Novartis shareholders today agreed to the Board of Directors’ recommendations for all proposed resolutions at the Group’s Annual General Meeting (AGM). In accordance with the Swiss COVID-19 Ordinance 3, the 2022 AGM was held without shareholders being physically present. Accordingly, shareholders exercised their shareholder rights via the Independent Proxy and could follow the AGM via a live webcast. In addition, shareholders had the opportunity to send their questions to the Board of Directors electronically in advance, with all questions being answered by the Chair of the Board of Directors and the CEO during the AGM.
Shareholders approved the 25th consecutive dividend increase since the creation of Novartis in 1996, with an increase of 3.3% to CHF 3.10 per share. Payment for the 2021 dividend will be made as of March 10, 2022. The dividend for 2021 is an approximately 57% payout of free cash flow and results in a dividend yield of 3.9%1.
Annual re-election of Members of the Board
Shareholders re-elected Dr. Joerg Reinhardt as Chair of the Board of Directors, and all members of the Board who stood for re-election, for one year. In addition, Ms. Ana de Pro Gonzalo and Mr. Daniel Hochstrasser were newly elected to the Board of Directors.
Shareholders also re-elected the following members of the Board of Directors to the Compensation Committee for one year: Patrice Bula, Bridgette Heller, Simon Moroney and William T. Winters. The Board of Directors intends to redesignate Simon Moroney as Chair of the Compensation Committee.
Reduction of Share Capital
In line with the Board of Directors’ recommendation, the shareholders also approved the cancellation of 30 699 668 shares repurchased under the authorizations of February 28, 2019 and March 2, 2021 and the reduction of the share capital accordingly by CHF 15.3 million, from CHF 1 217 210 460 to CHF 1 201 860 626.
Further share repurchases
On December 16, 2021 Novartis announced a share buyback of up to USD 15 billion to be executed by the end of 2023. The shareholders authorized the Board of Directors to repurchase shares up to an additional CHF 10 billion between the Annual General Meeting 2022 and the Annual General Meeting 2025 to cover the amount exceeding CHF 7.8 billion still available under the existing shareholder authorization granted in 2021.
Votes on Compensation for the members of the Board of Directors and the Executive Committee
In two separate binding votes, shareholders approved the total maximum aggregate amount of compensation for the Board of Directors, covering the period from the 2022 AGM to the 2023 AGM, and the total maximum aggregate amount of compensation for the Executive Committee for the financial year 2023. Shareholders also endorsed the 2021 Compensation Report in an advisory vote. Full Release