Annual Report 2021

Governance and RemunerationCorporate Governance ReportExecutive Committee

4Executive Committee

Through our Organizational Regulations, the Board of Directors has delegated the responsibility and authority necessary or appropriate to carry out the day-to-day and operational activities of PolyPeptide to the Executive Committee under the leadership of the CEO.

The CEO is accountable for the sustainable management and results-oriented performance of the Group. As such, the CEO leads, manages, supervises and coordinates the Executive Committee and the Extended Group Management¹⁵ as well as realizes the corporate goals and strategy as set by the Board of Directors. The detailed responsibilities and functions of the Executive Committee, including the CEO and the CFO, are described in section 6 of the Organizational Regulations.

In general, meetings of the Executive Committee take place on bi-weekly or monthly basis as determined by the CEO, with the expectation that there would be no fewer than six such meetings per calendar year (as provided for in the Organizational Regulations). The resolutions of the Executive Committee are taken by the majority of the members of the Executive Committee present, where the CEO has the power to overrule any Executive Committee resolution. At each meeting the CFO presents the financial situation of the Group to-date, followed by a discussion on other non-financial pre-determined agenda items covering a range of topics across all relevant business and operational areas.

4.1Members of the Executive Committee

As of 31 December 2021, the Executive Committee comprised the CEO, the CFO, the Director of Global Sales and Marketing, the Director of Global Operations and the General Counsel. In addition, Jane Salik (the Group's former CEO up and until the First Day of Trading) was a member of the Executive Committee until 17 August 2021 (see section 3.1 “Members of the Board of Directors” of this Corporate Governance Report). The year of appointment in the table below reflects each Executive Committee member’s respective appointment in his/her position with the Group (including at Group subsidiaries).

XLS

Name	Year of birth	Year of appointment	Position

Raymond De Vré	1968	2021 1	CEO
Jan Fuhr Miller	1970	2015	CFO
Jan Christensen	1960	2010 2	Director Global Sales and Marketing
Daniel Lasanow	1962	2016	Director Global Operations
Christina Del Vecchio	1978	2021 3	General Counsel
Neil James Thompson	1972	2022 4	Director Global Sales and Marketing

1 Member of the Executive Committee as CEO-elect as of 1 April 2021 and CEO as of 29 April 2021.

2 Member of the Executive Committee and Director of Global Sales and Marketing until 31 December 2021. Since 1 January 2022, Mr. Christensen is supporting selected business development projects until his retirement towards the end of 2022.

3 Member of the Executive Committee as of 1 September 2021.

4 Member of the Executive Committee and Director Global Sales and Marketing as of 1 January 2022.

15 As of 1 January 2022 the Extended Group Management has been restructured as the PolyPeptide Management Committee. The PolyPeptide Management Committee consists of the Executive Committee together with Director Global Innovation & Technology, Chief Human Resources Officer (new position for H1 2022), Director Global Quality, Director Global Development / Regulatory / IP and Head of Investor Relations and Corporate Communications.

Set out below is a short description of each Executive Committee member's business experience, education and activities.

Raymond De Vré

Chief Executive Officer

Nationality: Belgian

Year of birth: 1968

Professional background

Functions at PolyPeptide

Chief Executive Officer (since 2021)
Chairman / Director of several PolyPeptide subsidiaries (since 2021)

Outside mandates at listed / non-listed companies or non-profit organizations

None

Former outside activities and functions

Senior Vice President, Head of Biologics and member of the Management Committee, Dr. Reddy's Laboratories, Switzerland (2018–2021)
Senior Vice President Global Business Operations and Strategy, Biologics, Dr. Reddy's Laboratories, Switzerland (2017–2018)
Vice President Commercial, Biologics, Dr. Reddy's Laboratories, Switzerland
(2012–2017)
Partner, McKinsey & Company, Switzerland (2004–2011)
Consultant, McKinsey & Company, Belgium / USA / Switzerland (1996–2003)

Education

PhD in Applied Physics, Stanford University, USA (1996)
Master's degree in Applied Physics, Stanford University, USA (1992)
Master’s degree as Ingénieur Civil Physicien, École Polytechnique, Université Libre de Bruxelles, Belgium (1990)

Jan Fuhr Miller

Chief Financial Officer

Nationality: Danish

Year of birth: 1970

Professional background

Functions at PolyPeptide

Chief Financial Officer (since 2015)
Director of several PolyPeptide subsidiaries (since 2016)

Outside mandates at listed / non-listed companies or non-profit organizations

None

Former outside activities and functions

Vice President, Finance, CMC Biologics A/S, Denmark (2013–2015)
Nordic Finance Leader, Honeywell A/S, Denmark (2012–2013)
Director, Finance & Logistics, H. Lundbeck A/S, Denmark (2007–2011)
Director, Finance & Business Administration, H. Lundbeck A/S, Denmark (2006–2007)
Senior Manager, Business Information & Technology, H. Lundbeck A/S, Denmark (2004–2006)
Manager, Marketing Research, H. Lundbeck A/S, Denmark (2003–2004)
Manager, Business Operations, H. Lundbeck A/S, Denmark (2000–2003)
Business Analyst, Colgate-Palmolive, Denmark (1998–2000)

Education

MBA with concentration in Finance, the Keller Graduate School of Management, USA (2011)
Master of Science, University of Aarhus, School of Management, Denmark (1999)

Jan Christensen

Former Director Global Sales and Marketing

Nationality: Danish

Year of birth: 1960

Professional background

Functions at PolyPeptide

Business Development (since 2022)
Director Global Sales and Marketing (2010–2022)
Director of Sales Europe (2006–2010)
Head of Global Generics (2004–2006)
Head of Generics Europe (2002–2004)

Outside mandates at listed / non-listed companies or non-profit organizations

None

Former outside activities and functions

Head of Pharma Nordic, Helm Group, USA (1999–2002)
Head of Chemical Department, Statoil Denmark (later Equinor), Denmark (1997–1999)
Sales Manager, ICI Nordic, Sweden (1993–1997)
Sales Manager, ICI Denmark, Denmark (1991–1993)
Trading Manager, ICI Denmark, Denmark (1988–1991)

Education

Master of Science in Strategic Planning, Copenhagen Business School, Denmark (1988)
Bachelor of Science in Economics and Business Administration, Copenhagen Business School, Denmark (1986)

Daniel Lasanow

Director Global Operations

Nationality: Belgian

Year of birth: 1962

Professional background

Functions at PolyPeptide

Director Global Operations (since 2016)
Director of several PolyPeptide subsidiaries (since 2016)

Outside mandates at listed / non-listed companies or non-profit organizations

None

Former outside activities and functions

Senior Vice President, Multi-site Managing Director, Siegfried Pharma, Switzerland (2015–2016)
Multi-site Managing Director, BASF Pharma, Switzerland (acquired by Siegfried Pharma) (2012–2015)
Multi-site Production & Technologies Director, BASF Pharma, Switzerland
(2011–2012)
Production Director, NextPharma Technologies, Belgium (2009–2011)
Production Director, Lonza, Belgium and UCB Bioproducts, Belgium (acquired by Lonza in 2006) (2000–2009)
Plant Support Manager, SmithKline Beecham (now GlaxoSmithKline Pharmaceutical), Belgium (1992–2000)
Junior Scientist, Ciba-Geigy (now Novartis), Switzerland (1987–1988)

Education

Master of Sciences degree in Organic Chemistry, the University of Louvain, Belgium (1987)

Christina Del Vecchio

General Counsel

Nationality: Swiss and Swedish

Year of birth: 1978

Professional background

Functions at PolyPeptide

General Counsel and Corporate Secretary (since 2021)

Outside mandates at listed / non-listed companies or non-profit organizations

None

Former outside activities and functions

Counsel, Niederer Kraft Frey AG, Switzerland (2018–2021)
Senior Associate, Niederer Kraft Frey AG, Switzerland (2013–2018)
Associate, Latham & Watkins LLP, United Kingdom (2008–2012)

Education

Juris Doctor, James Kent Scholar, Columbia Law School, USA (2008)
Bachelor of Arts, summa cum laude, University of Florida, USA (2000)

Neil James Thompson

Director Global Sales and Marketing

Nationality: British

Year of birth: 1972

Professional background

Functions at PolyPeptide

Director Global Sales and Marketing (as of 1 January 2022)
Group Commercial Director (2019–2022)
Director Business Development Europe (2015–2019)
Associate Director Business Development Europe (2010–2015)
Business Manager Custom Development (2006–2010)
Regional Sales Manager (2004–2005)

Outside mandates at listed / non-listed companies or non-profit organizations

Member of the EuroPeptides Advisory Board for the EuroPeptides/EuroTIDES event (since 2012) (event managed and ran by Informa PLC – listed company)

Former outside activities and functions

Peptide Product Manager, Bachem (UK) Ltd, United Kingdom (2001–2003)
Assistant Production Manager, Bachem (UK) Ltd, United Kingdom (1999–2003)
Assistant Production Manager, Peninsula Laboratories (Europe) Ltd, United Kingdom (1993–1999)

Education

Bachelor of Science in Applied Chemistry and Biochemistry, Liverpool John Moores University, England (1997)

In 2021, the Executive Committee, under the leadership of the CEO, was further supported by additional members of management, that, together with the Executive Committee, formed the Extended Group Management¹⁶.

16 As of 1 January 2022 the Extended Group Management has been restructured as the PolyPeptide Management Committee. The PolyPeptide Management Committee consists of the Executive Committee together with Director Global Innovation & Technology, Chief Human Resources Officer (new position for H1 2022), Director Global Quality, Director Global Development / Regulatory / IP and Head of Investor Relations and Corporate Communications.

4.2Other activities and vested interests

Except as disclosed in the biographies of the members of the Executive Committee, no further activities or vested interests are carried out outside of PolyPeptide.

4.3Mandates and other permitted activities

Pursuant to art. 23 of the Articles of Association, with the approval of the Board of Directors, the members of the Executive Committee may have the following other functions in the superior management or administrative bodies of legal entities obliged to register themselves in a Swiss commercial register or a foreign equivalent thereof:

up to one (1) mandate as member of the board of directors or any other superior management or administrative body of listed companies; and, in addition
up to five (5) mandates as member of the board of directors or any other superior management or administrative body of other legal entities that do not meet the above mentioned criteria.

With respect to the additional activities of the members of the Executive Committee, mandates in companies that are under uniform control or the same beneficial ownership are deemed to be one mandate.

The following mandates shall not be subject to the limitations set forth in art. 23 of the Articles of Association:

mandates in companies which are controlled by the Company or which control the Company;
mandates held at the request of the Company or companies controlled by it; no member of the Executive Committee shall, however, hold more than ten (10) such mandates; and
mandates in associations, charitable organizations, foundations, employee welfare foundations and other similar organizations; no member of the Executive Committee shall, however, hold more than fifteen (15) such mandates.

4.4Management contracts

The Company and its subsidiaries have not entered into any management contracts with third parties.