The Regulations Governing Internal Organization and Board Committees set out in detail the powers and responsibilities of the Board Committees. The Committees provide support to the Board of Directors in their respective areas of responsibility.

Audit and Compliance Committee

The Audit and Compliance Committee meets and consults regularly with the Executive Committee, Lonza Audit Services and the independent external auditors. In doing so, they review the scope and results of their work and their performance according to the Audit and Compliance Committee Charter. Internal and external auditors have full and free access to the Audit and Compliance Committee. Among other responsibilities, the Audit and Compliance Committee reviews: (i) the external auditors’ independence; (ii) the systems of internal control and financial reporting; (iii) the risk management system; (iv) compliance with laws, regulations and policies; (v) Lonza’s financial statements and results (including releases) and (vi) the reporting and assurance process for ESG. The Lonza Audit Services are overseen by the Audit and Compliance Committee and have a direct reporting line to the Chairperson of the Audit and Compliance Committee. The Audit and Compliance Committee is fully empowered to decide the tasks assigned to it and regularly informs the full Board of Directors on all matters discussed and decided in its meetings. All Audit and Compliance Committee members are independent.

Members:

  • Mrs. Barbara M. Richmond (Chair of the Audit and Compliance Committee)
  • Mr. Christoph Mäder
  • Mrs. Marion Helmes
  • Permanent Guest: CFO

 

Nomination and Governance Committee

The Nomination and Governance Committee is responsible for overseeing Lonza’s governance, including but not limited to the company’s culture, values, organization, people and leadership. Key responsibilities of the Committee include managing succession plans for the Board of Directors, Board Committees and Executive Committee (EC), as well as assessing the Board composition and functioning. Additionally, the Committee evaluates and proposes potential members for the Board of Directors and the EC, and oversees the EC’s training and talent development programs. With regard to the tasks assigned to it, the Nomination and Governance Committee regularly informs the Board of Directors on all matters discussed and decided in its meetings, in accordance with the Nomination and Governance Committee Charter. All Nomination and Governance Committee members are independent.

Members:

  • Mr. Jean-Marc Huët (Chair of the Nomination and Governance Committee)
  • Mrs. Marion Helmes
  • Mr. Roger Nitsch
  • Mr. Jürgen Steinemann

 

Remuneration Committee

The Remuneration Committee is entrusted with the review and recommendation of compensation policies and approving compensation plans. This includes approving the terms of employment for Executive Committee (EC) members. The Committee also reviews and approves the objectives for the Chief Executive Officer (CEO) and the EC and regularly evaluates their performance against these targets. With regard to the tasks assigned to it, the Remuneration Committee regularly informs the Board of Directors on all matters discussed and decided in its meetings, in accordance with the Remuneration Committee Charter. All Remuneration Committee members are independent.

Members:

  • Mr. Christoph Mäder (Chair of the Remuneration Committee)
  • Mrs. Angelica Kohlmann
  • Mr. Jürgen Steinemann
 

Innovation and Technology Committee

The Innovation and Technology Committee monitors potential technology breakthroughs, supports management in driving innovation projects and provides and facilitates contacts, e.g. with academia and research institutions. With regard to the tasks assigned to it, the Innovation and Technology Committee regularly informs the Board of Directors on all matters discussed and decided in its meetings, in accordance with the Innovation and Technology Committee Charter. All Innovation and Technology Committee members are independent.

Members:

  • Mrs. Angelica Kohlmann (Chair of the Innovation and Technology Committee)
  • Mr. Olivier Verscheure
  • Mr. Roger Nitsch 
  • Mr. Jean Marc Huët 
  • Permanent Guest: CEO

Other Committees

 

Sustainability and Risk Committee (led by the Lonza Group General Counsel and Company Secretary)

The Sustainability and Risk Committee manages identified material topics (as shown in the Materiality Matrix in the Sustainability Report) and is responsible for sustainability reporting. The Head of Global Sustainability and the Head of Global Environment, Health and Safety (EHS) and their teams are responsible for proposing the corporate sustainability strategy and implementing and overseeing the Safety and Sustainability Policy. The Global Sustainability and EHS teams report to Lonza’s Group General Counsel and Company Secretary. Governance and oversight of sustainability and environmental, social and governance (ESG) topics is with the Board of Directors, headed by the Chairperson of the Board, with specific aspects to be covered by the Board Committees. While the Board acts as sponsor and overall owner of the program, the implementation is the responsibility of the Executive Committee. The Board and its Committees review and endorse Lonza’s sustainability efforts and reporting.