The Annual General Meeting directly elects the chair and vice chair
of the Board
of Directors of Novo Nordisk A/S.
In March 2020, the Annual General Meeting re-elected Helge Lund as chair and re-elected Jeppe Christiansen as vice chair. Helge Lund
was elected as chair in 2017 and Jeppe Christiansen was elected as
vice chair in connection with his first election in 2013.
Roles and responsibilities
The Chairmanship assists the Board of Directors in the planning of
Board meetings, employment of Executive Management and other
assignments as decided by the Board.
The chair is considered independent and the vice chair is considered
non-independent, as he is a board member of the main shareholder, Novo
In 2019, the Chairmanship conducted eight meetings. The chair
attended all meetings in 2019 and the vice chair was excused from two
meetings in 2019. Please refer to the Annual
Report 2019 on p. 39 for a detailed attendance overview for the
Chairmanship Report for 2019
The Chairmanship works according to an Annual Work Plan with fixed
agenda items. In addition, the Chairmanship requests ad hoc topics to
be discussed at their meetings.
In 2019, the Chairmanship met eight times and dealt with the
Board matters and governance
- Prepared the Board’s Annual Wheel for 2020.
each Board meeting including preparation of the agenda and review of
key recommendations to the Board regarding business performance and
proposals for budgets/targets, business plans, strategies/policies,
investments, financial reporting, shareholders meetings and ensured
follow up on decisions made by the Board.
- Reviewed and
suggested changes to the documents governing the Board and
committees, incl. the Rules of Procedure of the Board, the
Chairmanship Charter, charters for the Board committees and the
Guidelines for Executive Management.
- Conducted the annual
review of the company’s takeover response capabilities.
- Conducted a review of the company’s investment portfolio.
Annual General Meeting and shareholders
- Reviewed the recommended agenda for the 2019 Annual General
- Conducted meetings with 8 of Novo Nordisk’s large
Executive Management and organisation
- Reviewed the organisational structure and employee composition
as well as the future need for competences.
- Reviewed the
composition of and the succession plan for the Executive Management,
including the appointments to the Executive Management.
- Reviewed the achievement of the LTIP 2018 targets and
recommended to the Board the targets for LTIP 2019.
- Conducted the annual performance evaluation of the Executive
Special focus areas
- Commercialisation – commercial execution within the therapy
areas and in different markets.
- External innovation –
partnering and acquisition to access external innovation.
- Organisational development – talent and leadership development,
supervising the changes in Executive Management and development of
the company culture.