Zalaris

AGM Information • May 12, 2015

Annual General Meeting - amended proposals from the board

Annual General Meeting - amended proposals from the board

Oslo, 12 May 2015:

Following feedback from a leading institutional

investor, the Board of Directors of Zalaris ASA

(Zalaris or the Company) has resolved to make

certain changes to its proposals to the Annual

General Meeting (AGM) on 18 May.

"We appreciate the close dialogue with our

shareholders and we are pleased to announce that we

have resolved to change our proposals in accordance

with their feedback," says Lars Henriksen, Chairman

of the Board of Zalaris.

The following two proposals have been amended:

Agenda item 8

The Board's statement regarding specification of

salaries and other remuneration of the management

pursuant to Section 6-16a of the Norwegian Public

Limited Companies Act

Section 2.4 - Options

Change: The vesting period in the proposed stock

option program for executive management and key

employees is to be replaced with 100% after 60

months instead of earlier proposed 60% after 36

months and 100% after 60 months.

Agenda item 12

Authorisation to the Board to increase the share

capital

Change: Section 12 (vii) concerning authorisation to

increase share capital in connection with takeover

situations has been removed.

As previously informed, the general meeting will be

held at Felix konferansesenter in Oslo on 18 May

2015 at 15:00 hours (CET). The Notice of AGM and

other relevant documentation, please see the General

Meeting section on www.zalaris.no.

Contacts:

Hans-Petter Mellerud, CEO and founder

Mobile: +47 928 97 276

E-mail: hans-petter.mellerud@zalaris.com

Nina Stemshaug, CFO

Mobile: +47 982 60 394

E-mail: nina.stemshaug@zalaris.com

About Zalaris

Zalaris excels in delivering comprehensive cloud-

based HR and payroll services. The company is

certified as a SAP Business Process Outsourcing

(BPO) Partner and is a leading SAP Human Capital

Management (HCM) and SuccessFactors consulting

partner. Founded in 2000, Zalaris today operates in

Denmark, Estonia, Finland, India, Latvia, Lithuania,

Norway, Poland and Sweden, including local-language

service centers with extensive expertise in HR-

related laws and regulations. Learn more about

Zalaris at www.zalaris.com