The CoC regularly reviews the level and structure of the compensation packages for members of the EC. In 2013 Clariant conducted selected market benchmarks regarding the chemical peers for the EC and the Board of Directors and enlarged our survey activities for all global positions around the world. In our Individualized Chemical Benchmark analysis, we focused on companies which are defined in our relevant peer group of the newly introduced Performance Share Unit (PSU) Plan (see page 136).

Key focus elements are:

a) Comparison of management remuneration packages of European chemical companies with global scope

b) Comparison of management remuneration of Swiss-based multinational companies

The bonus amounts of the total compensation packages are paid out in relation to the achieved results for a particular financial year. The actual bonus amounts may vary between zero and target values (= 100%) in the financial year in question.

REMUNERATION STRUCTURE

of the Clariant Executive Committee

Base salary and variable remuneration

It is important to highlight that the Executive Committee participates in the same bonus programs as the senior managers. Therefore, they participate in the GMBP, Performance Share Unit Plan and the GSM-LTIP.

As an outcome of the benchmarking exercise, the remuneration structure of the EC was adjusted in 2013 (after a fixation of terms in 2011 and 2012) to the following general structure for 2014 and 2015 (see chart above).

Other benefits

The members of the EC participate in the pension plans of the Clariant Group, notably the Clariant pension fund with an insured income of up to CHF 200 000 per annum, and the management pension fund with an insured income of up to a further CHF 646 000 per annum. The maximum insured income under the pension plans therefore stands at CHF 846 000 per annum. The CEO participates in Clariant’s pension and insurance plans, additional pension provisions are accrued over time in order to match contractually granted retirement plans.

Clariant’s pension plans conform with the legal framework of the occupational pension scheme (BVG). In future, the maximum contribution will be dynamically aligned with Art. 79c BVG. For members of the EC and all other Clariant employees, the insured income is defined as the base salary plus 50% of target cash bonus. Equity-linked income components are not subject to pensionable income. The usual term insurance policies for death and disability form part of Clariant’s pension plans. The total employer contribution is approximately 11% of the insured income in the case of the Clariant pension fund, and 22% of the insured income in the case of the Clariant management pension fund. These contributions cover both the contributions to the formation of retirement capital, and the risk components. Under IFRS the Clariant pension fund is a defined benefit plan. The management pension fund provides the members with retirement capital upon retirement, pension payments are only accepted on exceptional basis.

During the year 2015, there was no personnel change within the Executive Committee.

In accordance with the reporting needs outlined in the Ordinance against Excessive Compensation (OaEC) we will disclose the relevant Fair Market Value (FMV) figures in the following audited table.

In both years there were no payments to leaving members of the Executive Committee nor were any loans or credits outstanding and or granted.

So the overall total compensation 2015 to the Executive Committee was below the approved budget of CHF 14.5 million (94%). This budget approval was made for the year 2015 at the Annual General Meeting in 2014.

Please find below the information about the actual share and option ownership of the Members of the Executive Committee.

In both years there were no payments to leaving members of the Executive Committee nor were any loans or credits outstanding and or granted.

So the overall total compensation 2015 to the Executive Committee was below the approved budget of CHF 14.5 million (94%). This budget approval was made for the year 2015 at the Annual General Meeting in 2014.

Please find on the next page the information about the actual share and option ownership of the Members of the Executive Committee.