General meeting of Austevoll Seafood ASA

At the general meeting of Austevoll Seafood ASA on 29 May, Folketrygdfondet will vote against item 7 a) and item 11 with the following rationale:

Item 7 a) Determination of remuneration for board members According to the Public Limited Liability Companies Act, the general meeting must vote on the remuneration of the chairman and board members. In item 7 a), the nomination committee has proposed a fee of NOK 425,000 for the chairman. However, the company's remuneration report for senior executives shows that the chairman receives a consulting fee of NOK 3,495,000 from Laco AS, which is invoiced to Austevoll Seafood ASA. This consulting fee is related to his role as chairman of Austevoll Seafood ASA. There is a significant difference between the nomination committee's proposal and the information in the remuneration report for senior executives.

The notice for the general meeting item 7 a) is misleading, as it only covers part of the chairman's remuneration. This is contrary to the Public Limited Liability Companies Act § 6-10. The chairman receives remuneration beyond what the nomination committee proposes, which conflicts with good corporate governance and common practice in listed companies, cf. NUES section 7. On this basis, Folketrygdfondet votes against item 7 a).

Item 11 Remuneration report for senior executives Folketrygdfondet votes against item 11 on the remuneration report for senior executives. The remuneration report shows that the chairman has received NOK 3,920,000 for his role as chairman and consulting fees. This aligns with our rationale for voting against item 7 a), as the chairman's remuneration is not endorsed by the nomination committee's recommendation.

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