Extraordinary General Meeting of Acergy S.A

At the Extraordinary General Meeting of Acergy S.A (Acergy) the 9 November 2010 Folketrygdfondet voted for the proposal to combine Acergy and Subsea 7, however, comments were made in a letter to the chairman with regard to the appointment of the board of directors following the combination.

Folketrygdfondet believes that the combination between Acergy and Subsea 7 is reasonable and well founded based on the given explanations and voted accordingly for the proposed combination.

However, the proposed composition of the board of directors does not conform to general principles of good corporate governance. Article 8 of the Norwegian corporate governance code provides that the board of directors should not include executive personnel. One of the main tasks of the Board of Directors is to supervise the management of the company, hereunder to appoint and dismiss the chief executive officer. Folketrygdfondet believes that a board composed of board members not recruited from the management is a prerequisite for the board to satisfactory oversee the management and perform its supervisory tasks.

Following the combination between Acergy and Subsea 7, the proposed board of directors will consist of nine members whereof three members also are members of the executive management of the company. Folketrygdfondet acknowledge that the general meeting’s approval of the proposed board of directors is a condition precedent for a successful completion of the combination between the companies. In order not to obstruct the combination, Folketrygdfondet decided not to vote against the proposed board composition but abstained from giving any vote on this issue.

Folketrygdfondet has requested that the minutes from the meeting reflect the position of Folketrygdfondet.