Articles of association
Adopted by the statutory general meeting on 7 October 1935
Last amended 27 June 2013
The name of the company is Belships ASA.
The company is a public limited company.
The company’s registered business office is in Oslo.
The objective of the company is shipping, charter brokerage and purchase and sale of vessels, offshore operations, participation in the exploration for and the production of petroleum, trade and industry as well as participation in companies of any sort with similar objectives.
The company’s share capital is NOK 94 704 000 distributed between 47 352 000 registered, fully paid-up shares with a nominal value of NOK 2.
The company’s board consists of three (3) to seven (7) members, possibly with deputies depending on the decision of the general meeting.
Each year the board elects a chairman among the board members.
The company is bound by the joint signatures of two (2) members of the board or by the signature of the managing director alone.
The board may authorise others to sign on behalf of the company per procurationem.
The managing director is appointed by the board.
An ordinary general meeting of the company shall be held before the end of June each year.
The ordinary general meeting shall consider and decide on the following matters:
- Approval of the annual accounts and the annual report, including the distribution of dividends.
- Other matters which are required by law or the Articles of Association to be dealt with by the general meeting.
- Documents concerning matters to be considered at the company’s general meeting, including documents which by law must be included in or enclosed with the notice of the general meeting, need not be sent to shareholders if the documents are made available on the company’s website. Notwithstanding the foregoing, a shareholder may request a copy of documents which concern matters to be considered at the general meeting.
The company’s shares shall be registered with the Norwegian Central Securities Depository (VPS).
Dividends are to be disbursed to persons registered as shareholders on the day that the dividend is agreed upon.
In the notice of the general meeting, it may be decided that shareholders who wish to take part in the general meeting, either in person or by proxy, must notify the company to this effect by a deadline of up to two (2) days before the general meeting, stating the number of shares they represent, and where appropriate who will be acting as proxy and on behalf of how many shares.