Corporate governance is about frameworks for business management, including the overall principles and structures regulating interaction between the company’s management bodies. The aim is openness and transparency, to give our stakeholders a relevant insight into the business.
In line with the ‘comply or explain’ principle, the Board has considered the revised Corporate Governance Recommendations which form part of the disclosure obligations for companies listed on the Copenhagen Stock Exchange.
The Board is of the opinion that Novozymes conforms to the Copenhagen Stock Exchange’s recommendations in the most appropriate way. Thus the company complies with the revised recommendations with two exceptions:
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Information on the remuneration of the company’s management is provided at an aggregate rather than an individual level.
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Due to the limitations of the law, the articles of association of the Novo Nordisk Foundation, and the ownership structure of Novozymes, the Board reserves the right to reject takeover bids without presentation to shareholders in certain circumstances.
Over a number of years Novozymes has used and further developed a self-assessment system which meets the recommended criteria for the work of the Board and Executive Management. As part of the Board’s annual follow-up work, the self-assessment in 2006 resulted in the following initiatives:
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Continuing the practice of having senior employees giving presentations at Board meetings.
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Continuing the practice of the Board visiting one of Novozymes’ subsidiaries in connection with the annual strategy meeting, assuming there is a natural tie-in between the meeting’s main strategic themes and the subsidiary’s activities and/or geographical location.
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Continued focus on growth.
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Greater clarity about the background to the discussion of given topics, and clearer formulation of the expectations of individual Board members with respect to preparation for and contributions to the discussion.
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Better coverage at Board meetings of topics relating to communication, organisational development and human resources.
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Continued focus on risk factors through the use of the risk matrix and the annual reporting on the company’s insurance position.
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Formulation of a description of Executive Management’s specific expectations of individual Board members, possibly with the Chairman’s mediation.
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Formulation of an overview of the Board’s core skills, including any missing skills.
See also the article "Safeguarding Novozymes’ values ensures cohesion and development".
