Stahl de México S.A. de C.V. - 50160 Toluca de Lerdo

“Stahl takes an active role in organizations that are driving positive impact throughout the industry, like the ZDHC Foundation, which is eliminating unwanted substances from the fashion industry, and the Renewable Carbon Initiative, which is replacing fossil carbon in the chemical industry. Stahl is an active board member of both of these governance bodies and sat on the Executive Committee of the Leather Working Group, which ensures environmental stewardship for tanneries, from 2017 to 2021.” Michael Costello, Group Director of ESG

Stahl Group has a matrix organization with a strong local presence and a regional setup, and centralized management located at the operational headquarters of Stahl Group: Stahl Holdings BV in the Netherlands. Stahl Group S.A. is the shareholder of Stahl Parent BV and Stahl Parent BV is the direct shareholder of Stahl Holdings BV as per the end of 2021.

Maarten Heijbroek was appointed as Stahl’s CEO and member of the Board on 1 July 2021. He succeeded Huub van Beijeren, who retired after 14 years at the helm.

The governance structure is as follows:

• The board of Stahl Parent BV is a one-tier board and is responsible for the general affairs and strategy of Stahl Parent BV and its direct or indirect subsidiaries. The board is responsible for the formation and implementation of the corporate governance organization of the Stahl Group, including its management and reporting structure in accordance with the articles of associations of the relevant group companies, and is responsible for ensuring compliance with such rules. In 2021, the board held 6 meetings and consisted of:
  - Two executive members: the CEO and CFO of the Stahl Group,
  - One former executive member (Huub van Beijeren),
  - Six non-executive members – representatives of the Wendel Group and BASF Group (shareholders of the Stahl Group),
  - Two independent non-executive members.
  
  
• In 2021, Stahl agreed to apply gender balance targets for the leadership of the company. One woman joined the Stahl Board in 2021 – an increase in female representation from 11% in 2020 to 18%.
  
  
• Stahl Parent BV has an Audit Committee and a Nomination/Remuneration Committee. The Internal Auditor of Stahl reports to the Audit Committee. The Audit Committee meets four times per year and discusses topics relating to internal and external reporting and corporate governance
  
  
• The Stahl Leadership Team is responsible for the day-to-day business management:
  - Chief Executive Officer (CEO),
  - Chief Financial Officer (CFO),
  - Chief Operating Officer (COO),
  - Chief Innovation Officer (CINO) including ESG,
  - Group Director for Leather,
  - Group Director of Performance Coatings & Polymers,
  - Group Director of R&D and Technical Application,
  - Group Director of Human Resources.
  
  
• Regional management: the Stahl Group has four regional directors: Greater China & East Asia Pacific, India/Bangladesh, North America, and Latin America. Europe and Africa are managed from the operational headquarters in the Netherlands.
  
  
• The Extended Leadership Team represents key senior functions of the Stahl Group, including the strategic business units, regional general managers, and group support services (e.g., Finance, ESG, HR, marketing, communication, Tax, Legal, IT, Internal Audit, and Risk). The Extended Leadership Team meets quarterly to discuss performance and strategy.
  
  
• Capex Committee, which is responsible for the review and authorization of capital expenditure requests.
  
  
• Stahl has had a full-time internal auditor since 2020, directly reporting to the Audit Committee.