AGM Information • Nov 20, 2025
AGM Information
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On Thursday, 20 November 2025 at 17:00, a General Meeting was held at Scandic Parken in Ålesund. The meeting was chaired by the Chair of the General Meeting, Jan Kåre Aurdal.
The Chair of the General Meeting welcomed everyone to the meeting.
A roll call was conducted. 41 members/deputy members out of a total of 44 were in attendance. Members of the board and the bank's management group were also present.
Heidi Nakken was unanimously elected to sign the minutes together with the Chair of the General Meeting.
The notice of the meeting and the agenda were distributed by letter on 30 October 2025. The notice and associated case documents were also published on Oslo Børs and made available on the bank's website. The Chair of the General Meeting referred to the notice and asked if there were any comments on it. The notice and agenda were unanimously approved.
The meeting was declared to be lawfully constituted.
AVP Head of Treasury at Sparebanken Møre, Ove Ness, provided an account of the matter.
The General Meeting unanimously approved the following resolution:
The Board of Directors is authorised to acquire as well as establish collateral in its own equity certificates of up to a face value of NOK 9,959,100 (497,955 equity certificates). The authorisation may be used once or multiple times.
The total holding of equity certificates that the bank owns and/or for which there is a charge created by agreement may not exceed 1 per cent of the bank's equity capital as set out in the articles of association.
The minimum amount that may be paid for each equity certificate is NOK 70 and the maximum amount is NOK 130, which will result in a deduction in CET1 capital of NOK 64,734,150.
The Board is free to decide how the equity certificates are acquired, pledged or disposed of. The authorisation can be used, inter alia, in connection with the acquisition of equity certificates for use in the remuneration arrangements for the bank's employees.
The authorisation is valid from the date of the General meeting until the next General Meeting in November 2026, not later than 30 November 2026.
The authorisation replaces existing buy-back authorisations and requires the Financial Supervisory Authority's approval.
AVP Head of Treasury at Sparebanken Møre, Ove Ness, provided an account of the matter.
The General Meeting unanimously approved the following resolution:
The General Meeting authorises the Board to issue new senior non-preferred capital (subordinated debt instruments) of up to NOK 1.5 billion. The Board of Directors is hereby authorised to approve the detailed conditions associated with the borrowing. The authorisation may be delegated.
The authorisation is valid from the decision of the General Meeting until 31 December 2026 and replaces the authorisation granted by general meeting item 27/24.
Sparebanken Møre's Head of HR, Guro Klubbenes, provided an account of the matter.
The General Meeting unanimously approved the following resolution:
The General Meeting approved the Guidelines for the remuneration scheme for executive persons in Sparebanken Møre, which were considered by the Board of Directors on 22.10.2025.
Sparebanken Møre's Head of HR, Guro Klubbenes, provided an account of the matter.
The General Meeting unanimously approved the following resolution:
The General Meeting approved the Guidelines for the remuneration scheme in Sparebanken Møre, which were considered by the Board of Directors on 22.10.2025.
CEO Trond Lars Nydal provided an account of Sparebanken Møre's status as at the end of the third quarter of 2025.
Chief Economist at Sparebanken Møre, Kristian Tafjord, gave a presentation on the macroeconomic outlook.
In conclusion, the chair thanked everyone for attending the meeting. The meeting was adjourned at 18:13.
| Jan Kåre Aurdal | Heidi Nakken |
|---|---|
The English language version of this document is a translation made by Semantix and Sparebanken Møre of the original Norwegian text. In case of discrepancies, the Norwegian text shall prevail.
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