Solvay : 2023 EGM Q&A

ANNEX TO THE MINUTES OF THE ORDINARY SHAREHOLDERS MEETING HELD ON

DECEMBER 8, 2023

MINUTES OF THE WRITTEN AND ORAL QUESTIONS OF THE SHAREHOLDERS AND

ANSWERS

Les questions écrites ont été lues dans la langue dans laquelle elles ont été posées. Sauf indication contraire il a été répondu à toutes les questions dans la langue dans laquelle elles ont été posées, dans chaque cas avec traduction simultanée en français, néerlandais et/ou anglais.

Schriftelijke vragen werden gelezen in de taal waarin zij werden gesteld. Tenzij anders vermeld, werden alle vragen beantwoord in de taal waarin zij werden gesteld, elke keer met gelijktijdige vertaling naar het Frans, Nederlands en/of Engels.

Written questions were read in the language in which they were asked. Unless indicated otherwise, all questions were answered in the language in which they were asked, with simultaneous translation in Dutch, French and/or English.

Nicolas Boël

We're now going to move to the Q A session. Aminata, please.

Aminata Kake

Regarding the shareholders taking part remotely, we would like to remind you that you can ask your question on the LumiConnect platform. You have to select the chat icon and enter your questions. Once satisfied, click on Send. We would also like to remind you that the shareholders who have sent their proxy can follow the podcast with the ID that they have received, but they have no right to ask questions since they were able to do so before the Assembly. We will also answer the questions during the assembly and the questions that are asked during the assembly orally or via the LumiConnect platform.

Nicolas Boël

Votes have already been opened. The shareholders can now vote on all the items on the agenda until the moment the chair closes the votes. We are first going to answer the written questions that were received before the Assembly, 40 of them, but we were able to gather them, then the chat, and then the questions on the LumiConnect platform and in the room. The questions on one same topic will be gathered and will be answered jointly. Let's get started.

Ilham KADRI

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Thank you very much. Nicolas, can we get the first question on the screen?

Aminata Kake

First question on Limestone In Solvay's November 13 press release, it has been underlined that a major objective is reaching carbon neutrality by 2050. What about the other environment related aspects, such as 20% reduction of limestone residuals concerning the factory in Rosignano by 2030?

Ilham KADRI

Well, let's start by saying that before the press release of November 13, you remember we committed in 2021 already to achieve carbon neutrality by 2050, entailing €2 billion investment. Not only we committed on the timing, but we said how much is going to cost us and how much we're going to invest in it. And the progress, by the way, since then has been remarkable. And personally, I think it's the EGM of emotions. Being the first CEO of Solvay to make such a commitment means a lot to me and remains one of my most notable achievements. And it is with responsibility and a great sense of pride that we did so because we commit for our successors and for generations to come. So, yes, achieving carbon neutrality by 2050 is a fundamental objective of Solvay, and we can further confirm that Solvay's sustainability targets and plans extend beyond carbon neutrality. Remember, in September 2022 we announced a plan to significantly reduce the release of limestone residues from our soda ash operations in Rosignano in Italy. Since then we have made additional improvements. By 2030, it's indeed Solvay objective to lower by 20%. We confirmed the maximum volume of discharge currently set by the IPCC permits or the manufacturing permits we have in Italy. And these objectives stay valid for the new Solvay.

The implementation of different initiatives has shown already positive downward, I would say trend in the total amount of limestone residue. And we expect these good results to be confirmed in the coming years. Also Solvay is partnering with two companies. Philippe will talk about this in his future endeavor and he does it with our customers to collect and reuse the limestone residues in construction and agriculture, creating a circular economy for soda ash production, and we like that. And one of my favorites. We also invested in the pilot plants at our Dombasle soda ash site in France to test this breakthrough soda ash production process called now eSolvay. And that will frankly pave the way for achieving carbon neutrality by 2050 for this business, while at the same time eliminating all limestone residues. So I'm very, very proud with the team upon the approval. We hope today that one of our legacies as a team here will be to have reenergized these projects. It took time. The first patent was filed back in 2014, if I remember well, we failed and we started to see new ways of doing things differently in 2021 with science evolving and with the culmination last year and this year with our investments in Dombasle.

So in short, very happy that all these initiatives are on track and we are progressing as planned. Back to you.

Nicolas Boël

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Thank you, Ilham, Aminata. Next question.

Aminata Kake

Second question on Limestone. Could you quantify the progress made since the last ordinary shareholder meeting concerning the target of zero limestone discharge by 2050?

Ilham Kadri

Yeah, this is probably a question for our COO Augusto. Can you take it?

Augusto Di Donfrancesco

Absolutely, Ilham. The target of zero limestone discharge by 2050 refers to our breakthrough process innovation process announced at the last year. You have mentioned it Ilham. The new process completely reinvents the way we make soda ash and will pave the way for achieving carbon neutrality by 2050 for this business. It is an electrochemical process for soda ash production powered by renewable energy. We call it eSolvay. That will enable us to achieve three revolutionary improvements in our Solvay process today. First, we are going to reduce by 50% the emission of CO2. Second, we are going to reduce by 20% the use of water and brine. Third, we reduce by 30% the limestone consumption and finally eliminating limestone residues. So far, as Ilham said, we have invested 40 million in developing the process. And today we are happy to show and share with you good progress with the process industrialization roadmap. The pilot in Dombasle began operating in April and we are seeing that the process is very stable. And this is a good first step in the industrialization of the map that we intend progressively to roll out the new technology across all our European soda ash plant by 2050.

eSolvay will allow our plants to operate more efficiently and ensure our customers have access to a secure and more sustainable supply of soda ash to meet growing demand worldwide. This breakthrough process innovation is a continuation of the legacy of our founder. And I know it is something Ilham and all of us are very proud of.

Nicolas Boël

Thank you, Augusto. Now, Aminata, we've got two group questions on capital allocation.

Aminata Kake

Yes. So number three, will the above mentioned objective concerning Limestone's residuals be impacted by the considerable reduction of the Company's capital following the merger? If so, how will it be impacted? Number four, will any sustainability related investment plan be modified following the considerable reduction of the company's capital? If so, how will it be impacted?

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Ilham Kadri

Okay, as we speak about capital structure and maybe, Karim, you can take care of this question. I would like maybe to ask the technical team on the backstage to project the One planet commitments. Thank you, Karim.

Karim Hajjar

Thank you. I'm happy to do so. The capital structure of Solvay, after completion of the partial demerger, will be efficient. It will be optimized as an investment grade. Now, the strong cash generation and the resilience of our leading businesses combine with this strengthened balance sheet to enable Solvay to meet its obligations, meet its commitments, including investment, to meet the sustainability ambitions that you see. And that is how it can unleash its full potential. Indeed, the investments that are related to achieving the One Planet roadmap are considered as essential CapEx, as part of the first priority. Priority number one in the capital allocation, the cash usage of Solvay and it's expected to represent approximately one third of Solvay's indicative levered pre-CapEx cash flow of €4 billion over the period 24 to 28. Therefore, we fully expect Solvay to meet its sustainability goals, including the reduction and the long term elimination of limestone residues.

Nicolas Boël

Thank you, Karim. Now we have a question regarding the 300 million savings of Solvay.

Aminata Kake

In the midterm targets to 2028. The target concerning total growth saving of 300 million annual run rate is included. Could you give us more details concerning the main sources? Operational excellence, continued footprint optimization and process innovation of this increase in growth savings.

Ilham Kadri

Again, our COO Augusto is the right person to address this one. Augusto, the floor is yours.

Augusto Di Donfrancesco

Sure. The cost saving program targeted both fixed and variable costs. Fixed costs constitute about 60% of our total saving and focus on operational excellence, standardization, optimization of our operations. This includes savings in maintenance that represent for this business one fourth of the total physical cost. Giving the example of predictive maintenance. This predictive maintenance will allow us to reduce urgent, unplanned and costly interventions that are very usual in this business and these are a source of savings. Regarding variable cost, which we expected to constitute 40% of the savings, a major focus is on optimizing the expenses related to raw materials and energy consumption through manufacturer excellence, digitalization and process Innovation. For example, the integration of Advanced Process Control and

machine learning enabled by digitalization offers a huge potential to operate more efficiently in our plants,

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improve yields and reduce waste. Finally, the acceleration of what we call the Star Factory platform, industrial platform materialized our ambition to setting up best-in class practices in all our plants around the world to enhance our cost and sustainability leadership.

Nicolas Boël

Thank you, Augusto. Now we have a series of questions on the use of those 300 million.

Aminata Kake

Yes, these are number six, seven, eight and nine. Number six, will the growth savings be used for fulfilling the already mentioned sustainability related projects? If yes, to what extent? Number seven, will the growth savings be partly aimed at implementing further sustainably related projects? If yes, in which domain? Number eight, which are the essential investments you mentioned in the November 13 press release when talking about maintaining investment grade credit rating. And number nine is the objective concerning growth savings aimed at prioritizing stable to increasing dividends.

Ilham Kadri

Okay, thank you Aminata. I'll try to address them all myself. The objective of the gross savings, as we told you during the capital market day and you heard it from our team, is to generate obviously shareholder value, reinforcing the resilience of our businesses and contribute meaningfully to the 4 billion euro in pre CapEx cash flow over the next five years for Solvay. So the users and I invite you to look at Slide 64 of the capital Market Day. You will see the uses of the saved cash. They are well described. Now, the first priority of the allocation of cash is basically essential CapEx, we call it. The Essential CapEx includes sustenance and One Planet. So we have included our One Planet's ambition in our priority. Number One, the sustainable includes compliance, maintenance, leasing IT, modernization, health and safety, as you can expect from us. And the One Planet is sustainability roadmap. So the climate pillar, our coal phase out program by 2030 whenever possible. The -30% scope one and two, emissions reduction by 2030. Philip and the team have shared with you during the capital market day and -20% of scope three emissions reduction by 2030.

We also have a progressive roadmap going through the energy transition process, emissions process, innovation, electrification of our processes and further technology development to reach our carbon neutrality latest by 2050. I also remind you that Solvay One Planet includes the better life pillar for people with safety at the heart of it, gender parity and the living wage, as I said by 26 latest. So these essential CapEx will fund our sustainability roadmap and the implementation of its planned related projects. It should account for circa one third of the expected cash generation and of course the payment of predictable and reliable stream of dividends is an important priority and ranks behind essential CapEx and ahead of any other discretionary use of capital like we used to do at Solvay today. So let me give you a few examples now and remind you of what has been achieved by our management team since I took office. Solvay One

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Planet has delivered consistently since it was announced, outperforming our targets and maintaining two times Paris agreements throughout the period. And we have now altogether over 80 energy transition projects including coal phase-out which will deliver massive reduction of CO2 equivalents, as I said, removing 2 million cars off the road every year.

Also, consider our performance on gross dividend per share as compared to our scope one to greenhouse gas emissions. As an illustration, dividends per share rose from 3.75 to 4.5 between 2018 and 2022, whereas the scope one plus two greenhouse gas emissions dropped from 12.8 million tons to 10.3 million tons. Our mandate was clear and we are proud of what we delivered and I have confidence that the future management team of the new Solvay will be no different.

Nicolas Boël

Thank you Ilham. And then the next question is the priorities between dividends and One planet.

Aminata Kake

Question ten: priorities concerning cash use seem to be much more focused on shareholders returns than on One Planet projects. Shareholders returns are in fact parsed of both priority Two and three. Leading, in the view of the shareholders asking the question to an unequal cash distribution. Are you then implicitly admitting that shareholders returns and dividends are more important than speeding up the achievement of One Planet projects?

Ilham Kadri

Yeah, I'll take it again, I'm not asking you to trust us, right? Look at the track record, look at the resume. Our historic performance is a testimonial that we meet our commitments in a timely manner. I remind all that while delivering dividends in the past five years we went through an incredible journey which I'm proud to call legacy. For our historical business, soda ash, I knew from day one that exiting coal, which we put as part of our Solvay One Planet is an independent commitment from the climate change scope one or two will be the success factor to reach neutrality and accelerate our greenhouse gas emission reduction trajectory. Few data points in Europe, we started the conversion of the boilers at the Rheinberg plants from coal firing to sustainable biomass firing. Those are unrecoverable wood wastes right, back in 2019. In 2020, in the middle of the pandemic, we started the conversion of Dombasle plant in France from coal firing to waste to energy using refuse derived fuel, we call it RDF, to a very efficient deconsolidated gen venture and alliance with our partner Veolia. Third, we adapted one boiler in Devnya in Bulgaria to increase the combustion rate with 30% biomass coming from a variety of sources, including locally sourced sunflower husk pellets from the neighborhood farmers.

Now, in the United States of America, we're not called to do anything. We did it in Green River. We have been phasing out coal switching to gas by the end of this year, and we're investing in innovative technology

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to abate greenhouse gas emission released by the mine. The investments will come on stream by the end of 2024, together with the ongoing capacity expansion in the US. Back to you.

Nicolas Boël

Thank you, Ilham.

Aminata Kake

Number eleven. In the first presentation you prepared for the Capital Markets Day, in the slide titled why Invest? You didn't include any environmental sustainability related reason. Hence, is it correct to deduce that you believe that top quarter margin and cash generation, attractive progressive dividend season executive and best in class governance to be more strategically relevant points than environmental sustainability for attracting new shareholders?

Ilham Kadri

So the answer is very simple, because we consider sustainability commitments a mess to do. It's above everything else. This is not negotiable. It's a duty. It's the only way to operate responsibly. And we hope investors expect the same from all companies, by the way. I trust we have demonstrated that we raised the bar. We joined Paris in 2019 and we doubled down since then. We achieved almost two times the Paris Agreement reduction, believe it or not, and we are hard to abate business. We addressed Cop 3 emissions and got SBTI certification, which is quite rare in the industry. And then we committed to carbon neutrality for soda ash derivatives by 2050 and for all other businesses by 2040. And we have also demonstrated in the past five years that we can achieve both the power of the end profitability, hit our growth target two years ahead, GROW strategy target two years in advance, and overachieve on our planet goals. So during my road shows basically investors told me that they appreciate the fact that both companies have revealed ambitious targets at the capital Market Day for the midterm.

Nicolas Boël

Thank you, Ilham, Aminata, next question.

Aminata Kake

Question twelve. In your One Planet roadmap, we can find as a better life objective the willingness of granting a living wage to 100% of the workforce by 2026. However, during the first week of October, the company agreed to an 11.5% wage increase for the Solvay owned Scitech chemical plant in Greenville, Texas. Only for the negotiating committee voted despite especially after the pandemic inflation rates got

(…) high. How does the better life objective fit with the confrontation with trade union in Texas?

Ilham Kadri

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So, for the difficult questions, I give them to our Chief People Officer. This one is for Hervé.

Hervé Tiberghien

Thank you, Ilham. I appreciate it. As you mentioned in the question, the situation in Greenville, Texas has been solved. And I'm not going to comment on a specific situation and specific dispute with the legal representative in this plant. But I want to come back on your question on our better life goal that you are referring to. And it is a bit different and it is very close to my heart. I know Ilham's heart and our heart in the leadership team. It is a commitment from the company and the mandate from us as a management team to make sure that everywhere we are operating, our employees can live decently from their work at Solvay. Of course we understand that the word 'decently' can be subjective and this is why we are working with reputed organizations that are helping us to make it measurable. We believe overall, in most developed countries, laws and labor regulation are supporting a decent level of living, but it is not the case everywhere. I'd also like to remind you of the progress, our social progress, that is coming directly from our DNA. We have launched the first of its kind Employee shareholder program with a record employee participation.

Ilham reminded that one in four employees are shareholders, if you exclude the executives that are all shareholders, 16 weeks coparental leave regardless of gender, orientation or country of residence. We closed almost 1000 pay gaps between men and women. Our Solvay Solidity Fund has supported thousands of families and communities around the world. We gave COVID special hardship or inflation hardship to help our lower wage employees. I think it speaks for itself.

Nicolas Boël

Thank you, Hervé. Aminata.

Aminata Kake

Yes. Then we have three questions relating to the same object. Number 13, what does the 300 million euro in terms of environmental liabilities resulting at the end of 2022 specifically refer to? Number 14, why has the above mentioned figure on environmental liabilities not been submitted to an audit procedure? Number 15. Could you estimate environmental liabilities for the end of 23?

Ilham Kadri

Question for you, Karim.

Karim Hajjar

Absolutely. Thank you. So the amount of 0.4 billion in terms of environmental liabilities for Solvay, that's after the completion of the partial demerger. That mostly refers to remediations that are related to past activities, and that's referenced in page 338 of our 2022 Integrated Annual Report. Now, what do they relate

to? It mainly relates to provisions, environmental provisions in respect of mines and drilling operations to

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the extent that relevant legislation and or operating permits require or create such obligations. That's one example. Another one is the management of soil and groundwater, for example, and that's not limited, for example, to dismantling of former electrolysis technologies, lime dykes, and so on. Now, regarding other liabilities presented as of the end of 2022, they're taken from the pro forma financial information that's been presented in the information document of the new Solvay. Now, these figures were reviewed by our statutory Auditor EY through a procedure that is referred to as reports on the compilation of unaudited pro forma financial Information. This financial information cannot be referred to as audited as no audit assurance, neither limited or reasonable, can be issued on such pro forma financial information. The audit procedures, however, were performed according to the International Standards on Assurance Engagement, ISIE 3420, and that's issued by the International Auditing and Assurance Standards Board.

In other words, in line with best practice, we've sought to provide all of you, all our stakeholders, with appropriate independent assurance to the extent feasible under replicable auditing standards. Turning to the final question, it is too early to provide accurate estimates of provisions for environmental liabilities at the end of 2023. These will, however, be published, as usual, in the 2023 Annual Integrated Report that will be published in Q two of next year.

Nicolas Boël

Thank you, Karim, Aminata, next is ESG Achievements.

Aminata Kake

Relating to ESG Achievements. Number 16 in the document published on November 20, 2023, Supplement to the Solvay Information Document in the Section 5.10.2 regarding ESG information, you have published a table containing a series of parameters concerning GHG emission and other important ESG aspects from 2018 to 2022. Could you provide us the data as of 13 June 23, or if available on 20 September 23?

Ilham Kadri

Maybe Pascal, you can pick it up. Thank you.

Pascal Chalvon

Thank you, Ilham. As a reflection of the positive actions engaged by the management in the context of Solvay One Planet and in line with what was shared at the group level by Ilham during her speech, the 23 trend is also positive at new Solvay level. On Safety first the ongoing program has been successful with a decreasing number and less severe accidents since the beginning of the year. But as Ilham always tells us, one accident remains one too many.

Regarding diversity, we have been deploying our program to promote women in the mid and senior management and we will continue to raise the bar. Finally, greenhouse gas emissions and solid fuel

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consumption will be also lower thanks to the startup of a greenhouse gas emission reduction project. We will mention it in the next question, notably in Devnya and Green river, and also lower volume production. So the full year 23 information and the related independent Assurance report of our statutory auditors will be published in our annual Integrated report for 23. Back to you.

Nicolas Boël

Thank you Pascal. And now a question regarding greenhouse gas.

Aminata Kake

Question 17: How is it possible that the GHE scope one 2 million ton equivalent CO2 variables have not been steadily reduced between 2018 and 2022, considering that you are committed to a reduction of 30% of those by 2030?

Ilham Kadri

Thank you Nicolas and Aminata. Well, the answer is very simple, actually. The new Solvay and the Syensqo businesses have different profiles regarding decarbonization objectives as you have seen, and also in their potential and timing, not only on neutrality goals but also on execution time. For businesses like soda ash, for example, the decarbonization will be done through larger projects which need a minimum of three years, sometimes five years, because you have to go through permitting. This is why the greenhouse gas emission decrease you have seen in the past years was mainly linked to Syensqo, I would say the low hanging fruits through process improvements, renewable electricity deployment, energy efficiency program and we collected those low hanging fruits. There was no significant progress at essential Co from 18 to 2021 and we have started now seeing the positive effect of these decarbonization projects on reducing greenhouse gas emissions from 2022 onwards. Now since the launch of Solvay One Planet, we have been exploring a sustainable alternative to coal that allows us to produce heat in our plants while lowering the carbon emissions. And since my arrival in 2019, we started building a plan for each European plant using coal and we accelerated that energy transition in 2022.

We had the benefit already of the first waste biomass boiler in Rheinberg, as I told you in Germany, as well as some smaller renewable electricity projects. In 2023 the biomass project in Devnya in Bulgaria is entering into force and also this year we launch 100% wind generated electricity supply of Voika plant. This is a peroxide plant in Finland. In 2024, next year, we will benefit from the coal to gas conversion in Green River in the United States of America. In 2025, we will drastically reduce emissions next to the second waste biomass boiler in Rheinberg, the RDF project in Dombasle. It's the largest boiler never built in the hexagon in France and in Europe, probably using your trash. That's how some presidents call it. So we have some unique disruptive greening technologies, and obviously we have some more greenhouse gas emission abatments in Green River. And we have an electric furnace project for silica in Ilio, in Colange. So all these

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