AGM Information • May 14, 2024
AGM Information
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The annual general meeting of Equinor ASA was held on 14 May 2024 in Equinor Business Center, Forusbeen 50, 4035 Stavanger and via Lumi AGM for digital attendance.
The chair of the board, the chair of the corporate assembly, the president and CEO, general counsel and the company's auditor attended. Company secretary Alexander Terjesen recorded the minutes of the meeting.
The agenda was as follows:
The general meeting adopted the following resolution:
"Jarle Roth, chair of the corporate assembly, is elected chair of the meeting."
"The notice and proposed agenda are approved."
"Georg Fredrik Rabl and Fride Seljevold Methi are elected to co-sign the minutes together with the chair of the meeting."
In accordance with the proposal from the board, the general meeting adopted the following resolution:
"The annual accounts and the annual report for 2023 for Equinor group are approved. A fourth quarter 2023 ordinary dividend of USD 0.35 per share and an extraordinary dividend of USD 0.35 per share are approved to be distributed."

ln accordance with the proposal from the board, the general meeting adopted the following resolution:
The general meeting of Equinor ASA hereby authorises the board of directors to resolve the payments of dividend based on the company's approved annual accounts for 2023, cf. the Norwegian Public Limited Liobility Companies Act Section 8-2, second paragraph.
The board of directors shall, when using the authorisation, make its decision in accordance with the company's approved dividend policy. The board of directors shall before each decision to approve the payment of dividends consider if the company, after the payment of dividends, will have sufficient equity and liquidity, cf. Section 8-1 fourth paragraph cf. Section 3-4 of the Norwegian Public Limited Liability Companies Act
The authorisation is valid until the next annual general meeting, but no later than 30 June 2025."
Shareholder Roald Skjoldheim had proposed that the company should eliminate management bonuses, pensions and severance pay for former executives, use clothing hemp, ban the use of fiberglass rotor blades in new wind farms, commit to buying into existing hydropower projects, conduct research on other energy sources, stop the electrification of the Norwegian continental shelf, and consider installing rotatable Tesla turbines.
The shareholder's proposal was not adopted.
The shareholder's proposal was not adopted.
The shareholders' proposal was not adopted.
Shareholder Gro Nylander had proposed that Equinor's management should acquaint themselves with the suffering and death caused by global warming, and let this influence their future strategy, and strengthen and implement its Energy Transition Plan.
The shareholder's proposal was not adopted.

Shareholder Bente Marie Bakke had proposed that the company should make arrangements to become a leading renewable energy producer, halt plans for electrification of Melkøya, ask the government to stop announcing new exploration acreage, exit all unprofitable and highly polluting overseas projects, and present a phase-down plan for its oil and gas production.
The shareholder's proposal was not adopted.
The shareholder's proposal was not adopted.
The shareholders' proposal was not adopted.
Proposal from shareholders that Equinor update its strategy and capital expenditure plan according to 15. the commitment to the goals of the Paris Agreement
Shareholders Sarasin & Partners LLP, Kapitalforeningen Sampension Invest, West Yorkshire Pension Fund and Achmea Investment Management had proposed that the company should update its strategy and capital expenditure plan according to the commitment to the goals of the Paris Agreement.
The shareholders' proposal was not adopted.
Jon Erik Reinhardsen, chair of the board of directors, presented the board's report on Corporate Governance
In accordance with the proposal from the board, the general meeting adopted the following resolution:
"The general meeting endorses the board of directors' report on Corporate Governance."
Jon Erik Reinhardsen, chair of the board of directors, presented the board's report for salary and other remuneration for leading personnel.
In accordance with the proposal from the board, the general meeting adopted the following resolution:
"The general meeting endorses the board of directors' 2023 Remuneration report."

The general meeting adopted the following resolution:
"Remuneration to the auditor for 2023 of NOK 62,006,127 for Equinor ASA is approved."
In accordance with the proposal from the nomination committee, the general meeting adopted the following resolution:
"The following persons are elected as members of Equinor ASA's corporate assembly effective as from 15 May 2024 and until the annual general meeting in 2026:
The following persons are elected as deputy members of Equinor ASA's corporate assembly effective as from 15 May 2024 and until the annual general meeting in 2026.
1st deputy member: Per Axel Koch (re-election) 2nd deputy member: Cathrine Kristiseter Marti (re-election) 3rd deputy member: Bjørn Tore Markussen (new election) 4th deputy member: Elisabeth Maråk Støle (new election)."
In accordance with the proposal from the nomination committee, the general meeting adopted the following resolution:
"The remuneration to the corporate assembly is adjusted effective from 15 May 2024 as follows:
| From | 10 NOK 151,200/annually |
|||
|---|---|---|---|---|
| Chair | NOK 143,700/annually | |||
| Deputy chair | NOK 75,800/annually | NOK 79,750/annually | ||
| Members | NOK 53,250/annually | NOK 56,000/annually | ||
| Deputy members | NOK 7,670/meeting | NOK 8,070/meeting" |
ln accordance with the proposal from the nomination committee, the general meeting adopted the following resolution:
"The following persons are elected as members of Equinor ASA's nomination committee effective as from 15 May 2024 and until the annual general meeting in 2026:

In accordance with the proposal from the nomination committee, the general meeting adopted the following resolution:
"The remuneration to the nomination committee is adjusted effective from 15 May 2024 as follows:
| From | 10 | |
|---|---|---|
| Chair | NOK 14,260/meeting | NOK 15,000/meeting |
| Members | NOK 10,580/meeting | NOK 11,130/meeting" |
In accordance with the proposal from the board, the general meeting adopted the following resolution:
"Pursuant to Section 9-4 of the Norwegian Public Limited Liability Companies Act, the board of directors is authorised on behalf of the company to acquire Equinor shares in the market. The authorisation may be used to acquire own shares at a total nominal value of up to NOK 31,000,000.
Shares acquired pursuant to this authorisation may only be used for sale and transfer to employees of the Equinor group as part of the group's share-based incentive plans, including the long-term incentive plan.
The minimum and maximum amount that may be paid per share will be NOK 50 and NOK 1,000, respectively. Within these limits, the board of directors shall itself decide at what time such acquisition shall take place.
The authorisation is valid until 30 June 2025. This authorisation replaces, from the time of registration in the Register of Business Enterprises, the previous authorisation to acquire own shares for the company's sharebased incentive plans for employees granted by the annual general meeting on 10 May 2023."
In accordance with the proposal from the board, the general meeting adopted the following resolution:
As part of the implementation of the company's share buy-back programme, the company's share capital will be reduced by NOK 525,808,437.50 from NOK 7,507,761,512.50 to NOK 6,981,953,075.00. Of the total capital reduction amount:
In addition to the capital reduction amount described in item (ii) above, the Norwegian State by the Ministry of Trade, Industry and Fisheries shall receive NOK 43,512,874,875.16, with a deduction for fourth quarter 2023 dividend of USD 0.70 per share and corresponding interest compensation. The part of the amount paid to the Norwegian State that exceeds the nominal value of the shares, shall be covered by retained earnings.
With effect from the time the capital reduction has been registered, Article 3 of the company's Articles of Association will be amended to read as follows:
"The share capital of the company is NOK 6,981,953,075.00 divided into 2,792,781,230 shares of NOK 2.50 each "

In accordance with the proposal from the board, the general meeting adopted the following resolution:
"The general meeting of Equinor ASA hereby authorises the board of directors to acquire in the market, on behalf of the company. Equinor shares with a total nominal value of up to NOK 230 million.
The minimum and maximum amount that can be paid per share will be NOK 50 and NOK 1,000, respectively. Within these limits, the board of directors shall itself decide at what time such acquisition shall take place.
Own shares acquired pursuant to this authorisation may only be used for cancellation through a reduction of the company's share capital, pursuant to the Norwegian Public Limited Liability Companies Act Section 12-1.
This authorisation is valid until the next annual general meeting, but no later than 30 June 2025."
.....
There were no further matters for discussion and the annual general meeting was closed.
Stavanger, 14 May 2024
[Signed] Jarle Roth [Signed] Georg Fredrik Rabl [Signed] Fride Seljevold Methi
Appendix 1: Overview of shares represented at the annual general meeting, either by personal or digital attendance, by advance voting or by proxy.
Appendix 2: The voting results for the individual items.
| Registered Attendees: | 54 |
|---|---|
| Total Votes Represented: | 2,594,262,942 |
| Total Accounts Represented: | 45 |
| Total Voting Capital: | 2,926,701,111 |
| % Total Voting Capital Represented: | 88.64% |
| Total Capital: | 3,003,104,605 |
| % Total Capital Represented: | 86.39% |
| Company Own Shares: | 76,403,494 |
| Sub Total: 48 |
6 | 2,594,262,942 | ||
|---|---|---|---|---|
| Capacity | Registered Attendees | Registered Non-Voting Attendees | Registered Votes | Accounts |
| Shareholder and 3rd Party Proxy (web) | 45 | O | 2.012.239.383 | 45 |
| Guest (web) | O | C | ||
| Chair of the Board with Proxy | 0 | 2.149.942 | 498 | |
| Chair of the Board with instructions | 0 | 1.430.677 | 13 | |
| Advance votes | 0 | 578,442,940 | 10,216 |
Freddy Hermansen DNB Bank ASA Utsteder Service
As scrutineer appointed for the purpose of the Poll taken at the General Meeting of the Members of the Company held on 14 May 2024, I HEREBY CERTIFY that the result of the Poll is correctly set out as follows:-
| Issued voting shares: 2,926,701,111 | ||||||||
|---|---|---|---|---|---|---|---|---|
| VOTES | 0% | VOTES | 0% | VOTES | VOTES | % ISSUED VOTING | NO VOTES | |
| FOR | AGAINST | WITHHELD | TOTAL | SHARES VOTED | IN MEETING | |||
| 3 | 2,592,369,207 | 100.00% | 125,648 | 0.00% | 336.166 | 2,592,831,021 | 88.59% | 1,246 |
| 4 | 2,592,392,515 | 100.00% | 112,803 | 0.00% | 319,582 | 2,592,824,900 | 88.59% | 7,367 |
| 5 | 2,592,390,946 | 100.00% | 122,552 | 0.00% | 311,395 | 2,592,824,893 | 88.59% | 7,374 |
| 6 | 2,577,304,260 | 99.43% | 14,645,166 | 0.57% | 874,285 | 2,592,823,711 | 88.59% | 8,556 |
| 7 | 2,592,439,762 | 100.00% | 104,611 | 0.00% | 279,825 | 2,592,824,198 | 88.59% | 8.069 |
| 8 | 2,529,830 | 0.10% | 2,585,673,412 | 99.90% | 4,614,183 | 2,592,817,425 | 88.59% | 14,842 |
| 9 | 4,402,525 | 0.17% | 2,583,801,810 | 99.83% | 4,618,990 | 2,592,823,325 | 88.59% | 8,942 |
| 10 | 2,954,897 | 0.11% | 2,585,353,289 | 99.89% | 4,521,912 | 2,592,830,098 | 88.59% | 2.169 |
| 11 | 15,453,464 | 0.60% | 2,572,504,960 | 99.40% | 4.865.774 | 2,592,824,198 | 88.59% | 8.069 |
| 12 | 17,880,720 | 0.69% | 2,564,386,980 | 99.31% | 10,556,498 | 2,592,824,198 | 88.59% | 8.069 |
| 13 | 4,912,532 | 0.19% | 2,586,016,903 | 99.81% | 1,894,763 | 2,592,824,198 | 88.59% | 8,069 |
| 14 | 82,772,647 | 3.22% | 2,489,223,089 | 96.78% | 20,828,542 | 2,592,824,278 | 88.59% | 7,989 |
| 15 | 167,277,612 | 6.46% 2.420,207,253 | 93.54% | 5,339,413 | 2,592,824,278 | 88.59% | 7.989 | |
| 16 | 2,591,153,631 | 99.95% | 1,221,636 | 0.05% | 448.065 | 2,592,823,332 | 88.59% | 8,935 |
| 17 | 2,513,138,996 | 97.05% | 76,522,069 | 2.95% | 3,158,539 | 2,592,819,604 | 88.59% | 12,663 |
| 18 | 2,584,628,275 | 99.70% | 7,815,626 | 0.30% | 375,707 | 2,592,819,608 | 88.59% | |
| 19.2 | 2,590,233,963 | 99.92% | 2,176,594 | 0.08% | 409,047 | 2,592,819,604 | 88.59% | 12,659 12.663 |
| 19.3 | 2,589,843,681 | 99.90% | 2,541,836 | 0.10% | 433,907 | 2,592,819,424 | 88.59% | 12,843 |
| 19.4 | 2,590,195,446 | 99.92% | 2.182.260 | 0.08% | 431,106 | 2,592,808,812 | 88.59% | 23,455 |
| 19.5 | 2,588,134,014 | 99.92% | 2,128,163 | 0.08% | 407,139 | 2,590,669,316 | 88.52% | 13,009 |
| 19.6 | 2,588,169,741 | 99.92% | 2,083,940 | 0.08% | 415,635 | 2,590,669,316 | 88.52% | 13.009 |
| 19.7 | 2,588,166,152 | 99.92% | 2,091,417 | 0.08% | 411.747 | 2,590,669,316 | 88.52% | 13.009 |
| 19.8 | 2,588,166,762 | 99.92% | 2,086,850 | 0.08% | 415,704 | 2,590,669,316 | 88.52% | 13.009 |
| 19.9 | 2,588,100,425 | 99.92% | 2,145,528 | 0.08% | 423,356 | 2,590,669,309 | 88.52% | 13,016 |
| 19.10 | 2,590,210,982 | 99.92% | 2,186,887 | 0.08% | 421,382 | 2,592,819,251 | 88.59% | 13,016 |
| 19.11 | 2,588,061,036 | 99.92% | 2,184,160 | 0.08% | 424,113 | 2,590,669,309 | 88.52% | 13.016 |
| 19.12 | 2,588,158,242 | 99.92% | 2.093.855 | 0.08% | 417.075 | 2,590,669,172 | 88.52% | 13,153 |
| 19.13 | 2,588,097,461 | 99.92% | 2,150,967 | 0.08% | 420,744 | 2,590,669,172 | 88.52% | 13,153 |
| 19.14 | 2,588,134,905 | 99.92% | 2,095,877 | 0.08% | 438,390 | 2,590,669,172 | 88.52% | 13,153 |
| 19.15 | 2,589,096,553 | 99.96% | 1,153,262 | 0.04% | 419,357 | 2,590,669,172 | 88.52% | 13,153 |
| 19.16 | 2,589,231,289 | 99.96% | 1,013,714 | 0.04% | 424,169 | 2,590,669,172 | 88.52% | 13.153 |
| 19.17 | 2,589,603,691 | 99.98% | 644,656 | 0.02% | 420,825 | 2,590,669,172 | 88.52% | 13,153 |
| 20 | 2,589,604,569 | 99.98% | 615,141 | 0.02% | 449,623 | 2,590,669,333 | 88.52% | 12,992 |
| 21.2 | 2,588,862,038 | 99.95% | 1,306,156 | 0.05% | 501,143 | 2,590,669,337 | 88.52% | 12,988 |
| 21.3 | 2,588,563,379 | 99.94% | 1,654,260 | 0.06% | 451,533 | 2,590,669,172 | 88.52% | |
| 21.4 | 2,588,657,932 | 99.94% | 1,588,563 | 0.06% | 422,677 | 2,590,669,172 | 88.52% | 13,153 13.153 |
| 21.5 | 2,588,751.078 | 99.94% | 1,487,088 | 0.06% | 431,006 | 2,590,669,172 | 88.52% | |
| 22 | 2,589,809,832 | 99.98% | 392,466 | 0.02% | 467,039 | 2,590,669,337 | 88.52% | 13.153 |
| 23 | 2,589,553,181 | 99.97% | 727,313 | 0.03% | 388,815 | 2,590,669,309 | 88.52% | 12,988 |
| 24 | 2,589,902,551 | 99.99% | 353,261 | 0.01% | 413,494 | 2,590,669,306 | 88.52% | 13,016 13.019 |
| 25 | 2,582,388,353 | 99.69% | 7,933,786 | 0.31% | 347.005 | 2.590.669.144 | ||
| 88.52% | 13.181 |
Freddy Hermansen DNB Bank ASA Avdeling Utsteder
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