Vistin Pharma — AGM Information 2017

Apr 28, 2017

Proposal from the Election Committee in Vistin Pharma ASA for the Annual General Meeting 24 May 2017

The following constitute the Election Committee of Vistin Pharma ASA:

• Martin Nes (Chairman)
• Espen Tidemann Jørgensen

The Election committee has evaluated the work of the Board of Directors, and received input from shareholders about the composition of the Board.

Election of Board members

All the shareholder elected Board members are up for election in 2017. The Board members Kathrine Gamborg Andreassen and Einar J. Greve have informed the Election Committee that they are not available for re-election to the Board of Vistin Pharma ASA. The Election committee has thus the following proposal for Board members for a two-year period.

Re-election of the following members:

• Ole Enger (Chairman)
• Ingrid Elvira Leisner
• Øystein Stray Spetalen

The following new member is elected:

Mimi K. Berdal (a short presentation is provided below)

Ms Berdal is an independent legal and corporate advisor, and has extensive experience as a board member of listed companies. She is currently a board member of several companies, including Norske Skog ASA, EMGS ASA, Interoil E&P ASA, EMGS ASA, Itera ASA, Gassco AS and Gjensidige Pensjon og Sparing AS, and has previously been the Chairman of Rocksource ASA and REC ASA. Ms Berdal has previously served as a legal advisor with Total Norge, and as a partner at the Arntzen de Besche law firm. She holds a Cand.jur (law) degree from the University of Oslo, and is admitted to the Bar, Norwegian Bar Association.

Election of members for the Election Committee

The Election Committee member Espen Tidemann Jørgensen has informed that he is not available for re-election. The Election Committee proposes election for a two-year period of the following members:

• Martin Nes (Chairman) re-elected
• Nils Erling Ødegaard new member Investment Director, MP Pensjon PK

Remuneration of the Board of Directors

The Election Committee proposes that the remuneration for the period from the AGM 2017 to the AGM 2018 is kept at the same level as for the previous year:

• Chairman: NOK 250,000
• Board member: NOK 150,000 (shareholder elected Board members)
• Board member: NOK 75,000 (employee representatives)

Remuneration for the Election Committee

The Election Committee proposes that the remuneration for the Chairman should be NOK 15,000, and for any other member NOK 10,000, for the period from the AGM 2017 to the AGM 2018.

Oslo, April 28, 2017

The Election Committee of Vistin Pharma ASA