Summary: At Genmab A/S' Annual General Meeting held today on April 19, 2007 the
Annual Report for 2006 was approved, discharge was given to the Board of
Directors and the Management and the year's loss was carried forward. One member
of the Board of Directors was re-elected and two new members were elected.
PricewaterhouseCoopers was re-elected as auditor of the Company. The proposals
from the Board of Directors to change the Articles of Association and
authorization to allow the Company to purchase shares in the Company were
adopted.
Copenhagen, Denmark; April 19, 2007 - Genmab A/S (CSE: GEN) held its Annual
General Meeting, today April 19, 2007 at 2:00 pm at Radisson SAS Royal Hotel,
Hamerichsgade 1, 1611 Copenhagen, Denmark.
At the meeting Chairman of the Board Dr. Michael B. Widmer gave - on behalf of
the Board - a report on the Company's activities during the past year. Chief
Executive Officer and member of the Board, Lisa N. Drakeman presented plans for
the year ahead, and Chief Financial Officer Bo Kruse presented the Annual Report
for 2006 endorsed by the auditors. The report was approved and discharge was
given to the Board and the Management.
It was decided that the year's loss of DKK 438 million be carried forward by
transfer to accumulated deficit, as stated in the Annual Report.
Dr. Anders Gersel Pedersen was re-elected to the Board for a further three year
period. Dr. Burton G. Malkiel and Hans Henrik Munch-Jensen were elected to the
Board for a period of three and two years respectively.
PricewaterhouseCoopers (State Authorized Accountants) was reelected as the
Company's auditor.
The General Meeting adopted the proposals from the Board to change the Company's
Articles of Association, as follows:
- The proposal to amend Article 4A of the Articles of Association, authorizing
the Board of Directors to issue new shares, so that the authorization is
increased from nominally DKK 10,528,798 shares to nominally DKK 15,000,000
shares and it is prolonged to apply for 5 years from this General Meeting, and
so that within the 15,000,000 shares the Board may issue up to nominally DKK
2,000,000 shares (including bonus shares) to employees of the Company and its
subsidiaries.
- The proposal to amend Article 6A to authorize the Board of Directors to issue
additional warrants - without pre-emption rights for the existing shareholders -
that give the right to subscribe up to nominally DKK 1,000,000 shares in the
Company to members of the Company's Board of Directors, the Company's employees
and consultants as well as employees and consultants of the Company's
subsidiaries and to implement the corresponding capital increases related to the
warrants issued.
- The proposal to amend Article 7 section one of the Articles of Association as
a consequence of VP Investor Service A/S's acquisition of the shareholder
registry activities from Danske Bank A/S.
- The proposal to amend Article 9 section 4 of the Articles of Association as a
consequence of a change of the Danish Companies Act under which it is required
that callings for the Company's general meetings are published in the computer
information system of the Danish Commerce and Companies Agency.
- The proposal to amend Article 18 of the Articles of Association to reflect
the Company's application of the current accounting regulations.
Finally the Board of Directors were authorized according to Section 48 of the
Danish Companies Act so that until the next Annual General Meeting the Company
may purchase own shares in connection with the buy-back of shares subscribed by
employees etc. pursuant to the Company's employee warrant programmes to the
extent of up to 2 percent of the Company's share capital and so that the
consideration for such shares shall be equal to the exercise price paid for the
shares in question.
About Genmab A/S
Genmab A/S is a biotechnology company that creates and develops human antibodies
for the treatment of life-threatening and debilitating diseases. Genmab has
numerous products in development to treat cancer, infectious disease, rheumatoid
arthritis and other inflammatory conditions, and intends to continue assembling
a broad portfolio of new therapeutic products. At present, Genmab has multiple
partnerships to gain access to disease targets and develop novel human
antibodies including agreements with Roche and Amgen. A broad alliance provides
Genmab with access to Medarex, Inc.'s array of proprietary technologies,
including the UltiMAb(R) platform for the rapid creation and development of
human antibodies to virtually any disease target. In addition, Genmab has
developed UniBody(TM), a new proprietary technology that creates a stable,
smaller antibody format. Genmab has operations in Europe and the US. For more
information about Genmab, visit www.genmab.com.
This press release contains forward looking statements. The words “believe”,
“expect”, “anticipate”, “intend” and “plan” and similar expressions identify
forward looking statements. Actual results or performance may differ materially
from any future results or performance expressed or implied by such statements.
The important factors that could cause our actual results or performance to
differ materially include, among others, risks associated with product discovery
and development, uncertainties related to the outcome and conduct of clinical
trials including unforeseen safety issues, uncertainties related to product
manufacturing, the lack of market acceptance of our products, our inability to
manage growth, the competitive environment in relation to our business area and
markets, our inability to attract and retain suitably qualified personnel, the
unenforceability or lack of protection of our patents and proprietary rights,
our relationships with affiliated entities, changes and developments in
technology which may render our products obsolete, and other factors. Genmab is
not under an obligation to up-date statements regarding the future following the
publication of this release; nor to confirm such statements in relation to
actual results, unless this is required by law.
Genmab(R); the Y-shaped Genmab logo(R); HuMax(R); HuMax-CD4(R); HuMax-EGFr(TM);
HuMax-Inflam(TM); HuMax-CD20(TM); HuMax-TAC(TM); HuMax-HepC(TM), HuMax-CD38(TM);
HuMax-ZP3(TM); and UniBody(TM) are all trademarks of Genmab A/S.
UltiMAb(R) is a trademark of Medarex, Inc.
Contact: Helle Husted, Sr. Director, Investor Relations, T: +45 33 44 77 30, M:
+45 25 27 47 13, E: hth@genmab.com
Stock Exchange Release no. 15/2007
