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Corporate Governance

Hyloris attaches great value to good corporate governance and is aware that good governance is an important factor for all stakeholders.

The Company is administered by a Board of Directors and run by an Executive Committee, whose respective functions and responsibilities are clearly defined in the Corporate Governance Charter.

The General Meeting of Shareholders is convened once a year, on the second Tuesday of June at 2:00 pm CET, for its Ordinary meeting. A General Meeting of Shareholders may also be called in Special or Extraordinary circumstances whenever the Company interests dictate. Rules relating to General Meetings and main rights and obligations of Shareholders are further detailed in the Corporate Governance Charter.

The Audit Committee

The Audit Committee assists the Board in its responsibility of monitoring the management of Hyloris 

Three members (67% independent):

    • Marc Foidart (Chairman and Independent Director)
    • James Gale (Independent Director)
    • Stefan Yee (Non-executive Director)

The Remuneration and Nomination Committee

The Remuneration and Nomination Committee ensures that the appointment and remuneration process of Directors and Executive Management is organised objectively and professionally and proposes the remuneration policy for non-executive Directors and executive managers

Three members (67% independent):

    • Stefan Yee (Chairman and Non-Executive Director)
    • Carolyn Myers (Independent Director)
    • Marc Foidart (Independent Director)

Board of Directors

Stefan Yee

CHAIRMAN and NON – EXECUTIVE DIRECTOR

Mr. Stefan Yee has more than 30 years of experience in audit, corporate law, mergers and acquisitions, corporate finance, investment banking and private equity with companies as KPMG, Linklaters, the Flemish investment bank Lessius, the Belgian Corporation for International Investment (SBI/BMI), Beluga (Euronext Brussels) and as the founder and CEO of the PE Group, a Belgian privately held private equity firm. Stefan is, and has been an investor and/or board member of several listed and private companies such as, amongst others, Beluga, Encare group (Mensura), AXI, The Reference, Alro Holdings, Loomans Group, United Brands, Capco, Faseas International (Spacewell), HD Partners (Dekabo group), AED Rent, UnifiedPost Group, NRG New Generation, Axiles Bionics, including several healthcare companies (Docpharma (formerly Euronext Brussels), Uteron Pharma and Imcyse). Stefan holds Masters degrees in Law and Business Management from the Universities of Brussels (VUB and ULB Solvay Business School) and
the University of Chicago (as a BAEF Fellow).

Stijn Van Rompay

CHIEF EXECUTIVE OFFICER and CO-FOUNDER

Stijn co-founded and was the CEO of Alter Pharma, a high-growth pharmaceutical company focused on the development of complex generics and pharmacy-related product sales. He was also co-CEO of Uteron Pharma, a company focused on innovative female healthcare products.

Prior to these positions, Stijn was CFO and later, CEO of Docpharma (formerly quoted on Euronext Brussels) a generics and medical-device company. Under his leadership, the companies recorded strong growth and value creation. He also holds several non-executive director positions in the biotech sector, and acts as an advisor to venture capital investors. Stijn holds a Master’s degree in Applied Economics from the University of Antwerp.

Thomas Jacobsen

EXECUTIVE DIRECTOR and CO-FOUNDER

He co-founded Alter Pharma, a pharmaceutical company focused on the development of complex generics and pharmacy-related product distribution. Prior to this, he worked with Docpharma, a generics and medical-device company that was acquired by Matrix Laboratories/Mylan Laboratories, where he worked on out-licensing of Docpharma’s products. Thomas started his career in the Scandinavian-based generics company Alternova, where he was responsible for licensing, product registration and launches. Thomas holds a Master’s Degree in Pharmacy from the University of Copenhagen and a Business Degree from Copenhagen Business School.

Leon Van Rompay

NON – EXECUTIVE DIRECTOR

Leon Van Rompay has more than 40 years’ experience in the pharmaceutical market. During his professional career he served in several positions including country & area manager (covering major territories) and board member of the Zambon Group. He was founder and CEO of Docpharma, a Belgian based generics company that was listed on Euronext and served on different boards including Ecodis and Uteron Pharmaceuticals. He was a founding member of BIGE/IBES (Belgian Institute for Health and Economics), the B.G.A. (Belgian Generic Association), BAPIE (Belgian Association of Parallel Import and Export) and was an executive committee member and board member of the Belgian Pharmaceutical Industry Association. He also was a member of the pharmaceutical deontological commission and responsible for this commission in the industry association executive committee

Marc Foidart

INDEPENDENT  DIRECTOR

Marc Foidart obtained a Master in Business Engineering from the University of Liège (1998). He is co-founder of EKLO ASBL, Member of the Executive Committee of Noshaq SA in charge of the Life Sciences sector, CEO of B2H SA, the public company superseding the Liege life sciences ecosystem, and Investment Manager of Epimede SA, a EUR 50 million Belgian based private high-tech growth fund. He has more than 15 years of experience in strategic consulting and investment at all stages of development of small and medium high tech- high growth life sciences enterprises. He played a key role in several financing rounds at critical development stages of various Belgian young biotech companies among which: Mithra Pharmaceuticals SA, Imcyse SA, Uteron Pharma SA, PDC Line Pharma SA, Diagenode SA. As an entrepreneur, Marc Foidart is Co-Founder and past CEO of Arlenda SA, a spin-off company of the University of Liège providing expert statistical solutions to the pharmaceutical, chemical and environment industries. He is

also Co-Founder and Executive Chairman of Eyed Pharma SA, a start-up company developing innovative controlled release microimplants in ophthalmology. Marc Foidart has been associate professor at the University of Liege since 2011.

Carolyn Myers

INDEPENDENT DIRECTOR

Dr. Carolyn Myers is an accomplished senior executive with extensive experience creating, growing, and leading health care businesses. She is currently Principal of Bioense
mble Ltd, a business strategy consulting firm that advises C-suite executives of small and medium size companies on a comprehensive range of drug development, commercial and business development services. Carolyn’s experience comes from having led many businesses in their growth strategies. At Allergan (formerly Actavis), she was the Vice President of Global Business Development and Alliance Management with a focus on expanding product portfolios. At Forest Laboratories (acquired by Actavis), Carolyn was the Vice President of the CNS marketing group responsible for marketing and sales of established and new products. At Mylan she held two different leadership positions including
President of Mylan Technologies, a division focused on developing generic transdermal systems and President of Dey Laboratories having full P&L responsibility to develop, manufacture and sell innovative respiratory products. Carolyn is also an advisor to several start-up organizations and capital investors.

Carolyn earned a PhD in Genetics from the University of British Columbia and an MBA from Rutgers University.

James Gale

INDEPENDENT DIRECTOR

James (Jim) Gale is the founding partner of Signet Healthcare Partners. Jim has over 30 years of healthcare investing and finance experience.

Jim is a Managing Director in Signet Fund IV and is currently the Chairman of the Board of Alpex Pharma S.A., Knight Therapeutics Inc. (TSX: GUD), Teligent (NSDQ: TLGT, formerly IGI Laboratories), and also serves on the Board of Directors of Bionpharma, Chr. Olesen Synthesis A/S, CoreRx, LeonNanodrugs GmbH, Pharmaceutics International (Pii), Advantice Health, and RK Pharma. Prior portfolio company boards include Arbor Pharmaceuticals, Amarin Corporation, eResearch Technologies Inc., and Valera Pharmaceuticals.

Prior to founding Signet, Jim was head of principal investment activities and head of investment banking for Gruntal & Co., LLC. While at Gruntal, he made a number of investments including Andrx Corporation, Royce Laboratories (merged with Watson Pharmaceuticals), Lifecell Corporation, Neurocrine Biosciences, and BML Pharmaceuticals (acquired by Endo Pharmaceuticals).

Chris Buyse

NOMINATED AS INDEPENDENT DIRECTOR

Chris is currently Managing Director of Fund+, the largest Belgian life sciences-dedicated venture capital fund and serves as member of the board of directors of several European companies listed on Nasdaq and Euronext, including iTeos Therapeutics, Celyad and Inventiva Pharma. Chris is also a Director of the Francqui Foundation, among other private mandates. Chris holds a Master’s Degree in applied economic sciences from the University of Antwerp, and an MBA from the Vlerick School of Management in Ghent.

Executive team

Stijn Van Rompay

Stijn Van Rompay

CHIEF EXECUTIVE OFFICER, CO-FOUNDER AND ACTING CHIEF FINANCIAL OFFICER

Stijn co-founded and was the CEO of Alter Pharma, a high-growth pharmaceutical company focused on the development of complex generics and pharmacy-related product sales. He was also co-CEO of Uteron Pharma, a company focused on innovative female healthcare products.

Prior to these positions, Stijn was CFO and later, CEO of Docpharma (formerly quoted on Euronext Brussels) a generics and medical-device company. Under his leadership, the companies recorded strong growth and value creation. He also holds several non-executive director positions in the biotech sector, and acts as an advisor to venture capital investors. Stijn holds a Master’s degree in Applied Economics from the University of Antwerp.

Thomas Jacobsen

Thomas Jacobsen

CHIEF BUSINESS DEVELOPMENT OFFICER and CO-FOUNDER

He co-founded Alter Pharma, a pharmaceutical company focused on the development of complex generics and pharmacy-related product distribution. Prior to this, he worked with Docpharma, a generics and medical-device company that was acquired by Matrix Laboratories/Mylan Laboratories, where he worked on out-licensing of Docpharma’s products. Thomas started his career in the Scandinavian-based generics company Alternova, where he was responsible for licensing, product registration and launches. Thomas holds a Master’s Degree in Pharmacy from the University of Copenhagen and a Business Degree from Copenhagen Business School.
Koenraad Van der Elst

Koenraad Van der Elst

CHIEF LEGAL OFFICER

Koenraad served as General Counsel at Metris (currently Nikon Metrology), and acted as Secretary General & General Counsel of PUNCH INTERNATIONAL, a Belgian company listed on Euronext Brussels. He was also General Counsel & Secretary to the Board of PUNCH GRAPHIX plc, a company listed on the London Stock Exchange (AIM), and President of the Supervisory Board of PUNCH TECHNIX, a company listed on Euronext Amsterdam. Between 1995 and 2002, Koenraad was the Director of Legal Documentation at the Investment Banking Department (corporate finance & capital markets) of Generale Bank/Fortis Bank and was involved in most capital market transactions in Belgium (take-over bids, exchange offers, initial public offerings, etc.), as well as in a large number of corporate finance deals (M&A, advisory, fairness opinions, mergers, restructurings, etc.), at local, cross-border and international levels.

In addition, Koenraad was an assistant Professor at the University of Brussels (VUB) in Financial Law. He holds a law degree from the University of Brussels (VUB) and an MBA from EHSAL Brussels.

Dietmar Aichhorn

Dietmar Aichhorn

CHIEF OPERATING OFFICER

Over the course of his career at Sandoz, Mylan, Innovacell, ViraTherapeutics and Polpharma Biologics, Dietmar has held several senior management positions of increasing responsibilities including Head Clinical Development and Head Development. Dr. Dietmar Aichhorn is an expert in the fields of technical development, clinical development and regulatory affairs in the US, EU and other key geographies. Most recently, Dietmar had an assignment at Polpharma Biologics, where he was responsible for the clinical development of monoclonal antibodies, as well as overseeing all scientific affairs. Dietmar graduated as chemical engineer in Linz but has perfected his project management skills at the university of Vienna.
Marieke Vermeersch

Marieke Vermeersch

VP INVESTOR RELATIONS AND CORPORATE COMMUNICATIONS

Marieke has extensive industry-specific experience having spent 20 years in various senior roles with private and public life sciences companies, as well as investment banking. She has a proven track record of developing and implementing strategic communications and investor relations strategies. She was formerly responsible for investor relations, corporate communications, and business development at the leading Belgian biotech company Ablynx (acquired by Sanofi in 2018 for €3.9Bn), where she played a key role in institutionalizing and improving the Company’s IR and media relations efforts. Prior to that, she worked as buyside equity investment analyst for Degroof Petercam where she covered the European pharmaceutical, biotechnology and chemical sectors.
Marieke holds a Master of Science degree in Bioengineering from the University of Gent and an MBA from Solvay Business School, Brussels.

Corporate Governance Charter

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Dealing Code

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