Non-Executive Director for Imperial_Chemical

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Imperial Chemical Industries (ICI)

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ICI » Topics » Non-Executive Director

This excerpt taken from the ICI 6-K filed Mar 14, 2006.

Non-Executive Director
Appointed a Non-Executive Director on 1 March 2004. A law graduate of Bristol University, Baroness Noakes has extensive experience both in the City, as a senior partner of KPMG, from which she retired in 2000, and as an adviser to the UK Government.

She joined Peat Marwick Mitchell & Co (now KPMG) in 1970 and was made a partner in 1983. Her experience was a combination of corporate and public sector work and she led KPMG’s international government practice.

From 1979 to 1981 she was seconded to HM Treasury. In a further secondment in 1988, she joined the Department of Health as Director of Finance and Corporate Information on the NHS Management Executive, the Board chaired by the NHS Chief Executive. She was a Director of the Bank of England from 1994 to 2001, becoming the Senior Non-Executive Director in 1998. She was a Non-Executive Director of John Laing plc from 2002 to 2004 and has also served as President of the Institute of Chartered Accountants in England and Wales.

Baroness Noakes is currently the Senior Independent Director at both Carpetright plc and SThree plc. She is also a Non-Executive Director of Hanson plc and the English National Opera and a trustee of the Reuters Founders Share Company. Aged 56.

This excerpt taken from the ICI 20-F filed Apr 1, 2005.

From 1979 to 1981 she was seconded to HM Treasury. In a further secondment in 1988, she joined the Department of Health as Director of Finance and Corporate Information on the NHS Management Executive, the Board chaired by the NHS’ Chief Executive. She was a Director of the Bank of England from 1994 to 2001 becoming the Senior Non-Executive Director in 1998. She was a Non-Executive Director of John Laing plc from 2002 to 2004 and has also served as President of the Institute of Chartered Accountants in England and Wales.

Baroness Noakes is currently the Senior Independent Director at Carpetright plc and is a Non-Executive Director of Hanson plc and the English National Opera. She is also a Shadow Economic Affairs Minister in the House of Lords and is a trustee of the Reuters Founders Share Company. Aged 55.

	New Directors appointed between Annual General Meetings to fill casual vacancies, or as additional Directors, retire at the Annual General Meeting following their appointment and are eligible for election. At each Annual General Meeting of the Company’s shareholders one third of the other Directors (being those longest in office since their last election) also retire and are eligible for re-election.

	Charles Knott retires under Article 76 of the Company’s Articles of Association. He is recommended for election to the Board.

	Adri Baan, Joseph Gorman and William Powell retire under Article 96 of the Company’s Articles of Association. All three Directors are recommended for re-election.

	In addition, Robin Butler retires in accordance with the policy set out on page 54. He is recommended for re-election.

	All Executive Directors are employed on rolling contracts subject to no more than one year’s notice.

	No Director or Officer has a family relationship with any other Director or Officer.

ICI ANNUAL REPORT AND ACCOUNTS 2004

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BOARD OF DIRECTORS AND EXECUTIVE MANAGEMENT TEAM

Executive management team

The Executive Management Team comprises the Executive Directors and the following:		Date first appointed as an Officer*

12.	Leonard J Berlik	1 April 2000
Appointed a member of the Executive Management Team in 2000. He is Executive Vice President, Uniqema. He also has regional oversight responsibilities for Group activities in Europe, the Middle East and Africa He joined National Starch and Chemical Company in 1972 and, prior to his appointment with Industrial Specialties (now Uniqema) in 2000, served as Executive Vice President of the Adhesives Division. He is a Non-Executive Director of NIZO food research B.V. Aged 57.

13.	Michael H C Herlihy	1 January 1996
Appointed a member of the Executive Management Team in 1996. He is General Counsel, Executive Vice President Mergers and Acquisitions and Company Secretary. A graduate of St Catherine’s College, Oxford, Michael Herlihy qualified as a solicitor in 1977 and joined ICI in 1979, gaining broad experience in the Petrochemicals and Plastics and Agrochemicals Divisions. In 1992 he was appointed Group Taxation Controller before being appointed General Counsel in 1996. In 2000 he assumed the role of Executive Vice President Mergers and Acquisitions and became Company Secretary on 1 November 2003. Aged 51.

14.	Rolf Deusinger	1 July 2002
Appointed a member of the Executive Management Team in 2002. He is Executive Vice President Human Resources. He joined the Company in October 1999 as Senior Vice President Human Resources for ICI Paints. Previously he was Head of International Human Resources for Messer Griesheim GmbH based in Germany. He has nearly 20 years international experience in the field of Human Resources, predominantly in consumer businesses, including PepsiCo, covering the Americas, Europe and Central Asia. Aged 47.

*	The persons listed above together with David J Gee, Executive Vice President, Regional and Industrial Businesses, are regarded as the Officers of the Company for the purposes of the Annual Report and Accounts.

ICI ANNUAL REPORT AND ACCOUNTS 2004

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CORPORATE GOVERNANCE

This excerpt taken from the ICI 6-K filed Mar 16, 2005.

From 1979 to 1981 she was seconded to HM Treasury. In a further secondment in 1988, she joined the Department of Health as Director of Finance and Corporate Information on the NHS Management Executive, the Board chaired by the NHS’ Chief Executive. She was a Director of the Bank of England from 1994 to 2001 becoming the Senior Non-Executive Director in 1998. She was a Non-Executive Director of John Laing plc from 2002 to 2004 and has also served as President of the Institute of Chartered Accountants in England and Wales.

	New Directors appointed between Annual General Meetings to fill casual vacancies, or as additional Directors, retire at the Annual General Meeting following their appointment and are eligible for election. At each Annual General Meeting of the Company’s shareholders one third of the other Directors (being those longest in office since their last election) also retire and are eligible for re-election.

	Charles Knott retires under Article 76 of the Company’s Articles of Association. He is recommended for election to the Board.

	Adri Baan, Joseph Gorman and William Powell retire under Article 96 of the Company’s Articles of Association. All three Directors are recommended for re-election.

	In addition, Robin Butler retires in accordance with the policy set out on page 54. He is recommended for re-election.

	All Executive Directors are employed on rolling contracts subject to no more than one year’s notice.

	No Director or Officer has a family relationship with any other Director or Officer.

ICI ANNUAL REPORT AND ACCOUNTS 2004

Back to Contents

BOARD OF DIRECTORS AND EXECUTIVE MANAGEMENT TEAM

Executive management team

The Executive Management Team comprises the Executive Directors and the following:		Date first appointed as an Officer*

12.	Leonard J Berlik	1 April 2000
Appointed a member of the Executive Management Team in 2000. He is Executive Vice President, Uniqema. He also has regional oversight responsibilities for Group activities in Europe, the Middle East and Africa He joined National Starch and Chemical Company in 1972 and, prior to his appointment with Industrial Specialties (now Uniqema) in 2000, served as Executive Vice President of the Adhesives Division. He is a Non-Executive Director of NIZO food research B.V. Aged 57.

13.	Michael H C Herlihy	1 January 1996
Appointed a member of the Executive Management Team in 1996. He is General Counsel, Executive Vice President Mergers and Acquisitions and Company Secretary. A graduate of St Catherine’s College, Oxford, Michael Herlihy qualified as a solicitor in 1977 and joined ICI in 1979, gaining broad experience in the Petrochemicals and Plastics and Agrochemicals Divisions. In 1992 he was appointed Group Taxation Controller before being appointed General Counsel in 1996. In 2000 he assumed the role of Executive Vice President Mergers and Acquisitions and became Company Secretary on 1 November 2003. Aged 51.

14.	Rolf Deusinger	1 July 2002
Appointed a member of the Executive Management Team in 2002. He is Executive Vice President Human Resources. He joined the Company in October 1999 as Senior Vice President Human Resources for ICI Paints. Previously he was Head of International Human Resources for Messer Griesheim GmbH based in Germany. He has nearly 20 years international experience in the field of Human Resources, predominantly in consumer businesses, including PepsiCo, covering the Americas, Europe and Central Asia. Aged 47.

*	The persons listed above together with David J Gee, Executive Vice President, Regional and Industrial Businesses, are regarded as the Officers of the Company for the purposes of the Annual Report and Accounts.

ICI ANNUAL REPORT AND ACCOUNTS 2004

Back to Contents

CORPORATE GOVERNANCE

Corporate governance

EXCERPTS ON THIS PAGE:

6-K	Mar 14, 2006

20-F	Apr 1, 2005

6-K	Mar 16, 2005

Imperial Chemical Industries (ICI)

ICI » Topics » Non-Executive Director

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