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Zealand Pharma Proxy Solicitation & Information Statement 2016

Mar 18, 2016

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Copenhagen, 18 March 2016 – Zealand convenes for the company’s ordinary Annual
General Meeting for 2016 to be held on

Tuesday 19 April 2016 at 1.30pm CET

at the offices of Plesner Law Firm, Amerika Plads 37, 2100 Copenhagen Ø,
Denmark.

Agenda for the Annual General Meeting:

  1. Management’s report on the company's activities in the past financial year
  2. Approval of the audited Annual Report for 2015
  3. A resolution on the distribution of profit or the cover of loss in
    accordance with the approved Annual Report
  4. Election of members to the Board of Directors
  5. Election of auditor
  6. Authorization to Zealand to acquire its own shares
  7. Proposal from the Board of Directors to update the Articles of Association
  8. Proposal from the Board of Directors to update the company's remuneration
    policy and the overall guidelines for incentive pay
  9. Proposal from the Board of Directors to approve the fee to the Board of
    Directors for the financial year 2016
  10. Election of members to the Nomination Committee
  11. Any other business

The Annual General Meeting will be held in English.

Prior to the meeting, at 12:30 pm, Zealand’s President and CEO, Britt Meelby
Jensen will in Danish present the management report on the company’s activities
in the past financial year. Shareholders who wish to participate in this Danish
presentation are requested to register by name directly with Zealand either via
email to [email protected], stating ‘Registration’ in the subject
line, or by calling + 45 88 77 36 00.

After the Annual General Meeting, there will be a light serving and the
opportunity to speak with members of Zealand’s senior management team.

The notice to convene for the Annual General Meeting is enclosed as appendix to
this announcement and the following should be noted:

Agenda item no. 4) Election of members to the Board of Directors:

All members of Zealand’s Board of Directors elected by the General Meeting are
elected on an annual basis. The Board proposes for this Annual General Meeting
the re-election of:

-- Peter Benson
-- Rosemary Crane
-- Catherine Moukheibir
-- Alain Munoz
-- Martin Nicklasson
-- Michael J. Owen

The proposed candidates are recommended by Zealand’s Nomination Committee, and
a profile description for each candidate can be found in Exhibit 1 to the
enclosed notice to convene.