Governance of Novo Nordisk

Corporate Governance - in brief

Novo Nordisk is committed to the general principles of good corporate governance. What is corporate governance.

Novo Nordisk’s corporate governance consists of a framework of principles and rules, including  the Articles of Association and Novo Nordisk’s Way of Management. The Board reviews these principles and rules regularly in the light of prevailing best practices.

Pursuant to the provisions of the Danish Companies Act and Novo Nordisk's Articles of Association, the control and direction of Novo Nordisk is divided among the shareholders in a general meeting, the Board of Directors and the Executive Management. The two latter bodies are separate, and no person serves as a member of both. See more information on corporate governance.

Board of Directors

The Board currently consists of 11 directors. Seven are elected by shareholders at general meetings, and four are Novo Nordisk employees from Denmark, elected by Danish employees according to Danish law. The roles and responsibilities of the Board are defined in the Rules of Procedure for the Board of Directors of Novo Nordisk A/S.

Executive Management

Executive Management is responsible for the day-to-day management of the company. It consists of the CEO, president and five other executives. 

The Board appoints Executive Management and determines their remuneration. The chairmanship reviews the performance of the executives. As part of the Organisational Audit process the chairmanship identifies successors to executives and presents the names of such candidates to the Board for approval. Executives must retire having reached the age of 62. For more information please see here.

Corporate Governance Practices

  

As a company organised under Danish law and with a primary listing on the Copenhagen Stock Exchange, Novo Nordisk is guided by the Nørby recommendations and the EU initiatives on corporate governance. As an international company listed in New York, Novo Nordisk is in compliance with the US Sarbanes–Oxley Act as a foreign private issuer and will seek inspiration from internationally recognised standards.
 
Novo Nordisk is in general in compliance with the codes of good corporate governance designated by stock exchanges in Copenhagen and New York where the Novo Nordisk B shares/ADRs are listed.

For a detailed review of Novo Nordisk’s compliance with and deviations from the applicable codes please see the following:

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