- All proposals of the Board of Directors approved
- Christoph Franz confirmed as Chairman of the Roche Board of Directors; all other Board members standing for re-election confirmed; Jörg Duschmalé and Patrick Frost elected as new members of the Board of Directors
- Andreas Oeri and Sir John Bell step down from the Board of Directors after 24 and 19 years, respectively
- 33rd consecutive dividend increase to CHF 9.00 per share
Basel, 17 March 2020 – Roche (SIX: RO, ROG; OTCQX: RHHBY) today announced that its shareholders approved all proposals of the Board of Directors at its ordinary Annual General Meeting (AGM).
On the basis of COVID-19 Ordinance 2 of the Swiss Federal Council, no shareholders were admitted to attend the General Meeting in person. Roche had already recommended on March 10 that shareholders should delegate their votes to the independent proxy. The independent proxy represented 85.47 % of the total 160,000,000 shares. The Management Report, the Financial Statements and the Consolidated Financial Statements for 2019 were approved.
Shareholders endorsed the total amount of bonuses paid to the Corporate Executive Committee for 2019 with 99.69 % of the votes, as well as the bonus paid to the Chairman of the Board of Directors for 2019, which was approved by 99.03 % of the votes. Shareholders also authorised the ratification of the Board of Directors’ actions.
Shareholders approved the proposed appropriation of available earnings with 100 % of the votes and approved an increase in the dividend for the past financial year to 9.00 Swiss francs (gross) per share and non-voting equity security. This is the 33rd consecutive dividend increase.
Christoph Franz was confirmed as Chairman of the Board of Directors with 99.52% of the votes.
“2019 was a very good year for Roche. We made further significant progress in renewing our product portfolio. The new medicines are not only driving sales for Roche, they are also making substantial contributions to improving the lives of patients worldwide. The acquisition of Spark Therapeutics adds gene therapy to our portfolio of therapeutic approaches,” said Christoph Franz, Chairman of Roche's Board of Directors. “I am confident that we are well positioned for the future by virtue of our broad portfolio and innovative strength, and that we will continue to make important contributions to the health of people throughout the world.”
Andreas Oeri is stepping down from the Board of Directors after 24 years as the representative of the current shareholder pool. He will be succeeded by Jörg Duschmalé, who is joining the Board as a fifth-generation descendant of the company’s founder. Patrick Frost was also elected to the Board alongside Jörg Duschmalé.
“I would like to thank Andreas Oeri for his huge personal contribution and tireless dedication to Roche’s success. The fact that Roche is now one of the most sustainable healthcare companies in the world is in no small part due to him. Jörg Duschmalé's election is once again an impressive reaffirmation of commitment and long-term perspective by the owning families into this company.
Sir John Bell’s great scientific expertise made him practically indispensable during the development of Roche over the past two decades. On behalf of the entire Board, I would like to thank him sincerely.
I wish Andreas Oeri and Sir John Bell all the best for the future. I warmly welcome Jörg Duschmalé and Patrick Frost to the Board and am very much looking forward to working with them,” said Christoph Franz
In addition to Christoph Franz, Jörg Duschmalé and Patrick Frost, all other Board members who stood for re-election were confirmed for a term of one year:
- André Hoffmann
- Julie Brown
- Paul Bulcke
- Professor Hans Clevers
- Anita Hauser
- Professor Richard P. Lifton
- Bernard Poussot
- Dr Severin Schwan
- Dr Claudia Süssmuth Dyckerhoff
The following Board members were elected to the Remuneration Committee:
- Dr Christoph Franz
- André Hoffmann
- Professor Richard P. Lifton
- Bernard Poussot
Shareholders also approved the maximum total amount of future remuneration of the Board of Directors, which was confirmed by 99.66 % of the votes, and the maximum total amount of future remuneration for the Corporate Executive Committee until the 2021 ordinary Annual General Meeting by 99.66 % of the votes.
The Meeting elected Testaris AG as independent proxy for the 2020 financial year until the conclusion of the 2021 ordinary Annual General Meeting and KPMG AG as external auditor for the financial year 2020.
Roche is a global pioneer in pharmaceuticals and diagnostics focused on advancing science to improve people’s lives. The combined strengths of pharmaceuticals and diagnostics under one roof have made Roche the leader in personalised healthcare – a strategy that aims to fit the right treatment to each patient in the best way possible.
Roche is the world’s largest biotech company, with truly differentiated medicines in oncology, immunology, infectious diseases, ophthalmology and diseases of the central nervous system. Roche is also the world leader in in vitro diagnostics and tissue-based cancer diagnostics, and a frontrunner in diabetes management.
Founded in 1896, Roche continues to search for better ways to prevent, diagnose and treat diseases and make a sustainable contribution to society. The company also aims to improve patient access to medical innovations by working with all relevant stakeholders. More than thirty medicines developed by Roche are included in the World Health Organization Model Lists of Essential Medicines, among them life-saving antibiotics, antimalarials and cancer medicines. Moreover, for the eleventh consecutive year, Roche has been recognised as one of the most sustainable companies in the Pharmaceuticals Industry by the Dow Jones Sustainability Indices (DJSI).
The Roche Group, headquartered in Basel, Switzerland, is active in over 100 countries and in 2019 employed about 98,000 people worldwide. In 2019, Roche invested CHF 11.7 billion in R&D and posted sales of CHF 61.5 billion. Genentech, in the United States, is a wholly owned member of the Roche Group. Roche is the majority shareholder in Chugai Pharmaceutical, Japan. For more information, please visit www.roche.com.
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