The Board of Directors of Chr. Hansen Holding A/S remains committed to following the Danish Recommendations on Corporate Governance as adopted on 1 June 2013 by Nasdaq Copenhagen in its Rules for Issuers of Shares - and complied with the recommendations in all respects in 2016/17.
Chr. Hansen is committed to being accountable to all relevant stakeholders. The Company has developed a set of policies and positions aligned with international conventions, treaties and standards. As part of this, Chr. Hansen continues to support the United Nations Global Compact’s ten principles in the areas of human rights, labor, the environment and anticorruption.
Key developments in 2016/17
Over the years, the percentage of women and non-Danes in key positions has increased. In 2016/17, this trend continued for non-Danes as the percentage increased from 41% to 43%, while for women the percentage remained stable at 22%. This will be an increased focus area for top management going forward.
The percentage of diverse teams decreased by 3 percentage points to 66% in 2016/17 due to organizational restructuring.
Two out of seven members of Chr. Hansen’s Board of Directors elected by the Annual General Meeting are women compared to a target of at least three women elected by the Annual General Meeting by the end of 2019/20, whilst maintaining a strong diversity of skills, experience and nationalities.
Chr. Hansen is committed to conducting business with the highest level of integrity to ensure fair, safe and ethical business practices. To ensure that all relevant employees are aware of, and comply with, business integrity standards, Chr. Hansen runs online anticorruption training and, in 2016/17, 100% of the invited employees completed the training. In 2016/17, Chr. Hansen also made a significant effort to ensure that all employees were reminded about the Code of Conduct they are expected to observe.
Chr. Hansen encourages employees and external stakeholders, such as suppliers and customers, to raise concerns regarding business integrity. In 2016/17, five whistleblower cases were reported, four of which were raised through the hotline. All cases were investigated; two cases were closed as unjustified, one case was justified and appropriate actions taken, and two cases are still pending. Chr. Hansen will continue communicating about the whistleblower system to ensure that all employees and relevant stakeholders are aware of and familiar with it.
Annual Board of Directors review
The Chairman of the Board of Directors is responsible for conducting an annual review of the Board’s performance, addressing the effectiveness of the Board, the processes supporting its work, individual members’ contributions and the Chairman’s performance.
In 2016/17, the evaluation was conducted by the individual directors and executives anonymously completing a comprehensive online questionnaire which was then summarized by an external consultant.
Similar evaluations of their effectiveness have been undertaken by the Audit Committee, the Nomination Committee, the Remuneration Committee and the Scientific Committee.
The results of the assessment process were presented to the Board of Directors in September 2017 by the external consultant. The report describes a number of areas in which the Board is both effective and very well-functioning and gives an overall impression of a high-performing board of directors. Almost all areas for improvement which were identified in last year’s assessment have been complied with. This year, too, the assessment identified some minor areas in which improvements will be considered.
The Chairman will hold individual meetings with the other directors to review their performance.
Corporate Governance StatementsSuperior
Statutory annual corporate governance statement, cf. Section 107b of the Danish Financial Statements Act