The Nomination Committee assists the Board of Directors with: the competence profile and composition of the Board of Directors; nomination of members for the Board of Directors and Board Committees; annual evaluation of the Board; and the corporate governance of the company.
The Nomination Committee has four members elected by the Board of Directors from among its members. One member is designated as chair and once member is an employee-elected Board member.
In March 2021, the Board of Directors elected the following members to the Nomination Committee:
Out of the four members of the Nomination Committee, two members qualify as independent as defined in the Danish Corporate Governance Recommendations, including the chair, while Kasim Kutay and Mette Bøjer Jensen qualify as non-independent given that Kasim Kutay is an executive of the main shareholder Novo Holdings A/S and Mette Bøjer Jensen an employee-elected Board member. According to the Danish Corporate Governance Recommendations a majority of the members of a board committee should qualify as independent. Hence, the composition of the Nomination Committee does not adhere to the Danish Corporate Governance Recommendations. This is due to the fact that the Board of Directors finds that the composition of the Nomination Committee allows for a representative of the main shareholder as well as an employee-elected Board member, both qualifying as non-independent, being on the Nomination Committee while maintaining an operational structure of the Nomination Committee with relative few members.
The Nomination Committee conducted four meetings in 2020. All Nomination Committee members attended all committee meetings within the member’s term in 2020.