MolMed: corporate governance strengthening

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Co-optation of two new members of the Board of Directors, resignation of three Directors

Logo MolMed

Milan, October 22, 2015 – Today the Board of Directors of MolMed S.p.A. (Milan: MLM) co-opted Dr. Riccardo Palmisano and Prof. Didier Trono as new members of the Board of Directors following the resignation from office, during the same meeting, of Mrs. Marina Del Bue, Mr. Germano Carganico and Mr. Lorenzo Salieri, respectively executive Director in charge of internal control and risk management, executive Director and nonexecutive Director. The resigning Directors did not serve on any of the Company’s Internal Committees. In addition, the Board of Directors postponed to the next meeting, scheduled on the 9th of November, any resolution on the co-optation of the third Director, who must comply with applicable legislation upon “gender quotas”, and the verification of the independence requirements of the new Directors and their compliance with the maximum number of offices held in other companies, as defined by the Company.

MolMed 23 ottobre 2015

Marina Del Bue and Germano Carganico decided to resign from the Board to allow the corporate governance strengthening and, maintaining their positions respectively as General Manager Corporate Governance & Administration and Director of Business Development and Strategic Affairs of MolMed, will focus on advancing the numerous and significant activities of the Company.

Lorenzo Salieri’s decision aims to foster a change in the Board of Directors’ composition, allowing members with specific international professional skills in the field to join to the Board; added to the decrease in the number of shares Science Park Raf S.p.A. – winding up – holds in MolMed S.p.A. and the termination of the shareholders agreement concerning the Company, expired on March 2015.
The Chairman Prof. Claudio Bordignon, highlighting the outstanding support rendered by the resigning Directors, together with all the members of the Board of Directors and Board of Statutory Auditors, expressed their heartfelt thanks to the outgoing Directors for their profuse and sincere commitment in the performance of their duties.

Dr. Palmisano is non-executive Chairman of the Board of Directors of Genzyme s.r.l., a cutting-edge biotech company, leader in research and development of orphan drugs for rare diseases. During his career, Dr. Palmisano successfully launched a large number of important products in many therapeutic areas, in both retail and hospital markets, participated and supported several international projects, and successfully negotiated pricing and reimbursement for several innovative drugs with the Italian Authorities. In 2008, Dr. Palmisano joined Assobiotec, the trade association, part of Federchimica, brings together Italian biotech companies, becoming Vice President, responsible for biotech pharma and health, in 2010. In recent years, he became involved in several initiatives dedicated to research and innovation: supports a number of start-up companies, in accomplishing the various steps needed to enter into the market; he is a member of the evaluation committee of the “Area Salute” projects at UniCredit Startlab; a member of the Steering Committee of Rare Partners, a non-profit company, dedicated to the development of new therapeutics and diagnostics in the field of rare diseases; as well as a member of the projects evaluation group at AriSLA.
Medical Doctor by education (Parma University), his career in the Italian pharmaceutical industry started in 1986 at Farmitalia Carlo Erba (1986), he then moved on to Gruppo Menarini (1988) where he contributed to the development and internationalisation of the first Italian pharmaceutical Group, becoming Director of the Pharmaceutical Division Italy in 1993 and General Manager at Lusofarmaco in 1995. His career in multinational companies started in 2000, year in which he set up all the operations of the Italian branch of Shire Pharmaceutical, in 2003 he was appointed Vice President Commercial Retail Market in GlaxoSmithKline Verona and, lastly, Vice President & General Manager Italy at Genzyme (2005). After the acquisition of Genzyme by Sanofi he was appointed Director of Business Strategy and Development at Sanofi Italia (2012- 2013).

Prof. Trono, already a member of MolMed’s Scientific Advisory Board, from which he resigned following today’s appointment, is a regarded scientist and opinion leader internationally renowned in the field of lentiviral vectors. Prof. Trono has a long-standing interest for interactions between viruses and their hosts. This led him to study the biology of pathogens such as human immunodeficiency virus and hepatitis B virus, and to develop virusbased delivery systems for human gene therapy. In the last decade, his research shifted towards the field of epigenetics, to explore the impact of retro-elements and their controlling mechanisms on the development and physiology of higher organisms, including humans.

After obtaining an M.D. from the University of Geneva and completing his clinical training in pathology, internal medicine and infectious diseases in Geneva and at the Massachusetts General Hospital in Boston, Didier Trono embarked in his scientific career at the Whitehead Institute for Biomedical Research of MIT. In 1990, he joined the faculty of the Salk Institute for Biological Studies (La Jolla – CA) to launch a centre for AIDS research. In 1997, he moved back to Europe, where he took over as Chairman of the Department of Genetics and Microbiology at the University of Geneva (2000-2004), and became Dean of the Basic Sciences Section of the Faculty of Medicine (2001-2004). From 2004 to 2012, he was Deputy Director of “Frontiers in genetics” at the Swiss National Science Foundation, and Dean of the School of Life Sciences at the Swiss Institute of Technology in Lausanne, where he is still a Professor. He is a member of EMBO, the French NationalAgency forAIDS Research, the Swiss National Science Foundation and the Swiss National Research Council. He is the author or co-author of more than 200 publications and holds several patents.

“The appointment of Dr. Palmisano and Prof. Trono”, said Prof. Claudio Bordignon, Chairman and CEO of MolMed S.p.A.,” reflects the Board’s desire to strengthen the Company’s corporate governance with a higher number of directors of great international standing and having the technical expertise in the Company’s most important areas of activity. This also in light of the recent addition to the pipeline. On the other hand the resigning Directors Marina Del Bue and Germano Carganico will continue to support the Board’s activity as executives of the Company”. According to disclosures made to the public and to the Company, to date, Marina Del Bue, Germano Carganico, Lorenzo Salieri, Riccardo Palmisano and Didier Trono do not hold any ordinary shares of MolMed S.p.A.. Prof. Claudio Bordignon, Chairman and CEO of the Company, has been appointed Director in charge of internal control and risk management. The curricula vitae provided by Dr. Palmisano and Prof. Trono, are available on Company’s website (www.molmed.com).

This press release is written in compliance with public disclosure obligations established by CONSOB (Italian securities & exchange commission) resolution no. 11971 of 14 May 1999, as subsequently amended.

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About MolMed
MolMed S.p.A. is a medical biotechnology company focused on research, development and clinical validation of novel anticancer therapies. MolMed’s pipeline includes antitumour therapeutics in clinical and preclinical development: Zalmoxis® (TK) is a cell-based therapy enabling bone marrow transplants from partially compatible donors, in absence of post-transplant immune-suppression, currently in Phase III in high-risk acute leukaemia and under evaluation by EMA for a Conditional Marketing Authorization; NGR-hTNF is a novel therapeutic agent for solid tumours which displays antitumor activity through its specific binding to blood vessels feeding the tumour mass, currently investigated in a broad clinical programme; CAR-CD44v6, an immuno-gene therapy project potentially effective for many haematological malignancies and several epithelial tumours, currently in preclinical development. MolMed also conducts cell and gene therapy projects in collaboration with third parties, offering resources and expertise covering preclinical to Phase III trials activities. These projects include the development and the validation of the manufacturing process and control strategy, and the cGMP production of clinical-grade viral vectors and manufacturing of patient-specific genetically engineered cells. MolMed has its headquartered at the San Raffaele Biotechnology Department (DIBIT) in Milan, Italy, and secondary office at OpenZone, in Bresso (Milan). MolMed is listed on the main market (MTA) of the Milan stock exchange managed by Borsa Italiana (ticker Reuters: MLMD.MI).

Source: MolMed.com