Shareholders Approve Increase in Authorized Share Capital

    GENEVA, Switzerland, April 25 /PRNewswire-FirstCall/ -- Serono
(virt-x:SEO and NYSE:SRA) announced that its Shareholders have approved all
resolutions at the Annual General Meeting of Shareholders, held today in
Lausanne, Switzerland.
    As a result, Serono will distribute the following[1]:
    - A cash dividend of CHF 146.4 million or $114.4 million
    - Gross dividend per bearer share of CHF 10 or $7.81
    - Gross dividend per American Depositary Share of CHF 0.25 or $0.20
    - Gross dividend per registered share of CHF 4 or $3.13
    The dividend for bearer shares will be paid as of April 28, 2006, net
of the 35% Swiss withholding tax. The total cash payout in Swiss Francs
(CHF) represents an increase of 11.7% for the financial year 2005 compared
with 2004. The dividend payout ratio in relation to adjusted earnings per
share[2] is 20.1% for 2005.
    The Shareholders have granted the Board of Directors authorization
(until April 2008) to increase the share capital by a maximum of CHF
190,471,500, which allows the Board to issue up to 7,618,860 new bearer
shares of CHF 25 nominal value each, if and when needed.
    The Shareholders approved the re-election for one year of:

    - Mr Ernesto Bertarelli
    - Mr Pierre E. Douaze
    - Mr Patrick Gage
    - Mr Bernard Mach
    - Mr Sergio Marchionne
    - Mr Georges Muller
    - Mr Alberto Togni
    - Mr Jacques Theurillat
    The Shareholders approved the re-election of PricewaterhouseCoopers
S.A. in Geneva as auditors of the annual accounts of Serono S.A. and as
auditors of the consolidated accounts of the Serono group for the financial
year 2006.
    The Shareholders approved the re-election of Ernst & Young S.A. in
Geneva as special auditors in line with Article 28.5 of the Articles of
Association for a term expiring at the date of the Ordinary General Meeting
in 2007.
    The annual report, the accounts of Serono S.A. and the consolidated
accounts of the Serono group for the year 2005 were approved.
    For Serono
    Some of the statements in this press release are forward looking. Such
statements are inherently subject to known and unknown risks, uncertainties
and other factors that may cause actual results, performance or
achievements of Serono S.A. and affiliates to be materially different from
those expected or anticipated in the forward-looking statements.
Forward-looking statements are based on Serono's current expectations and
assumptions, which may be affected by a number of factors, including those
discussed in this press release and more fully described in Serono's Annual
Report on Form 20-F filed with the U.S. Securities and Exchange Commission
on February 28, 2006. These factors include any failure or delay in
Serono's ability to develop new products, any failure to receive
anticipated regulatory approvals, any problems in commercializing current
products as a result of competition or other factors, our ability to obtain
reimbursement coverage for our products, the outcome of government
investigations and litigation and government regulations limiting our
ability to sell our products. Serono has no responsibility to update the
forward-looking statements contained in this press release to reflect
events or circumstances occurring after the date of this press release.
    About Serono
    Serono is a global biotechnology leader. The Company has eight
biotechnology products, Rebif(R), Gonal-f(R), Luveris(R), Ovidrel(R)
/Ovitrelle(R), Serostim(R), Saizen(R), Zorbtive(TM) and Raptiva(R). In
addition to being the world leader in reproductive health, Serono has
strong market positions in neurology, metabolism and growth and has
recently entered the psoriasis area. The Company's research programs are
focused on growing these businesses and on establishing new therapeutic
areas, including oncology and autoimmune diseases. Currently, there are
more than 25 on-going development projects.
    In 2005, Serono, whose products are sold in over 90 countries, achieved
worldwide revenues of US$2,586.4 million. Reported net loss in 2005 was
US$106.1 million, reflecting a charge of US$725 million taken relating to
the settlement of the US Attorney's Office investigation of Serostim.
Excluding this charge as well as other non-recurring items, adjusted net
income grew 28.4% to US$565.3 million in 2005. Bearer shares of Serono
S.A., the holding company, are traded on the virt-x (SEO) and its American
Depositary Shares are traded on the New York Stock Exchange (SRA).
    Reuters: SEO.VX / SRA.N
    Bloomberg: SEO VX / SRA US
    Background material
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please visit the Serono Media Center http://www.thenewsmarket.com/Serono. You can
download print-quality images and receive broadcast-standard video
digitally or by tape from this site. Registration and video is free to the
media.
    References
    [1] All dollar figures are based on prevailing exchange rates. Final
equivalent US$ amounts may differ depending on exchange rates on the date
of the payment.
    [2] The calculation of the dividend payout ratio is based on adjusted
earnings per share for the twelve months ended 2005 as reported for the
full year 2005 results on February 6, 2006.

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