6th Annual General Meeting of Galenica Ltd.

At the request of the Board of Directors, the Annual General Meeting elected Dr Markus R. Neuhaus as the new Chair of the Board of Directors of Galenica Ltd. Dr Markus R. Neuhaus, an extremely experienced business personality, will take over as Chair of the Galenica Group. After many years as CEO and Chair of the Board of Directors of PwC Switzerland and various European and global roles in the PwC network, he holds various board mandates. Dr Markus R. Neuhaus has been involved in the Galenica Group since 2019 and has supported its strategic development from the very beginning. To date, he has contributed his in-depth expertise in financial and economic matters as Chair of the Audit & Risk Committee, as a member of the Remuneration Committee and as a member of the Governance, Nomination & Sustainability Committee.

The current Chair of the Board of Directors Daniela Bosshardt has been a member of Galenica’s Board of Directors for 15 years and Chair of the Board of Directors since 2019. After this long period of time, she has decided to step down from her position at Galenica and did not stand for re-election at the Annual General Meeting. During her time as Chair of the Board of Directors, Daniela Bosshardt played a key role in shaping the further development of Galenica and driving forward and supporting the further development of its strategic direction. At the same time, she and the Board of Directors made promoting and supporting the transformation of the Galenica Group and the further incorporation of sustainability goals as an integral part of its corporate governance a high priority. The Board of Directors deeply regrets her decision to step down and would like to thank Daniela Bosshardt for the outstanding dedication and sustainable impact.

After a total of 13 years as a member of Galenica's Board of Directors, Prof. Hon. Dr Michel Burnier did not stand for re-election. Michel Burnier joined the Board of Directors of the former Galenica in 2010 and was a member of the Board of Directors of the present Galenica since the IPO in 2017. The Board of Directors would like to thank Michel Burnier for his valuable contribution and many years of service.

The Annual General Meeting elected Prof. Dr med. Solange Peters and Jörg Zulauf as new members of the Board of Directors to replace the two departing members.

Solange Peters is a professor at the University of Lausanne and head of the department of medical oncology at CHUV. She began working at CHUV in 2002, where she started out in internal medicine; since 2006 she has worked in oncology. She is one of the world’s leading experts in the field of lung cancer.

Jörg Zulauf spent 11 years in management positions at the pharmaceutical company Roche, most recently as Head of the Global Vitamins Services department (Finance & IT). In 2000, Jörg Zulauf joined Migros-Genossenschafts-Bund Zürich, where he headed the Finance Department as Vice Chairman of the Corporate Executive Committee until 2022. He is a member of the Board of Directors of Maerki Baumann & CO Ltd. and Crealogix Ltd.

Dr Markus R. Neuhaus, Bertrand Jungo, Pascale Bruderer, Judith Meier and Dr Andreas Walde were re-elected as members of the Board of Directors each for a term of office lasting one year. Dr. Markus R. Neuhaus was newly elected as Chairman of the Board of Directors for a term of office of one year, and Prof. Dr. med. Solange Peters and Jörg Zulauf were newly elected as members.

Dr Andreas Walde was re-elected as a member of the Remuneration Committee for a term of office lasting one year and Bertrand Jungo, Pascale Bruderer and Prof. Dr med. Solange Peters were elected to the Remuneration Committee, whereby Bertrand Jungo was appointed as Chair by the Board of Directors.

The Annual General Meeting also approved the dividend of CHF 2.20 per share proposed by the Board of Directors, which is 5% higher than last year's dividend. Half (CHF 1.10 per share) is paid out from the capital contribution reserve and the other half from retained earnings. This corresponds to a total expected distribution of CHF 109.6 million. By increasing the dividend by +5%, Galenica is allowing its shareholders to share in the outstanding successes of the 2022 financial year. Galenica strives for a strong yet sustainable dividend growth and plans to pay a dividend equal at least to the prior year’s level in 2023. The dividend for the 2022 financial year will be paid to shareholders from 9 May 2023.

The shareholders also voted in favour of the proposals put forward by the Board of Directors for the other agenda items: the 2022 annual financial statements of Galenica Ltd., the management report and the 2022 consolidated financial statements of the Galenica Group were approved and the actions of the members of the Board of Directors and the Executive Committee for the 2022 financial year were ratified. In a consultative vote, the shareholders endorsed the Remuneration Report 2022, with 90.7% voting in favour. The proposed binding maximum total remuneration for 2024 for the members of the Board of Directors and the Executive Committee was also approved by 97.7%, with 97.4% of votes in favour.