H. Lundbeck A/S held its Annual General Meeting on 14 April 2005 at Radisson SAS, The Falconer Center

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Release number: 154
Release date: 14-04-2005
Release time: 18:00
At the general meeting note was taken of the report by the Supervisory Board on the activities of the company during the previous year, the annual accounts were approved, and the Supervisory Board and Management were discharged from liability. The general meeting approved the proposal submitted by the Supervisory Board to pay dividend in the amount of DKK 2.21 per share of nominally DKK 5.

Flemming Lindeløv, Thorleif Krarup, Lars Bruhn, Peter Kürstein, Mats Pettersson and Jes Østergaard were all re-elected to the Supervisory Board. Immediately after the general meeting the Supervisory Board elected Flemming Lindeløv as chairman and Thorleif Krarup as vice-chairman of the Supervisory Board.


After having elected its own chairman and vice-chairman, the Supervisory Board appointed members for the Audit Committee and the Compensation Committee.


Peter Kürstein, Flemming Lindeløv and Thorleif Krarup were re-elected members of the Audit Committee. Flemming Lindeløv, Mats Pettersson and Jes Østergaard were re-elected members of the Compensation Committee.


Deloitte, Statsautoriseret Revisionsaktieselskab and Grant Thornton, Statsautoriseret Revisionsaktieselskab were re-elected auditors for the company.

The Supervisory Board's proposals under item 6 of the agenda were approved. Consequently a resolution was adopted to reduce the company's share capital by shares from the company's holding of own shares acquired as part of the execution of the share buy-back programs. Further, articles 3.1, 3.2, 3.3, 5, 8.2, 9.1(c), 11.1 and 11.4 of the articles of association of the company were amended in order to have the articles of association of the company updated. The Supervisory Board was authorised until 14 April 2010, without pre-emptive subscription rights for the existing shareholders, in one or more issues, to issue warrants granting a right to subscribe for up to nominally DKK 25,000,000 shares in the Company in connection with issue of new shares in favour of the management, executives and other employees of the Company and/or its subsidiaries as set out in more detail by the Supervisory Board. The authorisation to the Supervisory Board to issue warrants was included in the articles of association as a new article 4.3. Consequently, article 4.3 was updated, and articles 4.3 - 4.5 changed numbers to 4.4 - 4.6.
Further, the Supervisory Board was authorised to arrange for an acquisition by the company of own shares according to section 48 of the Danish Companies Act. Finally, the chairman of the general meeting was authorised to make such changes in and supplements to the matters adopted at the general meeting and the notification to the Danish Commerce and Companies Agency as may be requested by the Commerce and Companies Agency in connection with its registration of the amendments made.


No other business was transacted at the general meeting.


The Supervisory Board


The content of this release will have no influence on the Lundbeck Group’s expectations for the financial result for 2005.


Investor and Media contact
- Steen Juul Jensen, Vice President, tel +45 36 43 30 06
- Jacob Tolstrup, Investor Relations Manager, tel +45 36 43 30 79
- Helle Hedegaard Juhl, Media Relations Officer, tel +45 36 43 41 68.

 


H. Lundbeck A/S is an international pharmaceutical company engaged in the research and development, production, marketing and sale of drugs for the treatment of psychiatric and neurological disorders. In 2004, the company’s revenue was DKK 9.7 billion. The number of employees is approx. 5,000.

H. Lundbeck A/S
Ottiliavej 9
DK-2500 Copenhagen Valby
Phone +45 36 30 13 11
Fax +45 36 44 93 04
information@lundbeck.com
The specialist in psychiatry and pioneer in neurology
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