Nel ASA ($NEL)

The time is now 2:00 p.m. Norwegian time, and it's time to welcome participants to the Annual General Meeting in Nel ASA. Currently speaking is Thomas Aanmoen, I'm proposed Chairperson of the meeting. This general meeting is held as a virtual meeting where shareholders or the company may participate online, and I'd like to thank everyone who are logged on today for participating in the company's affairs and on behalf of the Board of Directors, I hereby declare the AGM open. The General Meeting is now closed for shareholders to log on and we'll move to the list of represented shares. And I would like at this time to request the kind registrars at DNB Verdipapirservice, who are keeping track of the numbers today to present the number of participating shareholders to the meeting, and these figures will also be presented in detail in the minutes, which will be published after the Annual General Meeting.

Thank you. The share capital is represented as follows: 204,984,849 shares are represented by advanced votes. 133,563 shares are represented by proxy, 50 shares are represented by instructions to the Chair of the Board. And this sums up to a total of 205, 118,462 shares, representing 11.6% of the voting share capital.

Thank you very much. And again, these details will be included in the minutes or attached to them, which will be published on the company's ticker on Newsweb after conclusion of the meeting. We may then proceed to the first item, voting item on the agenda, which is Item 2, the election of a Chairperson of the meeting and a person to co-sign the minutes for the Chair. And the Board has in line with its long-standing practice and Norwegian recommendations for good corporate governance proposed as an independent person to chair the meeting. And the proposal is that Attorney Thomas Aanmoen, currently speaking, is selected to chair the meeting. To co-sign the minutes, it is practical that person present at the company's head offices in Oslo where this meeting is transmitted from, is elected and the proposal is that the company's Head of IR, Mr. Wilhelm Fliner is elected to co-sign the minutes. So that is the proposal from agenda item 2. There have been no alternative proposals and the vote is now closed, and the item has been approved with the requisite majority. Exact voting figures on this item as well as on other items on today's agenda will appear in the minutes of the meeting, which will be, as said, made available as a stock exchange announcement and on the company's website following the meeting. We can move to Item 3, wherefor consideration, which deals with the approval of the notice and agenda. The statutory notice period pursuant to the Norwegian Public Limited Companies Act is 3 weeks, and the notice document was distributed to shareholders and also announced that a stock exchange notice on March 17, 2026. At the outset, therefore, it appears that the notice of the meeting to me has been given in a lawful and appropriate manner. As regards the agenda, the meeting will follow the sequence simply set out in the notice. On Item 3, we can now conclude the vote and the count shows that the item has been approved with requisite majority. And again, exact voting figures will be specified in the minutes of the meeting. Item 4 of the agenda is the approval of the annual accounts and Board report for 2025. We can move to voting, and we can close the vote. Count shows that the item was approved with requisite majority. Item 5 of the agenda deals with the Board's report on corporate governance. The report is included in the 2025 annual accounts of the company. This agenda item is not a voting matter, but the report shall be presented to the Annual General Meeting, pursuant to Section 5-6 of the Public Limited Companies Act. No questions or comments have been made to the Board's report on corporate governance, and we can then conclude Item 5 and move to the next agenda item, which is Item 6, concerning remuneration to Board members. The proposal for the remuneration have been made by the Nomination Committee in line with the Articles of Association and a detailed proposal follows from the notice, as well as the Nomination Committee proposal itself, and I will not read it out here. We have not received any questions or comments, so we can conclude voting on the matters. And the account shows that the item was approved with requisite majority. Item 7 of the agenda concerns remuneration to Nomination Committee, Audit Committee and Remuneration Committee. Again, same proposals were made by the Nomination Committee in line with the company's articles and the details proposals follow from the notice and the Nomination Committee proposal. No questions or comments have been made, and we can move to voting and we can close the vote showing that the item was approved with requisite majority. Moving to Item 8 on the agenda, which concerns the auditor fees. The proposal is simply that the fees, which are specified in the 2025 financial statements are approved. No questions or comments have been received to the item. We can move to voting. We can close the voting and conclude that the item was approved with requisite majority. Item 9 on the agenda concerns the updated guidelines regarding salary and other compensation to executive personnel. These updated guidelines have been available on the company's website in the notice period in accordance with the Articles of Association. And the proposal to the general meeting was that the guidelines for salary and other remuneration to members of executive personnel are approved. Again, no questions or comments have been received. We can move to voting and conclude the votes by concluding that the item was approved with requisite majority. Moving to Item 10 on the agenda, which concerns a onetime LTI investing deviation related to a new LTI plan. And the proposal, as I noted in the notice, is simply that the onetime LTI investing deviation related to the new LTI plan for executive management is approved. We have no further -- we have not received any questions or comments. We can again move to voting on the matter, and we come close to vote showing that the item was approved with requisite majority. Item 11 on the agenda concerns the report regarding salary and other compensation to executive personnel. The report has been made available on the company's web in the notice period in accordance with the Norwegian law, and the proposal is that the report on salary and other remuneration to executive personnel is approved. No questions or comments have been received to the matter. We can move to voting, concluding that the item was approved with requisite majority. Moving to Item 12 on the agenda, which concerns proposed authorization to issue shares. The background for the proposal is set out in the notice and is in effect that the current authorization lapses today and the Board, therefore, asks for its renewal. In line with corporate governance recommendations, the voting arrangements have been such that the shareholders have been asked to all separately on each specified purpose for which the authorization may be used, being Items 12.1 and 12.2 on the agenda. I can see that we have not received questions or comments. We can move to voting on both item 12.1 and 12.2 on the agenda. And concluding that the count shows that both items were approved with requisite majority. Moving on to Item 13 on the agenda, which concerns authorization to acquire treasury shares. The background for this proposal is also set out in the notice and is in effect the same as for the previous item. The current authorization lapses today and the Board, therefore, asks for its renewal. We have again received no questions or comments. We can move to voting on the matter. With respect to both Item 13.1 and 13.2 of the agenda, being the subitems under the overall Item 13. Moving to voting, and I can conclude the count shows that both Item 13.1 and 13.2 were approved with requisite majority. Item 14 on the agenda deals with the election of Board members. There are proposals for 7 members, each to be elected for a period of 1 year. This proposal was made by the Nomination Committee and the committee's reasoning for their proposals is set out in the recommendation itself, which was attached to the notice. With respect to voting on election of Board members, in line with Norwegian Corporate Governance recommendations, arrangements have been made for individual voting on each candidate. We have not received any questions or comments, so we can move to voting on the matter with respect to each individual candidate now. We can conclude the vote and the count shows that all proposed Board members were elected with requisite majority. Moving to Item 5 on the agenda. This deals with the election of Nomination Committee members. And this proposal is also made by the Nomination Committee itself with the rationale as set out in the committee's recommendation. There are 3 proposed candidates. Again, with respect to voting on the election of Nomination Committee members, arrangements have been made for individual voting on each candidate. We have not received questions or comments to this agenda item either. So we can move to voting on each individual candidate separately. We can conclude the voting and the count shows that all proposed nomination committee members were elected with requisite majority. And as mentioned in the introduction, the exact figures on all voting items in the -- today's Annual General Meeting will be specified in the minutes of the meeting, which will be made available as a stock exchange announcement on the company's web pages following the meeting. And this brings us to the end of the 2026 Annual General Meeting. I can declare the AGM for closed. And on behalf of Nel, I would like to express the company's gratitude to all participants for participating in the company's affairs. Until next time, thank you very much.