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Passing of Zealand's Annual General Meeting in 2016

  • All the proposals put forward were adopted by the General Meeting
  • Following the General Meeting, the Board of Directors constituted itself with Martin Nicklasson continuing as Chairman of the Board

COPENHAGEN, Denmark, April 19, 2016 (GLOBE NEWSWIRE) -- Today, Zealand Pharma A/S (Zealand) (CVR-no. 20 04 50 78) held its Annual General Meeting for 2016 at the offices of Plesner Law Firm, Amerika Plads 37, 2100 Copenhagen OE, Denmark. At the meeting, all proposals presented to the General Meeting were adopted.

The report by the Board of Directors and Executive Management on Zealand's activities in the past financial year was acknowledged by the General Meeting and Zealand's audited Annual Report for 2015 was approved. It was approved that the financial result for 2015, i.e. a loss of DKK 113,957,117.27, will be carried forward to the next financial year.

All board members elected by the General Meeting are elected on an annual basis. All incumbent members stood for re-election and were recommended for re-election by the Nomination Committee. All members were re-elected by the General Meeting, and hence, Zealand's Board of Directors now comprises:

  • Peter Benson
  • Rosemary Crane
  • Catherine Moukheibir
  • Alain Munoz
  • Martin Nicklasson
  • Michael J. Owen
  • Jens Peter Stenvang (employee elected)
  • Hanne Heidenheim Bak (employee elected)
  • Rasmus Just (employee elected)

After the passing of the Annual General Meeting, the Board of Directors constituted itself with Martin Nicklasson continuing as Chairman and Rosemary Crane continuing as Vice Chairman.

Catherine Moukheibir, Martin Nicklasson and Rosemary Crane, with Catherine Moukheibir as Chairman, will comprise the Audit Committee.

Martin Nicklasson, Mike J. Owen and Peter Benson, with Martin Nicklasson as Chairman, will comprise the Remuneration and Compensation Committee.

Martin Nicklasson in his role as Chairman of the Board and Peter Benson will continue as Board representatives of the Nomination Committee. Bente Anderskouv from LD has resigned from the Nomination Committee and Agnete Raaschou-Nielsen has been elected to represent LD instead.

Deloitte Statsautoriseret Revisionspartnerselskab was re-elected as the company's auditor as proposed by the Board of Directors.

The Board of Directors was authorized to allow the company to acquire, in the period until the next Annual General Meeting, its own shares for a total nominal value of up to 10% of Zealand's share capital from time to time.

The updated Articles of Association of the company, including the Board of Directors' proposal regarding the maximum number of new shares which the Board of Directors is authorized under the authorization of the General Meeting to issue at market price and without pre-emption rights for the company's existing shareholders, were approved as proposed by the Board of Directors. The authorization covers the issuance of new shares of up to nominally 10% of the share capital of the company.

Zealand's updated Remuneration Policy as well as the updated Overall Guidelines for Incentive Pay were approved as proposed by the Board of Directors. This includes approval of a total annual remuneration fee to the Board of Directors of DKK 2,900,000 as recommended by the Remuneration and Compensation Committee and the Nomination Committee.

The fees to the Board of Directors for the financial year 2016 were approved as proposed by the Board of Directors' and in accordance with the updated Remuneration Policy of the company.

Source: Zealand Pharma A/S