Pharmaceuticals Sector - Solvay

6
Solvay Global Annual Report 2005
The Board of Directors
The Board of Directors is the
highest management body of the
company. The law grants it all
powers not given, by law or by
the by-laws, to the Shareholders’
Meeting.
In the case of Solvay S.A., the
Board of Directors has reserved
certain key areas for itself and
has delegated the remainder of its
powers to an Executive Committee.
Key senior appointments
in 2006
On May 3, 2005, in accordance
with the Corporate Governance
rules to which it is committed,
and with the full agreement of
the persons involved, the Board
of Directors announced a series
of key appointments, at the head
of Solvay S.A. decided on
unanimously.
The Group’s two highest management
bodies, the Board of
Directors and the Executive
Committee, will see major changes
in 2006. Each will have a change
of Chairman and other new
appointments.
Chairman of
the Board of Directors
of Solvay S.A.
Baron Daniel Janssen, who has
reached the age limit of 70, will
step down as Chairman of the
Board of Directors of Solvay S.A.
on May 9, 2006 at the end of the
General Shareholders’ Meeting,
after 22 years on the Board, the
last 8 of them as its Chairman.
Baron Janssen also spent 14 years
on the Executive Committee,
12 of them as Chairman.
Aloïs Michielsen, currently
Chairman of the Executive
Committee, will succeed him as
Chairman of the Board of Directors.
In this position, Mr. Michielsen,
now 64 years old, will continue
his active career at Solvay, which
already spans 37 years. He has
spent 16 years on the Executive
Committee, including 4 as Vice-
Chairman and 8 as Chairman.
Effective the same date,
Denis Solvay will become Vice-
Chairman of the Board of Directors.
Chairman of
the Executive Committee
of Solvay S.A.
Mr. Michielsen will leave the
Executive Committee, and his
position as its Chairman, on
May 9, 2006.
Effective May 9, 2006 the Chairman
of the Executive Committee
will be Christian Jourquin.
Mr. Jourquin (58) has spent his
entire 35-year career in the Group,
including 10 years on the Executive
Committee.
He joined the Board of Directors
on June 2, 2005.
Mr. Jourquin, a graduate of the
Solvay business school of the
Free University of Brussels, was
General Manager of the Chemicals
Sector for the past 6 years until
April 30, 2006.
Before that, he successfully
managed other major Group
entities, including Solvay Duphar
in the Netherlands between 1980
and 1990, which at the time represented
a large part of the Group’s
international pharmaceutical
activities, the Iberian peninsula
between 1990 and 1996, Solvay
Interox in 1996 and the Processing
Sector from 1997 to 2000.
General Manager
of North American
René Degrève (63), an outstanding
General Manager of Finance and
a member of the Executive
Committee for the past 15 years,
has been appointed General
Manager for North America, replacing
David Birney, who retired on
March 31, 2006.
He will cease being a Director,
a post which he has held for
8 years.
Mr. Degrève will remain a member
of the Executive Committee.
General Manager
of Finance
Bernard de Laguiche (46) has been
appointed General Manager of
Finance, effective March 1, 2006,
to replace Mr. Degrève.
Mr. Laguiche remains a member
of the Executive Committee, which
he joined in 1998.
He was appointed a Director at the
Ordinary Shareholders’ Meeting of
June 2, 2005, effective March 1,
2006, to replace Mr. Degrève.
Mr. de Laguiche has a commercial
engineering degree from the
University of St Gallen (Switzerland).
He joined Solvay in 1987 and
has held a number of positions of
responsibility in Belgium, Germany
and the United Kingdom. Until the
end of 2005 he was Managing
Director of Solvay Solexis in Milan.
General Manager
of the Chemicals Sector
Vincent De Cuyper (45) will
become General Manager of the
Chemicals Sector and a member
of the Executive Committee
from May 1, 2006, replacing
Christian Jourquin, who has been
appointed Chairman of the
Executive Committee.
Mr. De Cuyper is a chemical engineer
from the University of Louvain.
He has spent his entire career at
Solvay, where he was previously
Managing Director General of
Vinythai, a listed Thai company.
The attached table shows the composition
of the Board of Directors
as of January 1, 2006, together
with the changes approved in 2005
to take effect during the course
of 2006.