Enterprise no. 932 142 104
The name of the company is Nekkar ASA. The company is a public limited company.
The company’s registered business office is in Bergen.
The company’s purpose is to engage in industrial activities related to ship building, oil and gas production and port activities, and any related activities, as well as participation in or acquisition of other businesses.
The company’s share capital is NOK 11 618 208,58 divided on 105.620.078 shares with a nominal value of NOK 0,11, paid up in cash. The company’s shares shall be registered with the Norwegian Central Securities Depository.
The company’s Board of Directors shall consist of 3-5 members. Two board members are authorized to sign jointly on behalf of the company. The Board can grant the power of procuration.
Shares may be freely transferred or acquired, and one share carries one vote.
The annual general meeting shall deal with the following matters:
1. Adoption of the profit and loss account and balance sheet.
2. Application of profits or coverage of losses in accordance with the adopted balance sheet, in addition to the declaration of dividends.
3. Election of the Board of Directors.
4. Other matters that shall be dealt with by the general meeting pursuant to the law and the articles of association.
If a document that relates to an issue that the General Meeting shall decide on is made available to the company’s shareholders on the company’s website, then such a document does not have to be physically sent to the shareholders of the company. However, such a document shall be sent to the shareholder free of charge if a shareholder requests it.
A shareholder’s right to participate in and vote at the Annual General Meeting may only be exercised if the acquisition is registered in the registry of shareholders at the latest five working days prior to the Annual General Meeting, ref. the Norwegian Public Limited Companies Act, Section 4-2, third paragraph.
The Board of Directors may decide that shareholders may participate in the general meetings by electronic means, including a right for sharholders to exercise his og her shareholders rights by electronic means.
The company shall have a Nomination Committee consisting of 2-3 members to be elected by the Annual General Meeting for a two-year period. The Nomination Committee shall be independent of the Board of Directors and daily management. The Nomination Committee’s duties are to propose to the Annual General Meeting shareholder-elected candidates for election to the Board of Directors, and to propose remuneration. The Annual General Meeting may adopt procedures for the Nomination Committee.
The full Board of Directors shall serve as the audit committee of the company provided that the Board of Directors at all times satisfies the requirements in the Norwegian Public Liability Act section 6-42.
Reference is made in other respects to the company laws in effect at all times.