Corporate Governance

The business and affairs of the Company are managed under the overall direction of the Board of Directors. To assist it in carrying out its duties, the Board has delegated certain authority to five standing committees:

  • Audit
  • Compensation
  • Finance
  • Governance
  • Safety, Health & Environment

Under the Company's Restated Certificate of Incorporation, the number of directors is determined exclusively by the Board. Currently, the Board has fixed the number of directors at 13.

Ecolab's Annual Meeting of Stockholders is held each May for the election of directors and for the transaction of such other business as may properly come before the meeting. Any stockholder proposals of business must comply with the notice procedures set forth in Article II, Section 3 and Section 15 of the Ecolab Inc. By-Laws.