December 9, 2012 / 11:56 AM / in 5 years

Roche CEO's proposed election to board criticised -paper

* Roche board of directors seen becoming less independent

* Roche says does not plan to combine CEO and chairman roles

ZURICH, Dec 9 (Reuters) - The proposed election of Swiss drugmaker Roche’s chief executive to its board of directors and the exit of two independent board members could meet with resistance from shareholders, Swiss newspaper SonntagsZeitung reported.

CEO Severin Schwan’s election at the annual general meeting in March is only a formality, given that controlling families Hoffmann and Oeri have more than 50 percent of voting rights, but critics say the announced changes could make the board less independent, SonntagsZeitung said on Sunday.

“We reject his (Schwan‘s) election in the light of the information we have today,” Gregor Greber, head of wealth manager zCapital, told the newspaper, adding that the independence of the supervisory board was deteriorating.

Roche said on Friday Schwan would be proposed as a new member of the board and that Vice Chairman Bruno Gehrig and board member Lodewijk de Vink, who both joined the board in 2004, would not stand for re-election.

Roche spokesman Alexander Klauser told Reuters on Friday: “In this challenging environment, it makes sense for the board of directors and the CEO to work more closely together.”

Pharmaceutical companies face stiff headwinds due to patent expiries for key drugs and to price pressures in the wake of austerity measures.

Klauser said Roche was not considering combining the roles of CEO and chairman of the board as in the past. Chairman Franz Humer wore the two hats from 2001 to the end of 2007.

Austrian-born Schwan, who joined Roche in 1993 as a trainee in corporate finance, took over as CEO in 2008. (Reporting by Silke Koltrowitz and Paul Arnold; editing by Jane Baird)

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