Techstep ASA — AGM Information 2020

May 29, 2020

Proposal from the Nomination Committee to the Annual General Meeting of Techstep ASA to be held on 22 June 2020

The Nomination Committee in Techstep ASA currently consists of the following members:

• Harald Arnet
• Jonatan Raknes

The Nomination Committee shall in accordance with the Articles of Association of Techstep ASA make recommendations for the candidates for members of the Board of Directors and proposals for the remuneration of the Board of Directors. The Nomination Committee has held several meetings prior to publication of the notice of the Annual General Meeting to be held on 22 June 2020.

The Nomination Committee makes the following proposals to the Annual General Meeting 2020:

1 Election of Board of Directors

The exiting Board of Directors consist of the following members:

• Jens Rugseth as chairman of the Board of Directors
• Einar J. Greve, as deputy chairman of the Board of directors
• Anders Brandt, as Board member
• Ingrid Leisner, as Board member
• Toril Nag, as Board member
• Jan Haudemann-Andersen, deputy board member

The entire board, including the deputy board member, was elected on the Annual General Meeting 2019, and the election period is two years, cf. the Public Limited Liability Companies Act section 6-6. None of the board members or deputy board member are therefore on election, and the Nomination Committee does not propose to make any amendments to the composition of the Board of Directors.

2 Remuneration of the Board of Directors

For the period commencing on the Annual General Meeting 2020 and until the Annual General Meeting 2021 the Nomination Committee proposes that the Board of Directors are entitled to a remuneration in accordance with the following:

• Chairman NOK 500,000 per year
• Deputy chairman NOK 400,000 per year
• Board member NOK 250,000 per year.

The Nomination Committee recommends that the remuneration will be paid in advance each quarter.

The Nomination Committee has based its work on remuneration on a review of comparable companies' remuneration levels for their Boards of Directors.

The Nomination Committee believes the current level is similar to that of comparable listed companies in Norway, the Nomination Committee therefore believes that the proposal represents a competitive level of remuneration, corresponding to responsibilities, competence requirements and workload.

3 Remuneration of the Audit Committee

For the period commencing on the Annual General Meeting 2020 and until the Annual General Meeting 2021, the Nomination Committee proposes that the Audit Committee are entitled to a remuneration in accordance with the following:

• Chairman NOK 50,000 per year and Board member NOK 35,000 per year