Bagsværd, Denmark, 25 March 2021 - Today, Novo
Nordisk A/S held its Annual General Meeting.
At the Annual General Meeting, Helge Lund, chair of the of
Board of Directors stated: “In 2020, Novo Nordisk showed agility and
resilience in very challenging times, and the COVID-19 pandemic has
underscored the importance of continued innovation and relevance of
businesses in times of crisis. We have delivered on our financial
guidance and invested significantly in commercial launches and
research and development. All in all, we are very satisfied with the
progress made on our strategic aspirations, which has resulted in an
attractive capital allocation to shareholders.” He continued: “Despite
the pandemic and turbulent business environment, Novo Nordisk made
important steps towards delivering on our purpose of driving change to
defeat diabetes and other serious chronic diseases”.
Resolutions adopted at the Annual General Meeting
Financial year 2020 and board remuneration
- Approval of the Company’s statutory Annual Report 2020 and
distribution of profits according to the statutory Annual Report 2020.
- The final dividend for 2020 of DKK 5.85 for each Novo Nordisk A or
B share of DKK 0.20. The total dividend for 2020 of DKK 9.10
includes both the interim dividend of DKK 3.25 for each Novo Nordisk
A and B share of DKK 0.20 which was paid in August 2020 and the
final dividend of DKK 5.85 for each Novo Nordisk A and B share of
DKK 0.20 to be paid in March 2021.
- The Remuneration Report 2020 was approved (advisory vote).
- The actual remuneration of the Board of Directors for 2020 and the
remuneration level for 2021 were approved.
- Re-election of Helge Lund as chair of the Board of Directors.
- Re-election of Jeppe Christiansen as vice chair of the Board of Directors.
- Re-election of Laurence Debroux, Andreas Fibig, Sylvie Grégoire,
Kasim Kutay and Martin Mackay as members of the Board of Directors.
- Election of Henrik Poulsen as new member of the Board of Directors.
- Appointment of Deloitte Statsautoriseret Revisionspartnerselskab
as the Company’s auditor.
Shares and capital
- Reduction of the Company’s B share capital by cancellation of part
of the Company’s own holding of B shares. The Company’s B share
capital is reduced by DKK 8,000,000 from DKK 362,512,800 to DKK
354,512,800. The Company’s A share capital of DKK 107,487,200
remains unchanged, whereby the Company’s share capital will amount
to DKK 462,000,000.
- Authorisation to the Board of Directors until the Annual General
Meeting 2022 to allow the Company to repurchase own shares of up to
10% of the share capital subject to a holding limit of 10% of the
- Cancellation of Article 5.3 of the company’s Articles of Association.
- Extension of the authorisation to the Board of Directors to
increase the Company's share capital for a period of one year until
25 March 2023 up to nominally DKK 46,200,000.
- Indemnification of Board members and executives from future
liability in addition to any director’s and officer’s liability insurance.
- Amendments to the Remuneration Policy regarding international
mobility, claw-back of variable pay, discretion to override the
formulaic outcome under incentive programmes, capping of variable
pay and incentive targets becoming obsolete.
- Amendments to the Articles of Association regarding an
authorisation to hold future General Meetings as fully virtual and
partially virtual meetings, the language in documents prepared for
General Meetings and an ability to differentiate votes for certain shareholders.
- A proposal from a shareholder on making a plan for changed
ownership of the Company was not adopted.
Due to the current COVID-19 pandemic and in order to minimise
the spread of the virus, the meeting was held as a fully virtual
meeting. Accordingly, shareholders attended by electronic means and
had been encouraged to exercise their rights by submitting proxies or
votes by correspondence in advance of the Annual General Meeting.
Composition of the Board of Directors and its committees
After the Annual General Meeting, the Board of Directors held a
board meeting to appoint members of its committees.
The Board of
Directors, including its committees, is now composed as follows:
- Helge Lund (chair of the Board and chair of the Nomination Committee)
- Jeppe Christiansen (vice chair of the Board and chair of the
- Laurence Debroux (chair of the Audit Committee and member of the
- Andreas Fibig (member of the Audit Committee)
- Sylvie Grégoire (member of the Audit Committee, the Nomination
Committee and the Research & Development Committee)
- Mette Bøjer Jensen (employee representative and member of the
- Kasim Kutay (member of the Nomination Committee and the Research
& Development Committee)
- Anne Marie Kverneland (employee representative and member of the
- Martin Mackay (chair of the Research & Development Committee
and member of the Remuneration Committee)
- Henrik Poulsen (member of the Audit Committee)
- Thomas Rantzau (employee representative and member of the Research
& Development Committee)
- Stig Strøbæk (employee representative and member of the Audit Committee)
Novo Nordisk is a leading global healthcare company, founded in
1923 and headquartered in Denmark. Our purpose is to drive change to
defeat diabetes and other serious chronic diseases such as obesity
and rare blood and endocrine disorders. We do so by pioneering
scientific breakthroughs, expanding access to our medicines and
working to prevent and ultimately cure disease.
Novo Nordisk employs about 45,000 people in 80 countries and
markets its products in around 170 countries. Novo Nordisk's B
shares are listed on Nasdaq Copenhagen (Novo-B). Its ADRs are listed
on the New York Stock Exchange (NVO). For more information, visit
Company announcement No 21 / 2021