General meeting of Ultimovacs ASA

Item 4: Approval of guidelines on the setting of executive pay and other remuneration

Folketrygdfondet takes a positive view of remuneration schemes which are targeted and performance-linked. Incentive schemes should be linked to personal targets, company targets and targets designed to ensure strong value creation for shareholders over time. Moreover, option schemes and other share-based programmes should be capped by the board of directors, and should not be unreasonable in scope.

Since Ultimovacs’ option scheme has no such cap, Folketrygdfondet has concluded that the proposal could entail an excessive transfer of value from shareholders to the company’s employees. Folketrygdfondet will therefore vote against the proposed resolution relating to agenda item 4.

Item 12: Board authorisation to increase share capital in connection with incentive programmes

Reference is made to the voting statement relating to agenda item 4, which explains that the option scheme may entail an excessive transfer of value from shareholders to employees. Folketrygdfondet will therefore vote against the proposed resolution granting the board of directors authorisation to increase the share capital in connection with the option programme.