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Annual General Meeting

Shareholder authority and voting rights
Shareholders have the ultimate authority over the company and exercise their right to make decisions regarding Novonesis at general meetings, either by voting in person, by proxy or by post.

Scheduling and agenda of annual general meetings
Annual general meetings shall be called with 3-5 weeks’ notice.  
At the annual general meeting the shareholders approve the annual report and any amendments to the Articles of Association. The shareholders elect 4–10 directors to the Board of Directors and elect the auditor(s).

The agenda is accompanied by proxy and postal vote forms enabling the shareholder to vote specifically on each item.

Resolutions
Resolutions can generally be passed by a simple majority, while resolutions to amend the Articles of Association require that shareholders representing at least 2/3 of the total number of votes in the company shall be present at the general meeting and that at least 2/3 of the votes cast and 2/3 of the voting capital represented at such general meeting vote in favor of the resolution.

Shareholder proposals and questions
All shareholders may, no later than 6 weeks prior to the annual general meeting, request that proposals for resolution be included on the agenda. All shareholders may also ask questions at the annual general meetings.

Language and broadcasting of annual general meetings
Annual general meetings are held in Danish and English, and the meetings takes place in person, whilst being broadcast via a live web cast.

Post-meeting disclosure and documentation
Resolutions passed at annual general meetings are published immediately after the close of the meeting and the minutes are disclosed within 2 weeks.