Governance Information • Jan 25, 2018
Governance Information
Open in ViewerOpens in native device viewer
Stock Exchange Notification
Oslo, 25 January 2018 - Reference is made to the announcement published on 22 December 2017 by the Oslo Stock Exchange regarding MPC Container Ships AS' (the "Company") application for admission to trading on Oslo Axess.
In connection with the listing, the Oslo Stock Exchange has asked the Company to release a statement explaining deviations from the Norwegian Code of Practice for Corporate Governance issued on 30 October 2014 (the "Code") on two points.
Firstly, the Company will not appoint a nomination committee in connection with the listing on Oslo Axess. The Company is aware that its decision represents a deviation from the recommendation in section 7 of the Code, but due to the current shareholder structure of the Company and given that an appointment of a nomination committee will necessarily be based on the shareholder structure prior to the listing on Oslo Axess, it does not see the need to appoint a nomination committee at this stage.
Secondly, the Company's articles of association contain a provision giving MPC Münchmeyer Petersen Capital AG ("MPC Capital") a right to elect 40% of the members of the Company's board of directors (rounded down). If the aggregate share ownership of MPC Capital and affiliates falls below 20% of the total number of shares in the Company, MPC Capital shall only have the right to elect one board member. If neither MPC Capital nor any affiliates owns any shares in the Company, MPC Capital shall not have the right to elect any board member. The reason for the provision is that MPC Capital is the founder and sponsor of the Company. In addition, MPC Capital contributes with in-depth industry and maritime asset management experience to the Company's board of directors. It is therefore considered important to ensure that MPC Capital has a presence on the Company's board. The Company is aware that the provision in the articles of association represents a deviation from section 8 of the Code.
Except for the two points described above, the Company has adopted and implemented a corporate governance regime which complies with the Code, and will on an annual basis provide statements regarding its compliance with the Code.
For further information about the Company and its corporate governance regime, please refer to the prospectus for the listing of the Company's shares on Oslo Axess, available on www.mpc-container.com.
Building tools?
Free accounts include 100 API calls/year for testing.
Have a question? We'll get back to you promptly.