Aker Solutions — AGM Information 2023

Mar 22, 2023

Notice of Annual General Meeting of Aker Solutions ASA

Notice is hereby given of the annual general meeting of Aker Solutions ASA. The general meeting will be held on Thursday April 13, 2023 at 09:00 CEST as a digital meeting (in Norwegian) with electronic voting and no physical attendance for shareholders.

Shareholders wishing to attend the general meeting, are invited to follow this via webcast and cast votes electronically in the meeting. Alternatively, shareholders can vote electronically in advance of the meeting or vote by way of using a power of attorney. Please see further information under section "Participation" and guideline for digital attendance available on the company's website.

The following matters are on the agenda of the meeting:

• 1. Opening of the annual general meeting by the chair (no voting)
• 1. Approval of summons and agenda
• 1. Appointment of a person to co-sign the minutes of meeting together with the chair
• 1. Information about the business (no voting)
• 1. Approval of the 2022 annual accounts of Aker Solutions ASA, the group's consolidated accounts and the board of directors' report, including distribution of dividend

The board proposes a dividend of NOK 1.00 per share

1. Consideration of the board of directors' report on corporate governance (no voting)

The report is available at the company's website (Corporate Governance Report for 2022)

1. Advisory vote on the board of directors' remuneration report for executive management

The report is available at the company's website (Aker Solutions remuneration report)

• 1. Approval of remuneration to the members of the board of directors, the audit committee and the remuneration committee
• 1. Approval of remuneration to the members of the nomination committee
• 1. Election of members to the board of directors
• 1. Election of members to the nomination committee
• 1. Approval of remuneration to the auditor for 2022
• 1. Authorization to the board of directors to purchase treasury shares in
• connection with acquisitions, mergers, demergers or other transactions 14. Authorization to the board of directors to purchase treasury shares in
• connection with share or incentive programs
• 1. Authorization to the board of directors to purchase treasury shares for the purpose of investment or subsequent sale or deletion of shares
• 1. Amendment of the company's articles of association

The board of directors proposes that the general meeting pass a resolution to amend the articles of association to reflect new legislative amendments entering into force on July 1, 2023.

Article 8, first paragraph to be amended from reading:

"General Meetings shall be notified in such a form and within such a deadline that they, as a minimum, comply with the current legislation and/or regulations. The company may in the notice determine a deadline for registration of participation which shall not expire less than (5) days prior to the General Meeting".

To read:

"General Meetings shall be notified in such a form and within such a deadline that they, as a minimum, comply with the current legislation and/or regulations".

The shares of the company and the right to vote for shares

The company's share capital is NOK 531,540,456.12 divided into 492,167,089 shares each having a par value of NOK 1.08. There are no limitations for voting rights set out in the articles of association, however, no voting rights may be exercised for the company's own shares (treasury shares) or for shares held by the company's subsidiaries. As per the date hereof, the company holds 3,838,897 own shares. Each share is entitled to one vote. Pursuant to section 8 of the articles of association and section 5-12 of the Norwegian Public Limited Liability Companies Act, the annual general meeting will be opened and chaired by the chair of the board of directors, Leif-Arne Langøy, or a person appointed by him.

Each shareholder has the right to vote for the number of shares owned by the shareholder and registered on an account in the Norwegian Central Securities Depository (VPS) belonging to the shareholder at the time of the annual general meeting. If a shareholder has acquired shares and the share acquisition has not been registered with the Norwegian Central Securities Depository at the time of the annual general meeting, voting rights for the acquired shares may only be exercised if the acquisition is reported to the

Norwegian Central Securities Depository and proven at the annual general meeting. In case of ownership transfer, the parties may agree that the seller can exercise the shareholder rights until the rights have been assumed by the acquirer.

Voting rights on shares registered in VPS accounts belonging to custodians, cf. the Norwegian Public Limited Liability Companies Act section 4-10, may, from the company's point of view, not be exercised, neither by the beneficial owner nor the custodian. However, the beneficial owner of the shares may exercise voting rights if he proves that he has taken the necessary actions to terminate the custodianship of the shares and that the shares will be transferred to an ordinary VPS account in the name of the owner. If the owner can prove that he has initiated such measures and that he has a real shareholder interest in the company, he may, in the opinion of the company, vote for the shares even if they are not yet registered in an ordinary VPS account.

The shareholders' rights

A shareholder cannot demand that new items are added to the agenda when the deadline for such request has expired, cf. section 5-11 second sentence of the Norwegian Public Limited Liability Companies Act. A shareholder has the right to make proposals for a resolution regarding the items which will be considered by the general meeting.

A shareholder has the right to require board members and the general manager to provide necessary information to the general meeting that may affect the consideration of:

• 1. the approval of the annual accounts and the annual report;
• 1. items which have been presented to the shareholders for decision; and
• 1. the company's financial position, including information on other companies in which the company participates, and other items to be considered at the general meeting, unless the information requested may not be disclosed without causing disproportionate damage to the company

If additional information is necessary, and an answer cannot be given at the general meeting, a written answer shall be prepared within two weeks from the date of the general meeting. Such answer shall be available to the shareholders at the company's premises and be sent to shareholders requesting the information. If the answer is considered material for evaluation of the circumstances mentioned in the previous paragraph, the answer should be sent to all shareholders with known address.

Participation

The annual general meeting will be held as a digital meeting via Lumi AGM on https://dnb.lumiagm.com/194961082

Click on the link or copy the URL of your browser to attend at the general meeting. Aker Solutions ASA meeting ID will be: 194-961-082.

By participating online via Lumi AGM shareholders can vote on each agenda item, submit written questions from smartphones, tablets or stationary devices as well as follow live webcast (in Norwegian). No pre-registration is required for shareholders who want to participate, but shareholders must be logged on before the general meeting starts. Note that it will not be possible to log on to the meeting after it has started. We therefore encourage shareholders to log in well in advance of the general meeting. The general meeting is open for login one hour before start-up.

Secure identification of shareholders will be done using the PIN code and reference number listed on the attached form or on the shareholder's account in VPS Investor Services.

More information and guideline regarding digital participation via Lumi AGM is available on www.akersolutions.com.

Voting prior to the general meeting

Instead of participating online, shareholders may prior to the annual general meeting vote in advance electronically on each agenda item via the company's website www.akersolutions.com or via "Investortjenester" (Investor services) (PIN code and reference number from this notice of annual general meeting is required). Advance voting must be submitted by April 11, 2023 at 09:00 (CEST). Up until the deadline, votes already cast may be changed or withdrawn.

Shareholders who wish to vote at the annual general meeting by using a proxy can submit this via the company's website www.akersolutions.com or via "Investortjenester" (VPS Investor services), a service offered by most registrars in Norway, or by completing and returning the enclosed proxy form scanned by email to genf@dnb.no, or alternatively by post to DNB Bank ASA, Registrar's Department, P.O. Box 1600 Sentrum, 0021 Oslo, Norway. The proxy form must be received no later than Tuesday April 11, 2023 at 09:00 (CEST).

Proxy with or without voting instructions can, if desirable, be given to the chair of the board of directors, Leif-Arne Langøy, or the person he appoints. Form for proxy, with further instructions is attached to this notice.

Shareholders that choose to log in to the digital meeting via Lumi AGM even if they have voted in advance or given a proxy, with or without voting instructions, will not have the opportunity to vote on the items.

Electronic Investor Information and change of address

Aker Solutions urges shareholders to receive investor messages from the Norwegian Central Securities Depository (Euronext VPS) electronically, both from an environmental and cost perspective. To receive investor information electronically, including invitations to general meetings and change of address, visit your online bank or euronextvps.no (log in via myVPS in the top-right corner).

***

The following documents will be available on www.akersolutions.com: - this notice and the enclosed form for proxy

• the board of directors' proposed resolutions for the annual general meeting for the items listed above
• the recommendation of the nomination committee
• the board of directors' proposed 2022 annual accounts of Aker Solutions ASA, the consolidated accounts for the group, the board of directors' report and the auditor's report (all of which are included in the company's annual report for 2022)
• Corporate Governance Report for 2022
• Aker Solutions remuneration report
• articles of association with proposed amendment included
• Guideline for online participation

Any shareholder who wants to receive the documents can contact the investor relations department – contact data is available at www.akersolutions.com > Investors > Scroll down to "Contact IR" > Click "Send message" > fill in name, email address and message > press send.

March 15, 2023 Aker Solutions ASA The board of directors

Enclosure: Notice of attendance/proxy

Notice of Annual General Meeting

The general meeting of Aker Solutions ASA will be held as a digital meeting on Thursday April 13, 2023 at 09:00 CEST.

PIN code:

Ref no:

The shareholder is registered with the following amount of shares and may vote for:

IMPORTANT MESSAGE

The annual general meeting will be held as a digital meeting only with no physical attendance for shareholders.

Please log in athttps://dnb.lumiagm.com/194961082 You must identify yourself using the reference number and PIN code from VPS that you will find in Investor Services (Corporate Actions – General Meeting – ISIN) or sent you by post (for shareholders who have not registered for electronic reception). Shareholders can also receive their reference number and PIN code by contacting DNB Bank Registrars Department by phone +47 23 26 80 20 (8:00 - 15:30 CEST) or by e-mail genf@dnb.no.

On the company's web pagehttps://www.akersolutions.com you will find an online guide describing how you as a shareholder can participate at the digital annual general meeting.

Deadline for registration of advance votes, proxies and instructions: April 11, 2023 at 9:00 CEST

Advance votes

The Company accepts advance voting for the general meeting. Advance votes must be submitted electronically, via the Company's website www.akersolutions.com (use ref and pin code above) or through VPS Investor Services. Chose Corporate Actions - General Meeting, click on ISIN. Advance votes can be amended or withdrawn at any point before the registration deadline.

Participation

The annual general meeting will be held digitally and it will not be possible to attend in person. Pre-registration is not required to participate. Please see the separate guideline for information on how to participate. Shareholders must be logged on before the meeting starts. We therefore encourage shareholders to log on in due time. Note that if you are not logged in before the general meeting starts, you will not be able to attend. Log in starts one hour before.

Please note that shareholders who do not wish to participate online or vote in advance have the opportunity to grant a proxy to another person. Information on how this can be done follows below:

Proxy without voting instructions PIN code: Ref no:

If you are unable to attend the annual general meeting in person, this proxy may be used by a person authorised by you, or you may send the proxy without naming the proxy holder. If you send the proxy without naming the proxy holder, the proxy will be given to the chair of the board of directors or an individual authorised by him.

The proxy form should be received no later than 09:00 CEST on April 11, 2023.

The proxy should be submitted electronically through Aker Solutions ASA's website www.akersolutions.com or through VPS Investor Services. You may also sent the proxy by e-mail: genf@dnb.no or by post to DNB Bank ASA, Registrar's Department, P.O.Box 1600 Sentrum, 0021 Oslo, Norway. If the shareholder is a company, the company's certificate of registration must be attached to the proxy. The proxy form must be dated and signed in order to be valid.

hereby grants (tick one of the two):	The undersigned _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _
	the chair of the board of directors (or a person authorised by him), or
	Name of proxy holder (in capital letters)	_ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ NB: Proxy holder must send an e-mail to genf@dnb.no for log in details
		a proxy to attend and vote my/our shares at the annual general meeting of Aker Solutions ASA on April 13, 2023.
Place	Date	______________ Shareholder's signature (Only for granting a proxy)

With regard to rights of attendance and voting, reference is made to the Norwegian Public Limited Liability Companies Act, in particular Chapter 5.

Proxy with voting instructions PIN code: Ref no:

If you are unable to attend the annual general meeting in person, you may use this proxy form to give voting instructions. It is also possible to cast votes in advance, see separate section above. You may grant a proxy with voting instructions to a person authorised by you, or you may send the proxy without naming the proxy holder, in which case the proxy will be deemed to have been given to the chair of the board of directors or a person authorised by him.

The proxy form must be received by DNB Bank ASA, Registrar's Department, no later than 09:00 CEST on April 11, 2023.

Proxies with voting instructions to chair of the Board of Directors cannot be submitted electronically and must be sent by e-mail: genf@dnb.no (scanned form) or by post to DNB Bank ASA, Registrar's Department, P.O.Box 1600 Sentrum, 0021 Oslo, Norway. If the shareholder is a company, the company's certificate of registration must be attached to the proxy.

Proxies with voting instructions must be dated and signed to be valid.

The undersigned _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _

hereby grants the chair of the Board of Directors (or a person authorised by him) a proxy to attend and vote my/our shares at the annual general meeting of Aker Solutions ASA on April 13, 2023.

The votes shall be exercised in accordance with the instructions below. Please note that if any items below are not voted on (left blank); this will be deemed to be an instruction to vote "for" the proposals in the notice. However, if any motions are made from the floor, in addition to or replacement of, the proposals in the notice, the proxy holder may vote or abstain from voting at his discretion. In such case, the proxy holder will vote on the basis of his reasonable understanding of the motion. The same applies if there is any doubt as to how the instructions should be understood. Where no such reasonable interpretation is possible, the proxy holder may abstain from voting.

Agenda Annual General Meeting 2023			Against	Abstention
1.	Opening of the annual general meeting by the chair	No voting	No voting	No voting
2.	Approval of summons and agenda
3.	Appointment of a person to co-sign the minutes together with the chair
4.	Information about the business	No voting	No voting	No voting
5.	Approval of the 2022 annual accounts of Aker Solutions ASA, the group's consolidated accounts and the board of directors' report, including distribution of dividend
6.	Consideration of the board of directors' report on corporate governance	No voting	No voting	No voting
7.	Advisory vote on the board of directors' remuneration report for executive management
8.	Approval of remuneration to the members of the board of directors, the audit committee and the remuneration committee
9.	Approval of remuneration to the members of the nomination committee
10.	Election of members to the board of directors
11.	Election of members to the nomination committee
12.	Approval of remuneration to the auditor for 2022
13.	Authorization to the board of directors to purchase treasury shares in connection with acquisitions, mergers, demergers or other transactions
14.	Authorization to the board of directors to purchase treasury shares in connection with share and incentive programs
15.	Authorization to the board of directors to purchase treasury shares for the purpose of investment or subsequent sale or deletion of shares
16.	Amendment of the company's articles of association

________________________________________________________________________________________________

Place Date Shareholder's signature (Only for granting proxy with voting instructions)

With regard to rights of attendance and voting, reference is made to the Norwegian Public Limited Liability Companies Act, in particular Chapter 5.