UCB Governance The Company is administered by a Board of Directors and run by an Executive Committee, whose respective functions and responsibilities are clearly defined in the Corporate Governance Charter. UCB SA/NV has adopted the 2020 edition of the Belgian Code of Corporate Governance as its reference Code taking into account the specific international aspects of the Company. As part of these rules, UCB SA/NV, as a listed company, has adopted a Corporate Governance Charter and a Code of Conduct, including a Dealing Code.The Corporate Governance Charter established by the Board of Directors aims at providing a comprehensive and transparent disclosure of the Company’s governance. It defines the system of checks and balances between the shareholders/investors, the Board and the management to shape an efficiently functioning company, ideally geared to produce long-term sustainable value for all the Company’s stakeholders. It will be continuously updated as required. Articles of Association Title Format Download Articles of Association (ENG) PDF Download Articles of Association (FR) PDF Download Articles of Association (NL) PDF Download Special Reports of the Board Title Format Download Special report of the Board - 27 February 2024 (ENG) PDF Download Special report of the Board - 27 February 2024 (FR) PDF Download Special report of the Board - 27 February 2024 (NL) PDF Download Remuneration Policy 2024 Title Format Download Remuneration Policy 2024 (ENG) PDF Download Remuneration Policy 2024 (FR) PDF Download Remuneration Policy 2024 (NL) PDF Download Related Press Releases UCB's General Meeting of Shareholders 2024 UCB’s General Meeting of Shareholders 2023 UCB’s Board of Directors appoints Jonathan Peacock as new Chair Corporate Governance Charter Governance charter UCB Dealing Code Dealing code Code of Conduct Code of conduct Board of Directors To enhance the overall effectiveness of the Board by ensuring focus, oversight and monitoring of sensitive areas, the Board has created three specialist committees. Composition (Updated: April 2024)14 Members10 Independent Directors (71%)8 Nationalities6 Women (43%)4-Year MandateAge Limit: 70 the Audit Committee The Audit Committee assists the Board in its responsibility of monitoring the management of UCB and the UCB Group as a whole. 3 members (67% independent):Rodolfo J. Savitzky (Chair & Independent Director)Maëlys Castella (Independent Director)Cédric van Rijckevorsel (Director) the Governance, Nomination and Compensation Committee (GNCC) The Governance, Remuneration and Nomination Committee (GNCC) ensures that the appointment and re-election process is organized objectively and professionally and proposes the remuneration policy for non-executive Directors and executive managers. 5 members (80% independent):Kay Davies (Chair & Independent Director)Charles-Antoine Janssen (Director)Pierre Gurdjian (Independent Director)Nefertiti Greene (Independent Director)Ulf Wiinberg (Independent Director) the Scientific Committee The Scientific Committee assists the Board when reviewing the quality of UCB’s R&D science and its competitive standing. It assesses the strategy proposed by UCB’s management in R&D matters and communicates its recommendations to the Board. 3 members (100% independent):Kay Davies (Independent Director)Susan Gasser (Independent Director)Dolca Thomas (Independent Director) Jonathan Peacock Independent DirectorChair of the Board First appointed in 2021End of term in 2025 BIO - J. Peacock Charles-Antoine Janssen DirectorVice-chair of the BoardMember of the GNCCFirst appointed in 2012End of term in 2028 BIO - CA Janssen Jean-Christophe Tellier Executive DirectorFirst appointed in 2014End of term in 2026 BIO - JC Tellier Jan Berger Independent DirectorFirst appointed in 2019End of term in 2027 BIO - J. Berger Maëlys Castella Independent DirectorMember of the Audit CommitteeFirst appointed in 2023End of term in 2027 BIO - M. Castella Kay Davies Independent DirectorMember of the Scientific CommitteeChair of the GNCCFirst appointed in 2014End of term in 2026 BIO - K. Davies Pierre Gurdjian Independent DirectorMember of the GNCC First appointed in 2016End of term in 2028 BIO - P. Gurdjian Susan Gasser Independent DirectorMember of the Scientific CommitteeFirst appointed in 2021End of term in 2025 BIO - S. Gasser Cyril Janssen DirectorFirst appointed in 2015End of term in 2027 BIO - C. Janssen Cédric van Rijckevorsel DirectorMember of the Audit CommitteeFirst appointed in 2014End of term in 2026 BIO - C. van Rijckevorsel Ulf Wiinberg Independent DirectorMember of the GNCC First appointed in 2016End of term in 2028 BIO - U. Wiinberg Nefertiti Greene Independent DirectorMember of the GNCC First appointed in 2024End of term in 2028 BIO - N. Greene Dolca Thomas Independent DirectorMember of the Scientific Committee First appointed in 2024End of term in 2028 BIO - D. Thomas Rodolfo Savitzky Independent DirectorChair of the Audit Committee First appointed in 2024End of term in 2028 BIO - R. Savitzky Honorary directors Karel Boone, Honorary ChairEvelyn du Monceau, Honorary ChairMark Eyskens, Honorary ChairGeorges Jacobs de Hagen, Honorary ChairDaniel Janssen, Honorary Deputy ChairGerhard Mayr, Honorary ChairPrince Lorenz of BelgiumAlan BlinkenAlice DautryArnoud de PretRoch DoliveuxPeter FellnerGuy KeutgenJean-Pierre KinetTom McKillopGaëtan van de WerveJean-Louis VanherweghemBridget van RijckevorselNorman J. Ornstein Honorary chairmen of the Executive Committee Roch DoliveuxGeorges Jacobs de HagenDaniel Janssen Executive Committee We have adapted an organizational structure on four pillars around which we create value for each patient, centered by our focus and integrated across functional teams around different patient populations. Composition(Updated: July 2024)8 members5 nationalities4 women (50%) Jean-Christophe Tellier Chief Executive Officer &Chairman of the Executive CommitteeJoined UCB in 2011Appointed CEO in 2015 BIO - JC Tellier Emmanuel Caeymaex Executive Vice PresidentChief Commercial Officer Joined UCB in 1994Appointed in 2015 BIO - E. Caeymaex Sandrine Dufour Executive Vice PresidentChief Financial Officer Joined UCB in July 2020Appointed in July 2020 BIO - S. Dufour Jean Luc Fleurial Executive Vice PresidentChief Human Resources Officer Joined UCB in 2017Appointed in 2017 BIO - JL Fleurial Fiona du Monceau Executive Vice PresidentPatient Evidence Joined UCB in 2024Appointed in 2024 BIO - F. du Monceau Kirsten Lund-Jurgensen Executive Vice PresidentPatient Supply Joined UCB in 2019Appointed in 2019 BIO - K. Lund-Jurgensen Alistair Henry Executive Vice President &Chief Scientific Officer Joined UCB in 2004Appointed in 2024 BIO - A. Henry Denelle J. Waynick Johnson Executive Vice President &General Counsel Joined UCB in 2023Appointed in 2023 BIO - D. J. Waynick Johnson Shareholders and Shareholder Meetings Find out about UCB shareholders, their transparency notifications and our shareholder meetings on the dedicated webpage. Contact UCB IR Team investor-relations@ucb.com or a specific team member:Antje Witte, Head of Investor RelationsTel: +32 2 559 9414E-mail: Antje.Witte@ucb.com Sahar Yazdian, Investor Relations Lead Tel: +32 2 559 9137E-mail: Sahar.Yazdian@ucb.com Book a virtual meeting Send us feedback UCB IR App