Corporate governance recommendations and practices

As an international company listed on the stock exchanges in Copenhagen and New York, Novo Nordisk is subject to the Danish Corporate Governance Recommendations designated by Nasdaq Copenhagen, and - as a foreign listed private issuer – to the Corporate Governance Listing Standards on New York Stock Exchange as stated in the Listed Company Manual.

Revised Danish Corporate Governance Recommendations were introduced in May 2013 and updated again in November 2014. Novo Nordisk is following the majority of the Danish Corporate Governance Recommendations. Novo Nordisk does not follow three of the recommendations:

  • The responsibility of the remuneration policy applicable for the employees in general lies with Executive Management and not with the Remuneration Committee.
  • Two executive employment contracts entered into before 2008 allow for severance payments of more than 24 months’ fixed base salary plus pension contribution.
  • The majority of the members of the Nomination Committee and the Remuneration Committee respectively are not independent.

As a foreign listed private issuer Novo Nordisk is in compliance with the corporate governance standards of the New York Stock Exchange, where Novo Nordisk’s ADRs are listed.

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

In accordance with art. 107b of the Danish Financial Statements Act Novo Nordisk has prepared a Statutory Corporate Governance Report (in Danish "Lovpligtig redegørelse for virksomhedsledelse, jf. årsregnskabslovens § 107 b"). The reports for 2011, 2012, 2013, 2014, 2015, 2016 and 2017 can be found below: