Annual General Meeting at Novo Nordisk A/S

At the Annual General Meeting of Novo Nordisk A/S today, the shareholders made the following resolutions:

 

   Adoption of the audited Annual Report 2005, including approval of the remuneration of the Board of Directors.

   Resolution to distribute the profit according to the adopted Annual Report 2005. The dividend will be DKK 6.00 per share of DKK 2, an increase of 25% compared with 2004.

 

   Re-election of the following existing board members elected by the Annual General Meeting: Sten Scheibye, Göran A Ando, Kurt Briner, Henrik Gürtler, Niels Jacobsen, Kurt Anker Nielsen and Jørgen Wedel.

   Re-election of the auditors, PricewaterhouseCoopers.

 

   Reduction of the Company's B share capital from DKK 601,901,120 to DKK 566,432,800 using 17,734,160 B shares of DKK 2 of the Company's portfolio of own B shares, nominally DKK 35,468,320, corresponding to 5% of the total share capital. The Company's share capital will then amount to DKK 673,920,000 divided into A share capital of DKK 107,487,200 and B share capital of DKK 566,432,800.

 

   Amendment of the Articles of Association of the Company giving the Board of Directors authority to decide that a General Meeting shall be conducted in the English language. All documents, which shall be made available for the shareholders, shall be available in the Danish as well as the English language. The Board of Directors shall secure that the Danish shareholders, attending a General Meeting, can participate in the General Meeting in Danish.

 

   Authorisation to the Board of Directors, until the next Annual General Meeting, to allow the Company to acquire own shares of up to 10% of the share capital and at the price quoted on the date of purchase with a deviation of up to 10%, cf Article 48 of the Danish Public Companies Act.

 

Mads Øvlisen, the chairman of the Board up till now, did not seek re-election and hence leaves Novo Nordisk after 35 years in the company.

 

In February 2006, Novo Nordisk employees in Denmark elected four board members. Johnny Henriksen, Anne Marie Kverneland and Stig Strøbæk were re-elected and Søren Thuesen Pedersen was elected as new employee representative.

 

Accordingly the Board of Directors of Novo Nordisk A/S comprises:

       Sten Scheibye

       Göran A Ando

       Kurt Briner

       Henrik Gürtler

       Johnny Henriksen (employee representative)

       Niels Jacobsen

       Anne Marie Kverneland (employee representative)

       Kurt Anker Nielsen

       Søren Thuesen Pedersen (employee representative)

       Stig Strøbæk (employee representative)

       Jørgen Wedel.

For information on the board members, please refer to novonordisk.com.

 

At a board meeting immediately after the Annual General Meeting, the Board of Directors constituted itself with Sten Scheibye as chairman and Göran A Ando as vice chairman.

 

The Board of Directors elected Kurt Anker Nielsen, Niels Jacobsen and Jørgen Wedel as members of the Audit Committee with Kurt Anker Nielsen as chairman. Kurt Anker Nielsen and Niels Jacobsen were designated by the Board of Directors as Audit Committee Financial Experts.

 

 

For further information please contact:

 

 

Stock Exchange Announcement no 14 / 2006