AI Terminal

MODULE: AI_ANALYST
Interactive Q&A, Risk Assessment, Summarization
MODULE: DATA_EXTRACT
Excel Export, XBRL Parsing, Table Digitization
MODULE: PEER_COMP
Sector Benchmarking, Sentiment Analysis
SYSTEM ACCESS LOCKED
Authenticate / Register Log In

Prosafe SE

AGM Information May 5, 2021

3718_rns_2021-05-05_a0c2fd56-55a2-46af-9d12-43e38f6fa784.pdf

AGM Information

Open in Viewer

Opens in native device viewer

Minutes from Annual General Meeting of Shareholders

The Annual General Meeting of Prosafe SE, org. no 823 139 772 (the "Company") was held at 09.00 a.m. CEST on 5 May 2021, at Advokatfirmaet Schjødt AS' offices at Ruseløkkveien 14 in Oslo, Norway.

The following matters were addressed:

1 Opening and registration of attending shareholders

Chair of the Board, Glen Ole Rødland opened the General Meeting. A list of attending shareholders was made and is attached to these minutes.

2 Appointment of chair of the Annual General Meeting and a person to co-sign the minutes

Glen Ole Rødland was elected to chair the General Meeting. Viggo Bang-Hansen was elected to co-sign the minutes.

3 Approval of the notice and agenda of the meeting

The General Meeting made the following resolution: "The notice and the agenda are approved".

4 Approval of the Company's 2020 annual financial statements and Board report

In line with the Board's proposal, the General Meeting made the following resolution: "The General Meeting approves the Board's report and the Company's financial statements for 2020.

5 Approval of the auditors' fee for the year ended 31 December 2020

In line with the Board's proposal, the General Meeting made the following resolution: "The General Meeting approves the auditor fees for 2020."

6 Amendment of the Articles of Association

In line with the Board's proposal, the General Meeting resolved to amend the Articles of Association section 5, second paragraph, to read as follows: "The company's board of directors shall consist ofbetween three and seven members who are elected for a term ofup to two years. "

7 Election of members to the Board

In line with the proposal by the Nomination Committee, the General Meeting resolved to re-elect Glen Ole Rødland as chair of the Board and Birgit Aagaard-Svendsen, Nina Udnes Tronstad and Alf C. Thorkildsen as members of the Board, each for a period of one year. The Board thus consists of Glen Ole Rødland (chair), Birgit Aagaard-Svendsen, Nina Udnes Tronstad and Alf C. Thorkildsen.

8 Approval of remuneration of the members of the Board

The General Meeting resolved to approve the remuneration of the members of the Board as proposed by the Nomination Committee.

9 Election of members of the Nomination Committee

In line with the proposal by the Nomination Committee, the General Meeting resolved to re-elect Thomas Raaschou as chair and Annette Malm Justad as member of the Nomination Committee, each for a period of one year. The Nomination Committee thus consists of Thomas Raaschou (chair) and Annette Malm Justad.

10 Approval of the remuneration of the members of the Nomination Committee

The General Meeting resolved to approve the remuneration of the members of the Nomination Committee as proposed by the Nomination Committee.

11 Consideration of the Board's report on Executive Remuneration

The General Meeting approved the Board's report on Executive Remuneration in accordance with section 6-16a of the Norwegian Public Limited Companies Act and ancillary regulations.

12 Consideration of the Board's report on Corporate Governance

The Board's report on Corporate Governance was considered. The report was not subject to a vote.

No further items were on the agenda, and no additional proposals or issues were raised. The number of shares present, as well as the numbers of votes for and against each respective agenda item (and any blank votes), are set out in appendices to these minutes.

5 May 2021

Total Represented

ISIN: NOQQ1Q86199Q PROSAFE SE General meeting date: 05/05/2021 09.00 Today: 05.05.2021

Number of persons with voting rights represented/attended

Number of shares % sc
Total shares 82,464,212
- own shares of the company 0
Total shares with voting rights 82,464,212
Represented by advance vote 24,231,119 29.38 %
Sum own shares 24,231,119 29,38 %
Represented by proxy 5,645 0.01 %
Represented by voting instruction 10,826,413 13.13 %
Sum proxy shares 10,832,058 13.14 %
Total represented with voting rights 35,063,177 42.52 %
Total represented by share capital 35,063,177 42.52 %

Registrar for the company:

Signature company: PROSXFE SE

DNB Bank ASA

(fa) jJu/WPx

DNB BankASA Registrars Department

Protocol for general meeting PROSAFE SE

ISIN: N00010861990 PROSAFE SE General meeting date: 05/05/2021 09.00 Today: 05.05.2021

Shares class FOR Against Poll In Abstain Poll not registered Represented shares
with voting rights
Agenda Item 2 Appolnment of the chair of the Annual General Meeting and a person to co-sign the minutes
Ordinær 35,063,177 0 35,063,177 35,063,177
votes cast in % 100.00 % 0.00 % 0.00 %
representation of sc in % 100.00 % 0.00 % 100.00 % 0.00% 0.00 %
total sc in % 42.52 % 0.00 % 42.52 % 0.00 % 0.00 %
Total 35,063,177 0 35,063,177
Agenda Item 3 Approval of the notice and agenda of the meeting
Ordinær 35,063,177 0 35,063,177
votes cast in % 100.00 % 0.00 % 0.001
representation of sc In % 100.00 % 0.00 % 100.00 % 0.00% 0.00 %
total sc In % 42.52 % 0.00 % 42.52 % 0.00 % 0.00 %
Total 35,063,177 0 35,063,177 35,063,177
Agenda Item 4 Approval of the Company's 2020 annual financial statements and Board report
Ordinær 35,063,177 0 35,063,177 0 0
votes cast In % 100.00 % 0.00 % 0.00 %
representation of sc In % 100.00 % 0.00 % 100.00% 0.00 % 0.00 %
total sc In % 42.52 % 0.00% 42.52 % 0 00 % 0.00%
Total 35,063,177 0 35,063,177 O O 35,063,177
Agenda item 5 Approval of the auditor's fee for the year ended 31 December 2020
Ordinær 35,061,767 1,410 35,063,177 0 0
votes cast In % 100.00 % 0.00 % 0.00 %
representation of s
in %
100.00 % 0.00 % 100.00 % 0.00 % 0.00 %
total s
in %
42.52 % 0.00 % 42.52 % 0.00% 0.00 %
Total 35,061,767 1,410 35,063,177 35,063,177
Agenda item 6 Amendment of the articles of association
Ordinær 35,013,237 44,940 35,058,177 5,000
99.87 % 0.13%
votes cast in % 0.00%
representation of sc In % 99.86 % 0.13% 99.99 % 0.01% 0.00 %
total sc In % 42.46 % 0.05 % 42.51 % 0.01 % 0.00%
Total 35,013,237 44,940 35,058,177 5,000 0 35,063,171
Agenda Item 7a) Election of members to the Board: Re-election of Glen Ole Rødland as a member and chair
of the Board
Ordinær 35,031,478 31,699 35,063,177 0
votes cast In % 99.91 % 0.09 % 0.00 %
representation of sc In % 99.91 % 0.09 % 100.00 % 0.00 % 0.00 %
total sc In % 42.48 % 0.04 % 42.52 % 0.00 % 0.00 %
Total 35,031,478 31,699 35,063,177
Agenda Item 7b) Election of members to the Board: Re-election of Birgit Aagaard-Svendsen as a member of
the Board
Ordinær 35,041,037 22,140 35,063,177 0 0 35,063,177
votes cast In % 99.94 % 0.06 % 0.00 %
representation of sc in % 99.94% 0.06% 100.00% 0.00% 0.00%
total sc In % 42.49 % 0.03 % 42.52 % 0.00 % 0.00 %
Total 35,041,037 22,140 35,063,177 0 0 35,063,177
Agenda Item 7c) Election of members to the Board: Re-election of Nina Udnes Tronstad as a member of the
Board
Ordinær 35,041,037 22,140 35,063,177 0 0 35,063,177
votes cast in % 99.94 % 0.06 % 0.00 %
representation of sc In % 99.94 % 0.06 % 100.00 % 0.00 % 0,00 %
total sc in % 42.49 % 0.03 % 42.52 % 0.00 % Q.00 %
Total 35,041,037 22,140 35,063,177
Agenda Item 7d) Election of members to the Board: Re-election of Alf C. Thorkidlsen as a member of the
Board
Ordinær 35,031,478 31,699 35,063,177 0 0 35,063,177
votes cast in % 99.91 % 0.09 % 0.00%
representation of sc In % 99.91 % 0.09 % 100.00 % 0.00 % 0.00 %
total sc In % 42.48 % 0.04 % 42.52 % 0.00 % 0.00 %
0 35,063,177
Shares class FOR Against Poll In Abstain Poll not registered Represented shares
with voting rights
Agenda item 8 Approval of remuneration of the members of the Board
Ordinær 34,991,097 67,080 35,058,177 5,000 0 35,063,177
votes cast rn % 99.81% 0.19% 0.00%
representation of sc in % 99.79 % 0 19 % 99.99 % 0.01 % 0.00 %
total sc in % 42.43 % 0.08 % 42.51 % 0.01 % 0.00 %
Total 34,991,097 67,080 35,058,177 5,000 0 35,063,1
Agenda Item 9a) Election of members of the nomination committee. Re-election of Mr. Thomas Raaschou
Ordinær 34,986,538 76,639
votes cast in % 99.78 % 0.22 % 0.00 %
representation of sc in % 99.78 % 0.22 % 100.00 % 0.00 % 0.00 %
total sc in % 42.43 % 0.09 % 42.52 % 0.00 % 0.00 %
Total 34,986,538 76,639 35,063,177
Agenda Item 9b) Election of members of the nomination committee. Re-election of Mrs. Annette Malm lustad
Ordinær 35,041,037 22,140 35,063,177 0
votes cast In % 99.94 % 0.06 % 0.00 %
representation of sc in % 99.94 % 0.06 % 100.00% 0.00% 0.00 %
total sc in % 42.49 % 0.03 % 42.52 % 0 00 % 0.00 %
Total 35,041,037 22,140 35,063,177 0 0
Agenda item 10 Approval of the remuneration of the members of the Nomination Commitee
Ordinær 34,991,097 67,080 35,058,177 5,000 0
votes cast in % 99.81% 0.19% 0.00 %
representation of sc in % 99.79 % 0.19% 99.99 % 0.01 % 0.00%
total sc In % 42.43 % 0 08 % 42.51 % 0.01 % 0.00 %
Total 34,991,097 67,080 35,058,177 5,000 35,063,177
Agenda Item 11 Consideration of the Board's o i Executive Remuneration
Ordinær 35,008,678 54,499 35,063,177 0 35,063,177
votes cast ir 99.85 % 0.16 % 0.00 %
representation of sc ir 99.85 % 0.16 % 100.00 % 0.00 % 0.00 %
total sc ir 42.45 % 0.07 % 42.52 % 0.00 % 0.00 %
Total 35,008,678 54,499 35,063,177

Registrar for the company:

DNB Bank ASA DNB Bank ASA

Registrars Department Share information

Name Total number of shares Nominal value Share capital Voting rights Ordinær 82,464,212 0.10 8,246,421.20 Yes Sum:

§ 5-17 Generally majority requirement requires majority of the given votes

§ 5-18 Amendment to resolution Requires two-thirds majority of the given votes like the Issued share capital represented/attended on the general meeting

Talk to a Data Expert

Have a question? We'll get back to you promptly.