Annual General Meeting at Novo Nordisk A/S
At the Annual General Meeting of Novo Nordisk A/S today, the
shareholders passed the following resolutions:
* Adoption of the audited Annual Report 2008.
* Approval of the remuneration of the Board of Directors.
* Distribution of profit according to the adopted Annual
Report 2008. The dividend will be DKK 6.00 per share of DKK 1, an
increase of 33% compared with the fiscal year 2007.
* Re-election of the following current board members elected
by the Annual General Meeting: Sten Scheibye, Göran A Ando, Henrik
Gürtler, Pamela J Kirby, Kurt Anker Nielsen and Jørgen Wedel. In
addition, Hannu Ryöppönen was elected to the Board of Directors for
the first time.
* Re-election of the auditor, PricewaterhouseCoopers.
* Reduction of the Company's B share capital from DKK
526,512,800 to DKK 512,512,800 by cancellation of 14,000,000 B
shares of DKK 1 each from the Company's own holdings of B shares at
a nominal value of DKK 14,000,000, equal to 2.2% of the total share
capital. After implementation of the share capital reduction, the
Company's share capital will amount to DKK 620,000,000 divided into
A share capital of DKK 107,487,200 and B share capital of DKK
512,512,800.
* Authorisation of 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 at the
time of the purchase with a deviation of up to 10%, cf Article 48
of the Danish Public Limited Companies Act.
* Amendment to Article 5.4: Replacement of the name"Copenhagen Stock Exchange" with "NASDAQ OMX Copenhagen".
* Amendment to Article 6.3 of the Articles of Association:
Existing authorisation of the Board of Directors to issue B shares
to employees without pre-emptive subscription rights for existing
shareholders reduced to a maximum nominal amount of DKK 3 million.
* Amendment to Article 6.4 of the Articles of Association:
Existing authorisation of the Board of Directors to increase the
share capital reduced to a maximum of nominally DKK 107 million.
* Articles 8.2 and 11.10 of the Articles of Association:
Addition in Article 8.2 of a new item 3 to the standard agenda of
the Company's Annual General Meeting regarding approval of the
remuneration of the Board of Directors and a consequential
amendment of Article 11.10.
The Board of Directors
In February 2006, Novo Nordisk employees in Denmark elected four
board members for a period of four years: Johnny Henriksen, Anne
Marie Kverneland and Stig Strøbæk were re-elected and Søren Thuesen
Pedersen was elected.
Accordingly, the Board of Directors of Novo Nordisk A/S comprises:
* Sten Scheibye
* Göran A Ando
* Henrik Gürtler
* Johnny Henriksen (employee representative)
* Pamela J Kirby
* Anne Marie Kverneland (employee representative)
* Kurt Anker Nielsen
* Søren Thuesen Pedersen (employee representative)
* Hannu Ryöppönen
* Stig Strøbæk (employee representative)
* Jørgen Wedel.
For information on the board members, please refer to
novonordisk.com.
At a board meeting held immediately after the Annual General Meeting,
the Board of Directors elected Sten Scheibye as chairman and Göran A
Ando as vice-chairman.
The Board of Directors elected Kurt Anker Nielsen, Jørgen Wedel and
Hannu Ryöppönen as members of the Audit Committee with Kurt Anker
Nielsen as chairman. The Board designated Kurt Anker Nielsen as
financial expert under US law, while Jørgen Wedel and Hannu Ryöppönen
were designated financial experts under both Danish and US law.
Finally, the Board of Directors designated Göran A Ando as research
and development facilitator.
Novo Nordisk is a healthcare company and a world leader in diabetes
care. In addition, Novo Nordisk has a leading position within areas
such as haemostasis management, growth hormone therapy and hormone
replacement therapy. Novo Nordisk manufactures and markets
pharmaceutical products and services that make a significant
difference to patients, the medical profession and society. With
headquarters in Denmark, Novo Nordisk employs more than 27,000
employees in 81 countries, and markets its products in 179 countries.
Novo Nordisk's B shares are listed on the stock exchanges in
Copenhagen and London. Its ADRs are listed on the New York Stock
Exchange under the symbol 'NVO'. For more information, visit
novonordisk.com.
Further information:
Media: Investors:
Mike Rulis Mads Veggerby Lausten
Tel: (+45) 4442 3573 Tel: (+45) 4443 7919
mike@novonordisk.com mlau@novonordisk.com
Kasper Roseeuw Poulsen
Tel: (+45) 4442 4471
krop@novonordisk.com
In North America: In North America:
Sean Clements Hans Rommer
Tel: (+1) 609 514 8316 Tel: (+1) 609 919 7937
secl@novonordisk.com hrmm@novonordisk.com
Company Announcement no 18 / 2009
