AGM notice issued by Statoil
Statoil (OSE: STL, NYSE: STO) will hold its annual general meeting from 17.00 on Wednesday 10 May 2006 at the Clarion Hotel in Stavanger, Norway.
The agenda will be as follows:
1. Opening of the annual general meeting by the chair of the corporate assembly.
2. Registration of attending shareholders and proxies.
3. Election of a chair of the meeting.
4. Election of a person to co-sign the minutes together with the chair of the meeting.
5. Approval of the notice and the agenda.
6. Approval of the annual report and accounts for Statoil ASA and the Statoil group for 2005, including the board of directors’ proposal of an ordinary and extraordinary dividend.
The board proposes a total dividend of NOK 8.20 per share, of which NOK 4.60 per share is special dividend.
7. Determination of remuneration for the company’s auditor.
8. Election Election of members and deputy members to the corporate assembly
All of the shareholder-elected members of the corporate assembly are up for re-election. Eight members, including the chair of the corporate assembly and three deputy members, are to be elected.
9. Determination of remuneration for the members of the corporate assembly
10. Amendment to the articles of association § 11 – election committee
The Norwegian Code of Practice for Corporate Governance recommends that all members of election committees in listed companies are elected by the company’s annual general meeting. In order to adapt Statoil’s articles of association to this recommendation, the board of directors proposes that the articles of association be changed.
11. Election of members of the election committee
12. Determination of remuneration for members to the election committee
13. Reduction of capital through the annulment of own shares
At the extraordinary general meeting on 25 May 2001, Statoil was provided with 25,000,000 own shares for the purpose of distributing bonus shares to investors in the company’s stock exchange listing who met the requirements stipulated for such bonus shares. Following the distribution of bonus shares during the course of 2002, Statoil still held 23,441,885 own shares, which it has retained since. The shares cannot be used for other purposes without the consent of a general meeting. Statoil has no concrete plans for the use of these shares and it therefore wishes to carry out a capital reduction through the annulment of these shares. Such annulment of own shares is in accordance with Norwegian recommendations for corporate governance.
14. Authorisation to acquire Statoil shares in the market for subsequent annulment
The board of directors requests the annual general meeting to authorise it to repurchase up to 50,000,000 own shares (approximately 2.3 per cent of the company’s share capital) in accordance with the Public Limited Companies Act section 9-4. Such authorisation is common in many listed companies. The repurchase of own shares benefits shareholders by increasing the owner interest in the company of the remaining shares.
15. Authorisation to acquire Statoil shares in the market in order to continue implementation of the share saving plan for employees
For further information:
Lars Troen Sørensen, senior vice president for investor relations, + 47 90 64 91 44 (mobile), +47 51 99 77 90 (office)
Geir Bjørnstad, vice president for investor relations USA: +47 913 923 45 (mobile)
Ola Morten Aanestad, vice president for media relations, +47 48 08 02 12 (mobile) +47 51 99 13 77 (office)