General meeting of Lerøy Seafood Group ASA

Item 5 a) Stipulation of the remuneration of board members 
Pursuant to the Public Limited Liability Companies Act, the general meeting shall vote on the remuneration of the chair of the board and board members. The recommendation from Lerøy Seafood Group ASA’s nomination committee proposes that the chair of the board receive a consultancy fee from Laco AS of NOK 3,802,000, for which Austevoll Seafood ASA is invoiced. In the company’s annual report, however, it is stated that the chair of the board received a consultancy fee in 2022 of NOK 3,800,000. The fee will be paid by Laco AS, where the chair of the board is employed, and Laco AS will invoice Lerøy Seafood Group for the whole fee. There is a considerable difference between the nomination committee’s proposed remuneration of the chair of the board and the actual amount paid.
 
It follows from sound corporate governance and normal practice in listed companies that it is the nomination committee that proposes the remuneration of board members, and that the general meeting votes on the proposal, cf. NUES section 7. Folketrygdfondet votes against Item 5 a) since the fee for the chair of the board is not based on the nomination committee’s recommendation.   
 
 
Item 6:  Board of Directors’ report on the pay and other remuneration of executive personnel 
Folketrygdfondet votes against Item 6 concerning the executive pay report. The annual report states that the chair of the board receives a consultancy fee from Laco AS, for which Lerøy Seafood Group ASA is invoiced. In other words, the fee of NOK 3,800,000 is not based on the nomination committee’s recommendation. This shows that the company’s renumeration of the chair of the board is not in accordance with sound corporate governance and practice in listed companies. On this basis, Folketrygdfondet votes against the executive pay report. We refer to our grounds for voting against Item 5 a).