Annual General Meetings

  • Shareholders of Clariant AG were invited to attend and participate in the Extraordinary General Meeting (“EGM”) held on Tuesday, October 16, 2018 at 10.30 am. The meeting was held at the Congress Center Basel, CH-4058 Basel, Switzerland.

    EXTRAORDINARY GENERAL MEETING 2018

    • All agenda items related to the recently announced governance agreement between Clariant and SABIC approved
    • Abdullah Mohammed Alissa, Calum MacLean, Geoffery Merszei and Dr. Khaled Hamza Nahas newly elected as members of the Board of Directors
    • Hariolf Kottmann newly elected as Chairman of the Board of Directors

    Muttenz, October 16, 2018 – At today’s Extraordinary General Meeting in Basel, the shareholders of Clariant Ltd, a world leader in specialty chemicals, approved all agenda items and proposals put forward by the Board of Directors. The meeting was attended by 264 shareholders and shareholder representatives accounting for 232 674 947 shares or 70.10 % of the share capital of Clariant.

    All agenda items were related to the governance agreement between Clariant and SABIC (Saudi Basic Industries Corporation). Both parties entered into this governance agreement on September 17, 2018, to reflect that SABIC is the largest single shareholder in Clariant after acquiring 24.99 % of the Clariant Ltd’s shares.

    Hariolf Kottmann, Chairman of Clariant’s Board of Directors, said: “I am very honored by the support of all our shareholders for my election. I look forward to this new role and the cooperation with the other board members as well as Ernesto Occhiello as CEO in continuing Clariant’s long-term vision of becoming one of the world’s leading companies for specialty chemicals.”

    “It has been an honor for me to have served Clariant over all these years and I am happy to hand over this responsibility with the company in good shape and entering a new stage in its development”, stated Rudolf Wehrli, former Chairman of Clariant’s Board of Directors.

    Ernesto Occhiello, Clariant’s new CEO, said: “From today on, I am a proud employee of Clariant and, together with my colleagues, I will do everything to make Clariant a world leader in high value specialty chemicals.”

    Nominated by the Board of Directors, Abdullah Mohammed Alissa (62), a Saudi-Arabian citizen, Calum MacLean (54), a British citizen, Geoffery Merszei (67), a US citizen and Dr. Khaled Hamza Nahas (69), a Saudi-Arabian citizen, were elected as board members by a majority of the votes. Rudolf Wehrli and Peter Chen stepped down from the Board of Directors. Rudolf Wehrli also resigned as the Chairman of Clariant Ltd and from the Compensation Committee. As a result, the Clariant Board of Directors was expanded to twelve members. Hariolf Kottmann was elected as Chairman of the Board of Directors by a large majority. Furthermore, the Board’s Compensation Committee was increased from three to five members, and proposed candidates Abdullah Mohammed Alissa, Claudia Suessmuth Dyckerhoff and Susanne Wamsler were also elected by a majority of the votes.

    All newly elected members of the Board of Directors were appointed until Clariant’s Annual General Meeting 2019, which is scheduled to take place on April 1, 2019.

    The proposal for an increase in the maximum total compensation of the Board of Directors, necessitated by the expansion of the Board from ten to twelve members, was approved by a majority of the votes.

    A proposal to amend the Articles of Association of Clariant Ltd by inserting a transitional provision that allows Board members to hold up to six mandates in public companies until the Clariant Annual General Meeting of 2022 was also approved by a majority of the votes.

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  • Shareholders of Clariant AG were invited to attend and participate in the Annual General Meeting (“AGM”) held on Monday, March 19, 2018 at 10.30 am. The meeting was held at the Congress Center Basel, CH-4058 Basel, Switzerland.

    ANNUAL GENERAL MEETING 2018

    Clariant’s Shareholders Approve All Agenda Items

    • Distribution increase to CHF 0.50 per share confirmed
    • Integrated Report and Group Consolidated Financial Statements for fiscal year 2017 approved
    • Shareholders approve Compensation Report 2017 on a consultative basis
    • All members of the Board of Directors reelected

    Muttenz, March 19, 2018 – At today’s Annual General Meeting in Basel, the shareholders of Clariant AG, a world leader in specialty chemicals, approved all agenda items and resolutions proposed by the Board of Directors. The meeting was attended by 494 shareholders and shareholder representatives accounting for 150 829 734 shares or around 45.44 % % of the share capital of Clariant.

    Rudolf Wehrli, Chairman of the Board of Directors, said: “In 2017, Clariant delivered a strong performance with exceptionally strong growth. The success of this past year is the result of the tireless efforts of more than 18,000 Clariant employees, who did not let themselves be distracted by the events surrounding the planned merger and the short-term investment of an activist shareholder.”

    Hariolf Kottmann, CEO, announced that these results reflect that Clariant is on the right track in terms of implementing its strategy and that this successful process will continue at an even quicker pace together with new anchor shareholder and partner SABIC . Mr. Kottmann also indicated that Clariant’s outlook remains positive: “For 2018, the good economic environment in mature markets, which represent a high comparable base, is expected to continue and Clariant is confident to continue to be able to achieve growth in local currency as well as progression in operating cash flow and profitability.”

    At the Annual General Meeting, the Integrated Report as well as the Group Consolidated Financial Statements for the 2017 fiscal year were approved with 99.87 % of the votes. The Compensation Report 2017 was also approved on an advisory basis with 86.14 % of the votes. The members of the Board of Directors and the Executive Committee were discharged with 99.11 % of the votes. In addition, the Annual General Meeting approved the appropriation of the accumulated profit for 2017 with 99.89 % of the votes, as well as a distribution of the confirmed reserves from capital contributions of CHF 0.50 per share with 99.97 % of the votes.

    All members of the Board of Directors were reelected for one year by a large majority, as was the Chairman of the Board of Directors, Rudolf Wehrli. PricewaterhouseCoopers AG was confirmed as the statutory auditor for 2018.

    The proposal for overall compensation of the Board of Directors for the term from the 2018 to the 2019 Annual General Meeting was approved with 94.34 % of the votes, as was the overall compensation of the Executive Committee for the 2019 fiscal year, with 87.05 % of the votes.

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  • Shareholders of Clariant AG were invited to attend and participate in the Annual General Meeting (“AGM”) held on Monday, March 20, 2017 at 10.30 am. The meeting was held at the Congress Center Basel, CH-4058 Basel, Switzerland.

    ANNUAL GENERAL MEETING 2017

    Clariant’s shareholders approve all agenda items at the Annual General Meeting

    • Distribution increase to CHF 0.45 per share confirmed
    • Integrated Report and Group’s Consolidated Financial Statements for fiscal year 2016 approved
    • Shareholders approve Compensation Report 2016 on a consultative basis
    • All members of the Board of Directors reelected

    Muttenz, March 20, 2017 – At today’s Annual General Meeting in Basel, the shareholders of Clariant AG, a world leader in specialty chemicals, approved all agenda items and resolutions proposed by the Board of Directors. The meeting was attended by 482 shareholders and shareholder representatives accounting for 178 055 160 shares or around 53.64 % of the share capital of Clariant.

    Rudolf Wehrli, Chairman of the Board of Directors, said: “In 2016, Clariant delivered an excellent result: the EBITDA margin before exceptional items increased from 14.7% to 15.2%, the operating cash flow increased by 29% to 646 million Swiss francs and the net profit rose by 16% to 263 million Swiss Francs”. Hariolf Kottmann, CEO, reconfirmed the mid-term target of reaching a leading position in the specialty chemicals industry. “For 2017, despite an uncertain environment characterized by a high volatility in commodity prices, currencies as well as political uncertainties, Clariant is confident to be able to achieve growth in local currency, as well as progression in operating cash flow and profitability.”

    At the Annual General Meeting, the Integrated Report (formerly Annual Report) as well as the Group’s Consolidated Financial Statements for the 2016 fiscal year were approved with 99.97 % of the votes. The Compensation Report 2016 was also approved on a consultative basis with 82.33 % of the votes. The members of the Board of Directors and the Executive Committee were discharged with 99.67 % of the votes. In addition, the Annual General Meeting approved the appropriation of the accumulated profit for 2016 with 99.97 % of the votes, as well as a distribution of the confirmed reserves from capital contributions of CHF 0.45 per share with 99.96 % of the votes.

    All members of the Board of Directors were reelected for one year by a large majority, as was the Chairman of the Board of Directors, Rudolf Wehrli. PricewaterhouseCoopers AG was confirmed as the statutory auditor for 2017.

    The proposal for overall compensation of the Board of Directors for the term from the 2017 to the 2018 Annual General Meeting was approved with 96.82 % of the votes, as was the overall compensation of the Executive Committee for the 2018 fiscal year, with 83.50 % of the votes.

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  • Shareholders of Clariant AG were invited to attend and participate in the Annual General Meeting (“AGM”) held on Thursday, April 21, 2016 at 10.30 am. The meeting was held at the Congress Center Basel, CH-4058 Basel, Switzerland.

    ANNUAL GENERAL MEETING 2016

    Clariant’s shareholders approve all agenda items at the Annual General Meeting

    • Distribution of CHF 0.40 per share confirmed
    • Annual Report and Group’s Consolidated Financial Statements for fiscal year 2015 approved
    • Shareholders approve Compensation Report 2015 on a consultative basis
    • Eveline Saupper, Claudia Suessmuth Dyckerhoff, and Peter Steiner newly elected as members of the Board of Directors 

    Muttenz, April 21, 2016 – At today’s Annual General Meeting in Basel, the shareholders of Clariant AG, a world leader in specialty chemicals, approved all agenda items and proposals put forward by the Board of Directors. The meeting was attended by 323 shareholders and shareholder representatives accounting for 188 389 574 shares or around 56.75 % of the share capital of Clariant.
    Hariolf Kottmann, CEO, reconfirmed the mid-term target to achieve a position in the top tier of the specialty chemicals industry. “This corresponds to an EBITDA margin range of 16 % to 19 % before exceptional items, and a return on invested capital (ROIC) above the peer group average”, said Hariolf Kottmann. “For 2016, in spite of the increasingly challenging economic environment, we are confident that we will achieve growth in local currencies, progression in EBITDA margin before exceptional items and improvements to operating cash flow.”

    At the Annual General Meeting, the Annual Report as well as the Group’s Consolidated Financial Statements for the fiscal year 2015 were approved with 99.96 % of the votes. The 2015 Compensation Report was also approved on a consultative basis with 88.19 % of the votes. The members of the Board of Directors and the Executive Committee were discharged with 99.41 % of the votes. In addition, the Annual General Meeting approved the appropriation of the accumulated profit for 2015 with 99.94 % of the votes, as well as a distribution of the confirmed reserves from capital contributions of CHF 0.40 per share with 99.94 % of the votes. 
    Nominated by the Board of Directors, Eveline Saupper (57), a Swiss citizen, Claudia Suessmuth Dyckerhoff (49), a German citizen, and Peter Steiner (56), a German citizen, were elected as board members. Peter R. Isler has reached the statutory maximum age for board members and will therefore resign. All other members of the Board of Directors were reelected for one year by a large majority, as was the Chairman of the Board of Directors, Rudolf Wehrli. PricewaterhouseCoopers Ltd was confirmed as the statutory auditor for 2016.

    The proposal for overall compensation of the Board of Directors for the term from the 2016 to the 2017 Annual General Meeting was approved with 98.85 % of the votes, as was the overall compensation of the Executive Committee for financial year 2017, with 90.15 % of the votes.
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