Articles of Association
In case of discrepancy between the Norwegian original text and the English language translation, the Norwegian text shall prevail. (Revised 21 November 2017)
1. Name of the company
The Company’s name is Aker BP ASA. The Company is a public limited company.
2. Registered address
The Company’s registered address is in the municipality of Bærum.
3. Company objective
The Company’s objective is to carry out exploration for, and recovery of, petroleum and activities related thereto, and, by subscribing for shares or by other means, to participate in corresponding businesses or other business, alone or in cooperation with other enterprises and interests.
4. The company’s share capital
The Company’s share capital is NOK 360,113,509, fully paid and divided into 360,113,509 shares, each with a nominal value of NOK 1. The Company’s shares shall be registered with the Norwegian Central Securities Depository.
5. The Board of Directors
The Company’s Board of Directors shall consist of up to eleven members.
The Chairman of the Board of Directors and one board member jointly are authorised to sign on behalf of the Company. The Board of Directors can grant powers of procuration.
7. General Meeting
The Annual General Meeting shall be held each year within a period of 6 months from the end of the financial year. During the period of notice of the General Meeting, the documents shall be available at the Company’s office for the shareholders’ inspection.
The right to attend and vote at the General Meeting can only be exercised when the acquisition is introduced in the shareholder register no later than the fifth business day prior to the General Meeting (registration date).
When documents pertaining to business to be dealt with by the General Meeting are made available to shareholders at the Company’s website, the requirement of the documents to be sent to the shareholders shall not apply. This also applies to documents that by law shall be included in or attached to the notice of the Annual General Meeting.
The Board of Directors may decide that it shall be possible for shareholders to cast their votes in writing, including by means of electronic communication, in a given period prior to the general meeting. Satisfactory methods shall be used in order to authenticate the sender.
8. Nomination Committee
The Company shall have a Nomination Committee consisting of 3 members elected by the General Meeting. The majority of the members of the Nomination Committee shall be independent of the Board of Directors and the general management.
The Nomination Committee shall recommend candidates to the Board of Directors and the Nomination Committee, and remuneration of the Board of Directors and members of the Nomination Committee. The Nomination Committee’s recommendations shall be well-grounded.
Members of the Nomination Committee are elected for a term of two years at a time.