Report
Expert Corporate Governance Service (ECGS)
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Etude de l'AG du 07/12/2017

In general, Coloplast is in compliance with the Danish regulations relating to the organisation and procedures of the Annual General Meeting.
Under ITEMS 5a-5g, the (re-)election of the board of directors is proposed.
Under ITEM 5a, it is proposed to re-appoint Mr. Michael Pram Rasmussen as Chairman of the board of directors. Although Mr. Pram Rasmussen is deemed independent, ECGS has various other concerns over his re-appointment. Therefore, ECGS normally would have recommended opposition. However, considering that the proxy card does not permit this, it recommends abstention instead.
Under ITEM 5f, it is proposed to re-appoint Mr. Jorgen Tang-Jensen as Member of the board of directors. ECGS has concerns over his aggregate time commitments and therefore normally would have recommended opposition. However, considering that the proxy card does not permit this, it recommends abstention instead.
Under ITEM 6, the board of directors proposes to re-appoint PricewaterhouseCoopers as the Company’s statutory auditor. In light of the substantial amount of non-audit fees, ECGS normally would have recommended opposition. However, considering that the proxy card does not permit this, it recommends abstention instead.
 
Finally, ECGS notes that, since 2011, Coloplast has been named as a defendant in individual lawsuits in various federal and state courts in the US, alleging injury resulting from use of transvaginal surgical mesh products designed to treat pelvic organ prolapse and stress urinary incontinence. During the year under review, Coloplast reached a number of additional agreements related to the lawsuits above and it is estimated that more than 95% of the known lawsuits in the US have now been settled.

Underlying
Coloplast A/S Series B,

Coloplast is a supplier of intimate healthcare products and services. Co. develops and markets products that support people with diseases of a private nature. Co. operates in three business areas: Ostomy care, products for people whose intestinal outlet has been rerouted through the abdominal wall; Urology and continence care products, for people suffering from diseases of the kidneys, the urinary system and the male reproductive system; Dressings, for the treatment of chronic wounds and skin care products for prevention and treatment. Co. markets and sells its products and services globally. Co. supplies products to hospitals, institutions as well as wholesalers and retailers.

Provider
Proxinvest
Proxinvest

Founded in 1995, Proxinvest is an independent proxy firm supporting the engagement and proxy analysis processes of investors. Proxinvest mission is to analyse corporate governance practices and resolutions proposed at general meetings of listed firms.

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Expert Corporate Governance Service (ECGS)

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