Governance Information • May 8, 2015
Governance Information
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MULTI - Voting Restriction
Reference is made to the press release from Oslo
Børs dated 6 May 2015 in which it was announced that
the board of directors of Oslo Børs has resolved to
admit Multiconsult ASA ("Multiconsult") to listing
on Oslo Børs, subject to the satisfaction of certain
conditions. One of these conditions is that
Multiconsult publishes a stock exchange notice
describing the voting restriction on 25% stipulated
in the company's article of association.
Norwegian law provides that each outstanding share
shall represent a right to one vote at the general
meeting of Multiconsult. However, the articles of
association of Multiconsult sets forth that no
shareholder, including such shareholder's close
associates, may vote for more than 25% of the shares
at the general meeting of Multiconsult. A
shareholder's close associates include the following:
1.a spouse or a person with whom the shareholder
cohabits in a relationship akin to marriage,
2.the shareholder's under-age children, and under-
age children of a person as mentioned in no. 1
with whom the shareholder cohabits,
3.an undertaking within the same group as the
shareholder,
4.an undertaking in which the shareholder himself
or a person as mentioned in number 1, 2 or 5,
exercises influence as mentioned in the Public
Limited Companies Act Section 1-3.
5.A party with whom the shareholder must be
assumed to be acting in concert in the
exercise of rights accruing to the owner of
a financial instrument.
This restriction can be removed by the general
meeting of Multiconsult at any time by a 2/3
majority.
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