Panoro Energy ASA (PEN) Earnings Call Transcript & Summary

Good morning, everyone, and welcome to the ordinary general meeting of Panoro Energy ASA. My name is Geir Evenshaug. I'm a partner with law firm Schjødt, and I have been appointed to open the meeting. And that is also item 1 on the agenda, which is registration of attending shareholders and the listing [ from me ] shows that there are, in total, 49,337,465 shares and votes represented at the meeting, and this represents approximately 43% of the total share capital of the company. We will then go through the rest of items on the agenda. And if there are any questions as we go along, please just [ chat ] questions come across, we raised in Norwegian as well. Item 2 on the agenda is election of person to chair the meeting. The Board has proposed that I chair the meeting, and there are no votes against, so that is approved. Item 3 on the agenda is election of 1 person to cosign the minutes. I'm sitting here in my office together with [indiscernible] agent of the company. And there are no votes against to cosign the minutes. So that is approved. Item 4 of the agenda is approval of the calling notice and the agenda itself. And the calling notice was sent out as ordinarily in due time for this general meeting. And we have no votes against the approval. So the calling notice and the agenda are approved. Item 5 on the agenda is approval of the annual accounts as well as a dividend for the financial year of 2020. This proposed resolution then includes also an authorization for the Board to approve our dividend later on, as all explained in the calling notice. We have no votes against the proposal. So the annual accounts for the financial year of 2020 has been approved together with the authorization for the Board. Item 6 on the agenda is a statement on the corporate governance, and the statement on corporate governance is included in the annual accounts. This is a non-votable item. It's for information only. So unless there are any questions to the statement on corporate governance, we can move ahead with Section 7, which is approval of the remuneration to the Board. And pursuant to the articles of the company, the Nomination Committee of the company has made a proposal for remuneration to the Board set out in the calling notice. On this agenda, we have approximately 6 million votes against and 190,000 votes abstaining, which still means that the proposal has approximately 88% the majority, and the approval is given. Item 8 on the agenda is remuneration to the members of the Nomination Committee. On this particular agenda point, we have 190,000 votes abstaining, which means that the proposal for remuneration to the members of the Nomination Committee is unanimously approved. Item 9 on the agenda is remuneration to the auditor for the financial year 2020. On this item on the agenda, there is also 190,000 votes abstaining, which means that this is approved by 100% majority. Item 10 on the agenda is the statement from the Board regarding remuneration and other benefits for leading employees. And as the company has done in previous years, this has been divided into 2 items: one which is binding on the company and one which is only guidance from the general meeting. On Item 10a, we have approximately 2.1 million shares votes against and 190,000 votes abstaining. It still means that we have approximately 98% majority. And Item 10a is approved. On Item 10b, we have approximately 900,000 votes against and 190,000 as abstaining, which means again that we have 98% approximately in favor. Item 10b is also approved. Moving on then to Item 11 on the agenda, which is a proposal to give the authorization to the Board to conduct capital increases. And this is for share issues under the company's incentive program. On this item, we have 1.1 million shares voting against, still means that there is 98% in favor, and the proposal has been approved. Item 12 is a proposal for a Board authorization to issue shares, and this is for share issues from other purposes than incentive programs. On Item 12, we have no votes against. So this is 100% majority and approved. Item 13 is another authorization for the Board. This is an authorization for the Board to acquire own shares. And again, there are no votes against, so it's 100% majority and approved. On Item 14, that's the election of directors to the Board. And pursuant to the articles, the Nomination Committee has made its proposal and recommendation for Board members. And the Nomination Committee has basically proposed and recommended that the current board is reelected. Votes have been cast for each candidate. And we have 962 votes against [ Torstein ] and Garrett Soden. And apart from that, there are no other votes against. And then the Board has been reelected with either 100% or 99.99% majority. Item 15 is election of members to the Nomination Committee, and the Nomination Committee has made the proposal and recommendation that the current committee is reelected. And again, the votes have been casted for each candidate separately. We have 190,000 votes abstaining for each candidate that means that each candidate has received 100% of the votes cast, and all candidates have been elected. Item 16 is the last item. This relates to a renewal -- renewable of the company's RSU program, employee incentive program. On Item 16, we have 920,000 approximately votes against and 190,000 approximately votes abstaining, which means that the proposal has 98% approximately majority in favor and the proposal is approved. And that concludes all the items on the agenda. Are there any questions from anyone participating by telephone conference? Doesn't seem to be any questions, and then we can close the call. I thank you all for participating. Thank you.