Governance
Governance
Legal framework
The BioInnovation Institute Foundation is a Danish commercial foundation that operates independently of any other interests than those described in the Foundation’s objects. The Foundation was established on 1 December 2020 by the Novo Nordisk Foundation.
The Foundation is governed by the Danish Commercial Foundations Act and is subject to the Danish Business Authority’s supervision.
In addition, the BioInnovation Institute Foundation is covered by the Recommendations on Foundation Governance of the Committee on Foundation Governance.
Objective
The objectives of the BioInnovation Institute Foundation is, with a charitable aim, to own and operate the BioInnovation Institute and to promote research, innovation and entrepreneurship for the benefit of the public.
Charitable activities:
- Funding and supporting the development of inventions, discoveries and companies operating within the biotechnology and life sciences sector, thus providing a basis for growth and creation of new jobs within biotechnology and life science.
- Supporting other charitable scientific purposes within biotechnology and life science.
Commercial activities:
- Providing a stable basis for the BioInnovation Institute Foundation through its wholly-owned subsidiary, BII Holdings A/S, in its administration of assets contributed by the BioInnovation Institute Foundation within research, innovation and entrepreneurship for the benefit of the public, and in running the lab facilities and potentially other activities within biotechnology and life science.
The objectives of the BioInnovation Institute Foundation are also described in the articles of association of the Foundation.
Articles of Association
The Articles of Association of the BioInnovation Institute Foundation is the Foundation’s constitutive document, which defines the object of the Foundation, capital and signatory rule, the duties and responsibilities of the Board of Directors etc.
Read the Articles of Association here.
Board of Directors
The Foundation is governed by a Board of Directors consisting of nine members. The Board of Directors has elected a Chair and a Deputy Chair among its members. The Chair and the Deputy Chair constitute the Chairmanship.
The members of the Board of Directors are elected for a term of 1 year and eligible for re-election until the age of 75.
The appointment of members follow a formal, thorough and transparent process for selecting and appointing candidates. Members are selected based on their personal qualifications and competences while considering the overall competences of the Board and the need for new talent weighted against the need for continuity. Further, the Foundation’s heritage and the values of the Novo Nordisk Foundation are to be taken into account.
Each year, the Board will assess and determine the competences required to duly cover the value chain from early research through innovation and venture investment to a potential exit. Thus, the Competence Profile defines the most important criteria and competence requirements that members of the Board of Directors of the Foundation should fulfil.
Read the competence profile here.
Further information about the individual members of the Board of Directors may be found here, http://bii.dk/about/
Board Composition and Diversity
The Foundation strives to ensure that the composition of the Board is diverse in terms of gender, age and cultural background, and it is the aspiration to have at least two board members of the underrepresented sex. As of 31 December 2020, three board members were female and six were male. Consequently, the Foundation has fulfilled its aspiration in terms of gender composition. The Board of Directors will continue to work on securing the desired diversity among its members.
Read the Statement on the composition of the Board of Directors and diversity here.
Principles for communication
The Board of Directors has adopted principles for external communication including by whom public statements on behalf of the foundation should be made. All communication with the general public is undertaken by the Chair, the Deputy Chair or by another board member following authorisation from the Board. The Chair has authorised the executive management to communicate with the general public in respect of the activities within BioInnovation Institute and the Foundation’s commercial activities.
Board of Directors profiles
Sten Scheibye, Ph.D., is the Chairman of the BioInnovation Institute Foundation. He was a member of the Novo Nordisk Foundation’s as well as Novo Holdings A/S board of directors and Chairman of the board from 2013 to 2018. He holds a MSc in Chemistry and Physics from 1978 and a Ph.D. in Organic Chemistry from 1981, both from the University of Aarhus, Denmark. In 1983, he obtained a BComm from Copenhagen Business School. From 1995 to 2008, Sten Scheibye was President and CEO of Coloplast A/S, Denmark. Before joining Coloplast in 1993, he served as Senior Vice President, Sales & Marketing in Leo Pharma A/S, Denmark. He joined this company in 1981. Sten Scheibye is Chairman of Knud Højgaards Foundation, Højgaard Ejendomme A/S and the Danish Industry Foundation.
Chairman
Member of the Novo Nordisk Foundation’s Board of Directors from 2014 and Vice-Chair since 2018. Marianne Philip serves on several boards including as chair of The Committee on Foundation Governance and is among others experienced in company and foundation law, investments and corporate governance.
Vice-chair
Birgitte Nauntofte has served on several boards and science committees. She currently serves as Committee Member of Recommendations on Foundation Governance. Before joining the Novo Nordisk Foundation, she had the position of Vice Dean at the Faculty of Health Sciences, University of Copenhagen.
Board member
Member of the Novo Nordisk Foundation’s Board of Directors from 2005 to 2017. Bo Ahrén has previously been Chief of Medicine at Region Skåne in Sweden, Head of the Research Clinic at Skåne University Hospital in Lund and Dean of Faculty of Medicine, Lund University. He conducts research on diabetes and has been involved in developing new drugs to treat type 2 diabetes
Board member
Serial entrepreneur with a background in drug discovery and development, corporate strategy, financing and management. Hans Schambye has an extensive experience in managing biotech companies, based on in depth biological understanding of diseases and pharmaceutical R&D.
Board member
With + 25 years of international experience from the biotech industry, Martin Bonde has held several leadership positions as CEO for e.g. Vaccibody, Epitherapeutics, Natimmune, Combio,Torsana Biosensor, and Ostemeter Biotech.
Board member
Regina is a Managing Partner at Wellington Partners Life Sciences (WPLS) and represents the WPLS funds on the Boards of Ayoxxa, Carisma Therapeutics, Endostim, GTX Medical, SNIPR Biome, STipe Therapeutics, Themis and TRiCares. She was a founding investor in Rigontec (acquired by MSD), Sapiens (acquired by Medtronic), Middle Peak Medical (acquired by Symetis / Boston Scientific), and an external director at GlaxoSmithKline’s Respiratory TA Board. Since joining the industry in 2000, she has become an influential investor in the European VC industry, focusing on early-stage and growth deals in Life Sciences. She currently serves as the Spokesperson for the Board of the German PE and VC Association (BVK).
Before joining WPLS, Regina led the European life sciences efforts of Boston-based Atlas Venture. She was the founding investor in Bicycle Therapeutics, F-star, and Jenavalve, and served on several Boards, including U3 Pharma (acquired by Daiichi Sankyo), Nitec Pharma (now part of Horizon Pharma NASDAQ HZPN), Egalet (NASDAQ: EGLT), and Novamed (acquired by SciClone NASDAQ SCLN). Before, Regina worked for Apax Partners, and built her extensive network in the global healthcare industry during her tenure at McKinsey. In the 90s, Regina gained initial insights into the fast-growing biotech sector as post-doctoral researcher at the MRC Cambridge UK. Regina studied chemical engineering in Vienna and holds a Ph.D. in biochemistry.
Board member
Robert G. Urban has over 25 years of international experience in the healthcare industry. In 2018, Robert retired from Johnson and Johnson as the Global Head of Johnson & Johnson Innovation, LLC. Prior to joining J&J, Robert was the founding Executive Director of the Koch Institute for Integrative Cancer Research at the Massachusetts Institute of Technology (MIT). He was previously the CEO of Acretia Inc, he has also held founding and executive positions at ZYCOS Inc and Pangaea Pharmaceuticals. Robert has served on the Board of diverse companies and not-for-profit organizations.
Board member
Senior management professional with +25 years of R&D and business development experience from the bacteria and enzymes industry. He is a co-inventor on a number of patents as well as publisher of several scientific papers and publications with WWF, WEF, and the German Bioeconomy council.
Board member
Executive Management
The Executive Management carry out the day-to-day management of the Foundation and is responsible for all operational matters related to the Foundation and for implementing the policies and strategies adopted by the Board of Directors.
The Executive Management consists of CEO Jens Nielsen, COO Thomas Hoffmann, CBO Bobby Soni and CTO Markus Herrgård.
Please read more below for further information about the individual members of the Executive Management.
Executive Management profiles
Auditing and annual report
The accounts of the Foundation are audited by a state-authorized public accountant appointed by the Board. An auditor is elected each year. In January 2021, PricewaterhouseCoopers was re-elected as the Foundation’s auditor for a 1-year period.
The Foundation’s annual report for 2020 can be found here.
Recommendation on Foundation Governance
In accordance with Danish law, the Committee on Foundation Governance has prepared a set of recommendations, the Recommendations on Foundation Governance, which commercial foundations must address in their annual report in accordance with the ‘comply or explain’ principle.
The BioInnovation Institute Foundation complies with all recommendations except for the recommendation regarding election period for members of the Board and the recommendation regarding board positions in the Foundation’s subsidiary.
The Committee recommends that members of the Board of Directors be appointed for a period of two to four years. The members of the Board of Directors of the Foundation are elected for a period of one year. It is important to the Board to ensure flexibility in the Board composition with a view to attract new talent and the representation of the relevant competences at all times. It is not the intention that members of the Board are replaced annually.
The Committee recommends that the majority of the members of the Board of Directors of a commercial foundation are not also members of the Board of Directors or Executive Board of the Foundation’s subsidiary, unless it is a fully owned actual holding company. The members of the Board of Directors of the Foundation are also members of the board of directors of the Foundation’s wholly owned subsidiary. Most of the Foundation’s commercial activities are conducted through the subsidiary. Thus, it is of considerable importance to the Board that the Foundation’s Board of Directors has a thorough knowledge of and impact on the activities of the subsidiary. The Board considers the composition and organisation appropriate in order to ensure an effective and professional management of the subsidiary.
Read the Statutory Report on Foundation Governance here.
Code of Conduct
BioInnovation Institute Foundation affiliated persons must protect and comply with the principles covered by BII’s Code of Conduct and they must be able to work in a safe and nurturing working environment. To support this, the Foundation promotes an organization-based culture of integrity driven by respectful and ethical behaviour among the BioInnovation Institute Foundation, its affiliated persons and the activities it funds.
Grant policy
The Board of Directors has in accordance with the Recommendations on Foundation Governance and the Commercial Foundations Act adopted a policy on grants.
Applications and grants awarded are divided into the following categories:
- BioInnovation Institute (research, innovation and entrepreneurship grants) by which grants are awarded as part of one or more of the current three funding programs of the BioInnovation Institute: the “Faculty Program”, “Venture Lab”, and “Creation House”. The BioInnovation Institute may change its funding programs over time, e.g. by adding new programs, removing one of the current programs, or redesigning one of the current programs. In addition, grants may be awarded as one-off grants to promote research, innovation or entrepreneurship, typically in connection with the BioInnovation Institute.
- Other charitable scientific purposes within biotechnology and life science granted as strategic one-off grants. National and international experts assess the submitted project applications. Based on the expert assessments of applications or of strategic one-off initiatives developed for the board, the board decides whether to support.
Read the Grant Policy here.
List of grant recipients
There has been no grant recipients in the 2020 financial year.
Rules for Eligibility
The Rules for Eligibility provides the framework for determining who is ineligible in terms of applying for or receiving grants, assessing applications and the procedure in case of ineligibility or conflict of interest.
Read more about the Rules for Eligibility here.