board-of-directors

Board of Directors

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Eugenio Ponce L. , , , Chairman of the Board and Director

Mr. Ponce is an Mechanical Engineer from the Universidad Católica de Valparaiso. In 1981, he joined the Company as Sales Manager. He became Commercial Manager in 1982, Commercial and Operations Manager in 1988 and Chief Executive Officer of SQM Nitratos S.A. in 1991. Between 2000 and 2016 he was Senior Commercial Vice President of SQM. In the past, he was a member of the Board of IANSA. Mr. Ponce is also a member of the Board of Soquimich Comercial.

Edward J. Waitzer , , , Vice Chairman of the Board and Director

Mr. Waitzer was Chair of Stikeman Elliott LLP, a leading Canadian law firm, from 1999 to 2006 and remains a senior partner whose practice focuses on complex business transactions. He also advises on a range of public policy and governance matters. He is a Professor and the Jarislowsky Dimma Mooney Chair in Corporate Governance and is Director of the Hennick Centre for Business and Law at Osgoode Hall and the Schulich School of Business at York University. Mr. Waitzer served from 1993 to 1996 as Chair of the Ontario Securities Commission (and of the Technical Committee of the International Organization of Securities Commissions) and until 1981 as Vice-President of The Toronto Stock Exchange. He is Chair of the Liquor Control Board of Ontario. He has written and spoken extensively on a variety of legal and public policy issues and serves or has served as director of a number of corporations, foundations, community organizations, editorial boards and advisory groups, including the Canadian Foundation for the Advancement of Investors Rights. He is currently the President of the Canada -Chile Business Council and spent 2003-2004 as an advisor to the Superintendent of Securities and Insurance (SVS) in Santiago, Chile. He earned his LL.B. (1976) and LL.M. (1981) from the Faculty of Law, University of Toronto. Mr. Waitzer was called to the Ontario Bar in 1978 and the New York Bar in 1985.

Joanne L. Boyes , , , Director

Ms. Boyes, Vice President, Treasury, Risk & Corporate Reporting, she has been with PotashCorp since 2004 and is responsible for external financial and integrated reporting, complex accounting, treasury activities, and overseeing internal controls compliance. She is a regular management participant on PotashCorp´s Audit Committee.

Gonzalo Guerrero Y. , , , Director

Mr. Guerrero Yamamoto is a lawyer from the Universidad de Chile with a Masters of Business Law from the Universidad Adolfo Ibáñez. He was corporate lawyer and substitute board member at Integramédica S.A for seven years and was Director of Inversiones Oro Blanco S.A and VNT S.A. (Vantrust Capital Asset Management) until April 2016. He is currently an executive board member of Guerrero and Associates, and a Board member of Asfaltos Chilenos S.A., Sanasalud S.A. y SMA Clinica Internacional S.A. (Perú).

Robert A. Kirkpatrick , , , Director

Mr. Kirkpatrick, Vice President, Deputy General Counsel and Assistant Corporate Secretary of PotashCorp, has been with PotashCorp since 1994 and is responsible for securities regulatory compliance and advising on corporate finance and development matters. He is a regular management participant on PotashCorp´s Corporate Governance and Nominating Committee.

Hans Dieter Linneberg A. , , , Director

Mr. Linneberg is an Economist from the Universidad de Chile. He also received a Ph.D. from the Universitá Catholique Louvain, in Belgium. Currently, he is the Executive Director of the Corporate Governance and Capital Markets Department at the Business School of the Universidad de Chile. He is a faculty member at the same University, giving lectures in Corporate Governance and International Finance.

Arnfinn F. Prugger , , , Director

Mr. Prugger, Vice President, Technical Services for PCS Potash, has been with the company for over 25 years and has a wide range of senior–level experience in mining and geophysics.

Julio Rebolledo D. , , , Director

Academic and Consultant, Commercial Engineer, MBA and PhDC. Assistant adjunct Professor of industrial engineering and IT, Professor at Universidad de Chile. Over 15 years of experience; has collaborated with the Central Bank of Chile, the Ministry of Transportation and Telecommunications, and BanChile Corredores de Bolsa. Awarded the Presidente de la Republica scholarship to study his PhD abroad at the University of Bath, where he was also a research teaching associate.

Board Responsibilities

The Board is responsible for the administration of the Company. Accordingly, the main duties of the Board are, among others:

  • To develop the Company’s vision, objectives and strategy;
  • To hire and continuously evaluate the CEO and senior management;
  • To approve new investments over US$5 million; this does not include maintenance capital expenditures included in yearly approved capital expenditures or frameworks;
  • To approve the annual budget;
  • To approve the Finance & Investment Policy to be presented for Shareholder approval at the annual Shareholder Meeting;
  • To analyze and assess the adequacy, timeliness, and relevance of the annual reports filed in both Chile and the United States, with the goal of permanently improving the information that the company provides to the public.
  • To analyze and approve issues required by Chilean regulations.

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The main duties of the Chairman of the Board include:

  • To chair Board meetings;
  • To chair shareholders’ meetings;
  • To cast the deciding vote in the event of a tie at Board meetings.

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Directors shall serve on the Board in accordance with the Code of Business Conduct for Members of the Board of Directors and Company Employees.

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