Novartis International AG : Shareholders approve all resolutions proposed by Novartis Board of Directors - Dr. Joerg Reinhardt

 Novartis International AG : Shareholders approve all resolutions proposed by
   Novartis Board of Directors - Dr. Joerg Reinhardt to succeed as Chairman
                         following transition period

Novartis International AG / Shareholders approve all resolutions proposed by
Novartis Board of Directors - Dr. Joerg Reinhardt to succeed as Chairman
following transition period . Processed and transmitted by Thomson Reuters
ONE. The issuer is solely responsible for the content of this announcement.

  *Shareholders approve 16^th consecutive dividend increase to CHF 2.30 (+2%)
    per share for 2012, representing a payout of approximately 65% of net
    income from continuing operations

  *New compensation system in line with current best practices, approved in
    consultative vote, creating strong alignment with shareholder interests
    and allowing them to better evaluate performance relative to objectives of
    the CEO and members of the Executive Committee

  *Dr. Joerg Reinhardt elected as new member of the Novartis Board of
    Directors as of August 1, 2013 until the AGM in 2016; to assume Board
    Chairmanship August 1, 2013; current Vice Chairman Prof. Dr. Ulrich Lehner
    to serve as ad-interim Chairman

  *Drs. Verena Briner and Charles Sawyers and Mr. William Winters elected to
    the Novartis Board of Directors for three-year terms

  *Novartis Board of Directors reaffirms commitment to strengthen efforts
    around transparency

Basel, February  22,  2013  -  The majority  of  Novartis  shareholders  today 
followed the Board of Directors' recommendations for all proposed  resolutions 
at the  Group's Annual  General Meeting.  A total  of 2688  shareholders  were 
present at the meeting held in Basel, representing approximately 1.66  billion 
shares or 61.5% of the almost 2.71 billion issued shares of Novartis.

Shareholders approved the  sixteenth consecutive dividend  increase per  share 
since the creation of Novartis in 1996, with an increase of 2% to CHF 2.30 for
2012. The dividend payment of CHF 2.30 per share for 2012 compared to CHF 2.25
in 2011, represents  a payout ratio  of approximately 65%  of net income  from 
continuing operations. Payment for the 2012 dividend will be made with  effect 
from March 1, 2013.

Shareholders elected Dr. Joerg  Reinhardt to the  Novartis Board of  Directors 
effective August 1, 2013 for a three year term. Dr. Reinhardt is designated to
become  Chairman  of  the  Board.   During  the  transition  period,   current 
Vice-Chairman Prof. Dr.  Ulrich Lehner will  lead the Board  on an ad  interim 
basis. The Novartis Board of Directors wishes to thank Dr. Daniel Vasella  for 
his services and dedication to Novartis for the last 25 years and for  leading 
the company as either CEO or Chairman of the Board of Directors over the  last 
17 years transforming the business portfolio to focus on healthcare,  building 
a  world-leading  research  organization,   strong  leadership  team,  and   a 
reputation that is among the best in the industry and beyond. In honor of  his 
accomplishments, the  Board  has  further  decided to  elect  Dr.  Vasella  as 
Honorary Chairman of the Board.

"It is with great regret that the Novartis Board of Directors acknowledges the
departure of Dr. Vasella from  the Board -- Novartis  is thus losing a  unique 
forward thinker of  the industry  and an  extraordinarily successful  business 
leader. There could not be more impressive proof of the sustainability of  Dr. 
Vasella's corporate strategy than that we  were able to increase the  dividend 
sixteen times in succession regardless of economic and regulatory challenges,"
said Dr. Ulrich  Lehner, Vice-Chairman and  Chairman ad-interim for  Novartis. 
"While the Board  and Dr. Vasella  agreed to cancel  the proposed  non-compete 
agreement and to  forgo all compensation  linked to  it, we are  happy in  the 
knowledge that Dr. Vasella  will remain committed to  the company that he  has 
shaped like no other for  the next few years.  We are committed to  addressing 
the needs of our  shareholders and stakeholders,  and will further  strengthen 
our efforts to provide full transparency whenever possible, as demonstrated by
the changes to our compensation system."

"Since Novartis  was created  in 1996  it  has persistently  honed in  on  the 
markets and technologies that hold  sustainable growth potential. Our  ability 
to consistently  introduce new  and more  effective, or  more  cost-effective, 
drugs is strategically important to our  business success and to carrying  out 
our  primary  mission.   Research  and  development   remain  essential   core 
competencies when it comes to fulfilling  this mission. I am confident in  the 
leadership of Joe Jimenez  and his top team,  the company's strategy with  its 
commitment to innovation, and the course charted to strengthen Novartis as one
of world's leading  healthcare companies," said  Dr. Daniel Vasella,  outgoing 
Chairman of Novartis. "After 25 years with the company, the time is right  for 
me to ensure a  smooth transition. Dr. Joerg  Reinhardt is a very  experienced 
healthcare executive with deep knowledge of the company and the industry,  and 
shares a clear commitment to innovation. I  wish him much success in this  new 

During the Annual  General Meeting,  Novartis CEO Joseph  Jimenez renewed  the 
company's commitment  to  its strategy  and  strategic priorities.  "When  Dr. 
Vasella became CEO of Novartis, he  reinforced that patients should be at  the 
center of all we  do, and he  focused on research  and development leading  to 
breakthrough innovations such as Glivec". Jimenez said.

Consultative vote on revisions to the compensation system
Shareholders also approved, in a consultative vote, the proposed changes of
the Novartis Board of Directors to the Novartis compensation system for the
CEO and the members of the Executive Committee, effective from January 1,
2014. Changes to the compensation system will further enhance alignment of
performance with the interests of shareholders and foster long-term value
creation. The new compensation system being a simplified structure, will allow
shareholders to better evaluate long and short-term performance relative to
objectives. Retrospective performance measures and payout percentages will be
disclosed in subsequent compensation reports. The approved revisions to the
compensation system are in line with current best practices of other leading
international companies.

Election of new members to the Novartis Board of Directors
In addition to Dr. Reinhardt, shareholders elected Dr. Verena Briner, Dr.
Charles Sawyers and Mr. William Winter to the Novartis Board of Directors for
three-year terms. Dr. Joerg Reinhardt graduated with a Ph.D. in pharmaceutical
sciences from Saarland University, Saarbruecken, Germany. He joined Sandoz
Pharma Ltd in 1982 and held positions of increasing responsibility in R&D for
the company in Switzerland. In 1994, he was named Head of Development for
Sandoz Pharma Ltd. After the merger that created Novartis in 1996, Dr.
Reinhardt became Head of Preclinical Development and Project Management for
Novartis, and assumed the position of Head of Pharmaceutical Development in
1999. From 2006 to 2008, he served as Head of the Vaccines and Diagnostics
Division. In 2008, he became Chief Operating Officer of the Novartis Group, a
position he held until January 31, 2010. From 2000 to 2010, Dr. Reinhardt also
served as Chairman of the Board of the Genomics Institute of the Novartis
Foundation in the US. Since August 15, 2010, Dr. Reinhardt has been Chairman
of the Board of Management of Bayer HealthCare AG and Chairman of the Bayer
HealthCare Executive Committee. He will step down from these positions at
Bayer prior to August 1, 2013. He is a member of the Council of the
International Federation of Pharmaceutical Manufacturers and Associations
(IFPMA). Dr. Reinhardt was born in 1956. He is a German citizen.

Dr. Verena A. Briner  is Professor of Internal  Medicine at the University  of 
Basel and Chief Medical Officer and Head of the Department of Medicine of  the 
Lucerne Cantonal Hospital, Switzerland.  She obtained her  M.D. degree at  the 
Medical School of the University of Basel in 1978 and completed residencies in
several Swiss  hospitals as  well as  at  the Health  Sciences Center  of  the 
University of Colorado,  Denver, US.  She holds  a specialized  degree of  the 
Swiss Medical Association  in Internal  Medicine and  in Nephrology  and is  a 
member and a past president of the Swiss Society of Internal Medicine. She has
received several prestigious scholarships and scientific grants, including the
President's Grant of  the Society of  General Internal Medicine  in 2011.  Dr. 
Briner is an internationally recognized specialist in internal medicine and  a 
prolific researcher. She is member of several medical and ethical institutions
and commissions, including the Board of the Foundation for the Development  of 
Internal Medicine in Europe, the Senate and the Board of the Swiss Academy  of 
Medical  Sciences  and  the  sounding  group  of  the  Centre  for  Technology 
Assessment TA-SWISS for personalized  medicine. She is  an honorary fellow  of 
the American  College  of  Physicians, the  European  Federation  of  Internal 
Medicine, the Polish Association of Internal Medicine and the Swiss Society of
General Internal  Medicine.  Dr. Briner  was  born in  1951.  She is  a  Swiss 

Dr. Charles L. Sawyers is Chair of the Human Oncology and Pathogenesis Program
at Memorial Sloan-Kettering Cancer  Center in New York,  US, and Professor  of 
Medicine and  of Cell  and Developmental  Biology at  the Graduate  School  of 
Medical Sciences at Weill-Cornell University,  US. He is also an  Investigator 
of the Howard  Hughes Medical Institute,  Maryland, US. He  obtained his  M.D. 
degree at the  Johns Hopkins School  of Medicine, completed  his residency  in 
Internal Medicine at the  University of California in  San Francisco, US,  and 
his hematology-oncology fellowship training at the University of California in
Los  Angeles,  US.  Dr.  Sawyers   is  an  internationally  acclaimed   cancer 
researcher. His  research has  focused on  characterizing signal  transduction 
pathway abnormalities in various  cancers, including chronic myeloid  leukemia 
and prostate cancer, and developing molecularly targeted cancer drugs for both
diseases. In  particular,  he  co-developed Novartis'  targeted  cancer  drug, 
Gleevec/Glivec. Prior  to joining  Memorial Sloan-Kettering  Cancer Center  in 
2006, he worked at  Jonsson Comprehensive Cancer Center  of the University  of 
California, Los Angeles,  US, for nearly  18 years. Dr.  Sawyers has  received 
numerous honors  and awards,  including  the Lasker-DeBakey  Clinical  Medical 
Research Award, often considered  America's Nobel Prize, in  2009. He is  past 
President of the American Society for Clinical Investigation,  President-Elect 
of the American Association of Cancer Research and serves on President Obama's
National Cancer Advisory Board. He is a member of the US National Academy  of 
Sciences and Institute of Medicine. Dr. Sawyers  was born in 1959. He is a  US 

William T. Winters is CEO and Chairman of Renshaw Bay, London, an  alternative 
asset management and advisory company  founded in partnership with Mr.  Johann 
Rupert's Reinet Investments and Lord Jacob Rothschild's RIT Capital  Partners. 
He was a member  of the UK  Independent Commission on  Banking which made  its 
recommendations to  the  Government  on  the structure  of  the  UK  financial 
industry in September 2011. He recently completed a review which was presented
to the Court  of the  Bank of  England in  October 2012,  covering the  Bank's 
framework for  providing liquidity  to  the banking  system  as a  whole.  Mr. 
Winters left JPMorgan  in 2010, having  served as the  Co-CEO of the  JPMorgan 
Investment Bank since 2003. He had joint responsibility for the firm's  global 
businesses across  sales,  trading,  research, capital  raising,  lending  and 
associated risk management. Having joined JPMorgan in 1983, he held management
roles across several market areas and in corporate finance. He moved from  New 
York to London in 1992. Mr. Winters received an MBA from the Wharton School at
the University  of  Pennsylvania  and a  Bachelor's  degree  in  International 
Relations from  Colgate  University. He  is  a member  of  the Boards  of  the 
International Rescue Committee, Colgate University, the Young Vic Theatre  and 
The Print Room. Mr. Winters was born in 1961. He is a dual UK/US citizen.

The  foregoing  release  contains  forward-looking  statements  that  can   be 
identified by terminology  such as  "to succeed,"  "to assume,"  "commitment," 
"will,"  "effective,"   "strategy,"   "committed,"   "potential,"   "mission," 
"confident," "priorities," "would," or similar  expressions, or by express  or 
implied discussions regarding the potential  future impact on Novartis of  the 
matters described in this release, including matters involving the  transition 
to new leadership, and involving executive compensation. You should not  place 
undue reliance on these  statements. Such forward-looking statements  reflect 
the current views of management regarding future events, and involve known and
unknown risks, uncertainties and other  factors that may cause actual  results 
to  be  materially   different  from  any   future  results,  performance   or 
achievements expressed  or  implied  by  such  statements.  There  can  be  no 
guarantee as to the ultimate outcome of the matters described in this release.
In particular,  management's expectations  regarding  these matters  could  be 
affected by, among  other things, the  public reaction to  these matters;  the 
potential impact  of  these matters  on  executive compensation  at  Novartis; 
competition in general; the  impact that the foregoing  factors could have  on 
the values  attributed  to the  Novartis  Group's assets  and  liabilities  as 
recorded in  the  Group's consolidated  balance  sheet, and  other  risks  and 
factors referred to in  Novartis AG's current  Form 20-F on  file with the  US 
Securities and  Exchange Commission.  Should one  or more  of these  risks  or 
uncertainties materialize, or should  underlying assumptions prove  incorrect, 
actual results may vary materially from those anticipated, believed, estimated
or expected. Novartis is providing the information in this press release as of
this date and does not undertake any obligation to update any  forward-looking 
statements contained in  this press release  as a result  of new  information, 
future events or otherwise.

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