§ 1
The name of the company is Wilh. Wilhelmsen ASA. The company is a public limited company.
§ 2
The company has its registered office in Bærum, Norway. General meetings may also be held in the municipalities of Oslo, Tønsberg or Nøtterøy.
§ 3
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 manner, or in an indirect manner by way of guarantee, share subscription, or in other ways.
§ 4
The share capital of the company amounts to NOK 992 750 000 divided into 36 856 468 Class A shares and 12 781 032 Class B shares, making a total of 49 637 500 shares of NOK 20. Class B shares do not carry voting rights at general meetings. Apart from this, each share carries the same rights in the company.
§ 5
The company’s Board of Directors is made up of 5 – 7 members and up to 3 deputy members. It chooses its own chairman.
The Chairman of the Board signs on behalf of the company alone, or two Board members sign jointly.
§ 6
The following matters are to be dealt with and decided on at the Annual General Meeting:
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Adoption of the annual report and accounts, including the consolidated accounts and the distribution of dividend.
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Adoption of the Auditor’s remuneration.
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Determination of the remuneration for Board members and Deputy board members.
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Election of members and deputy members to the Board, and election of the auditors (if they are up for election).
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Any other matters that belong under the Annual General Meeting by law or according to the Articles of Association.
General Meetings are presided over by the Chairman of the Board.
The notice of a general meeting may state that those shareholders wishing to participate in the general meeting have to report to the company by a certain deadline which shall not be less than 2 working days prior to the general meeting.