Eimskipafélag Íslands — Proxy Solicitation & Information Statement 2016

Mar 14, 2016

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EIMSKIPAFÉLAG ÍSLANDS HF. ANNUAL GENERAL MEETING 17 MARCH 2016

Candidates to the Board of Directors and Alternate Board of Directors

Board of Directors

Mrs. Helga Melkorka Óttarsdóttir

Helga was born in 1966 and lives in Iceland. She is a Managing Partner at LOGOS Legal Services slf. She served as an attorney in an independent law practice from 1999 to 2000 and was a lawyer at the EFTA Surveillance Authority in Brussels from 1994 to 1999. Helga is currently a board member of the Iceland Chamber of Commerce and has been a Partner Ad Hoc College member of the EFTA Surveillance Authority since 2004. She has previously been a board member of the Icelandic Bar Association and an adjunct in European Law at both University of Reykjavík and University of Iceland. Helga has been a Supreme Court Attorney since 2011 and a District Court Attorney since 1999. She took her LL.M. degree in European Law and International Law from Ruprecht Karls Universität in Germany in 1994 and graduated with a Cand.jur. degree from the University of Iceland in 1991. Helga has been on the Board of Directors since 3 April 2013, is an independent Board member and does neither own shares nor share options in the Company. Helga has no interest links with the Company's main clients, competitors or major shareholders. Helga will be an independent board member.

Mrs. Hrund Rudolfsdóttir

Hrund was born in 1969 and lives in Iceland. She has been CEO of Veritas Capital since October 2013. Previously she was Corporate Director of Human Resources at Marel hf. from 2009 and Director of Operation and Investments at Moderna Finance ehf./Milestone ehf. from 2007 to 2009. Hrund was CEO of L&H Holding, CEO and Chief of Operations of Lyf & heilsa hf. from 2001 to 2006. She is currently Chairman of Stefnir hf. and sits in the Icelandic Chamber of Commerce. Hrund took her Master's degree in International Marketing and Management from Copenhagen Business School in 2000. She also earned a Cand.Oecon. degree from the University of Iceland in 1994. Hrund has been on the Board of Directors since 3 April 2013, is an independent Board member and does neither own shares nor share options in the Company. Hrund has no interest links with the Company's main clients, competitors or major shareholders. Hrund will be an independent board member.

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Mr. Lárus L. Blöndal

Lárus was born in 1961 and lives in Iceland. He is a Supreme Court Attorney and Partner at Juris Law Offices. Lárus was a Partner at Almenna lögfræðistofan from 1990 to 2008. Lárus is currently a board member of Orkusalan ehf., Hôtel Borg ehf., Rarik orkuþróun ehf., the University of Iceland's Research Centre in Environmental and Natural Resources Law. He has been a member of the Competition Appeals Committee since 2000 and its Vice-Chairman since 2009 and a member of the National Olympics and Sport Association's executive committee since 2001, becoming its Vice-President in 2006 and its President in 2013. He has previously been a board member of the Icelandic Bar Association, the University of Iceland's Human Rights Institute, Fastus ehf. and the Housing Financing Fund, Chairman of the National Olympic and Sport Association's legal committee and a member of various other official Committees and Boards. Lárus has been a Supreme Court Attorney since 1998 and a District Court Attorney since 1990. He graduated with a Cand.jur. degree from the University of Iceland in 1987. Lárus owns 3,190 shares in the Company but no share options. Lárus has no interest links with the Company's main clients, competitors or major shareholders. Lárus will be an independent board member.

Mr. Richard Winston Mark d'Abo

Richard was born in 1956 and lives in the United States. He is a Partner at The Yucaipa Companies, LLC. Since rejoining Yucaipa in 2004 he has been involved with all the acquisition of Americold Realty Trust, building it into the largest cold storage company in the world. Richard has ten years of banking experience and 26 years of experience in private equity. From 1995 to 2003 he was involved in various activities in investment banking and private equity investing, co-founding and serving as the Director of Apogee Electronics, Inc. Richard was a Partner in The Yucaipa Companies, LLC, from 1988 to 1994. During this time he was a key contributor to the acquisitions of Cala Foods, ABC markets, Boys Markets, Almacs, Bell Markets, Alpha Beta and Food4Less. From 1992 to 1994 he served as a director of Food4Less Supermarkets. From 1978 to 1987 he worked at Union Bank and was involved in financing multiple leveraged and management buyouts. Richard is currently a board member of A-Tango ehf., Americold Realty Trust, Apogee Electronics, LLC and NPE Holdings, LLC. Richard was previously a board member of VersaCold International Corporation. He pursued a degree in Finance from the University of South California from 1975 to 1977. Richard has been on the Board of Directors since 23 September 2009. He does neither own shares nor share options in the Company but is not independent of Yucaipa Funds, which own in total 50.6 million shares in the Company.

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Mr. Viglundur Thorsteinsson

Víglundur was born in 1943 and lives in Iceland. He has been active in Icelandic industry for more than 50 years and has been a board member of various companies and organizations, such as SI (the Federation of Icelandic Industries), SA (the SA-Business Iceland) and the Pension Fund of Commerce. Víglundur is currently the Chairman of Lindarflöt ehf., a private holding company, and a member of the Alternate Board of Directors of Fasteignaleigan Hraunprýði ehf. He has a Cand.jur. degree from the University of Iceland. Víglundur has been on the Board of Directors since 3 April 2013, is an independent Board member and does neither own shares nor share options in the Company. Víglundur has no interest links with the Company's main clients, competitors or major shareholders. Víglundur will be an independent board member.

Alternate Board of Directors

Mrs. Jóhanna á Bergi

Jóhanna was born in 1970 and lives in the Faroe Islands. She is CEO of Atlantic Airways since September 2015. She was CEO of P/f Faroe Ship, Eimskip's subsidiary in the Faroe Islands, from 2006 to August 2015. Jóhanna was Sales Director of JFK and Kósin Seafood from 1998 to 2006 and Sales Manager of Faroe Seafood France from 1994 to 1998. She is currently a board member of P/f Ánunum and P/f Bergfrost, both subsidiaries of P/f Faroe Ship, Nordoyatunnilin, Föroyagrunnurin and the Faroese-Icelandic Chamber of Commerce and Visit Faroe Islands. Jóhanna has a Master's degree in Management from Robert Gordon University in the UK. She further holds an EE degree from the Danish School of International Marketing and Export. Jóhanna has been an alternate member of the Board of Directors since 3 April 2013 and does neither own shares nor share options in the Company. Jóhanna has no interest links with the Company's main clients, competitors or major shareholders. Jóhanna will be an independent board member.

Mr. Marc Jason Smernoff

Marc was born in 1973 and lives in the United States. He is currently the Executive Vice President, Chief Financial Officer and Chief Administrative Officer for Americold Realty Trust. He was Director of Private Equity of The Yucaipa Companies, LLC from 2004 to 2014. Marc was Manager of Transaction Services at KPMG from 2003 to 2004 and an Associate of Investment Banking at Wells Fargo Securities, LLC from 2000 to 2002. He was Manager of Corporate Finance at Ernst & Young, LLP from 1997 to 2000 and a staff Accountant of Assurance & Advisory Business Services at Ernst & Young, LLP from 1995 to 1997. Marc is currently a member of the Alternate Board of Directors. He has

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previously been a board member of Eimskipafélag Íslands hf., Americold Realty Trust (board of Trustees) and La Canada Flintridge Educational Foundation. Marc took his Master's degree in Business Administration from UCLA Anderson School of Management in 2005 and is a Certified Public Accountant. He furthermore holds a Bachelor's degree in Business Economics from the University of California, Santa Barbara, which he took in 1995. He has been on the Board of Directors since 23 September 2009. Marc does neither own shares nor share options in the Company but is not independent of Yucaipa Funds, which own, in total, 50.6 million shares in the Company.

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