Proxy Solicitation & Information Statement • Mar 30, 2017
Proxy Solicitation & Information Statement
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The undersigned shareholder in Protector Forsikring ASA will attend the company's Annual General Meeting 20 April 2017 and vote for the shares.
| Name of shareholder | ||||||
|---|---|---|---|---|---|---|
| Attending representative | ||||||
| (To be filled in if the shareholder is an organization or if the shareholder is attending by proxy.) | ||||||
| Number of shares | ||||||
| Signature ¹ | ||||||
| Place/date | Signature (repeated in block letters) |
Please send the attendance form to; Protector Forsikring ASA, P.O.Box 1351 Vika, N-0113 Oslo, e-mail: [email protected]
If you are prevented from attending the Annual General Meeting 20 April 2017, you can be represented by a proxy. You may then use this form of proxy.
The undersigned shareholder in Protector Forsikring ASA hereby authorizes (tick box):
[ ] The chairman of the board Jostein Sørvoll or anyone authorized by him, or
[ ] ________________________________ (specifically named person)
to attend and vote for my/our shares at the Annual General Meeting of Protector Forsikring ASA on 20 April 2017. If the proxy does not name a specific proxy holder the proxy will be regarded as given to the Chairman of the Board of Directors or to anyone authorized by the Chairman of the Board of Directors. The voting shall take place in accordance with the instructions below. Please note that if a box has not been ticked, this will be regarded as an instruction to vote in favor of the proposals in the call, however so that the proxy holder shall decide on the vote to the extent that your proposals are made in addition to or in place of the proposals in the call.
| Resolution | For | Against | Withheld | The proxyholder decides the vote |
|---|---|---|---|---|
| 1. Election of Jostein Sørvoll as chair of the meeting and two additional persons to sign the minutes of the meeting jointly with the chairperson |
||||
| 2. Approval of the notice and agenda | ||||
| 3. Approval of the annual accounts and annual report for 2016, including payment of dividends | ||||
| 4.1 Advisory approval of the Board of Directors' statement of guidelines for the pay and other remuneration of the executive management in the coming financial year (2017) |
||||
| 4.2 Approval of guidelines for share-related incentive programmes (2017) | ||||
| 6. Election of chair of the Board of Directors, deputy chair of the Board of Directors and members of the Board of Directors |
||||
| 6.1 Reelection of Erik G Braathen as member | ||||
| 6.2 Reelection of Else Bugge Fougner as member | ||||
| 6.3 Reelection of Jostein Sørvoll as chair of the Board of Directors | ||||
| 6.4 Reelection of Erik G. Braathen as deputy chair of the Board of Directors | ||||
| 7. Election of members of the Nomination Committe | ||||
| 7.1 Reelection of Per Ottar Skaaret as member | ||||
| 7.2 Reelection of Per Ottar Skaaret as chair of the Nomination Committe | ||||
| 8. Approval of compensation to the members of the Nomination Committee | ||||
| 9. Approval of the compensation to the members of the Board of Directors and its subcommittees | ||||
| 10. Approval of authority to the Board of Directors' to aquire the Company's shares | ||||
| 11. Approval of authority to the Board of Directors' to issue new shares | ||||
| 12. Approval of authority to the Board of Directors' to raise subordinated loans and other external debt financing |
||||
| 13. Approval of remuneration to the auditor and proposition of the Board for election of EY as the company's new external auditor |
||||
| 13.1 Approval of renumeration to the auditor for audit carried out in 2016 | ||||
| 13.2 Election of Ernst & Young AS, org. nr. 976 389 387, as the company's new external auditor from and including 2017 |
The shareholder's name and adress:
Date:
Place:
Signature of the shareholder: ¹
Protector Forsikring ASA, P.O.Box 1351 Vika, N-0113 Oslo, e-mail: [email protected]
¹ If the shareholder is a company, the registration form/proxy form must be signed by a person/persons authorized to sign on behalf of the company and a copy of the updated certificate of registration.
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