Actelion issues invitation to 2014 Annual General Meeting of Shareholders

Actelion Pharmaceuticals Ltd / Actelion issues invitation to 2014 Annual General Meeting of Shareholders . Processed and transmitted by NASDAQ OMX Corporate Solutions. The issuer is solely responsible for the content of this announcement.

ALLSCHWIL/BASEL, SWITZERLAND - 11 April 2014 - Actelion Ltd (SIX: ATLN) today issued the formal invitation to the upcoming Annual General Meeting (AGM) of shareholders on behalf of the Board of Directors. The meeting will take place on Thursday, 08 May 2014 (10:00hrs CEST) at the Congress Center, Messe Basel, Switzerland.

The Board of Directors is proposing a 20% increase in the dividend payment, to CHF 1.20 per share. The Board is also proposing changes to the company's capital structure; firstly by the reduction of capital by cancellation of 6,147,500 repurchased shares, secondly, by the reduction of conditional capital and creation of authorized capital.

After 10 years of service on Actelion's Board of Directors, Armin Kessler will be stepping down at the General Meeting on May 08, 2014. All other Board members will stand for re-election.

In addition to the regular agenda items, the Board is proposing changes to Actelion's Articles of Association to ensure compliance with the Federal Council's Ordinance in relation to the "Minder initiative".

The Ordinance requires, among other things, that the General Meeting vote on the remuneration of the members of the Board of Directors and the Core Executive Committee. The Board is proposing a combination of binding and advisory votes:

• Binding prospective approvals of the maximum aggregate amount of the compensation for both the Board of Directors and the Core Executive Committee; and
• A non-binding consultative vote on the company's annual compensation report, in which the amounts of the compensation received by the Board of Directors and the Core Executive Committee in the preceding year, as well as further details regarding the remuneration structure, is disclosed.

The company has already taken steps, ahead of its obligations, to implement changes required by the Ordinance which do not need prior amendments to the Articles of Association. For example, the company has removed severance agreements for the company's Core Executive Committee.