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Corporate Governance

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Corporate Governance

Board of Directors


In accordance with the Norwegian recommendation for corporate governance, the Board of Directors of ABL Group ASA has prepared this policy document and will place emphasis on adhering to the standard in the areas addressed by this.

Corporate Governance Policy

Articles of Association

Office Translation – For information purposes only

ABL Group ASA (as per 22 January 2024)

Article 1. Name

The name of the company is ABL Group ASA. The company is a public limited company.

Article 2. Registered Office

The Company’s registered office is located in Oslo.

Article 3. Purpose

The Company’s purpose is to offer services to the marine and energy industry and related industries, on its own or through ownership in other companies.

Article 4. Share Capital

The Company’s share capital is NOK 12,847,786.70 divided on 128,477,867 shares each with a par value of NOK 0.10. The shares shall be registered with the Norwegian Central Securities Depository.

Article 5. Board of Directors

The Board of the Company shall be composed of 3-8 members.

The Board will be elected for two years at a time, and the members of the Board may be re-elected. If, as a result of a Board vote there is an equality of votes, the Chairman of the Board shall have the casting vote.

Article 6. Nomination Committee

The Company shall have a Nomination Committee. The committee shall consist of up to three members. The members of the Committee shall be elected by the Company’s General Meeting, which also appoints the Committee’s Chairperson. Remuneration to the Nomination Committee members shall be determined by the General Meeting. The General Meeting shall also adopt the rules of procedure for the Committee’s work.

Article 7. Signature

The company’s signature is held jointly by two of the members of the Board. The Board may grant power of procuration.

Article 8. Ordinary Shareholders Meeting

The notice for the ordinary shareholders’ meeting is to be dispatched by the Board in accordance with current legislation.

The following items must be considered at the shareholders’ meeting:

  1. Adoption of the profit and loss accounts and the balance sheet, including the declaration of dividend.
  2. Stipulation of remuneration to the Board and approval of remuneration to the state-authorized accountant.
  3. Election of the Chairman of the Board, members of the Board and state-authorized accountant
  4. Other matters specified by statute for consideration by the shareholders meeting.

Article 9. Electronic distribution of annual accounts and other documents for shareholders’ meetings

Documents relating to matters which shall be considered at a general meeting need not be sent to the shareholders if the documents have been made available to the shareholders on the Company’s website. This also includes documents that, according to law, shall be incorporated into or attached to the notice of the general meeting. A shareholder may require that documents which shall be considered at a general meeting be sent to the shareholder.

Article 10. Approval of advance voting at a shareholder meeting

The Board may decide that the shareholders may vote in writing, including by way of electronic communication, in a period before the general meeting. Voting in writing requires an adequately secure method to authenticate the sender.

Nomination committee

The Nomination Committee consists of up to three members, who are elected for a term of two years.

The Nomination Committee makes recommendations to the Annual Shareholders’ Meeting for members of the Board of Directors, as well as a recommendation for the Chairperson of the Board. The Nomination Committee also submits proposals for the remuneration of members of the Board of Directors. Refer to the Instructions to the Nomination Committee for further information.

Nomination Committee members:

  • Bjørn Stray (Chairman)
  • Lars Løken

General meetings

The notice of the Annual General Meeting with detailed supporting documentation – including the recommendations of the nomination committee – is posted to the company’s website no later than 21 days before the meeting is to take place.

Minutes from previous meetings

AGM 2024

AGM 2023

EGM 2023

AGM 2022

AGM 2021

EGM 2020

AGM 2020

EGM 2019

AGM 2019

AGM 2018 – Norwegian

AGM 2018 – English

AGM 2017 – Norwegian

AGM 2017 – English

AGM 2016

AGM 2015