Self-assessment of the Board of Directors

Audited by PwC

The Board’s main responsibilities are to:

  • Ensure the best possible day-to-day management of the company and the right organizational structure
  • Supervise financial and sustainability performance, and Executive Management’s day-to-day running of the company
  • Participate in the overall management and strategic development of the company

For an overview of the tasks performed to fulfill these responsibilities, see A year with the Board of Directors.

The Board of Directors held eight meetings in 2010. All were attended by all board members, except for one meeting where one member was absent.

In order to ensure that Novozymes has well-functioning management systems in place at all times, the Board of Directors and Executive Management assess annually whether their main responsibilities have been fulfilled. The performance of the Board of Directors and Executive Management and the quality of collaboration between these two bodies are also discussed and assessed. The assessment in 2010 was once again positive, with only minor areas for improvement identified. Overall, there was broad satisfaction with the planning, content, and implementation of the meetings. The general impression was that presentations and discussions at the meetings are of high quality, and that Executive Management is very responsive to input from the Board. Emphasis was placed on the continued use of external input in strategy discussions.

One of the responsibilities of the Board of Directors is to assess each year whether the ownership structure with A and B common stock is optimal. The Board of Directors maintains that this is the best way to safeguard Novozymes’ long-term development and thus to benefit the company’s shareholders and other stakeholders.

In addition, the Audit Committee performs an annual assessment of its own performance, and the external auditors are asked to evaluate whether its performance fulfilled the requirements of the Audit Committee's charter. The 2010 assessment was positive and identified only minor areas for improvement.

Each year the Audit Committee evaluates the need for an internal audit function at Novozymes. Based on its positive assessment of the company’s internal control environment, the Audit Committee has advised the Board of Directors that the establishment of an internal audit function is not necessary.
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