board of Directors, which will be voted on at the Extraordinary General Meeting. The new CEO will not be part of the Board of Directors.
The four proposed members for the Board of Directors are Abdullah Mohammed Alissa, Calum MacLean, Geoffery Merszei and Khaled Hamza Nahas.
The changes in governance will not affect other elements of the governance structure of Clariant. The registered seat of Clariant will continue to be in Muttenz, Switzerland, its headquarters and corporate center in Pratteln, Switzerland. Clariant shares will remain listed on the SIX Swiss Exchange.