Board of Directors

The Audit and Risk Committee assists the Board of Directors to ensure in particular the reliable nature of financial information and compliance with relevant laws, regulations and control processes, examining the areas of risk that can potentially have a material effect on the Group’s financial situation.

The Audit and Risk Committee hears reports from the CFO, the Head of Internal Audit and Risk Management and the Statutory Auditor in charge of the external audit. It also examines the quarterly report by the Group General Counsel on significant ongoing legal disputes.

It meets alone with the Statutory Auditor in charge of the external audit whenever it deems such meetings useful.

In addition, the Audit and Risk Committee collaborates as appropriate with other Committees, in particular with the Environmental, Safety and Social Committee as regards key ESG performance indicators and the Group’s extra-financial strategy and performance.

The Audit and Risk Committee is composed of:

• Thomas Bucher (Chair)
• Martine Snels
• Edouard Janssen
• Miguel Mantas
• Augusto Di Donfrancesco

The Talent and Remuneration Committee performs the missions vested on it by Article 7:100, § of the BCCA. In particular, without limitation:
It advises the Board of Directors on the policy and level of remuneration for Directors and Executive Leadership Members, including the CEO.
It gives its opinion on the Group’s principal remuneration policies (including long-term incentive plans).
It prepares the Remuneration Policy and the annual Remuneration Report.

The Talent and Remuneration Committee is composed of:

• Cynthia Arnold (Chair)
• Dr. Françoise de Viron
• Heike Van de Kerkhof
• Miguel Mantas
• Martine Snels
• Mary Meaney
   

The Nomination and Governance Committee’s principal role is to make recommendations relating to, and examine proposals in respect of appointments to the Board of Directors and its Committees, and the Executive Leadership Team (including the CEO).

The Nomination and Governance Committee is composed of:

• Heike Van de Kerkhof (Chair)
• Dr. Françoise de Viron
• Miguel Mantas
• Cynthia Arnold
• Mary Meaney

The Strategy & Investment Committee is composed of:

• Heike Van de Kerkhof (Chair)
• Françoise de Viron (Member) 
• Thomas Bucher (Member) 
• Augusto Didonfrancesco (Member) 
• Edouard Janssen (Member) 
• Mike Radossich (Member) 

The Environmental, Safety and Social Committee supports the Board in understanding (i) the expectations of Syensqo’s key stakeholders, (ii) the impact of ESG issues on Syensqo’s ability to create value, and (iii) ESG trends and associated risks and opportunities. The Environmental, Safety and Social Committee monitors the Company’s overall approach towards ESG matters, ensures this approach is aligned with and integrated in the overall Group strategy and defines in this respect ESG key performance indicators. It also monitors the implementation of the Corporate Sustainability Reporting Directive (CSRD) and other similar laws and regulations.

In addition, the Environmental, Safety and Social Committee collaborates as appropriate with other Committees, such as the Audit and Risk Committee and the Talent and Remuneration Committee, with oversight responsibility for executive compensation, talent management, compliance and other shared topics.

The Environmental, Safety and Social Committee is composed of:

• Dr. Françoise de Viron (Chair)
• Mary Meaney
• Cynthia Arnold
• Augusto Di Donfrancesco
• Thomas Bucher