Corporate governance

Annual general
meetings

The Annual General Meeting is normally held in May. Written notice and additional relevant material is sent to all the shareholders individually, or to their custodian bank, minimum three weeks before the Annual General Meeting is being held. The notice is also made available on the Company’s website. Shareholders are encouraged to participate and to vote at the Annual General Meeting. In order to vote, a shareholder must either be physically present or vote by proxy.

Corporate governance policy

In accordance with the Norwegian recommendation for corporate governance, the Board of Directors of Vistin Pharma ASA has prepared this policy document and will place emphasis on adhering to the standard in the areas addressed by this.

Following the full document presentation of the Corporate Governance Policy, available for downloading in pdf format.
Vistin Pharma Corporate Governance Policy

Instructions to the Election Committee

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Routines for handling of inside information

Instructions to the Board of Directors

Instructions to the Remuneration Committee

Articles of association

Instructions to the CEO

The Election Committee

The Election Committee consists of two members, who are elected for a term of two years. The Election Committee makes recommendations to the Annual Shareholders’ Meeting for members of the Board of Directors, as well as a recommendation for the Chairperson of the Board. The Election Committee also submits proposals for the remuneration of members of the Board of Directors. Refer to the Instructions to the Election Committee for further information.

Election Committee members:

Eivind Devold, CEO Mikla Invest AS

Nils E. Ødegaard, Investment Director, MP Pensjon PK

Board of Directors

BOARD OF DIRECTORS

BOARD
OF DIRECTORS

Øyvin A. Brøymer, Chairman

Bettina Banoun, Board member

Espen Marcussen, Board member

Kari E. Krogstad, Board member

Øystein Stray Spetalen, Board member

Espen Lia Gregoriussen, Board member

Åse Musum, Board member

Management

Kjell-Erik Nordby, Chief Executive Officer

+47 913 64 280 kjell.erik.nordby@vistin.com

Mr. Nordby has been CEO of Weifa since February 2009, and as of June 2015 CEO of Vistin Pharma. He was Vice President Business Development at Photocure, a Norwegian biotech company. Previous experience includes several years at Alpharma, a leading international generic pharmaceutical company listed on NYSE. He held several top management positions in the company including Head of S&M North Europe Region and as Senior Director API Business Development. Mr. Nordby holds a Master’s degree in Pharmacy and Master’s degree in Business Administration.

Alexander Karlsen, Chief Financial Officer

+47 970 53 621 alexander.karlsen@vistin.com

Mr. Karlsen joined Vistin Pharma as CFO 2nd March 2020. He has previously held positions as Country Finance Manager in GE Healthcare Norway since 2017, and prior to that he worked 5 years as Finance Manager Global Supply Chain in GE Healthcare AS. Mr. Karlsen has several years of experience from managerial finance positions in the pharmaceutical industry. He holds a MSc in Business and Economics from the BI Norwegian Business School is Norway.

Magnus Wilhelm Tolleshaug, Chief Commercial Officer

+47 484 05 246 magnus.tolleshaug@vistin.com

Mr. Tolleshaug joined Vistin Pharma 2nd March 2020. He comes from the position as Senior Director, Head of Global Launch Excellence & Product Lifecycle Management in Takeda Pharmaceuticals. Mr. Tolleshaug has 20 years of experience from the pharmaceutical industry of which 15 years of experience from international managerial positions in R&D and Global Manufacturing & Supply Chain Operations. He holds a MSc in Chemistry & Chemical Technology from The Norwegian University of Science and Technology (NTNU) as well as a Diploma in Innovation, Intrapreneurship & Business Transformation.

Vegard Heggem, Vice President Operations

+47 408 57 366 vegard.heggem@vistin.com

Mr. Heggem joined Weifa in May 2010 as Director of Synthesis Production and Site Manager of the Fikkjebakke plant, and continued in the same position in Vistin Pharma from June 2015. Mr. Heggem has extensive experience from different managerial positions within operations, engineering and investment projects. Mr. Heggem holds a Master’s degree in Chemical Engineering from The Norwegian University of Science and Technology (NTNU) in Trondheim.

Hilde Merete Hagen, Vice President Quality &…

+47 917 20 150 hilde.merete.hagen@vistin.com

Ms Hagen joined Weifa/Vistin Pharma in March 2015 and has held the position as VP Quality & Regulatory affairs since then, with a short break of 4 months working on a consultancy basis on specific projects. She came from the position as VP Quality & Regulatory Affairs in Pronova BioPharma/BASF, where she has held different managerial positions within QC, QA, R&D and project management during her 19 years with the company. Ms Hagen holds a Master of Science degree from the University of Oslo and a Master of Management degree from BI Norwegian Business School.

Shareholder policy

Vistin wishes to maintain an open dialogue with the capital market. Therefore, regular information is published through the Annual Report, interim reports and presentations and stock exchange announcements. Vistin Pharma distributes all information relevant to the share price to the Oslo Stock Exchange. Such information is distributed without delay and simultaneously to the capital market, the media and is also published on the Company website.

The CEO and CFO are responsible for the Company’s investor relations activities and all communication with the capital markets, and all information is communicated within the framework established by securities and accounting legislation and the rules and regulations of the stock exchange. All information regarding Vistin Pharma is available on the Company’s website.

Corporate Governance regulates the relationship between the Vistin Pharma’s management, its Board of Directors and the shareholders of the Company.

Annual general
meetings