Edda Wind AS — AGM Information 2025

May 7, 2025

PROPOSAL FROM THE NOMINATION COMMITTEE OF EDDA WIND ASA TO THE ANNUAL GENERAL MEETING OF THE COMPANY TO BE HELD ON 28 MAY 2025

For the period 2024-2025, the nomination committee of Edda Wind ASA comprised of: Benedicte Teigen Gude, chair, and Anne Lise E. Gryte

The nomination committee has evaluated and received input from shareholders regarding the composition of the board and nomination committee and has held discussions with the board and executive personnel of the company. Shareholders were invited to nominate members for the board and nomination committee online at eddawind.com in December 2024, with no proposals received by the deadline 1 February 2025.

The remuneration committee has contributed with input to the remuneration of board and subcommittee members.

The committee has gathered input from all board members, majority shareholders, and management over the past year.

Further details about the nomination committee's work is available in the Instructions to the nomination committee, approved by the Annual General Meeting 25 May 2023. The instruction can be found on eddawind.com.

For the Annual General Meeting of Edda Wind ASA on 28 May 2025, the nomination committee submits the following unanimous proposal:

Election of members to the board

The board has five members, re-elected in December 2023 for a two-year period, except for chair Geir Flæsen, elected on the Annual General Assembly in April 2024 for a two-year period.

In 2025, board members Adrian Geelmuyden, Duncan Bullock, Martha Kold Monclair, and Torild Eidesvik are up for election. The nomination committee proposes to re-elect all four for a period of up to two years. The reason being twofold:

The current CFO has been acting as interim CEO since 1 January 2025. The board has commenced the search for a new CEO, but the process has not yet been concluded. This favours stability in the board.

Further, the majority shareholders Geveran Trading Company, Wilhelmsen New Energy, and EPS Ventures jointly launched an offer to acquire all remaining outstanding shares in Edda Wind 29 April 2025. The nomination committee is of the opinion that the company is best off continuing with the current board that has sufficient experience, knowledge, and complementary competence to lead the company through the process and to deliver on the strategic ambitions for the company.

The committee observes that the board's composition addresses the interests of all shareholders and fulfils the company's need for expertise. Each board member has confirmed their capacity and motivation to continue, ensuring the board functions effectively as a collegiate body.

The proposal from the nomination committee to the Annual General Meeting is therefore that the board of Edda Wind ASA consists of the following members:

Geir Flæsen (elected for 2024-2026), chair

Adrian Geelmuyden (elected for up to two years, 2025-2027)

Duncan Bullock (elected for up to two years, 2025-2027)

Martha Kold Monclair (elected for up to two years, 2025-2027) Torild Eidesvik (elected for up to two years, 2025-2027)

The board elects the audit and remuneration committee members.

Further information on all board members is available on eddawind.com.

Election of members of the nomination committee

The nomination committee members are not up for election and will continue to consist of:

Benedicte Teigen Gude (elected for up to two years, 2024-2026), chair, and Anne Lise E. Gryte (elected for up to two years, 2024-2026)

Board and nomination committee remuneration fees

The nomination committee proposes to the Annual General Meeting to increase the remuneration fee by 10% for all board members to reflect inflation, the workload and increased responsibility of the committees, particularly the audit committee, following introduction of new laws and regulations.

The nomination committee proposes to maintain the fee for the members of the nomination and remuneration committees.

The proposal from the nomination committee to the Annual General Meeting is the below remuneration fees for the period from the Annual General Meeting 29 May 2024 to the Annual General Meeting 28 Mai 2025. Remuneration fees for 2023-2024 in brackets.

NOK 519,750 (NOK 472,500)
NOK 375,375 (NOK 341,250)
NOK 57,750 (NOK 52,500)
NOK 46,200 (NOK 42,000)
NOK 25,000 (NOK 25,000)
NOK 20,000 (NOK 20,000)
NOK 25,000 (NOK 25,000)
NOK 15,750 (NOK 15,750)

Oslo, 30 April 2025

On behalf of the nomination committee of Edda Wind ASA

Benedicte Teigen Gude, chair

(sign)