Committees

The Audit Committee plays an active role in setting Zealand's strategies and goals as well as in monitoring its operations and results, including ESG. The Committee functions according to its Charter that is reviewed on an annual basis. The duties include the internal controls and risk management systems related to financial reporting and evaluating the need for an internal audit.

The Audit Committee members:

• Leonard Kruimer (Chair)
• Jeffrey Berkowitz
• Bernadette Connaughton
• Martin Nicklasson

For more details about the Audit Committee and its responsibilities, see the Charter of the Audit Committee.

The Remuneration Committee proposes the remuneration policy as well as targets for company-operated performance-related incentive programs. These policies and guidelines set out the various components of the remuneration, including fixed and variable remuneration such as pension schemes, benefits, retention bonuses, severance, and incentive schemes as well as the related bonus and evaluation criteria. The committee functions according to its Charter that is reviewed on an annual basis.

The Remuneration Committee members:

• Martin Nicklasson (Chair)
• Leonard Kruimer
• Enrique Conterno Martinelli

For more details about the Remuneration Committee and its responsibilities, see the Charter of the Remuneration Committee.

The Nomination Committee makes recommendations for decisions to the Board of Directors regarding Board positions, identifying and recommending candidates for the Board of Directors. The Committee functions according to its Charter that is reviewed on an annual basis.

The Nomination Committee members:

• Kirsten A. Drejer (Chair)
• Martin Nicklasson
• Leonard Kruimer

For more details about the Nomination Committee and its responsibilities, see the Charter of the Nomination Committee.

The Scientific Committee is a forum with the purpose of leveraging the scientific expertise of the appointed Board members, understanding and challenging the approach and assumptions of the Zealand’s Research & Development strategy, providing technical assistance to the Board on research and development-related issues, and guiding the Board on the risks of the Company’s Research & Development strategy.

The Scientific Committee members:

• Kirsten A. Drejer (Chair)
• Enrique Conterno Martinelli
• Elaine Sullivan

For more details about the Scientific Committee and its responsibilities, see the Charter of the Scientific Committee.