Arribatec Group ASA — Proxy Solicitation & Information Statement 2010

May 4, 2010

The nomination committee's proposal to the Annual General Meeting in Acta Holding ASA

To the shareholders of Acta Holding ASA

The nomination committee's proposal to the Annual General Meeting in Acta

Holding ASA for new members to the Board of Directors and to the remuneration of

the Board of Directors and the nomination committee

The nomination committee in Acta Holding ASA has consisted of Jan Petter

Collier, Alfred Ydstebø and solicitor Ulf-Einar Staalesen. Solicitor Staalesen

has been the chairman of the nomination committee.

The most important task for the nomination committee has been to identify

candidates to the Board of Directors, irrespective of gender, which are

considered to hold the necessary competence and capacity to conduct the relevant

Board work. In this regard, the nomination committee has evaluated the

competence and qualities which are already represented on the Board of Directors

among members who are not up for re-election.  The Board of Directors, as a

collegium, holds the responsibility to balance the different interests in order

to promote the value creation in the company. The nomination committee has

therefore sought to identify candidates to the Board that have both the will and

ability to cooperate.

Only Stein Aukner is eligible for re-election, and the nomination committee

proposes that he is re-elected for a period of two years.

Alfred Ydstebø, Ellen Math Henrichsen and Harald Sig. Pedersen are not up for

election, and will thus continue as members of the Board of Directors.

Ragnhild Kvålshaugen has informed the Board that she wishes to resign from the

Board in Acta Holding ASA. She will be replaced by a new board member. The

nomination committee will also propose to strengthen the Board of Directors with

two additional members.

The nomination committee has unanimously decided to propose that the following

three candidates shall be elected as new members of the Board of Directors in

Acta Holding ASA for a period of two years.

1. Merete Haugli, 46 years, a number of board positions in addition to have held

several leading positions, i.a. SEB, Formuesforvaltning AS, First Securities ASA

and ABG Sundal Collier ASA. She has also held the position as assistant chief of

police in Oslo Police district for  ecomic and environmental crime. She has her

educational background from i.a. Norwegian College of Banking and Norwegian

School of Management.

2. Pia Gideon, 55 years, consultant, broad and long Swedish and international

experience in communication, branding and marketing i.a. Ericsson and JKL and as

a journalist in the leading Swedish business magazines Veckans Affarer and

Dagens Industri, in addition to a number of board positions in a variety of

industries. She is i.a. a graduate of Stockholm School of Economics and also has

Executive Training from Columbia University.

3. Ole Peter Lorentzen, 57 years, Chairman in the privately owned investment

company Ludvig Lorentzen AS, and has a wide experience from investments in

shipping, real estate and technology enterprises. He has experience from the

Board of Directors in both small and large companies, recently in Energy

Recovery Inc. and Opera Software ASA. Lorentzen is a Master in Business and

Economics from the University of Lund, Sweden. He controls approximately 9.9 per

cent of the shares in Acta.

The composition of the Board of Directors in accordance with the committee's

proposal will be:

1.  Alfred Ydstebø, Chairman of the Board

2.  Stein Aukner, Vice chairman of the Board

3.  Ellen Math Henrichsen

4.  Harald Sig. Pedersen

5.  Merete Haugli

6.  Pia Gideon

7.  Ole Peter Lorentzen

None of the members of the nomination committee are up for election. The

composition of the nomination will still be:

1. Ulf-Einar Staalesen, Chairman

2. Jan Petter Collier

3. Alfred Ydstebø

The nomination committee suggests the remuneration for the Chairman to be set at

NOK 250,000 and NOK 150,000 for other members, and that members of the audit

committee are given an additional remuneration of NOK 50,000. The nomination

committee suggests members of the nomination committee to be remunerated with

NOK 20,000 to the Chairman and NOK 10,000 to other members. All rates to apply

from the Annual General Meeting in 2009 to the Annual General Meeting in 2010.

Stavanger, 4 May 2010

Ulf-Einar Staalesen

Chairman of the nomination committee

Acta Holding ASA

This information is subject of the disclosure requirements acc. to §5-12 vphl

(Norwegian Securities Trading Act)

[HUG#1411636]