Articles of Association
Eidesvik Offshore ASA, May 20, 2020
(Translation for information purposes only)
The Company’s name is Eidesvik Offshore ASA. The Company is a public limited company.
§2 Registered office
The Company’s registered office is in the municipality of Bømlo. The Board of Directors can determine whether the Annual General Meeting is to be held in Haugesund or in Oslo.
§3 Business objective
The Company’s business objective is to operate shipping enterprises and any other associated business, including the ownership of shares and stakes in companies that operate corresponding or related enterprises.
§4 Share Capital
The Company’s share capital is NOK 3,107,500 divided between 62,150,000 shares, each with a nominal value of NOK 0.05. The Company’s shares are to be registered in the Norwegian Registry of Securities.
§5 Board of Directors
The Board of Directors must consist of between three and eight members as decided by the General Meeting, whereof one of the Board Members are chosen by the employees in the Group. Deputy Board Members can be elected to the Board of Directors. The Company’s authorized signature is held jointly by two directors of the Board.
The Company shall have a Nomination Committee as decided by the General Meeting. The Nomination Committee shall make proposals for election of Board Members and members of the Nomination Committee to the General Meeting. The Nomination Committee shall consist of two to four members. The General Meeting may adopt guidelines for the Nomination Committee.
§6 General Meeting
The Annual General Meeting shall address and determine the following matters:
1. Adoption of the Annual Accounts and the Director’s report, including the distribution of dividend.
2. Other matters which, pursuant to statutory provisions or the articles of association, are the business of the general meeting.
The Board may decide that documents pertaining to matters to be addressed at the general meeting, may not be sent to the shareholders when the documents are published on the Company’s website. This also applies to documents that by law are to be enclosed to or included in the notification of the general meeting. A shareholder may still request that documents pertaining to matters to be addressed at the annual general meeting shall be sent in the regular manner.
§7 Share legislation
Otherwise, reference is made to current applicable share legislation.