Passing of Genmab A/S' Annual General Meeting
Company Announcement
• At Genmab A/S' Annual General Meeting held today April 10, 2018 the Annual Report for 2017 was approved
• Discharge was given to the Board of Directors and the Executive Management and the year's profit was carried forward
• Six members of the Board of Directors were re-elected
• PricewaterhouseCoopers was re-elected as auditor of the Company
• The proposal from the Board of Directors on revised Remuneration Principles, the proposal on the Board of Directors' remuneration for 2018 and the proposals to amend Article 4A, Article 8 and Article 12 in the Articles of Association were adopted
Copenhagen, Denmark; April 10, 2018 — Genmab A/S (Nasdaq Copenhagen: GEN) held its Annual General Meeting, today at the Copenhagen Marriott Hotel, Copenhagen, Denmark. At the meeting, Chairman of the Board of Directors Mr. Mats Pettersson gave — on behalf of the Board of Directors — a report on the Company's activities during the past year. Chief Executive Officer Dr. Jan van de Winkel presented the Company's plans for 2018, and Chief Financial Officer David Eatwell presented the Annual Report for 2017 endorsed by the auditors. The report was approved and discharge was given to the Board of Directors and the Executive Management.
It was decided that the year's profit of DKK 1,236 million be carried forward by transfer to accumulated deficit, as stated in the Annual Report.
Mats Pettersson, Anders Gersel Pedersen, Deirdre P. Connelly, Pernille Erenbjerg, Rolf Hoffmann, and Paolo Paoletti were re-elected to the Board of Directors for a one year period.
PricewaterhouseCoopers Statsautoriseret Revisionspartnerselskab was re-elected as the Company's auditor.
The General Meeting adopted the proposals from the Board of Directors, as follows:
• The proposal to adopt revised Remuneration Principles for the Board of Directors and the Executive Management.
• The proposal to adopt the Board of Directors' remuneration for 2018.
• The proposal to extend and adjust the authorization in Article 4A of the Articles of Association to issue new shares, so that the authorization is lowered from nominally DKK 10,400,000 to nominally DKK 7,500,000 shares, with and without preemption right for the existing shareholders, and so that the authorization is prolonged for a new five year period.
• The proposal to amend Article 8 of the Articles of Association, so that the notice calling the general meeting as well as other documents prepared for and in connection with the general meeting shall be prepared in English and, if decided by the Board of Directors, also in Danish.
• The proposal to amend Article 12 of the Articles of Association, so that the retirement age for the members of the Board of Directors is removed.