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Awilco LNG

AGM Information Apr 26, 2017

3548_rns_2017-04-26_3335ac08-f8f7-4c9b-a41f-28687ac3c912.pdf

AGM Information

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MINUTES FROM THE ANNUAL GENERAL MEETING IN AWILCO LNG ASA* (reg. no. 996 564 894)

The Annual General Meeting took place on 26 April 2017 at 10:00 AM at Beddingen 8, Aker Brygge, 0250 Oslo.

The following business was considered:

  1. Opening of the General Meeting by the Chairman of the Board, including registration of the shares in attendance

The Chairman of the Board, Sigurd E. Thorvildsen, opened the meeting and registered the shareholders in attendance and proxies.

The Company's share capital is at present NOK 271 155 496 divided into 67 788 874 shares, each with a nominal value of NOK 4 and each representing one vote at the Company's General Meeting.

A total of 32 471 053 of the Company's shares were represented at the General Meeting, of which 8 350 428 were represented by proxy. The 32 471 053 shares represent 47.9 % of the total number of shares of the Company. A list of the shareholders in attendance and proxies, and number of shares they represent, is attached.

The Company's auditor EY, represented by Stein Erik Guneriussen, was also present.

  1. Election of the Chairman of the meeting, and of at least one person to countersign the minutes of the meeting together with the Chairman of the meeting

The General Meeting made the following unanimous decision:

"Sigurd E. Thorvildsen is elected to chair the meeting. Helge Kvie is elected to countersign the minutes."

  1. Approval of the notice of the Annual General Meeting and the agenda

The General Meeting made the following unanimous decision: "The notice and agenda are approved."

  1. Approval of the financial statements and the report from the Board of Directors for the financial year 2016, including the declaration of a dividend, if applicable

The financial statements and the report from the Board of Directors for the financial year 2016 were presented, in addition to the auditor's report.

The General Meeting made the following unanimous decision:

"The financial statements and the report from the Board of Directors for the financial year 2016 are approved. No dividend is declared for the financial year 2016."

5. The Board of Directors' report on corporate governance

The General meeting considered the report on corporate governance prepared in accordance with Section 3-3b of the Norwegian Accounting Act. No remarks to the report were made by the General Meeting.

6. The Board of Directors' statement regarding compensation to key management

The Board of Directors' statement regarding compensation to key management was considered by the General Meeting.

In accordance with the Board of Directors' proposal, the General Meeting resolved as follows:

«The General Meeting supports the guidelines in the statement regarding compensation to key management.»

«The General Meeting approves the guidelines relating to compensation as mentioned in section 6-16 a), first paragraph, third sentence, no. 3, of the Norwegian Public Limited Liability Companies Act.»

30 086 525 shares voted for, 2 384 528 shares voted against. The resolution was passed with the requisite majority.

7. Approval of remuneration to the Directors and the members of the Nomination Committee

The Nomination Committee's proposal was presented.

The General Meeting made the following unanimous decision:

"The proposal by the Nomination Committee is approved. The following fees shall be paid to the Chairman of the Board, Directors, and members of Board committees and members of the Nomination Committee for the period 1 June 2017 until 1 June 2018:

The Chairman of the Board: NOK 350,000-
Directors: NOK 200,000-
Members of Board committees: NOK 50,000-
Chairman of the Nomination Committee: NOK 30,000-
Member of the Nomination Committee: NOK 25,000-

Directors' fees are to be paid quarterly in advance."

8. Approval of auditor's fees

Sigurd E. Thorvildsen informed that the auditors' fee for 2016 was NOK 259,000- excl. VAT for statutory audit of Awilco LNG ASA.

The General Meeting made the following unanimous decision:

"The auditor's fee of NOK 259,000- for statutory audit in 2016 is approved."

9. Election of members of the Nomination Committee

The Nomination Committee's proposal was presented. The members of the Nomination Committee were elected by the Annual General Meeting held 3 May 2016, and according to the Company's articles of association serve two-year terms of office. No positions on the Nomination Committee are thus on election.

10. Election of Board of Directors

The Nomination Committee's proposal was presented. All of the directorships are on election.

The General Meeting made the following unanimous decision:

«The proposal by the Nomination Committee is approved. The following are elected as Directors of Awilco LNG ASA: Sigurd E. Thorvildsen (re-elected), Henrik Fougner (reelected), Jon-Aksel Torgersen (re-elected), Synne Syrrist (re-elected) and Annette Malm Justad (re-elected).»

There were no further items on the agenda and the meeting was adjourned.

Oslo 26 April 2017

Sigurd E. Thorvildsen

Melge Ki

AWILCO LNG ASA - Generalforsamling 26. april 2017 / Annual General Meeting 26 April 2017

MØTER / ATTENDING

Aksjonær / Representative Ved / Represented by Antall aksjer / No. of shares
Awilco AS Jens-Julius R. Nygaard 24 114 080
Krutt AS Helge Kvie 6 5 4 5
Totalt møter / Total attending 24 120 625

VED FULLMAKT / BY PROXY

Fullmakt til / Proxy to Antall aksier / No. of shares
Sigurd E. Thorvildsen 4 5 6 0 0 5 0
Sigurd E. Thorvildsen 1652041
Sigurd E. Thorvildsen 1 2 1 2 0 0 0
Sigurd E. Thorvildsen 477987
Sigurd E. Thorvildsen 254 500
Sigurd E. Thorvildsen 141850
Sigurd E. Thorvildsen 50 000
Sigurd E. Thorvildsen 2 0 0 0
8 3 5 0 4 2 8
32 471 053

67 788 874

47,9

Antall utstedte aksjer / Number of issued shares Totalt møtt i % / Total attending in %

I tillegg var følgende tilstede / The following were also present: Jon Skule Storheill, CEO Awilco LNG ASA Snorre Krogstad, CFO Awilco LNG ASA Stein Erik Guneriussen, Auditor EY

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