General meetings shall be called with 3-5 weeks and in practice with approximately three to four weeks' notice. The agenda is accompanied by a combined proxy and voting form enabling the shareholder to vote specifically on each item.
The Annual General Meeting approves the Annual Report and any amendments to the Articles of Association. The general meeting elects the chair, the vice chair and 2-8 other members of the Board of Directors as well as the independent auditor. Resolutions can generally be passed by a simple majority. However, resolutions to amend the Articles of Association require at least two-thirds of votes cast and capital represented, unless other adoption requirements are imposed by the Danish Companies Act.
Shareholders’ rights to attend and vote at a general meeting is determined by shares owned at the record date, which is one week prior to the general meeting. The deadline for applying for an admission card to a general meeting is no later than three days prior to the general meeting.
All shareholders may, no later than 6 weeks prior to the general meeting, request that proposals for resolution be included on the agenda. All shareholders may also ask questions at the general meetings.
All documents relating to general meetings are published on Novo Nordisk’s website at least three weeks prior to the general meeting.
General meetings are held in English, however proposals may be submitted and questions may be asked in Danish. Simultaneous interpretation between English and Danish is available and the meeting is web casted live and available for streaming after the meeting. Shareholders may, vote at the annual general meeting, or by proxy or correspondence (written votes) either electronically via the InvestorPortal or by mail.
Resolutions passed at general meetings are published immediately after the close of the meeting and the minutes are disclosed latest two weeks after the meeting.
Normally, Novo Nordisk hosts an informal shareholder meeting conducted in Danish for the company's shareholders shortly after the Annual General Meeting.
Due to the current COVID-19 pandemic, to minimise the spread of the virus as much as possible while also supporting shareholder engagement, Novo Nordisk A/S’ Board of Directors decided that the Annual General Meeting 2021 was held as a fully virtual meeting. Accordingly, shareholders had the possibility for viewing a broadcast of the meeting, submit votes and ask written questions through a web-browser based IT application.
In 2021 it was decided not to hold an informal Shareholders’ Meeting in connection with the Annual General Meeting in March 2021 in order to minimise the risk of spreading the coronavirus and to adhere to recommendations from the Danish authorities.