In general, Lundbeck is in compliance with the Danish regulations relating to organisation and procedures of the Annual General Meeting.
Under ITEM 4.1, it is proposed to re-appoint Mr. Lars Soren Rasmussen as Chairman of the board of directors. Although he is considered independent, ECGS notes that Mr. Rasmussen is currently chairing the Company's remuneration committee, which is not in accordance with its guidelines. ECGS furthermore notes a lack of female representation (22%) on the board and based on its guidelines the re-election of the chairman of the chairmanship (performing the duties of the nomination committee) is the most appropriate agenda item to express such concerns. Based on the above, ECGS normally would have recommneded opposition. However, considering that the proxy card does not permit this, it recommends abstention instead. ECGS furthermore has concerns over the aggregate time commitments of Mr. Henrik Andersen (ITEM 4.5) and Mr. Jeremy Max Levin (ITEM 4.6). Therefore, ECGS 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 Deloitte as the Company's statutory auditor. In light of the current term in office of the statutory auditor, ECGS normally would have recommended opposition. However, considering that the proxy card does not permit this, it recommends abstention instead.
Under ITEM 7.2, the board of directors proposes to amend Lundbeck's remuneration policy. With regard to the proposed changes, ECGS notes that (if approved) the Company's remuneration policy will be no longer in accordance with its guidelines. ECGS thus recommends to vote OPPOSE.
ITEM 7.4 is a proposal made by a shareholder. ECGS does not support the proposal and accordingly recommends to vote OPPOSE.
H. Lundbeck develops, produces and markets drugs for treating diseases of the central nervous system. Products include antidepressants for the treatment of depression, panic disorder, and prevention of relapse/recurrence. Antipsychotic products for psychotic disorders; schizophrenia, anxiety, restlessness and insomnia; treatment of psychotic disorders; acute psychotic episodes, exacerbation of psychotic disorders. Co.'s products inclue Cipralex®/Lexapro® for the treatment of depression and anxiety; Ebixa® for the treatment of Alzheimer's disease; Azilect® for the treatment of Parkinson's disease; Xenazine®, Sabril®, Saphris® Sycrest®, Onfi, and other.
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Narrow-moat Lundbeck reported fourth quarter results mostly in line with our expectations, including about DKK 4.1 billion in revenue contributing to full-year revenue of DKK 18.1 billion (up 8% in local currencies from last year). After making a few minor adjustments, we don't expect a material change to our fair value estimate of DKK 290 per share. U.S.-only Onfi for epilepsy lost orphan drug exclusivity in October 2018, resulting in about a 40% decline in fourth-quarter sales. We expect this to have a significant impact on 2019, projecting a 70% decline in Onfi sales due to aggressive gener...
Une fois de plus, la société est à féliciter en terme de communication puisqu'elle met à dispostion des actionnaires son rapport annuel dans un temps record. Le mandat de Laurence Verdickt arrive à échéance le 8 avril 2019 et n'est pas renouvelé. Le conseil d’administration propose la nomination de Mathilde Yagoubi comme administratrice libre de conflits d'intérêts potentiels qui sera soutenue (résolution 6). Malgré quelques faiblesses en terme de transparence et de structure, les rémunérations des dirigeants mandataires sociaux pour les exercices 2018 et 2019 (résolutions 7 à 9) semblent ac...
Proxinvest attire l’attention des actionnaires sur les points suivants : Tout d’abord les rémunérations attribuées au titre de 2018, résolutions Ex Post, rencontrons des recommandations négatives du fait que la société ne communiquent pas les taux d’atteintes de chacun des critères de performance pour la rémunération variable. Concernant les politiques de rémunération, Proxinvest recommande l’approbation des politiques du fait de l’amélioration en termes de transparence et l’inclusion d’un critère lié au RSE.
In item 3, the AGM is called to appoint the Board of Statutory Auditors on slates of nominees submitted by shareholders holding, even jointly, at least 0.5% of UniCredit's share capital. Two slates of nominees have been submitted, by UniCredit's business partner and shareholder Allianz (1.0%) and a group of institutional investors (1.7%).One of the institutional investors that submitted the slate of nominees is Generali Investments, which is a client of ECGS partners Proxinvest and Frontis Governance. It is important to note that these partners do not provide consulting services to Generali. V...
In item 4, shareholders are called to an advisory vote on the remuneration report. We have serious concerns over the variable remuneration structure, as it exclusively depends on annual results and no limits to the maximum bonus are disclosed. In our opinion, the executive remuneration is not adequately linked to long-term results, hence he recommend opposition. In item 5, the AGM is called to appoint the members of all corporate bodies (Board of Directors, Board of General Meeting and the statutory auditor) in a single item. The members of the Board of Directors and the Board of General Meet...
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