CEO Brabeck-Letmathe Named Nestle Chairman

LONDON - Jan 18.05 - SNS -- Nestlé S.A. has named CEO Peter Brabeck-Letmathe its new board Chairman effective with the April 14 mandatory retirement of Rainer E. Gut.

The company's board of directors also selected two individuals as Vice-Chairmen of the Board.

Andreas Koopmann will be the prime intermediary between the Board of Directors and the Chairman/CEO. He will also chair those parts of the regular and special Board meetings in which the Chairman/CEO does not participate, such as the latter's performance and remuneration assessment.

The second Vice-Chairman, Rolf Hänggi, member of the Board since 2004, will chair the Audit Committee (composed of Jean-Pierre Meyers and Kaspar Villiger) and will ensure that the internal control function is exercised to its full extent. In addition, he has the brief to look at the long-term soundness of the Group's finances.

The Articles of Association of Nestlé also provide for the constitution of a Chairman's and Corporate Governance Committee, comprising the Chairman/CEO, the two Vice-Chairmen, Lord George and Kaspar Villiger. In addition to covering all aspects of corporate governance and nominations, this Committee is entrusted with the preparation and execution of the Board's decisions or the supervision of specific parts of the business.

"In this sense," the company said in a statement, "it will form a Finance Committee which, under the leadership of the second Vice-Chairman and with the input of other members of the Chairman's and Corporate Governance Committee, will advise and assist on all financial aspects that are critical for the successful running of the Group's business.

"These decisions fully take into account the requirements of effective management of the Group's business as well as those of good corporate governance. With the exception of the future Chair­man/CEO, all Board members are outsiders and therefore independent Directors. Their position and experience as individuals, the composition and the structure of the Board as well as the insti­tutional measures that will be introduced through the revised Board regulations, ensure that the Board is fully able to discharge its supervisory responsibility toward the shareholders."