Proxy Solicitation & Information Statement • May 13, 2020
Proxy Solicitation & Information Statement
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If you are unable to attend the Annual General Meeting in person, you may use this proxy form to give voting instructions to Chair of the Board of Directors or the person authorised by him or her.
Proxies with voting instructions can only be registered by DNB, and must be sent to [email protected] (scanned form) or by regular Mail to DNB Bank ASA, Registrars' Department, P.O.Box 1600 Centrum, 0021 Oslo, Norway. The form must be received by DNB Bank ASA, Registrars' Department no later than 2 June 2020 at 08:00 a.m.
Proxies with voting instructions must be dated and signed in order to be valid.
hereby grants the Chair of the Board of Directors (or the person authorised by him or her) proxy to attend and vote for my/our shares at the Annual General Meeting of Mowi ASA on 3 June 2020.
The votes shall be exercised in accordance to the instructions below. If the sections for voting are left blank, this will be counted as an instruction to vote in accordance with the Board's and Nomination Committee's recommendations. However, if any motions are made from the attendees in addition to or in replacement of the proposals in the Notice, the proxy holder may vote at his or her discretion. If there is any doubt as to how the instructions should be understood, the proxy holder may abstain from voting.
| Agenda for the Annual General Meeting 2020 | For | Against | Abstention | |
|---|---|---|---|---|
| 1. | Election of a chairperson and a person to countersign the minutes together with the chairperson |
| | |
| 2. | Approval of the notice and the proposed agenda | | | |
| 3. | Briefing on the business | No voting | No voting | No voting |
| 4. | Approval of the financial statements and the board of directors' report for 2019 for Mowi ASA and the Mowi group, including allocation of the result of the year |
| | |
| 5. | The board's statement regarding corporate governance | No voting | No voting | No voting |
| 6. | The board's statement regarding the remuneration of senior executives | | | |
| 7. | Approval of the guidelines for allocation of options | | | |
| 8. | Determination of the remuneration of the board members | | | |
| 9. | Determination of the remuneration of the members of the nomination committee | | | |
| 10. | Determination of the remuneration of the company's auditor for 2019 | | | |
| 11. | Election of new board members and a new Deputy Chairperson | |||
| a) | Alf-Helge Aarskog, Deputy Chairperson | | | |
| b) | Bjarne Tellmann | | | |
| c) | Solveig Strand | | | |
| d) | Cecilie Fredriksen | | | |
| 12. | Election of a new member and chair of the nomination committee | |||
| Anne Lise Ellingsen Gryte | | | | |
| 13. | Authorisation to the board to distribute dividends | | | |
| 14. | Authorisation to the board to purchase the company's own shares | | | |
| 15. | Authorisation to the board to (a) issue new shares, and (b) issue convertible loans | |||
| a) | Authorisation to the board to issue new shares | | | |
| b) | Authorisation to the board to issue convertible loans | | | |
| 16. | Approval of an application to be exempt from the obligation to establish a corporate assembly |
| | |
Place Date Shareholder's signature (Only for granting proxy with voting instructions)
With regards to your right to attend and vote, reference is made to the Norwegian Public Limited Liability Companies Act, in particular Chapter 5. If the shareholder is a Company, the Company's Certificate of Registration must be attached to the proxy.
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