Philly Shipyard — AGM Information 2018

Jun 29, 2018

Unauthorized translation. In the event of any discrepancy between the Norwegian and English text, the Norwegian takes precedence.

MINUTES OF

EXTRAORDINARY GENERAL

MEETING IN PHILLY SHIPYARD

ASA

On Friday June 29, 2018 at 12:00 the Extraordinary General Meeting in Philly Shipyard ASA was held at Advokatfirmaet BAHR AS, Tjuvholmen allé 16, 0252 Oslo.

The following items were on the agenda:

1. OPENING OF THE EXTRAORDINARY GENERAL MEETING, INCLUDING APPROVAL OF THE NOTICE AND AGENDA

The Extraordinary General Meeting was opened and chaired by Camilla Iversen, appointed by the Board of Directors and the Chairman of the Board to open and chair the General Meeting.

The record of attending shareholders showed that 9,397,502 shares, corresponding to 74.73 % of the issued shares, were represented. The list of attending shareholders is set out on page 3. The voting result for each respective item is set out on pages 4.

No objections were made to the notice and the agenda, and the General Meeting was declared duly constituted.

2. ELECTION OF A PERSON TO CO-SIGN THE MINUTES ALONG WITH THE MEETING CHAIR

Cecilie Bøe was elected to co-sign the minutes along with the meeting chair.

3. ELECTION OF MEMBER TO THE BOARD OF DIRECTORS

The General Meeting adopted the following resolution:

In accordance with the proposal from the Nomination Committee, Kristian Røkke is to replace Audun Stensvold as Board Member and Deputy Chairman.

The Board of Directors of Philly Shipyard ASA will then consist of the following members:

• Jim Miller (Chairman)
• Kristian Røkke (Deputy Chairman)
• Elin Karfjell
• Amy E. Humphreys

There were no further items on the agenda. The Chairman of the meeting thanked the participants for their attendance, and the General Meeting was thereafter adjourned.

Oslo, June 29, 2018

__________________________________ __________________________________

Sign. Sign.

Camilla Iversen, Chairman Cecilie Bøe, co-signer

Total Represented

ISIN:	NO0010395577 PHILLY SHIPYARD ASA
General meeting date: 29/06/2018 12.00
Today:	29.06.2018

Number of persons with voting rights represented/attended: 1

	Number of shares % sc
Total shares	12,574,766
- own shares of the company	466,865
Total shares with voting rights	12,107,901
Represented by advance vote	7,238,131 59.78 %
Sum own shares	7,238,131 59.78 %
Represented by proxy	21	0.00 %
Represented by voting instruction	2,159,350 17.83 %
Sum proxy shares	2,159,371 17.83 %
Total represented with voting rights	9,397,502 77.62 %
Total represented by share capital	9,397,502 74.73 %

Registrar for the company:	Signature company:
DNB Bank ASA	PHILLY SHIPYARD ASA

Protocol for general meeting PHILLY SHIPYARD ASA

ISIN:	NO0010395577 PHILLY SHIPYARD ASA
General meeting date: 29/06/2018 12.00
Today:	29.06.2018
Shares class	FOR	Against Poll in				Abstain Poll not registered Represented shares with voting rights
Agenda item 1 Opening of the extraordinary general meeting, including approval of the notice and
agenda.
Ordinær	9,397,502	0	9,397,502	$\Omega$	0	9,397,502
votes cast in %	100.00 %	0.00%		0.00%
representation of sc in %	100.00 %	0.00%	100.00 %	0.00%	$0.00 \%$
total sc in %	74.73 %	$0.00 \%$	74.73 %	0.00%	$0.00 \%$
Total	9,397,502		0 9,397,502	O	0	9,397,502
Agenda item 2 Election of a person to co-sign meeting minutes along with meeting chair
Ordinær	9,397,502	0	9,397,502	0	$\Omega$	9,397,502
votes cast in %	100.00 %	0.00%		0.00%
representation of sc in % 100.00 %		$0.00 \%$	100.00 %	$0.00 \%$	0.00%
total sc in %	74.73 %	$0.00 \%$	74.73%	0.00%	0.00%
Total	9,397,502		0 9,397,502	0	o	9,397,502
Agenda item 3 Election of member to the Board of Directors
Ordinær	9,397,502	0	9,397,502	0	0	9,397,502
votes cast in %	100.00 %	0.00%		0.00%
representation of sc in %	100.00 %	0.00 %	100.00 %	0.00%	0.00%
total sc in %	74.73%	0.00%	74.73 %	$0.00 \%$	0.00%
Total	9,397,502		0 9,397,502	O	O	9,397,502

Registrar for the company:

Signature company:

DNB Bank ASA

PHILLY SHIPYARD ASA

Share information

Name	Total number of shares Nominal value Share capital Voting rights
Ordinær	12,574,766	10.00 125.747.660.00 Yes
Sum:

§ 5-17 Generally majority requirement
requires majority of the given votes

§ 5-18 Amendment to resolution

Requires two-thirds majority of the given votes
like the issued share capital represented/attended on the general meeting