AGM Information • May 11, 2023
AGM Information
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In accordance with section 5-8 of the Norwegian Public Limited Liability Companies Act, the general meeting of Awilco LNG ASA took place on May 11, 2023 at 12:30 CET as a phone conference.
The following business was considered:
The Chairman of the Board, Synne Syrrist, opened the meeting and registered the shareholders in attendance and proxies.
The Company's share capital is at present NOK 13 254 861.10 divided into 132 548 611 shares, each with a nominal value of NOK 0.10 and each representing one vote at the Company's General Meeting.
A total of 51 269 678 of the Company's shares were represented at the General Meeting, of which 155 168 were represented by proxy and 0 by advance voting. The 51 269 678 shares represent 38.7 % of the total number of shares of the Company. A list of the shareholders in attendance and proxies, and number of shares they represent, is attached.
The General Meeting made the following unanimous decision:
"Synne Syrrist is elected to chair the meeting. Jens-Julius Nygaard is elected to countersign the minutes."
The General Meeting made the following unanimous decision: "The notice and agenda are approved."
The financial statements and the report from the Board of Directors for the financial year 2022 were presented, together with the auditor's report.
With 51 146 130 shares voting in favour and 123 548 shares voting against the General Meeting made the following proposal:
With 51 169 678 shares voting in favour and 100 000 shares voting against the General Meeting made the following unanimous decision
The General meeting considered the report on corporate governance prepared in accordance with Section 3-3b of the Norwegian Accounting Act. No remarks to the report were made by the General Meeting.
The Board of Directors' report on remuneration to leading persons was considered by the General Meeting.
In accordance with the Board of Directors' proposal, the General Meeting resolved as follows:
« The general meeting endorses the remuneration report for leading persons for 2022. »
The Nomination Committee's proposal was presented.
With 51 254 678 shares voting in favour and 15 000 shares abstained from voting the General Meeting made the following unanimous decision:
"The proposal by the Nomination Committee is approved. The following fees shall be paid to the Chairman of the Board, Directors, and members of Board committees and members of the Nomination Committee for the period May 11, 2023 until May 11, 2024:
| The Chairman of the Board: | NOK 450,000- |
|---|---|
| Directors: | NOK 300,000- |
| Members of Board committees: | NOK 50,000- |
| Chairman of the Nomination Committee: | NOK 35,000- |
| Member of the Nomination Committee: | NOK 30,000- |
Directors' fees are to be paid quarterly in advance."
Synne Syrrist informed that the auditors' fee to EY for 2022 was NOK 431,000- excl. VAT for statutory audit of Awilco LNG ASA.
The General Meeting made the following unanimous decision:
"The auditor's fee of NOK 431,000. - for statutory audit in 2022 is approved."
The Nomination Committee's proposal was presented.
With 51 254 678 shares voting in favour and 15 000 shares abstained from voting the General Meeting made the following decision:
«The proposal by the Nomination Committee is approved. The following are elected as members of the Nomination Committee of Awilco LNG ASA: Eric Jacobs (re-elected). »
The Nomination Committee's proposal was presented.
With 51 253 058 shares voting in favour and 16 620 shares voting against the General Meeting made the following decision:
«The proposal from Nomination Committee is approved. Mrs. Synne Syrrist (Chair), Mr. Jens-Julius R. Nygaard, and Mrs. Annette Beate Wacknitz Malm Justad, members, are re-elected for two years and that Mr. Ole Christian Hvidsten and Mr. Jon-Aksel Torgersen, members, are re-elected for one year only. »
There were no further items on the agenda and the meeting was adjourned.
Oslo, May 11, 2023
Synne Syrris
| Representative | Represented by | No. of shares |
|---|---|---|
| Awilco AS | Jens-Julius R. Nygaard | 51,114,080 |
| Joachim Hauso | Ole Gunnar Hauso | 430 |
| Proxy from | Proxy to | No. of shares |
|---|---|---|
| Båtstø Bruk AS | Chairman of the Board | 15,000 |
| 1199SEIU Healt Care Employees Pen | Chairman of the Board | 16,620 |
| Alphajet Europe Microcap | Chairman of the Board | 100,000 |
| Stichting Blue Sky Liquid Asset Fund | Chairman of the Board | 23,548 |
| Total with proxy | 155,168 | |
| BY ADVANCE VOTING | ||
| Representative | No. of shares | |
| Total advance voting | - | |
| Total attending and advance votes | 51,269,678 | |
| Number of issued shares | 132,548,611 | |
| Total attending in % | 38.7 |
The following were also present: Jon Skule Storheill, CEO Awilco LNG ASA Per Heiberg, CFO Awilco LNG ASA
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