Storebrand ASA — AGM Information 2017

Apr 5, 2017

STOCK EXCHANGE NOTICE

Storebrand ASA – resolution by the Annual General Meeting of 5 April 2017

The General Meeting of Storebrand ASA adopted the following resolutions at the aforementioned meeting:

6. Presentation and approval of the 2016 Annual Report and Financial Statements, including the Board of Directors' proposal regarding the allocation of the profit for the year, as well as the distribution of a dividend

Resolution:

"The financial statements of the parent company, consolidated financial statements and report of the Board of Directors for 2016, including the proposed allocation of the profit of Storebrand ASA for the year, as presented by the Board of Directors, shall be approved as Storebrand ASA's parent company financial statements, consolidated financial statements and report of the Board of Directors for 2016.

A dividend of NOK 1.55 per share shall be distributed for 2016, excluding the Company's treasury shares."

7. Board of Directors' corporate governance statement

Resolution:

"The Board of Directors' corporate governance was taken into consideration."

8. Board of Directors' statement on the fixing of salaries and other remuneration to executive personnel

Resolution:

"In an advisory vote, the General Meeting approved the Company's indicative guidelines for salaries and other remuneration to executive personnel for the next financial year 2017.

The General Meeting adopted the binding guidelines that concern payments as mentioned in Section 6-16 a, first paragraph, third sentence, (3) of the Norwegian Public Limited Companies Act, including the Group's bonus system and long-term incentive scheme for executive employees."

9. Authorisation of the Board of Directors to acquire treasury shares

Resolution:

"The Annual General Meeting of Storebrand ASA granted, pursuant to section 9-4 of the Norwegian Public Limited Companies Act, the Board of Directors authority to allow the company to acquire shares in Storebrand ASA for a total nominal value not exceeding NOK 224,954,945, but nonetheless such that the total holdings of treasury shares do not exceed 10 per cent of the share capital at any given time.

The maximum and minimum amount that may be paid per share is NOK 5 and NOK 100, respectively. The Board of Directors of Storebrand ASA is free to acquire and sell shares in the manner the Board of Directors deems appropriate, although the manner chosen must abide by the general principle that shareholders shall be treated equally.

Shares acquired pursuant to this authorisation can also be used for the fulfilment of the share purchase programme and incentives schemes for employees in the Group.

This authorisation is valid until the next Annual General Meeting in the spring of 2018, however, no later than 30 June 2018."

10. Authorisation of the Board of Directors to increase share capital by issuing new shares

Decision

"The Annual General Meeting of Storebrand ASA grants, pursuant to section 10-14 of the Norwegian Public Limited Companies Act, the Board of Directors authority to increase the share capital through issuing new shares with a maximum total nominal value of NOK 224,954,945.

This authorisation may be used to develop the Group's focus areas by the acquisition of new businesses in consideration for new shares or increasing the share capital by other means. The authorisation may be used for one or more new issues.

The Board of Directors may decide to waive the shareholders' preferential rights to subscribe to shares pursuant to Section 10-4 of the Norwegian Public Limited Companies Act.

The Board of Directors may decide that share deposits shall be made in assets other than cash pursuant to Section 10-2 of the Norwegian Public Limited Companies Act. The authorisation is also valid with regard to a decision to merge pursuant to Section 13-5 of the Norwegian Public Limited Companies Act.

This authorisation is valid until the next Annual General Meeting in the spring of 2018, however, no later than 30 June 2018."

11. Election of members to the Board of Directors, including election of the Board Chairman

Resolution:

"Didrik Munch, Laila S. Dahlen, Håkon Reistad Fure, Gyrid Skalleberg Ingerø, Jan Chr. Opsahl, Karin Bing Orgland and Martin Skancke are elected as members of the Board of Directors of Storebrand ASA, all for a term of one (1) year.

Didrik Munch is elected as the Board Chairman for a term of one (1) year.

After the elections, the Board of Directors of Storebrand ASA has the following shareholder-elected members:

Chairman
member
member
member
member
member
member"

12. Election of members to the Nomination Committee, including election of the Committee Chairman

Resolution:

"Odd Ivar Biller, Per Otto Dyb, Olaug Svarva and Tor Olav Trøim are re-elected as members of the Nomination Committee, all for a term of one (1) year.

Per Otto Dyb is elected as Chairman of the Nomination Committee for a term of one (1) year.

After the elections, the Nomination Committee has the following shareholderelected members:

Per Otto Dyb	Chairman
Odd Ivar Biller	member
Olaug Svarva	member
Tor Olav Trøim	member"

13. Remuneration of the Board of Directors, Board Committees and the Nomination Committee

Resolution:

"The annual remuneration for the Board of Directors shall be set at:

Chairman	NOK 633,500
Members	NOK 325,100
Foreign supplement	NOK 66,600

The annual remuneration for the Board's Risk Committee shall be set at:

Chairman		NOK 147,600
Members	NOK	99,400

The annual remuneration for the Board's Audit Committee shall be set at:

Chairman		NOK 147,600
Members	NOK	99,400

The annual remuneration for the Board's Compensation Committee shall be set at:

Chairman	NOK	9,800 per meeting
Members	NOK	7,700 per meeting

Remuneration of the Board's temporary Digital Growth Committee shall be set at:

Chairman	NOK	9,800 per meeting
Members	NOK	7,700 per meeting

The Nomination Committee's remuneration shall be set at:

Chairman	NOK 10,300 per meeting
Members	NOK 6,500 per meeting

Fee(s) for being on one or more of the Board Committees is in addition to the directors' fees.

The fees are gross before tax, and they apply effective 1 May 2017."

14. Approval of the auditor's remuneration, including the Board of Director's disclosure of the distribution of remuneration between auditing and other services

Resolution:

"The auditor's remuneration for work with the auditing of Storebrand ASA for 2016 shall be set at NOK 740,000."

Lysaker, Norway, 5 April 2017