ALK-Abelló A/S (CPH:ALK.B)
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AGM 2021

Mar 18, 2021

Operator

Welcome.

Niels Kornerup
Chairman of the Meeting, ALK

Welcome, and thank you for joining us for the annual general meeting in ALK. On behalf of the board of directors, I would like to warmly welcome shareholders to this AGM, which has a bit of a different format than usually. Unfortunately, the COVID situation prevents us from meeting in person this year, and as you maybe can see, I am joining you from my office in Munich, and I will participate from here. My report has already been taped so that there won't be any technical glitches to delay the AGM, but even though we are meeting on screen, this is still an ordinary annual general meeting. You can ask questions, you can make comments, and if needed, we can vote. It is also important to make clear that there is a proposal for future electronic AGMs.

In that context, I would like to emphasize that this is a proposal, but we only expect to make use of that provision if it's really vital. We still intend to have normal AGMs with physical presence, but we realize that there can be extraneous circumstances, and we just want to have the formalities in place in case something similar should happen sometime in the future. But once again, thank you for joining us and taking part in today's virtual AGM. There's one thing COVID can't change, and that is our appointment of a chairman of the AGM. And once again, we have appointed Niels Kornerup, attorney at law from Bech-Bruun, as chairman of the meeting, and I give him the floor. Thank you for appointing me chairman of the AGM, and thank you for the kind words.

I hope we will have a good AGM and a good debate. It's a special AGM this year because of the COVID-19 situation, as the chairman mentioned. I hope you understand that this is the first time ALK has a fully electronic AGM, and it's the first time the dialogue goes through the VP AGM portal. The dialogue takes place through a chat function that I'll return to in a moment. The AGM can be followed both on the VP AGM portal, but you can also see it as a webcast on the company website. It will be uploaded there tomorrow, so you can also see it again on the company website. If you want to take part in the debate, you need to log into the VP AGM portal because that's the only place you can ask questions.

You cannot ask electronic questions if you only follow the webcast on the company website. The broadcast occurs with a slight delay. That's because of the technical situation, and the delay can vary a bit from 20-40 seconds depending on your internet connection and our internet connection. We will take this into account, and I'll come back to that when it becomes relevant later. But first, the formal side of things. My first job is to see that this AGM has been convened in accordance with the articles of association. In the articles of association, the convening notice can be sent out through the company website and through messages to all registered shareholders who have asked for it. And the convening notice has to go out between five and three weeks before the AGM. This year, it occurred on the 23rd of February.

There was also a company message sent out about the convening notice. The agenda and the full proposals and the annual report as revised and other required documents have been available for the shareholders on the company's website since the 23rd of February. So this all complies with the requirements in the Danish Companies Act and in the Articles of Association. So I can conclude that this AGM has been duly convened and that it's also competent for the transaction of the business of the agenda. Now, normally, I can look at the participants to see if there are any comments. That's not possible today. So if there are any comments now, you need to use the chat function that I will get to in a moment.

Just before we started, we could conclude that 83.33% of the shares are represented and 89% of the share capital is represented after deduction of own shares. The board has received quite a number of proxies and postal votes, which make up 99.99% of the represented votes and 99.97% of the represented share capital. The final numbers will be available in the minutes of the AGM. At earlier AGMs, I mentioned the Danish Companies Act, Section 101, Paragraph 5, which means that there has to be a full record of the voting pattern under each item on the agenda, about how many have voted for, against, etc., even though the result of the vote is quite clear. This requirement can be deviated from if the shareholders participating agree.

And I take the liberty to propose that we deviate from this rule again this year so we don't have this complete report of the voting pattern. And again, I need to slow down for a moment to see if anybody wants to comment on this through the chat function. And again, that's because of our slight delay in transmission. But I dare conclude that there are no comments for this. Now, let's look at how the debate and electronic communication will be happening here today. Everything happens through the VP AGM portal. The technical requirements have been described in the convening notice, where you can read all about that. Shareholders following the AGM through the VP portal can watch the AGM live and can ask questions through the chat function, and in that way, they can participate in the debate.

You can ask questions and make comments when I open the debate under the individual items on the agenda. So the debate will be in writing, and I get the written comments and questions and will read them out loud. If you want to ask a question or make a comment, you need to click "Send Message" in the top corner of the screen. When you have clicked that, there's a dialogue box where you can indicate which item on the agenda you want to comment on, and then you can write your question and send your comment or question by clicking "Send Message." As the debate will be in writing, I want to encourage you to word your questions as concisely as possible so we can get through things in a fast and smooth manner. As I said, there's a delay of 20 to 40 seconds.

Therefore, I will sometimes slow down, as you just saw me do, so that we get synchronized what happens here and what happens at home at your screens. So I will make some small breaks. And it's not because we've lost our train of thought. It's just to get synchronized again. Of course, we understand that it takes time to formulate your question and type it out, and we will take that into account. If, as a shareholder, you have a longer question, I would encourage you to send us a warning about it. You could just write a comment pending or question pending in the pipeline, and you send that the same way as you send the question. So you can just say, "Question coming," and then we'll wait to receive that comment or question before we move on to the next item on the agenda.

Hopefully, that will allow us to have a smooth AGM in this format. If you have questions about the technical side of things and if you can't find the answer in the convening notice, you can contact VP, who has staff ready to answer your questions on the phone, and their phone number is 435-888-74, and I'll just repeat it: 435-888-94. If you are participating from abroad, you need the Danish country code of 450045 or plus 45. Those were my comments initially, so we'll move on to the agenda, which you can see on your screen. The first item is report on the activities of the company. Two, approval of the annual report and resolution to discharge the Board of Directors and Board of Management. Three, resolution on the allocation of profits. Four, adoption of the remuneration report for 2020.

Five, adoption of the remuneration to the Board of Directors for the present year. Six, election of the Chairman of the Board. Seven, election of the Vice Chairman of the Board. Eight, election of other members of the Board of Directors. Nine, appointment of auditor. That brings us to item 10, proposals from the Board of Directors. There are five proposals this year. The 10A is authorization for the Board to hold fully electronic AGMs. That's the reference from the chairman in his welcome. 10B, preparation of corporate announcements and documents for internal use by the AGM in English. C, indemnification of the Board of Directors and Board of Management. D, update of the remuneration policy. And 10E, authorization to the chairman of the meeting. That is the agenda, and we will now start dealing with the agenda. As usual, we will cover the first items as one.

Today, we have a new item on the agenda about the adoption of the remuneration report, and we will cover that along with items one to three, so we will cover items one to three as one, and we will also have the debate about one to four as one, and with that, I give the floor to the Chairman of the Board, Anders Hedegaard, who will present his report, present the annual report for approval, present a resolution on allocation of profits, and the remuneration report for 2020. This will be through a recorded video, but he is taking part live from Munich for the rest of the AGM. Dr. Wirtz, dear again.

Speaker 4

Thank you for the floor to the chairman of the AGM. Before we look at 2020, which was a very special year due to COVID, I think we should spend a little time on the transformation that ALK has undergone in recent years. It's an impressive achievement on the part of the management and employees of ALK over the past three years. In December 2017, ALK announced a major transformation with the aim of creating a solid foundation and prepare the company for stronger growth. The aim back then was to become a global leader within the treatment of allergies and to put considerable distance between us and our competitors, but it would require more intense focus and a new strategy. Over the last three years, we have delivered on that strategy with incredible success. Let me take you through some of the results.

We have made tablets ALK's main driver for growth. Sales have grown on average by 37% in the last three years and by as much as 42% in 2020. Our portfolio now covers five of the most common respiratory allergies. We are well on the way with the final investments in clinical development, which will ensure that the tablets are also approved for the treatment of children. However, we are a bit behind schedule due to COVID. Through investment in modern production facilities and the phasing out of older products, we have taken significant steps to improve our production. We have improved the efficiency, the quality, as well as the robustness in production in order to comply with all regulatory requirements. It has been a problem in recent years that our industry hasn't been quite up to date.

We have also been affected by this, but in the past three years, we have taken on this challenge, and we now deliver a strong and steady production. We've also become really good at commercial execution, most recently exemplified by last year's launch of the tablet against tree pollen allergy, Itulazax, which was welcomed with great success in our markets. We have also created new digital tools and created a digital ecosystem to keep ALK relevant to patients in their day-to-day lives. So far, over 600,000 have downloaded our app, and last year alone, more than 200,000 people used our platforms to do something about their allergies, for instance, take an allergy test or contact an allergist. Our digital activities will contribute to driving growth in the coming years.

In the U.S., we have built a sales and marketing organization from scratch in order to promote the sales of our tablets. Not everything went as fast and as well as we had hoped for. In the U.S., there is still considerable potential and a lot of work to do before we get to where we want to be. But we have launched initiatives, and we're convinced that we have charted the right course. Financially, we have more than achieved our targets these past three years. Revenue during that three-year period was DKK 700 million above expectations, and earnings during the period was DKK 800 million higher than expected. Back in 2017, we estimated the cost of transformation to be around DKK 1 billion, but in fact, the cost, the negative cash flow, was just DKK 300 million, which is also a lot better than expected.

So in other words, ALK's management and employees have delivered and then some. They have given the business a strong base on which to grow and become more profitable and thereby create more jobs and continue to create an attractive return for our shareholders. 2020 was a good year for ALK. There were many highlights, and I would like to touch upon a few of them. In 2020, we updated our full-year outlook twice, not because we had been too pessimistic, but because the company performed better in spite of COVID. Tablet sales rose by no less than 42%, and we made new clinical progress with our tablets. We launched Itulazax against tree pollen allergy in Canada. We continued the launch in Europe, and our tablet against ragweed allergy, Ragwizax, was approved for the treatment of children in Europe and Canada.

Our Klaraify app was rolled out to new markets, so it's now available in six countries, including the U.S. and Denmark. Looking at the results for 2020, the financial results were in line with our guidance. And as I mentioned before, we even updated our guidance twice. Revenue rose 8% in local currencies to approximately DKK 3.5 billion despite COVID and despite the phasing out of older outdated products. The phasing out of older products cost us 3 percentage points, and in times of growth, it is necessary to clear out and make sure that you're prepared for the future. And the phasing out of old products is a good example of exactly that. We have now phased out more than 300 of our old products. Costs for research and development were DKK 100 million lower than expected.

That was due to the fact that COVID caused a delay in the recruitment of patients for our trials. We also saw lower costs for sales and marketing because many planned activities had to be conducted online, which also meant less travel and lower costs all around. Earnings before interest, taxes, depreciation, and amortization amounted to DKK 395 million, which was an increase of 64% compared to the previous year and well above the DKK 200 million-DKK 300 million that we expected at the beginning of the year. Free cash flow was DKK 56 million, which was also better than expected and better than 2019. Looking at our sales regions, we have to highlight our very strong position in Europe. Revenue in Europe increased by 8% to almost DKK 2.6 billion.

In Europe, tablet sales were particularly strong with an increase of 40%, and here our business proved to be resilient even during difficult COVID times. In Germany and the Nordic countries, the new tree pollen tablet, Itulazax, was a particular sales driver throughout the year. In North America, revenue fell by 10% to DKK 573 million. This was mainly due to COVID. At times, it was impossible for patients to visit allergy clinics, where we primarily sell the allergens used for injections in the U.S. When we add everything up, we believe that we lost over DKK 100 million in U.S. sales as a result of the COVID pandemic. Tablet sales in North America rose by 4% to DKK 85 million, while other products lost ground due to COVID.

In international markets, revenue grew by 58% to DKK 368 million, and revenue in Japan rose extraordinarily by 80%. This was due to the fact that many patients switched to tablets from an outgoing legacy product and that our partner, Torii, was building up stocks. If we look at the revenue across product categories, we can see that tablets have achieved a strong position in our product portfolio. Tablet sales grew by 42%, as I mentioned before, but we have also reached 1 billion for the first time, with tablet sales in 2020 reaching DKK 1.4 billion. Tablets have thus become our most rapidly growing product category and proved to be the perfect product for a COVID pandemic in which home treatment became important. On the other hand, the sales of our SCIT and SLIT drops fell by a total of 7%.

This was also primarily due to the need for visiting doctors and to COVID affecting our business in general. Looking at the company beyond 2020, there's a future to reckon with, and we are now ready for the next strategy phase. Last month, we presented our plans for a new strategy for ALK, but in fact, it is not entirely new as it continues along the same lines. The strategy will lead the company forward towards an EBIT margin of 25% by 2025, 25 in 25, as we call it. It's easy to remember, it's easy to adhere to, and it's competitive. An increase in earnings moving towards 2025 will be driven by sustained sales growth, higher margins, and falling costs measured as a percentage of revenue.

The overall strategic focus to deliver on such an ambitious target remains the same four elements that for three years now have been so successful for ALK. We need to succeed in North America. We need to complete and commercialize the tablet portfolio, and we need to continue to strengthen consumer engagement and work towards new horizons, and I will get back to that. Finally, we need to optimize our business for excellence and ensure continued resilience in our company. Within this framework, the strategy covers activities to expand ALK's leading position within respiratory allergies, and at the same time, as something new, we also want to establish a presence in food allergies, and here we aim mainly at peanuts and tree nuts. We also look to expand our position within anaphylaxis.

Tablets will continue to be the primary growth driver in the coming years, and we are aiming for annual growth in tablet sales of more than 20%. But we are also going to introduce new initiatives with the potential to accelerate growth over the next five to 10 years, making ALK a much bigger business and a true global leader within allergies. However, let me just say a few more words about selected focus areas and the new initiatives that are going to help us reach these ambitious growth targets.

Niels Kornerup
Chairman of the Meeting, ALK

Winning in America is the first thing I mentioned. I'm occasionally asked whether ALK should not just pull out of the U.S. market. When U.S. allergy doctors earn so much on their allergy shots, why should they prescribe our tablets? Tablet sales in America comprise only 3% of ALK's global tablet sales, say the skeptics.

My answer is that yes, it's true that getting tablet sales going has been slower than we expected in the U.S. It takes time to change the long-established habits of U.S. allergy doctors. And we are up against a system in which allergists' financial incentives point in a different direction than our tablets. Nevertheless, we are working steadily onwards. We continue to pursue a breakthrough for tablets because it is a better treatment for allergy patients, and we also feel that there is a great potential for the American market here. But we do need to be creative to tap into this potential. We've already done a number of things. In 2020, we have seen that the number of U.S. doctors who frequently prescribe our tablets has increased.

With our dust mite tablet, Odactra, we see that the number of doctors who have frequently prescribed it rose from 150 to 400 in 2020, and our target is to increase that number by 200 more every year. In 2020, we also launched our digital platform, Klaraify, and this year, in 2021, it is our target that 20,000 U.S. users via Klaraify get in touch with an allergy doctor prescribing tablets. Among other things, this will happen with the built-in function, Speak to a Doctor, and Find a Doctor. We have shown that we can engage patients digitally. Our big task now is to mobilize the patients from using the app at home to finding the right doctor and then getting the doctor to prescribe our tablets instead of alternatives.

Today, we are testing several different methods to achieve our goals, and we believe that this is the key to success in North America. In 2021, we are also taking important steps in our efforts to make the tablets more accessible for a broader group, namely children. The approval of the tablets for children has been a decisive factor for sales in Europe, and in the U.S., we expect Ragwitek to be approved for children this year. The second of our strategic milestones, or beacons if you like, is consumer engagement and new horizons, the digital side of things. As I said, it's consumer engagement and new horizons. It's an area where we have really just scratched the surface so far, and we expect a great deal from our digital activities. If we succeed here, we believe it will be a breakthrough for allergy immunotherapy across the world.

We have developed a number of digital tools in this area, and with the whole Klaraify ecosystem, we believe that we can engage and mobilize patients so that they will move from just using the tools to going to the doctors prescribing the right tablets. In 2020, we launched Klaraify in six markets, and the goal this year is to mobilize 250,000 consumers through our digital tools. Under new business areas, we also continue working towards launching a new treatment for anaphylaxis in the U.S. We already have Jext in Europe, and we are also looking at new treatments for severe allergic reactions as one of the important things we are working on. One of the new things we'll also be working on, and something we are very happy to share with you, is that we've started developing and registering products against food allergies.

This is an area with considerable medical needs, and we feel sure that ALK has a strong foundation from which to develop safe, effective allergy immunotherapy against food allergies. We have over 100 years of experience with respiratory allergies and have gathered considerable expertise within immunology. We have had over 23,000 patients taking part in phase three trials, so we have a great deal of experience that we can use in other areas, including food allergies. We are convinced that our company is ready to take this next step, and we are sure that food allergies is an area where there's a great need for new products. Unfortunately, it's a lifelong condition when you have a food allergy, and it affects 2.5% of the population, and there are only limited treatment options.

We believe that in spite of what's being developed and what's happening today, products from ALK can be just the thing to open up this market and also turn it into a market for ALK where we can become market leaders. Now, let me look at the long-term strategy regarding sustainability for ALK. The goal of our long-term strategy is to create growth, that is, double-digit growth in revenue, and where we get a profit ratio in 2020 of 25%, which will make ALK an attractive growth share that regularly yields high returns. Having said that, a company like ALK does not solely exist to fulfill the ambitions of its owners. It should also function and act as an integral part of the societies in which it operates. In other words, we must be a good neighbor, good citizens.

This calls for openness. It requires listening, and above all, we need to be able to explain and defend the way we do business so that our business is understood not just by us, but also outside of our safe confines. This calls for a systematic approach to ESG, which is environmental, social, and governance issues in a broad sense, and also leadership in a broader sense. That is why we last year conducted a large-scale analysis in which we asked our stakeholders what they see as the most important ESG issues. This input makes it easier for us to set targets for our ESG efforts and implement the right things for ALK. The results of the analysis are now linked to part of the board of management's remuneration.

That means that the ESG targets have the same status as commercial and earnings targets in terms of the Board of Management's remuneration, and I'm personally very satisfied with that. We will also work to do immunotherapy available in many more places in the world, as described in our plans for access to allergy care for all. We have also worked hard to make the Board of Directors more independent in the terms of corporate governance to get a better balance between men and women also, and I'll come back to that when we get to the elections. We are well aware that despite all our good intentions, we are not as green as we would like to be, but we are on the way, and we have set our targets, and we will work towards them.

We have the will to do better, and one of our targets is to reduce our CO2 by 60% in 2025. The outlook for 2021, well, we hope that in spite of COVID-19, which is not behind us and which will continue to influence us probably the first six months of 2021 and at least the first three months, but in spite of that, we do expect a sales growth of about 8%-12% in local currencies. And again, we'll tap this as the primary growth driver for ALK. Earnings and free cash flow will be affected by costs and payments which were actually planned for 2020.

We expect research and development costs to rise by about DKK 150 million to around DKK 650 million kroner, a part of which comes from deferred activities from 2020, while the rest is due to, among other things, the initial work on food allergies. We also expect a gradual return to normal for sales and marketing activities as the effects of COVID decline. On that basis, we expect an EBITDA of between DKK 325 million and DKK 425 million Danish kroner for 2021. So all in all, solid top-line growth with earnings almost at the same level as last year.

The temporary suspension of dividends that we introduced in 2018, well, it was introduced to support the financing of the transformation, and we are continuing it this year. But the board will, of course, revisit the dividends policy continuously to see when we can start again to again distribute dividends. The sooner, the better.

We therefore have to ask our shareholders to remain patient a little longer. While dividends are suspended, the share price must create value for ALK shareholders, and this is going quite well. The price of ALK shares rose by 53% last year during increased trading. I also want to say a few words about corporate governance in ALK. The Board held 11 meetings last year compared to 7 in 2019. There were more meetings partially due to COVID, but also because of our strategy update. The meeting in November was a two-day seminar with the Board of Management at which we discussed and decided on the next steps in ALK's strategic development. Besides the Board meetings, the Audit Committee met five times, the Remuneration Committee seven times, and the Scientific Committee twice. The Nomination Committee met regularly, and there were numerous meetings between the chairmanship and the Board of Management.

As usual, we have conducted a self-evaluation of the board of directors at the end of the year, this time assisted by an external facilitator. This was made up of a questionnaire followed up by individual interviews between the facilitator and members of the board of directors and management. This shows that there have been follow-up on what had been identified the year before. The board of directors is deemed to have the necessary skills. There's an open, constructive, and solution-oriented dialogue at the meetings, and fortunately for me, there was agreement that the chairman runs the meetings in a competent manner. On the basis of the self-evaluation, we have also identified focus areas for 2021. One of them is to strengthen the competencies in the audit and Scientific Committees, something we had in mind when we recommended candidates for the board of directors this year.

When we talk about governance, we have also published a separate remuneration report in which the remuneration for the Board of Directors and Board of Management is described in detail, which we can see in item four on the agenda. The remuneration of the Board of Directors is determined by the AGM and consists of a fixed fee, while the remuneration for the Board of Management is determined by the Board of Directors based on ALK's remuneration policy and consists of several elements: a fixed salary, short- and long-term incentives, and the usual benefits. As you can see from the report, the Board of Management earned about 150% of their annual bonus. The maximum they could earn was 200%. The Board of Directors had set very ambitious targets for the year, so target attainment is another good indication that 2020 was a good year for ALK.

So there were good results, but there's still room for improvement for the Board of Management to lift the company even further and achieve full bonus next year. Let me conclude this report by saying thank you to the Board of Management and the employees. We have come a long way in our transformation. The first phase was in 2017, and it was a successful first phase. Now we are in the second phase, and we must consistently deliver high growth and improve earnings whilst we plan the third phase moving towards 25 and 25. There's still a number of challenges, such as improving tablet sales in the U.S., and there's lots of hard work ahead of us. But the big picture is that we are well on our way to attaining the targets we set. So we are on course to creating a larger, stronger, and more robust ALK.

I would like to thank the Board of Management, all managers, and all employees for their strong commitment and efforts, and with these words, I ask the shareholders to approve the annual report, approve the allocation of profits, and the remuneration report, and that they adopt the report submitted by the Board of Directors and Board of Management. Thank you for your attention.

Speaker 4

Thank you very much to the Chairman of the Board for his report on the activities of 2020, for presenting the annual report and the remuneration report for 2020, and for his perspectives for the coming years.

Before I open the floor for debate, I need to inform you that the annual report has been signed by the Board of Directors and the Board of Management, and that there is an unqualified auditor's report in the annual report, which can be seen for yourselves on page 48 to 52 in the annual report. As mentioned by the Chairman, the Board of Directors proposes not to pay out any dividend for the financial year 2020 based on the accounts of the parent company. I now open the floor for debate, and we have already received two comments from our shareholders. And while I open for debate, I would like to ask you to send in any comments or questions you may have.

Again, I would like to urge you to let us know if you are writing a question that will take you a bit longer, so you can just start off by letting us know that there is a question coming so we can wait for it. You can send that message in the exact same way as you would post your questions or comment in order to make sure that everything runs smoothly. As mentioned, we have already received two comments. The first one is from the Association of Danish Shareholders, and I will read it out now. Thank you for the floor. My name is Lise-Lotte Bertelsen, and I represent the Association of Danish Shareholders here at the ALK AGM. We look after the interests of small and medium-sized shareholders, and we work to promote a good shareholder culture in Denmark.

In our association, we appreciate that ALK, in spite of COVID-19, is maintaining shareholder democracy, reading out loud comments, and answering questions. We would like to thank the board of directors for the report and congratulate ALK with the good results in 2020. We value sustainability, ethics, and good governance, and that Danish companies can be good role models in the world and show that you can make money and behave decently at the same time. I have three questions. One, one of our focus areas in 2021 is succession, that is, the company's pipeline of new good candidates for management to be ready whenever they're needed. Can the board elaborate how you make sure that you can retain and develop new strong candidates with a diversity to ensure that ALK's bench of candidates is large and qualified enough moving towards 2025?

It is also noted that the current management does not signal visible diversity, and in the response, I would like to hear how you are aiming to make sure that you will make more women in the company ready for management. Two, another one of our focus areas is the whistleblower schemes that we have seen becoming more relevant in 2020 and which will, in 2021, become an EU requirement in all companies. Can you inform us how you work with whistleblower schemes and whether these have been used during the past 12 months to a greater or smaller extent? Have you taken any steps to make sure that whistleblowers are not marginalized or even expelled from the workplace, which is a common problem which can make employees hesitate to report any irregularities or even illegal practices, and which steps in case you have taken any?

The third question is about good guidance in a new COVID reality. How has the company adapted to COVID-19, and how will the company guide its investors in this time of great uncertainty? Do you have a fixed procedure for proactive guidance at a time with low visibility? Finally, on behalf of small and medium-sized investors, I would like to thank you for the good results in 2020 and wish ALK good luck in 2021, which will hopefully be another year of growth. Thank you for the floor, Lise-Lotte Bertelsen, chairman of the board of representatives and the Association of Danish Shareholders. We thank you for the questions, and I will give the floor to the chairman of the board to answer the question from Munich.

Thank you very much, and thank you for those questions, and thank you also for those very praising words that you also said. And we are very happy that you appreciate the good results. There is no doubt that we share the view that you can run a good business all the while behaving as a good citizen in our society. You have to do that all round, and that is part of the values of ALK. I will try to take these three questions one at a time. When it comes to succession and diversity, I would allow myself to start with the Board of Directors. If everything goes according to plan at this AGM today, well then this afternoon we will reach 40% of the Board of Directors consisting of women and the final 60% consisting of men.

That is an aim we have had for a long time, and we are well underway. We believe that diversity is important when it comes to gender, but also when it comes to cultural backgrounds, international experience, and a number of other elements. That is something we work with and take into account when we look for new candidates, which we have done this year. When it comes to the board of management, I have to agree that it doesn't seem to be very diverse when it comes to gender anyway. But I can assure you that we are working systematically with succession planning at the level of the board of management. We work with the profiles we are looking for and which talents we have in our company and what is needed to ensure the right succession planning all around our organization, and that, of course, also includes diversity.

That said, however, while we are very attentive towards this focus point, we have been glad not to have deemed it necessary because we have had a Board of Management that has run this business very successfully. And succession planning, of course, is about being prepared, and I can assure our shareholders that this is a top priority for the Board of Directors, and that is part of the explanation why, when we used to talk about the number of meetings in our committees, this is one of the reasons we have had no less than seven meetings in the Remuneration Committee during the past year. But what is the most important in the long run is what the company does in order to develop candidates for management. And that means management development internally in the company. And in past years, we have initiated a management development program called Aspire.

It's a talent program to promote talent development across the organization, across functions, across countries, and across gender, so in other words, this is an internal recruitment pool that we're working on, and here, we have made sure that the team we have lined up has a broad diversity and that half of the participants are women, and under these auspices, we are going to take a number of initiatives in order to strengthen our succession planning in ALK. This takes time, but if you don't start somewhere, you will never reach your targets in the long run, so I can assure our shareholders that this is a top priority for us, and just like many other companies, we have taken up this challenge, and we can really see where we need to make improvements.

When it comes to your second question about whistleblower schemes, I can tell you that in ALK, we have initiated a program called Alertline. This is a scheme which, luckily, is used, and we are continuously reporting this in our sustainability report where you can read how this is used. The number of cases through Alertline are very few, but they're there, and we can see that the system is working. And, of course, it's a significant challenge and task when it comes to these schemes that you protect the whistleblowers. And therefore, whistleblowers can report any irregularities anonymously, and these reports will be made available to a very small circle of employees who work with these reports.

It is the Audit Committee who will then follow up and make sure that we comply with all requirements, and this is also a top priority in the Board of Directors, and let me make it quite clear that we have zero tolerance when it comes to the protection of whistleblowers. They must be protected, and it is our opinion that whistleblowers are contributing to protecting the company and protecting the integrity of the company, and therefore, there's an absolute zero tolerance so that we can protect any whistleblowers who might want to use this scheme. However, we have never heard of any examples of whistleblowers being harassed, and with the new EU requirements, it's, of course, necessary that we keep an eye very closely on this issue and that we follow up, but we have this scheme in place, and it is used.

Then there was the question about COVID, and here I can refer you to page 16 in the annual report where we write and describe more in detail how we deal with COVID. In the early days, we set up a task force that has been coordinating, setting out guidelines, and making sure that our handling of COVID overall in ALK has been very professional and that we have had a handle on this situation from the very beginning. And, of course, with a year with COVID, it brings up the question of guidance, and there's no doubt that that has been a challenge. We also know that many companies last spring either canceled or suspended their guidance, and they had good reason to do so. In ALK, however, we chose to maintain our guidance.

We believe that we had quite a good insight into our business and that it was important to guide the share market and our investors as to how our perspectives were for the future. So, in spite of the situation, we had quite a good feeling of where things were going, even though I have to underline that it has been difficult and that we have been pulling out our hair to try to structure the right guidance. But we really think that it landed quite well and that we have managed to give a good guidance for our shareholders and for the board of directors itself. With those words, I would just like to thank you once again for these questions. I hope I answered them suitably. Thank you very much to the Association of Danish Shareholders.

We have another question from Uffe Jensen, who says.

Niels Kornerup
Chairman of the Meeting, ALK

"The price of the individual shares is relatively high. Have you considered doing a share split?" And it's the Chairman of the Board that will answer that question, so I give him the floor straight away.

Anders Hedegaard
Chairman of the Board, ALK

Thank you for that question.

Niels Kornerup
Chairman of the Meeting, ALK

Of course, it's something we keep an eye on. However, in 2020, we have had the whole COVID situation and a doubling of the share price in the past two years, and we felt that we need to sort of get beyond COVID before we look at things like that. So, yes, we are, of course, looking at possibilities, but nothing is decided. Thank you very much for the response to Uffe Jensen's question. I have not received any other comments.

And if you have any comments for the first two items on the agenda, I'm about to close the chat for those four and close the debate. And therefore, I'm now slowing down a bit to make sure that everyone has the chance to make a comment. And there are still no comments coming in. So, with that, I close the debate for items one to four. And on this background, I want to refer to the postal votes and proxies we have received, and that means that the report has been adopted, that we have approval of the annual report, that resolution of allocation of profits is approved, and that we have the adoption of the remuneration report. When it comes to proxies and postal votes, more than 99% of the votes cast support these decisions.

So, therefore, I'm quite happy to conclude that all the proposals here are adopted. That brings us to the next item on the agenda, item five, adoption of remuneration to the Board of Directors for the present year. The Board proposes that the fees shall remain unchanged in relation to 2020, which means that in 2021, there's a base fee of DKK 300,000 for ordinary members, that the Vice Chairman receives twice that amount, DKK 600,000, and that the Chairman of the Board of Directors shall receive three times that amount, DKK 900,000. As you can see from the convening notice, the Board of Directors has decided to consolidate the Remuneration Committee and the Nomination Committee to merge the work in those two committees.

It is proposed that the fees to this new Remuneration and Nomination Committee shall amount to DKK 100,000, and the board further proposes that the members of the Scientific Committee shall be granted a fee amounting to DKK 100,000. When it comes to the Audit Committee, the board of directors proposes that that shall be unchanged to DKK 110,000 and that the fee to the chairman of the Audit Committee shall be DKK 165,000. With that, I want to ask if there are any comments or questions related to item five. Again, I'm slowing down a bit to give you time to type so that everybody gets the chance to take the floor if wanted, because that's what you do at an AGM, and we have great respect for this opportunity for shareholders to take the floor.

There are no comments coming in, so I will conclude that the remuneration to the Board of Directors has been adopted by 99+% of the votes cast. Next item on the agenda is item six, election of the Chairman of the Board of Directors. The Board of Directors proposes re-election of Chairman Anders Hedegaard. I want to ask if there are any other candidates. While we wait for any candidates, I want to mention that Anders Hedegaard's CV appears from annex one on the convening notice. I look to the staff to see if there are any comments on this. Well, with that, I declare that Anders Hedegaard has been re-elected for a period of one year. Congratulations, Anders. That brings us to item seven, election of the Vice Chairman of the Board of Directors.

The Board of Directors proposes the re-election of Line Skole. And again, I want to ask whether there are any other candidates. The competencies and the CV of Line Skole is also available in annex one in the convening notice. And again, it is required in the Danish Companies Act that that information is available. And again, I look to the staff whether there are any other candidates. That doesn't seem to be the case. So, Line Skole has been re-elected as Vice Chairman of the Board. Item eight is the next item, election of other members of the Board of Directors. ALK tries to ensure that the Board of Directors has the necessary competencies available. The Board believes that all the proposed candidates comply with these criteria. Therefore, the Board proposes re-election of Lars Holmqvist, Jakob Riis, and Vincent Warnery.

The board also proposes new election of Gitte Aabo and Bertil Lindmark. Gitte Aabo is proposed as a new member due to her extensive global leadership experience and deep understanding of international management, finance, IT, and sales and marketing, as well as her considerable insights into building digital communities. Gitte Aabo is currently CEO of GN Hearing, one of the global leaders in hearing aid innovation. And as many of you will already be aware, Gitte Aabo is the former CEO of LEO Pharma. She is nominated as an independent member of the board. Bertil Lindmark is also a candidate to be a new member due to his considerable experience across R&D spectrum gained over three decades in his roles in AstraZeneca, Almirall, Aslan Pharmaceuticals, and eTheRNA Immunotherapies.

Bertil Lindmark is currently a member of the Board of Management at the Nasdaq-listed clinical-stage biotechnology company, Galecto, where he is the Chief Medical Officer. He is being nominated as an independent member of the Board of Directors. With that, I want to ask whether there are any other candidates for the Board of Directors. While we wait for comments or candidates, I can tell you that with that, a majority of the AGM-elected members be independent, four independent, and three are not independent in the corporate governance sense of the definition because they are associated with the Lundbeck Foundation. With that, we recommend Lars Holmqvist, Vincent Warnery, and Jakob Riis for re-election, and Gitte Aabo and Bertil Lindmark for election as new members. You can see the CV and other data about these candidates in annex one in the convening notice.

While we are still waiting for comments, I can tell you that there are also three employee-elected members of the Board of Directors: Project Director in Global CMC Development, Katja Barnkob, Manager Q&A Release, Nanna Rosager, and Maintenance Supporter, Johan Smedsholm. They were elected in 2019 for a period of four years, and therefore, of course, they're not up for election today, but they do a great job, and I've been asked by the Board of Directors to commend them for their many efforts. With that, I again look to see if there are any comments or candidates for this. That does not seem to be the case. All the candidates have been re-elected or newly elected for a one-year period. Congratulations to all of you.

Speaker 4

That brings us to item nine on the agenda, appointment of auditor.

Here, the board proposes re-election of PricewaterhouseCoopers as the company's auditor. According to the audit regulation, I need to inform you that the proposal is in accordance with the recommendation of the Audit Committee, which has not been influenced by any third parties and has not been bound by any agreement with a third party that could restrict the choice of the general meeting. Are there any comments or questions to this item on the agenda? That does not seem to be the case, and I can therefore conclude that PricewaterhouseCoopers has been re-elected as the company's auditor. That brings us to item 10 on the agenda, which is a permanent item on the agenda consisting of proposals from the board of directors.

This year, we have five proposals: 10A, authorization for the Board to hold fully electronic general meetings, 10B, preparation of corporate announcements and documents for internal use by the general meeting in English, 10C, indemnification of the Board of Directors and Board of Management, 10C, update of the remuneration policy, and 10E, authorization to the chairman of the meeting. The first item here is 10A, in which the Board of Directors proposes that the Board of Directors is authorized to decide that the company's general meetings may be held without the opportunity to attend in person, that is, as a fully electronic general meeting in accordance with section 77(2) of the Danish Companies Act. This proposal is made in order to provide the greatest possible flexibility, and that will mean that article 6(5) of the Articles of Association will be amended.

As I said, the proposal is made to provide the greatest possible flexibility in arranging and holding the company's general meetings, particularly in light of the COVID-19 situation. I would like to also inform you that the Board of Directors would look forward to being able to meet in person with its shareholders at the AGM, so it is in no way the intention of the Board that this authorization is used to change the format of the AGM at present. With those words, I open the floor to a debate, and I would like to ask our shareholders whether anybody would like to make any comments or questions, and again, we will await any incoming remarks.

While we wait, and while you consider any remarks you may want to make, I can inform you that in order to be adopted, this proposal must be supported by at least two-thirds of the votes cast and at least two-thirds of the share capital represented at the AGM. Are there any comments? I do not see any indication thereof, and on that basis, I can conclude that the AGM has approved and adopted the proposal. I can inform you that proxies and postal votes of more than 94% of the votes cast are in favor of the proposal, so there is no problem for me in concluding that the proposal is adopted. That leads me to item 10B, the second proposal from the board, which is to do with preparation of corporate announcements and documents for internal use by the general meeting in English.

More specifically, the Board of Directors proposes that the Board of Directors may decide that the company's corporate announcements are prepared and published in English only, that documents prepared for internal use by the general meeting during or after the general meeting are prepared in English, and that the company's general meetings are held in English. The proposal implies that there will be a new section 11 in the company's Articles of Association and that the numbering of the subsequent provisions in the Articles of Association will be amended accordingly, and here, I refer to the convening notice in which you can read the wording of this new section 11. With those words, I open the floor to debate, and I ask whether anybody wants to comment or make any remarks regarding this item on the agenda.

I can inform you that this proposal can be adopted by a simple majority. It does not seem that anybody wants to take the floor, and on that basis, I can conclude that the proposal has been adopted by the AGM. Just like before, I can tell you that more than 99% of the votes cast via proxies and postal votes are in favor of the proposal. That leads me to item 10C, which is the Board of Directors' proposal for indemnification of the Board of Directors and Board of Management. As you can see in the convening notice, the Board of Directors proposes that the general meeting resolves that the company indemnify members of the Board of Directors and Board of Management to supplement the company's directors and officers' liability insurance subject to the terms of the company's remuneration policy.

In general terms, I refer to the convening notice where you can find a detailed description of the proposal. Let me now ask whether there are any questions or comments. In the meantime, I can let you know that this proposal can also be adopted by a simple majority. Should anyone wish to take the floor, now is the time. That does not seem to be the case. On that basis, I can conclude that the AGM has adopted the proposal, and I can inform you that more than 92% of proxies and postal votes are in favor of the proposal. That leads us to item 10D, which is an update of the company's remuneration policy in accordance with the draft remuneration policy which has been available on the company's website since the time of the convening notice.

The update primarily concerns an authorization of the company to take out and pay relevant insurances, including directors and officers' liability insurance, and an authorization of the company to fix the level of indemnification of the members of the board of directors and board of management to supplement the company's directors and officers' liability insurance in accordance with the indemnification scheme set out in item 10C. And with those introductory remarks, I ask if there are any comments or remarks. And in the meantime, I can inform you that this proposal can be adopted by a simple majority. I do not see any indication that anyone should wish to take the floor. And on that basis, I can therefore conclude that the AGM has adopted the proposal. I can inform you that more than 92% of the proxies and postal votes cast are in favor of the proposal.

This leads me to item 10E, which is an authorization to the chairman of the meeting to make such changes in and supplements to the resolutions adopted at the general meeting and to the notification hereof as may be required by the Danish Business Authority. Are there any remarks to this very interesting proposal? I do not see any indication that anyone wishes to take the floor. That should be the first time ever that we would receive any remarks for that item on the agenda. But of course, you are always welcome to express yourself if you believe that this calls for a remark. But that does not seem to be the case, and that means that that proposal is also adopted. That means that we have exhausted the agenda of this annual general meeting, and we only have one item left, which is any other business here.

Everything is allowed as regards the company except for tabling proposals within legal boundaries, of course. But you are welcome to take the floor with any praise or comments or questions. The floor is yours if you should so wish. Does anyone wish to take the floor? That does not seem to be the case, but of course, we fully respect the shareholders' opportunity to speak, so we do not want to cut anyone short. But I don't think I can really drag this out any longer, so I simply have to conclude that no one else wants to take the floor. That means we have exhausted our agenda for today, and I would like to thank you for a very well-conducted AGM. This is our first electronic AGM in ALK.

For me, it only remains to resign as Chairman of the Meeting, and I will pass the floor back to the Chairman of the Board of Directors to round off. Jo tak.

Operator

Thank you very much. And thank you also for the re-election for me and some of the Board members, and also thank you for the election to the newly elected Board members. And thank you also for your participation in today's AGM. Thank you to the Chairman of the Meeting for being such a competent Chairman during these special circumstances. And also thank you to the shareholders who took part digitally and showed interest in ALK, and thank you for the positive comments we have also received about ALK. So take care, stay safe, and hopefully we'll be able to meet in person next year. Thank you all.

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