This is an unofficial in-house translation. In case of discrepancy between the Norwegian language original text and the English language translation, the Norwegian text shall prevail.
ARTICLES OF ASSOCIATION FOR SELVAAG BOLIG ASA (AS PER 21 APRIL 2017)
- The Company’s name is Selvaag Bolig ASA. The Company is a public limited company.
- The Company’s registered office is located in the municipality of Oslo.
- The Company’s object is to acquire and develop residential housing projects for the purpose of sale, purchase and sale of property, as well as other affiliated business, hereunder commercial property. The Company may participate in other companies at home and abroad in relation to residential housing development.
- The share capital is NOK 187,531,376 dividend into 93,765,688 shares, each with a nominal value of NOK 2.00. The Company’s shares shall be registered in the Central Securities Depositary.
- The Company’s board of directors shall consist of 3 to 9 members as determined by the general meeting. Shareholder-elected directors are elected for a term of one year.
- The power of signature on behalf of the Company is vested with the chairman of the board acting alone or with two board members acting jointly.
- The Company shall have a nomination committee consisting of three members.
The nomination committee shall give recommendation to the general meeting on election of and compensation to board members. The proposal shall be justified.
The general meeting elects the members of the nomination committee, including the chairman of the committee. The nomination committee shall give a recommendation on election of members to the nomination committee. The members of the nomination committee are elected for a period of two years. The general meeting determines compensation to the members of the nomination committee.
- The ordinary general meeting shall address the following matters:
- Adoption of the annual accounts and the annual report, including distribution of dividends.
- Consideration of the board of directors’ declaration on remuneration of the executive management.
- Other matters which pertain to the general meeting pursuant to law or the articles of association.
- Documents concerning matters to be considered at the general meeting are not required to be sent to the shareholders, provided that the documents are made available for the shareholders at the Company’s website. The same applies for documents which according to law shall be included in or attached to the notice of the general meeting. A shareholder is entitled to request that documents concerning matters to be handled at the general meeting are sent to him/her.
- Shareholders may cast their vote in writing, including through the use of electronic communication, during a period preceding the general meeting. The board can determine more detailed guidelines for such advance voting. The guidelines adopted shall be specified in the notice of the general meeting.