The Board of Directors of Clariant Ltd comprises at least six and no more than twelve members pursuant to the Articles of Association of Clariant Ltd.

All members of the Board of Directors (except for the CEO Hariolf Kottmann) are considered to be independent in accordance with international best-practice standards, and no member of the Board of Directors exceeds any of the maximum number of mandates as stipulated in Article 38 of the Articles of Association.

5.1. Members of the Board of Directors

5.1.1. Rudolf Wehrli, Swiss citizen

Function at Clariant: Chairman, non-executive member of the Board of Directors
Born: 1949
Year of first election: 2007

Professional career: Following studies at the Universities of Zurich and Basel, where he earned doctorates in Theology, Philosophy, and German Literature, Rudolf Wehrli began his career at McKinsey & Co. in 1979. In 1984 he joined the Schweizerische Kreditanstalt (now Credit Suisse) as a member of the company’s Senior Management. In 1986 he became Marketing Manager and member of the Executive Committee of the Silent Gliss Group. Five years later, he took over the management of the Group’s German subsidiary. In 1995 he transferred to the Gurit-Heberlein Group as a member of the Executive Committee, and was promoted to Chief Operating Officer in 1998 and Chief Executive Officer in 2000. He remained in this position until the company split up in 2006. A Member of the Board of Directors of Clariant Ltd since 2007, he became Chairman in 2012.

Other activities: Board of Directors/Supervisory Board mandates as stipulated in Article 38 para 1 of the Articles of Association:

Mandates according to Article 38 para 1 lit. a) none.

Mandates according to Article 38 para 1 lit. b) five: Kambly AG, Switzerland; Chairman of the Board of Directors of Rheinische Kunststoff-Werke SE, Germany; Chairman of the Board of Directors of Sefar Holding AG, Switzerland; Wipf AG, Switzerland; HaKa Gerodur AG, Switzerland.

Mandates according to Article 38 para 1 lit. c) seven (including member of the Board of Trustees of Avenir Suisse and member of the Board of Clariant Foundation).

5.1.2. Günter von Au, German citizen

Function at Clariant: Vice Chairman, non-executive member of the Board of Directors
Born: 1951
Year of first election: 2011

Professional career: After studying Textile and Polymer Chemistry at Reutlingen University and Chemistry at the University of Tübingen, where he obtained a doctorate, Günter von Au began his career in 1980 in Burghausen at Wacker-Chemie AG. He held a number of different management positions at the company through 2001 in Germany, Brazil, and the United States – most recently as Head of Wacker’s division for polymers, specialty chemistry, and basic chemistry in Munich. He was also CEO of Wacker Polymer Systems GmbH & Co. KG in Burghausen, Germany. He joined Süd-Chemie in 2001 as President and CEO of Süd-Chemie Inc. In 2004 he became CEO of the Management Board of Süd-Chemie AG in Munich and held this position until 31 March 2012. On 1 April 2012, Mr. von Au joined the Board of Directors at Clariant Ltd and has, since then, acted as Vice Chairman of the Board of Directors.

Other activities: Board of Directors/Supervisory Board mandates as stipulated in Article 38 para 1 of the Articles of Association:

Mandates according to Article 38 para 1 lit. a) one: Chairman of the Supervisory Board of Stada Arzneimittel AG, Germany.

Mandates according to Article 38 para 1 lit. b) five: Member of the Supervisory Board of Bayernwerk AG, Germany; Member of the Advisory Committee of Gebr. Röchling KG, Germany; Member of the Advisory Board of Tyczka GmbH, Germany; Chairman of the Board of CeramTec GmbH, Germany; Chairman of the Supervisory Board of Synlab Holding Deutschland GmbH, Germany.

Mandates according to Article 38 para 1 lit. c) two: Chairman of the Board of Directors of the Bavarian Chemical Industry Association, Germany; Vice President of the German Institute of Economic Research, Germany.

5.1.3. Peter Chen, US and Swiss citizen

Function at Clariant: Non-executive member of the Board of Directors
Born: 1960
Year of first election: 2006

Professional career: Peter Chen studied chemistry at the University of Chicago and in 1987 received a doctorate from Yale University in New Haven, Connecticut. He then served as an assistant professor (1988 to 1991) and associate professor (1991 to 1994) at Harvard University in Cambridge, Massachusetts. Since September 1994 he has been a full Professor of Physical-Organic Chemistry at ETH Zurich. From 2007 to 2009 he was Vice President of Research and Corporate Relations at ETH Zurich.

Other activities: Board of Directors/Supervisory Board mandates as stipulated in Article 38 para 1 of the Articles of Association:

Mandates according to Article 38 para 1 lit. a) none.

Mandates according to Article 38 para 1 lit. b) none.

Mandates according to Article 38 para 1 lit. c) two: Consultant at Givaudan, Switzerland; Gesellschaft zur Förderung von Forschung und Ausbildung im Bereich der Chemie (Zurich).

5.1.4. Hariolf Kottmann, German citizen

Function at Clariant: Chief Executive Officer (CEO) and executive member of the Board of Directors
Born: 1955
Year of first election: 2008

Professional career: Hariolf Kottmann earned his PhD in Organic Chemistry at the University of Stuttgart in 1984. In 1985 he launched his career at the former Hoechst AG in Frankfurt, where he held several key management positions across the company’s chemical divisions and functions. In 1996 he was appointed Deputy Head of the Basic Chemicals Division at Hoechst AG and took responsibility for the Inorganic Chemicals BU. In 1998 he joined Celanese Ltd in New Jersey (United States) as a member of the Executive Committee and Head of the Organic Chemicals BU. In April 2001, he was appointed as member of the Executive Committee of SGL Carbon AG, where he was responsible for the Graphite Specialties, Corrosion Protection and Advanced Materials Divisions as well as the Eastern Europe and Asia regions until 30 September 2008. He was also in charge of the SGL Excellence and Technology & Innovation corporate functions. He has been a member of the Board of Directors of Clariant Ltd since April 2008 and became CEO of Clariant on 1 October 2008.

Other activities: Board of Directors/Supervisory Board mandates as stipulated in Article 38 para 1 of the Articles of Association:

Mandates according to Article 38 para 1 lit. a) none.

Mandates according to Article 38 para 1 lit. b) one: Plansee Holding AG, Austria.

Mandates according to Article 38 para 1 lit. c) seven: Member of the Board of Trustees of ETH Zurich Foundation; Member of the Board of Trustees of Aventis Foundation, Frankfurt; Member of the Executive Committee of Science Industries, Zurich; President of the Board of CEFIC (European Chemical Industry Council) and of its Executive Committee; Chairman of the Board of ICCA (International Council of Chemical Associations); Chairman of the Board of Clariant Foundation; Member of the Advisory Board of Deloitte, Zurich.

5.1.5. Eveline Saupper, Swiss citizen

Function at Clariant: Non-executive member of the Board of Directors
Born: 1958
Year of first election: 2016

Professional career: Eveline Saupper studied law at the University of St. Gallen, Switzerland (HSG). She was a partner at the law firm Homburger AG, Zurich, Switzerland, until 2014 and Of Counsel of said law firm until March 2017. Before joining Homburger in 1985, she worked as a tax specialist with Peat Marwick Mitchell (today KPMG) in Zurich. She holds a PhD in law from the University of St. Gallen and is admitted to the Bar. Eveline Saupper is also a certified tax expert.

Other activities: Board of Directors/Supervisory Board mandates as stipulated in Article 38 para 1 of the Articles of Association:

Mandates according to Article 38 para 1 lit. a) three: Syngenta AG, Switzerland (the shares of Syngenta AG were delisted from SIX Swiss Exchange as of 8 January 2018); Flughafen Zürich AG, Switzerland; Georg Fischer AG, Switzerland.

Mandates according to Article 38 para 1 lit. b) three: Stäubli Holding AG, Switzerland; Hoval Aktiengesellschaft, Liechtenstein; Interhoval AG, Switzerland.

Mandates according to Article 38 para 1 lit. c) three: Mentex Holding AG, Switzerland; Stiftung Schweizer Berghilfe, Switzerland; UZH Foundation [University of Zurich], Switzerland.

5.1.6. Carlo G. Soave, British citizen

Function at Clariant: Non-executive member of the Board of Directors
Born: 1960
Year of first election: 2008

Professional career: Carlo G. Soave studied languages and Economics at Heriot-Watt University in Edinburgh, Scotland. He launched his career in 1982 at Oerlikon-Bührle in Switzerland, moving to Procter & Gamble in 1984. There he held various senior management positions, including Vice President of Global Purchasing for the Fabric and Home Care Division. In 2004 he founded Soave & Associates, a consulting company based in Brussels, Belgium. He is an Advisory Board member of MonoSol LLC, a company based in Indiana (United States) that belongs to the Kuraray Group (Japan).

Other activities: Board of Directors/Supervisory Board mandates as stipulated in Article 38 para 1 of the Articles of Association:

Mandates according to Article 38 para 1 lit. a): none.

Mandates according to Article 38 para 1 lit. b) one: Advisory Board MonoSol LLC, United States.

Mandates according to Article 38 para 1 lit. c) two: Melior Innovations, Inc., United States; Managing Director of Soave & Associates, Belgium.

5.1.7. Peter Steiner, German citizen

Function at Clariant: Non-executive member of the Board of Directors
Born: 1959
Year of first election: 2016

Professional career: Peter Steiner studied business administration in Mannheim and Cologne, Germany, and finished with a Master degree. He is a German Certified Public Accountant, Tax Advisor and Business Consultant with a focus on mergers and acquisitions, financing and investment management. Peter Steiner was previously a partner of the investment company One Equity Partners LLC and worked for MG Technologies AG as its Chief Financial Officer. At Dyckerhoff AG, he was successively CFO, Chief Operating Officer and finally CEO. Following his many years as an auditor with Arthur Andersen & Co., he was also CFO of Süba Bau AG.

Other activities: Board of Directors/Supervisory Board mandates as stipulated in Article 38 para 1 of the Articles of Association:

Mandates according to Article 38 para 1 lit. a) one: Zeal Network SE, Great Britain.

Mandates according to Article 38 para 1 lit. b) four: Xella International S.A., Germany; Caldic B.V., The Netherlands; JM Holding GmbH & Co. KGaA, Germany; Renolit SE, Germany.

Mandates according to Article 38 para 1 lit. c) none.

5.1.8. Claudia Suessmuth Dyckerhoff, German citizen

Function at Clariant: Non-executive member of the Board of Directors
Born: 1967
Year of first election: 2016

Professional career: Claudia Suessmuth Dyckerhoff holds a PhD in Business Administration from the University of St. Gallen/University of Michigan Ann Arbor, USA, focusing on strategy, organization and operational excellence. Claudia Suessmuth Dyckerhoff also holds a MBA from CEMS/ESADE. She joined McKinsey in 1995 in Switzerland and since then focused on advising mainly healthcare companies in Europe, the United States, Greater China and across Asia. She was a Senior Partner at McKinsey & Company and leading the Asia Health Services and Systems sector within McKinsey until March 2016 when she became a Senior External Advisor to McKinsey.

Other activities: Board of Directors/Supervisory Board mandates as stipulated in Article 38 para 1 of the Articles of Association:

Mandates according to Article 38 para 1 lit. a) one: Roche Holding AG, Switzerland.

Mandates according to Article 38 para 1 lit. b) none.

Mandates according to Article 38 para 1 lit. c) none.

5.1.9. Susanne Wamsler, US citizen

Function at Clariant: Non-executive member of the Board of Directors
Born: 1961
Year of first election: 2015

Professional career: Susanne Wamsler studied at Princeton University in Princeton, New Jersey, USA, graduating with a degree in Political Economy. From 1984 to 1988 she held various positions with the Deutsche Bank AG in Munich and New York. In 1989 she received her MBA from INSEAD in Fontainebleau, France. Since then she has been a successful entrepreneur in different fields, including retail, real estate, telecommunications and wealth management. In addition, she completed various professional education courses between 2012 and 2014, receiving certificates in board membership training from the University of St. Gallen, Switzerland, the Centrum für Strategie und Höhere Führung, Cologne, Germany, and INSEAD, Fontainebleau, France.

Other activities: Board of Directors/Supervisory Board mandates as stipulated in Article 38 para 1 of the Articles of Association: none

5.1.10. Konstantin Winterstein, German citizen

Function at Clariant: Non-executive member of the Board of Directors
Born: 1969
Year of first election: 2011

Professional career: Konstantin Winterstein studied at the Technical Universities in Darmstadt and in Berlin, where he completed a degree in Production Engineering. In 2004 he received his MBA from INSEAD in Fontainebleau and Singapore. From 1997 to 2014 he has held various positions with the BMW Group. Since 2014 he is a member of the management board of Ringmetall AG in Munich. From 2006 to 2011 he served on the Supervisory Board of Süd-Chemie AG.

Other activities: Board of Directors/Supervisory Board mandates as stipulated in Article 38 para 1 of the Articles of Association: none.

5.2. Cross-involvement

There are no cross-involvements.

6. Elections

The Board of Directors will stand for election or reelection for one-year terms. The Chairman of the Board of Directors of Clariant Ltd as well as the members of the Compensation Committee will be elected individually for a term of one year by the Annual General Meeting. Only members of the Board of Directors are eligible.