Pre-Annual General Meeting Information • Apr 3, 2025
Pre-Annual General Meeting Information
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| Item 1 | Opening of the meeting by the chairperson of the Board, and recording of the shareholders present |
|---|---|
| No voting. | |
| Item 2 | Election of a person to chair the meeting and a representative to co-sign the minutes |
| The Board of Directors proposes that the General Meeting makes the following resolution: | |
| "Hans Cappelen Arnesen, partner at the law firm Thommessen, is elected to chair the meeting. Siobhan Minnaar, General Counsel at the Company, is elected to co-sign the minutes." |
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| Item 3 | Approval of the notice and the agenda |
| The Board of Directors proposes that the General Meeting makes the following resolution: | |
| "The notice and the agenda are approved." | |
| Item 4 | General business update |
| No voting. | |
| Item 5 | Approval of the annual accounts and the annual report for the financial year 2024 |
| The Company's annual accounts and annual report for the financial year 2024 is available on the Company's | |
| website https://scatec.com/investor/events-presentations/. | |
| The Board of Directors proposes that the General Meeting makes the following resolution: | |
| "The General Meeting approves the annual accounts and annual report for the financial year 2024." | |
| Item 6 | Consideration of the Board's report on corporate governance |
| Pursuant to section 5-6 of the Norwegian Public Limited Liability Companies Act, the General Meeting shall consider the Company's report on corporate governance. The corporate governance report is included in the Company's annual report for 2024, which is available at the Company's website, https://scatec.com/investor/events-presentations/. |
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| No voting is required. | |
| Item 7 | Approval of the guidelines for remuneration of the Executive Management |
| The Board of Directors has reviewed the Company's remuneration policies and proposes the introduction of a new performance share unit programme that will replace the current share option program from 2026. In accordance with section 6-16a of the Norwegian Public Limited Liability Companies Act, the |
|
| Board of Directors has prepared revised guidelines for remuneration to the Executive Management of the Company. The guidelines are available at the Company's website, https://scatec.com/investor/events presentations/. |
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| The Board of Directors proposes that the General Meeting makes the following resolution: | |
| "The General Meeting approves the guidelines for remuneration of Executive Management pursuant to the Public Limited Liability Companies Act section 6-16a." |
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| Item 8 | Consideration of the Board's report on remuneration to the Executive Management |
| In accordance with section 6-16b of the Norwegian Public Limited Liability Companies Act, the Board of Directors shall prepare a statement on the salary and other remuneration to the Executive Management, |
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| Scatec ASA | Org.no. NO 990 918 546 |

comprised by the guidelines referred to under Item 7 above as approved by the annual general meeting in 2024. Pursuant to the Norwegian Public Limited Liability Companies Act, the General Meeting shall arrange an advisory vote on the report.
The Board of Directors proposes that the General Meeting makes the following resolution:
"The General Meeting approves the report on salary and other remuneration to the executive management pursuant to the Public Limited Liability Companies Act section 6-16b."
Item 9 Election of Board members
The Nomination Committee proposes candidates for election and re-election of the members of the Board of Directors. The Nomination Committee's recommendation is available at the Company's website, https://scatec.com/investor/events-presentations/.
The Nomination Committee proposes that the General Meeting makes the following resolutions under item 9 on the agenda:
Voting will take place separately for the proposed re-election of the Chair as well as the proposed election of the new Board member.
Based on the Nomination Committee's proposal, the Board of Directors of the Company will following the election consist of:
| Jørgen Kildahl (Chair) | until 2027 |
|---|---|
| Maria Moræus Hanssen | until 2026 |
| Mette Krogsrud | until 2026 |
| Espen Gundersen | until 2026 |
| Maria Tallaksen | until 2026 |
| Pål Kildemo | until 2026 |
| Jutta Dissen | until 2027 |
The remuneration for the members of the Board of Directors is proposed by the Nomination Committee. The Nomination Committee's recommendation is available on the Company's website, https://scatec.com/investor/events-presentations/.
The Nomination Committee recommends that the General Meeting makes the following resolution:
"The annual compensation from the annual general meeting in 2025 until the annual general meeting in 2026 shall be:
| The Chair of the Board of Directors | NOK 680,000 per year |
|---|---|
| Directors of the Board of Directors | NOK 420,000 per year |
Scatec ASA Org.no. NO 990 918 546

The members of the Board must use 20% of the gross board remuneration (excl. remuneration for committee work) to purchase shares in the Company until they (including their personal close associates/companies under their control) own shares of a value corresponding to one year's gross board remuneration (excl. remuneration for committee work).
The purchase of shares shall take place in accordance with applicable statutes and regulations for primary insider trading and the company's primary insider manual. The purchase may be spread over time but must be completed prior to the 2026 Annual General Meeting and constitute at least 20% of the gross board remuneration.
The shares must be retained for as long as the Board member holds the position. Holdings exceeding one year's board remuneration are not subject to this requirement.
The Nomination Committee shall monitor compliance with the share purchase scheme, and this will be a part of the Committee's assessment of candidates for election for subsequent periods.
The following meeting allowance for attendance in Board meetings in Norway for Board members who reside outside of Norway is introduced: NOK 27,500 per meeting.
The annual compensation from the annual general meeting in 2025 until the annual general meeting in 2026 for committees shall be:
| The Chair of the Audit and Sustainability Committee | NOK 176,000 per year |
|---|---|
| Members of the Audit and Sustainability Committee | NOK 105,500 per year |
| The Chair of the Organisation and Remuneration Committee | NOK 91,500 per year |
Members or the Organisation and Remuneration Committee NOK 67,000 per year"
The Nomination Committee proposes candidates for election and potentially re-election of the members of the Nomination Committee. The Nomination Committee's recommendation is available on the Company's website, https://scatec.com/investor/events-presentations/.
The Nomination Committee proposes that the General Meeting makes the following resolution:
The Nomination Committee proposes the remuneration to the members of the Nomination Committee. The Nomination Committee's recommendation is available at the Company's website, https://scatec.com/investor/events-presentations/.
The Nomination Committee proposes that the General Meeting makes the following resolution:
Scatec ASA Org.no. NO 990 918 546

"The annual compensation from the annual general meeting in 2025 until the annual general meeting in 2026 shall be:
The Chair of the Nomination Committee ..................... NOK 70,500 per year Members of the Nomination Committee....................... NOK 47,500 per year"
Item 13 Approval of remuneration to the Company's auditor
Accrued fees to the auditor for 2024 amount to NOK 5,068,000 of which NOK 5,068,000 is related to the statutory audit for the financial year of 2024.
The Board of Directors proposes that the General Meeting makes the following resolution:
"Remuneration to the auditor for statutory audit for the financial year of 2024 of NOK 5,068,000 is approved."
The Board of Directors proposes that the General Meeting grants the Board of Directors an authorisation to acquire own shares with an aggregate nominal value of up to 10% (ten percent) of the Company's share capital. The authorisation may only be used for the purpose of using the Company's shares as consideration in connection with acquisitions, mergers, de-mergers or other transactions and is subject to the qualification that use of the authorisations under this item 14 and item 16 may not in aggregate exceed 10% (ten percent) of the Company's existing share capital.
The Board of Directors proposes that the General Meeting makes the following resolution:
The Board of Directors proposes that the General Meeting grants the Board of Directors an authorisation to acquire up to 3,500,000 own shares with an aggregate nominal value of up to NOK 87,500. The authorisation may only be used for the purpose of sale and/or transfer to employees in the group as part of the Company's incentive programmes as approved by the Board of Directors.
The Board of Directors proposes that the General Meeting makes the following resolution:

The Board of Directors proposes that the General Meeting grants the Board of Directors an authorisation to acquire its own shares with an aggregate nominal value of up to 10% (ten percent) of the Company's existing share capital. The authorisation may only be used for the purpose of investment or for subsequent sale or deletion of such shares and is subject to the qualification that use of the authorisations under item 14 and this item 16 may not in aggregate exceed 10% (ten percent) of the Company's existing share capital.
The Board of Directors proposes that the General Meeting makes the following resolution:
Item 17 Authorisation to the Board to increase the share capital of the Company for strengthening of the Company's equity and issue of consideration shares in connection with acquisitions of businesses within the Company's purpose
The Board of Directors proposes that the General Meeting grants the Board of Directors an authorisation to increase the share capital of the Company on the terms set out below.
The purpose of the authorisation is to give the Board of Directors the necessary flexibility and possibility to act promptly. The authorisation may be used to strengthen the Company's equity and for issuance of consideration shares in connection with acquisitions of businesses within the Company's purpose.
The Board of Directors proposes that the General Meeting grants the Board of Directors an authorisation to issue a number of new shares that result in an increase of the current share capital of up to 10% (ten

percent). The purpose of the authorisation implies that the preferential rights for existing shareholders to subscribe for and be allotted new shares can be set aside if the authorisation is used.
The Board of Directors proposes that the General Meeting makes the following resolution:
"The Company's Board of Directors is authorised to increase the share capital on the following conditions:
The Board of Directors proposes that the General Meeting grants the Board of Directors an authorisation to increase the share capital of the Company to deliver shares as part of the Company's incentive programmes on the terms set out below. The purpose of the authorisation implies that the preferential rights for existing shareholders to subscribe for and be allotted new shares can be set aside if the authorisation is used.
The Board of Directors proposes that the General Meeting makes the following resolution:
"The Company's Board of Directors is authorised to increase the share capital on the following conditions:
Askekroken 11, Phone +47 480 85 500 N-0277 Oslo www.scatec.com P.O. box 4156, N-0217 Oslo
Scatec ASA Org.no. NO 990 918 546
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