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Treasure ASA — Governance Information 2023
May 24, 2023
3777_rns_2023-05-24_b45e7eaf-e1be-4d49-97e8-9725a1610546.pdf
Governance Information
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ARTICLES of ASSOCIATION Of TREASURE ASA
(This will be the Articles of Association after the Annual General Assembly 16. March 2023)
Organisation number 916 803 222
Article 1 – Name
The name of the company is Treasure ASA. The company is a public limited company.
Article 2 – Registered address
The company has its registered address in the municipality of Bærum. The General Meeting may also be held in the municipalities of Oslo, Tønsberg or Nøtterøy.
Article 3 – Business activities
The objective of the company is to engage in shipping, maritime services, aviation, industry, commerce, finance business, brokerage, agencies and forwarding, to own or manage real estate, and to run business related thereto or associated therewith. This may take place in a direct, or in an indirect manner through participation in companies with similar activities.
Article 4 – Share capital
The share capital shall be NOK 20,524,043.40, divided into 205,240,434 shares, with a par value of NOK 0.10 each.
Article 5 – Board of Directors
The company's Board of Directors is made up of three to nine members and up to three deputy members.
Article 6 – Signature
The Chair of the Board of Directors, acting singly, or any two Directors, acting jointly, are authorised to sign on behalf of the company.
Article 7 – Nomination Committee
The company's Nomination Committee shall consist of two to four members.
Article 8 – General Meeting
It is not necessary to forward to the shareholders documents relating to matters to be deliberated by the General Meeting, hereunder documents required by statute to be included in, or appended to, the notice of the General Meeting, provided that such documents are available on the website of the company. A shareholder may nevertheless request that documents relating to matters to be deliberated by the General Meeting be forwarded to him or her.
The following matters are to be dealt with and decided on at the Annual General Meeting:
- Adoption of the annual report and accounts, including the distribution of dividend.
- Adoption of the Auditor's remuneration.
- Determination of the remuneration for Board members, Deputy board members and the Nomination Committee members.
- Election of Chair, members and deputy members to the Board, and election of Chair and members to the Nomination Committee, and election of the auditors (if they are up for election).
- Any other matters that belong under the Annual General Meeting by law or according to the Articles of Association.
Shareholders can vote through electronic communication in a period prior to the general meeting. The Board of directors can stipulate guidelines for such advance voting. It must be stated in the notice of general meeting which guidelines have been set.
The notice of a general meeting may state that those shareholders wishing to participate in the general meeting must report to the company by a certain deadline which shall not be less than two working days prior to the general meeting.
Adopted 16. March 2023