General Meeting of DNO ASA

At the general meeting of DNO ASA on 6 June 2024, Folketrygdfondet will vote against items 5a and 7 with the following rationale:

Item 5(a) Election of Bijan Mossavar-Rahmani as Chairman of the Nomination Committee

Folketrygdfondet believes that members of the nomination committee should be independent of the individual board members. This is also stated in section 7 of the Norwegian Code of Practice for Corporate Governance (NUES). The independence of the nomination committee is crucial to ensure that the shareholder community has the necessary trust in the committee's processes and recommendations. It is fundamental for the committee's work that there is a clear division of roles and responsibilities between the board and the nomination committee.

Item 7. Determination of remuneration for the members of the board, the audit committee, the HSE committee, and the compensation committee

The remuneration for the chairman of the board reflects that he effectively functions as an executive chairman. This arrangement does not align with Folketrygdfondet's expectations for the board's independence. According to section 8 of NUES, senior executives should not be members of the board. One of the main tasks of the board is to oversee the company's management. To ensure adequate supervision of the company's management, Folketrygdfondet believes that board members should not be recruited from the management team. Therefore, Folketrygdfondet will vote against the proposal.

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