Aker BP – AGM 16 April 2020
In general, Aker BP is in compliance with the Norwegian regulations relating to the organisation and procedures of the Annual General Meeting.
Under ITEM 4 approval of the Company's financial statements is sought, including the allocation of profit. Although ECGS has no concerns over the financial statements it does NOT approve the distribution of profit. Accordingly recommends to vote OPPOSE.
Under ITEM 5 the board of directors seeks approval of the Company's remuneration guidelines. As the proposed remuneration structure is NOT in line with its guidelines, ECGS recommends to vote OPPOSE.
Under ITEM 9 the nomination committee seeks approval of the (re-)election of the board of directors. In view of insufficient independent representation on the board, ECGS recommends to vote OPPOSE.
Under ITEM 10 it is proposed to elect 3 new members to the nomination committee. ECGS notes that one of the proposed candidates, Mr. Murray Auchincloss, is also proposed to be a member of the board of directors, which is not in accordance with provision 7 of the Norwegian Code of Practice for Corporate Governance. Said provision stipulates that "no more than one member of the nomination committee should be a member of the board of directors, and any such member should not offer himself for re-election to the board."Accordingly, ECGS recommends to vote OPPOSE.
Under ITEM 12 the board of directors seeks authorisation to repurchase own shares. Even though the magnitude of the authority requested would meet its guidelines, ECGS notes that it is mandatory under the Norwegian Public Limited Companies Act for share repurchase authorisations covering multiple purposes, to hold a separate vote on each different purpose. As the authority requested is proposed to cover multiple purposes, ECGS recommends to vote OPPOSE.
Finally, under ITEM 13, authorisation is sought to distribute (interim) dividend. Since ECGS has serious concerns over the Company's dividend policy it does NOT approve of the requested authorisation to distribute interim dividends. ECGS therefore recommends to vote OPPOSE.
Aker BP ASA engages in the exploration, development, and production of petroleum resources on the Norwegian Shelf. In addition, Co. has a separate Johan Sverdrup business unit to manage its interest.
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