Nomination committee recommendations

Report this content
The Aker Kværner ASA nomination committee comprises the following individuals:


Kjell Inge Røkke, Chairman
Rune Bjerke
Gerhard Heiberg


Since the 2005 annual shareholders' meeting, the nomination committee has held three meetings. The committee has evaluated the Board's performance and received input from shareholders as to the composition of the Board. In its work, the nomination committee has also emphasized that the company will gradually adapt to legislation on gender representation on boards of directors. The committee respects the legislators' goal of gender equality, but also emphasizes the company's need for continuity.


For Aker Kværner's 15 March 2006 annual shareholders' meeting, the nomination committee makes the following unanimous recommendations:


1. Election of Board members
Pursuant to the company's articles of association, the Board is to comprise up to six shareholder-elected board members. Of the company's six shareholder-elected Board members, the following are up for election this year: Leif-Arne Langøy, Bjørn Flatgård, and Helge Midttun. The nomination committee recommends the reelection of these three board members for a period of two years.


Further, the nomination committee recommends that Leif-Arne Langøy continue as board chairman and that Bjørn Flatgård continue as deputy chairman.


Martinus Brandal was elected to the Board in 2005 and is not up for election. However, because he will take over as Aker Kværner's president and CEO and general manager as of 1 July 2006, he has informed the nomination committee that he wishes to leave his board office after the shareholders' meeting.


The nomination committee recommends that Karl Erik Kjelstad be elected new board member for a period of two years. Mr. Kjelstad is the President and CEO of Aker Yards. Aker Kværner and Aker Yards cooperate on a regular basis on development of projects and business opportunities. Accordingly, the nomination committee considers it beneficial for Aker Kværner that the President and CEO of Aker Yards is more closely associated with the company through board membership.


Curriculum vitae for the present and proposed Aker Kværner Board members are attached.


2. Election of nomination committee members
All three nomination committee members are up for election this year. The committee recommends that the nomination committee members be reelected for a period of two years.


3. Determination of Board members' remuneration
The nomination committee proposes the following remuneration for Board members:


Board Chairman: NOK 400,000
Deputy Chairman: NOK 350,000
Board members: NOK 300,000


The remuneration amounts for the Board Chairman and Deputy Chairman are higher than that of other Board members because of the additional responsibilities and obligations inherent in the former offices.


According to Aker policy leading personnel employed by the Group may not personally receive board remuneration from companies in the Group. Instead, board remuneration will be paid directly to the company in which the board member is employed.


4. Determination of remuneration for compensation and audit committee members
Aker Kværner's Board of directors has appointed two sub-committees - a compensation committee and an audit committee with three members each - whose members are elected by and among Board members. The nomination committee proposes the following remuneration for members of the sub-committees beyond ordinary board remuneration:


Chairman and members: NOK 25,000


5. Determination of nomination committee members' remuneration
The following remuneration for nomination committee members is proposed:


Chairman and members: NOK 10,000


Oslo, 3 March 2006


Kjell Inge Røkke
Nomination committee chairman

Subscribe

Documents & Links