Huntsman CORP
Shareholder Proposals
Item 4
Adopt a policy to separate the roles of Chair and CEO and require the Board Chair to be an independent director.
The proposal requests that Huntsman adopt a standing policy (and amend governing documents if necessary) to separate the offices of Chairman of the Board and Chief Executive Officer so two different people hold those roles, and that the Board Chair be an independent director. It also allows the Board to appoint an interim, non-independent chair while it seeks an independent chair, and contemplates phased implementation tied to CEO contract renewal or transition. The proponent cites recent share-price decline and asserts that an independent chair would strengthen oversight, mitigate conflicts of interest, and improve transparency and accountability. The proposal is a governance change focused on Board leadership structure and shareholder oversight.