Novo Nordisk’s share capital is DKK 470,000,000, which is divided
into an A share capital of nominally DKK 107,487,200 and a B share
capital of nominally DKK 362,512,800.
Each A share of DKK 0.01 carries 10 votes, whereas each B share
of DKK 0.01 carries one vote. Thus, each B share of DKK 0.2 (the
present denomination of the company's shares) carries 20 votes and
each A share of DKK 0.2 carries 200 votes.
On 2 January 2014 the B shares were split in a five-for-one ratio
and the trading unit of the B shares listed on Nasdaq Copenhagen was
changed from DKK 1 to DKK 0.2. On 9 January 2014, each of Novo
Nordisk’s American Depository Receipts (ADRs) listed on New York Stock
Exchange was also split in a five-for-one ratio. Hence, the ratio of B
shares to ADRs listed on the New York Stock Exchange remains 1:1.
Special rights attached to A shares include pre-emptive
subscription rights in case of an increase of the A share capital,
pre-emptive purchase rights in case of a sale of A shares and
priority dividend if dividend is below 0.5%. B shares take priority
for dividend between 0.5% and 5%, and B shares take priority for
liquidation proceedings. However, in practice, A shares and B shares
receive the same amount of dividend per share of DKK 0.01.
The Board may issue new shares or buy back shares in accordance
with authorisations granted by the general meeting and recorded in
the meeting minutes.
In March 2020, the Annual General Meeting approved a reduction of
the company's B share capital from DKK 372,512,800 to DKK 362,512,800
by cancellation of 50,000,000 B shares of DKK 0.20 each from the
company's own holdings of B shares at a nominal value of DKK
10,000,000. The reduction of the company's B share capital was
implemented on 28 April 2020.