Articles of Association of Sevan Drilling ASA
(as amended on February 12, 2013)
§ 1 Company name
The name of the Company is Sevan Drilling ASA.
§ 2 Registered office
The Company’s registered office is in the municipality of Oslo.
§ 3 Objective
The Company’s object is to own and/or operate, directly or indirectly, drilling rigs, and activities related thereto, as well as investing in other companies.
§ 4 Share capital
The Company’s share capital is NOK 594,623,436 divided on 594,623,436 shares of NOK 1 each.
§ 5 Board of Directors and signature provision
The Company’s Board of Directors shall consist of 3 - 9 members. The CEO or two Board Members jointly hold the signature provisions.
§ 6 Nomination Committee
The Company shall have a Nomination Committee consisting of three members elected by the General Meeting. The General Meeting appoints the Chairman of the Nomination Committee. The members elected by the General Meeting shall be appointed for up to two years.
In connection to elections of Directors and members to the Nomination Committee, the Nomination Committee shall provide a proposal for candidates to the notice for the General Meeting.
The Nomination Committee shall also present a proposal for the remuneration to the Board of Directors.
§ 7 General Meeting
The Board of Directors may decide that documents concerning matters to be considered at the General Meeting are not to be sent to shareholders when the documents are made available on the Company’s website. This also applies to documents which by law shall be enclosed in or attached to the notice of a General Meeting. Shareholders may nonetheless request that documents concerning matters to be considered at the General Meeting be submitted to them.
The ordinary General Meeting shall address and resolve the following issues:
(i) Approval of the profit and loss account and balance sheet,
(ii) distribution of profits or appropriation of deficit and distribution of dividend; and
(iii) other issues which according to the law or the articles of association shall be considered by the General Meeting.
§ 1 Company name
The name of the Company is Sevan Drilling ASA.
§ 2 Registered office
The Company’s registered office is in the municipality of Oslo.
§ 3 Objective
The Company’s object is to own and/or operate, directly or indirectly, drilling rigs, and activities related thereto, as well as investing in other companies.
§ 4 Share capital
The Company’s share capital is NOK 594,623,436 divided on 594,623,436 shares of NOK 1 each.
§ 5 Board of Directors and signature provision
The Company’s Board of Directors shall consist of 3 - 9 members. The CEO or two Board Members jointly hold the signature provisions.
§ 6 Nomination Committee
The Company shall have a Nomination Committee consisting of three members elected by the General Meeting. The General Meeting appoints the Chairman of the Nomination Committee. The members elected by the General Meeting shall be appointed for up to two years.
In connection to elections of Directors and members to the Nomination Committee, the Nomination Committee shall provide a proposal for candidates to the notice for the General Meeting.
The Nomination Committee shall also present a proposal for the remuneration to the Board of Directors.
§ 7 General Meeting
The Board of Directors may decide that documents concerning matters to be considered at the General Meeting are not to be sent to shareholders when the documents are made available on the Company’s website. This also applies to documents which by law shall be enclosed in or attached to the notice of a General Meeting. Shareholders may nonetheless request that documents concerning matters to be considered at the General Meeting be submitted to them.
The ordinary General Meeting shall address and resolve the following issues:
(i) Approval of the profit and loss account and balance sheet,
(ii) distribution of profits or appropriation of deficit and distribution of dividend; and
(iii) other issues which according to the law or the articles of association shall be considered by the General Meeting.