Aker — Proxy Solicitation & Information Statement 2010

Mar 26, 2010

Nomination committee recommendations

The Aker ASA nomination committee comprises the following individuals:

• Leif Arne Langøy, Chairman
• Gerhard Heiberg
• Kjeld Rimberg

Since the 2009 ordinary shareholders' meeting, the nomination committee has held two (2) meetings. The committee has evaluated the Board's performance and received input from shareholders as to the composition of the Board.

For Aker ASA's annual shareholders' meeting on 8 April 2010, the nomination committee makes the following unanimous recommendations:

1. Election of Board members

Pursuant to the company's articles of association, the Board is to comprise from six twelve Board members of which one third are to be elected by and amongst the employees. The Board now comprises of 11 Board members of which seven are shareholder-elected Board members. Of these, Kjell Inge Røkke, Lone Fønss Schrøder, Bjørn Flatgård, Hanne Harlem and Kjell Storeide are up for election this year. The nomination committee recommends reelection of these five Board members for a period of two years and that Mr Røkke continues as Board Chairman. Additionally, Leif-Arne Langøy has informed the committee that he resigns office and the committee recommends that Finn Berg-Jacobsen is elected new Board member for a period of two years.

In its work, the nomination committee has also emphasized that the Board's composition reflects a variety of experience, knowledge and qualifications. This contributes to a balanced view on priorities with regard to different issues and beneficial and developing decisions for the company. It further strengthens the Board's ability to complement, challenge and control the management of the company.

To comply with these criteria, the nomination committee suggests that the annual shareholders' meeting makes a joint voting for the recommended Board. Curriculum vitae for proposed Aker ASA Board members are attached.

2. Election of nomination committee members

Of the three members in the nomination committees, Leif-Arne Langøy and Gerhard Heiberg are up for election this year. The committee recommends

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reelection of Langøy and Heiberg for a period of two years. The committee thus comprises of Leif-Arne Langøy, Gerhard Heiberg and Kjeld Rimberg.

3. Determination of Board members' remuneration

The nomination committee proposes the following remuneration for Board members for the period 2009-2010:

Board Chairman:	NOK 500,000
Deputy Chairman:	NOK 350,000
Board members:	NOK 300,000

The remuneration amounts for the Board Chairman and Deputy Chairman are higher than that of other Board members because of the additional responsibilities and obligations inherent in the former offices.

According to Aker policy leading personnel employed in Aker companies may not personally receive board remuneration from other Aker companies. Instead, board remuneration will be paid directly to the company in which the board member is employed.

4. Determination of nomination committee members' remuneration

The following remuneration for nomination committee members is proposed for the period 2009-2010:

Chairman and members: NOK 50,000

Oslo, 26 March 2010

Leif-Arne Langøy
Nomination committee chairman