Minutes of the Board of Trustees meeting on 17 March 2005

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1 Minutes of the Board of Trustees meeting on 17 March 2005 Sparebanken Nord-Norge s Board of Trustees met on Thursday 17 March 2005 at at the Bank s premises in Tromso. The notification convening the meeting was dated 7 March 2005 and had been sent to members of the Board of Trustees, the main Board of Directors and Control Committee, and to the Bank s External Auditor. The following 34 members and deputy members attended the meeting: Lars Klæboe Jann Sandøy Reidun Kristiansen Flakstad Jan-Hugo Sørensen Sigfred Andersen Bitten Barman-Jenssen Sissel Brufors Jensen Benn Mikalsen Ann-Sissel Emaus Arne Kr. Bredahl Alvhild Yttergård Erik Sture Larre Trond Mohn Tor Lægreid Kjell Kræmer Widar Slemdal Andersen Bente Evensen Torvall Lind Herman Mehren Alf E. Erevik Marie Fangel Trygve Myrvang Berit Olaug Berg Liv Knaplund Terje Sundklakk Inger Løkken Linda Bornø Odd Iversen Nan Sissel Yttergård Randi Hanssen Villy K. Johansen Ove Hagen Brith Sand In addition, members of the main Board of Directors and representatives of the Bank s management were present. Torvall Lind, Chairman of the Board of Trustees, chaired the meeting. There were no comments relating to the way in which the meeting had been convened, nor relating to the agenda of matters to be discussed. The meeting was declared legal in all respects. Reidun Kristiansen Flakstad and Widar Slemdal Andersen were chosen to sign the Minutes of the meeting together with the Chairman of the Board of Trustees. The following matters had been submitted for discussion and consideration: 6/2005 Election of elected representatives Forstanderskapsmøte 2005\Protokoll

2 The Election Committee s recommendations dated 7 March 2005 had been sent out together with the notification convening the meeting. Jan Hugo Sørensen, Chairman of the Board of Trustees Election Committee, explained about the elections and the work of the committee. All elections were reviewed in detail, the result of which was as follows: I. Board of Trustees Election period Chairman Torvall Lind, Tromsø, Man. Dir. (G) - re-elected 2005 Deputy Chairman Ann-Sissel Emaus, Burfjord, Printer (O) - re-elected 2005 II. Board of Trustees Election Committee Member Erik Sture Larre, Oslo, lawyer (G) - re-elected 2005/06 Linda Bornø, Harstad, Adviser (A) - re-elected 2005/06 Deputy members Kjell Kræmer, Man. Dir. (G) - re-elected 2005/06 Ove Hagen, Hammerfest, Adviser (A) - new 2005/06 III. Depositors Election Committee Member Bjørn Atle Hansen, Honningsvåg, Deputy Mayor - re-elected 2005/06 Deputy member Sigfred Andersen, Honningsvåg, Headmaster - re-elected 2005/06 IV. Main Board of Directors Chairman Kjell Olav Pettersen, Man. Dir. - new 2005/06 Members Erik Sture Larre jr., Oslo, Engineer - re-elected 2005/06 Åse Annie Opsjøn, Stokmarknes, Sales Mgr. - re-elected 2005/06 Deputy Members Roar Dons, Tromsø, Co. Chairman - re-elected 2005 Elsa Eriksen, Finnsnes, School Inspector - re-elected 2005 Gunnar Mathisen, Alta, Self-employed (O) - re-elected 2005 Gunnar Kristiansen, Elected rep. (A) - re-elected 2005 Ellinor Oftedal, Svolvær, Elected rep. (A) - re-elected 2005 V. Regional Boards of Directors Region Nordland Deptuty Chairman Åshild Nordnes, Bodø, Personnel Mgr. - re-elected 2005/06 Members Jon Tørset, Bodø, County Mayor (O) - re-elected 2005/06 Gunn Helen Kristensen, Rognan, El. Rep. (A) - re-elected 2005/06 Deputy members Ove Sørdahl, Straumen, Financial Mgr. - re-elected 2005 Brynjar Kroknes, Brønnøysund, Gen. Mgr. - re-elected 2005 Forstanderskapsmøte 2005\Protokoll

3 Randi Myrvang Næss, Halsa (O) - new 2005 Aud Skaret, Meløy, Elec. Rep. (A) - re-elected 2005 Anna Jacobsen, Bodø, Elec. Rep. (A) - re-elected 2005 Region Hålogaland Chairman Ottar B. Nilsen, Harstad, Lawyer - re-elected 2005/06 Members Berit Pettersen, Sortland, Financial consultant - re-elected 2005/06 Frode Anderssen, Stokmarknes, Elected rep. - new 2005/06 Deputy members Evy Martinsen, Myre, Accts. & Admin. Mgr. - re-elected 2005 Svein Helland, Svolvær, Managing Dir. - new 2005 Kari Anne Larsen, Harstad, Deputy Mayor (O) - new 2005 Ellinor Oftedal, Svolvær, Elected Rep. (A) - new 2005 Tove Selma Brune, Harstad, Elec. Rep. (A) - re-elected 2005 Region Troms Members Roy Johansen, Nord-Lenangen, Co. Chairman - re-elected 2005/06 Alfred Aksnes, Tromsø, Managing Director - new 2005/06 Gunda Johansen, Balsfjord, Mayor (O) - new 2005/06 Deputy members Bjørnar Heimly, Skjervøy, General Mgr. - re-elected 2005 Vigdis Johnsen, Finnsnes, Corp. Adviser - re-elected 2005 Oddvar Bjørnsen, Bardu, Mayor (O) - new 2005 Øystein Sørvoll, Lyngseidet, Elec. Rep. (A) - new 2005 May Sissel Johansen, Finnsnes, Elec. Rep. (A) - new 2005 Region Finnmark Deputy Chairman Tor Arne Pettersen, Alta, Company Owner - re-elected 2005/06 Members Hans M. Ellingsen, Hammerfest, (O) - new 2005/06 Turid Ingebrigtsen, Kirkenes, Elec. Rep. (A) - re-elected 2005/06 Deputy members Ann Kristin Kvalsvik, Akkarfjord, Gen. Mgr. - new 2005 Anne Marie Gaino, Kautokeino, Financial Mgr. - re-elected 2005 Gunnar Milch, Hammerfest (O) - new 2005 Linn Knudsen, Alta, Elec. Rep. (A) - re-elected 2005 John Arve Møller, Elec. Rep. (A) - re-elected /2005 Fees and other remuneration for elected representatives The fees payable to the Bank s elected representatives were last changed at the Board of Trustees meeting held on 25 March The Board of Trustees Election Committee has submitted the following proposal for new fees and other remuneration for the Bank s elected representatives: Board of Trustees Chairman NOK 50,000 per year Forstanderskapsmøte 2005\Protokoll

4 Members/Deputy members NOK 2,500 per meeting Control Committee Chairman NOK 110,000 per year Members NOK 65,000 per year Deputy members NOK 2,500 per meeting Main Board of Directors Chairman NOK 280,000 per year Deputy Chairman NOK 150,000 per year Members NOK 120,000 per year Deputy member regularly attending NOK 65,000 per year Other dep. members attending NOK 7,500 per meeting Board of Trustees Election Committee Chairman NOK 12,000 per year NOK 2,500 per meeting Members NOK 2,500 per year NOK 2,500 per meeting Deputy members NOK 2,500 per meeting Other Election Committees Chairman NOK 7,000 per year NOK 2,500 per meeting Members/deputy members NOK 2,500 per meeting Other forms of remuneration Remuneration of NOK 2,500 per meeting would normally apply to ad hoc committees made up of Board of Trustees members. Lost earnings, properly confirmed, or payment made to someone hired as a substitute for the time involved, are reimbursed by up to NOK 1,750 per day. For workers and employees, proper documentation from employer has to be submitted. In the case of self-employed people, documentation must be provided showing the cost of hiring help, or the extent of the financial loss will have to be stated. Lost earnings not documented may be covered by up to NOK 1,000 per day. Travel expenses will be reimbursed according to the Bank s currently valid regulations. Resolution: The Election Committee s proposal dated 7 March 2005, setting out the amounts of fees and other remuneration, is hereby approved, and will acoordingly form the basis for payment of fees and other remuneration to the Bank s elected representatives. The new amounts will apply from 1 January /2005 Change in by-laws bonus issue and split of the Bank s PCCs. Forstanderskapsmøte 2005\Protokoll

5 At the Board of Trustees meeting on 16 March this year, in connection with the matter referred to as 5/2005, the following proposed resolution was put forward: 1. Increase in the Bank s PCC-capital through a bonus issue The PCC-capital to be increased by NOK 131,940,400, from NOK 659,701,800 to NOK 791,642,200, by transferring NOK 131,940,400 from the Dividend Equalisation Fund, the bonus issue to be completed by issuing 1,319,404 new PCCs (bonus certificates). The bonus issue to be completed by transferring NOK 131,940,400 from the Dividend Equalisation Fund. The new PCCs to have a nominal value of NOK 100 each, the issue to be priced at par. A total amount of 1,319,404 new PCCs to be issued at a nominal amount of NOK 100 each, 5 old PCCs entitling the holder to one new PCC. The basis of allocation will be the number of PCCs each PCC-holder owns on the day on which the Board of Trustees passes its final resolution. PCC-holders who, with reference to the abovementioned ratio, own certificates for which no new PCCs will be issued, will be entitled to receive fractional certificates relating to the PCCs in question. On behalf of these investors, the Bank will sell those PCCs which are owned by the holders of fractional certificates. The sale will take place in the market once the bonus issue has been registered at the Norwegian Register of Securities (VPS). The relative share of the sales amount to which each owner of fractional certificates accordingly is entitled will be credited to his/her/its dividend account at VPS as soon as practically possible. The new PCCs shall have the same priority as the existing PCCs. The new PCCs qualify for dividends with effect from the 2005 accounting year and any other rights from the time of registration of the abovementioned capital increase at the Norwegian Register of Business Enterprises (Foretaksregisteret). 2. Split of the Bank s PCCs After completion of the bonus issue mentioned above, the nominal amount of each PCC will be split into two, the new nominal amount of each certificate being NOK 50. The total number of PCCs after the abovementioned split will be 15,832, Change of by-laws, 2-1, 4th sub-section. In view of the above, it is hereby proposed that the Bank s by-laws, 2-1, 4th sub-section, is changed from: Forstanderskapsmøte 2005\Protokoll

6 The Savings Bank s PCC-capital, in accordance with the abovementioned sub-section, amounts to NOK 659,701,800, made up of 6,597,018 PCCs of a nominal value of NOK 100 each, fully paid. to: The Savings Bank s PCC-capital, in accordance with the abovementioned sub-section, amounts to NOK 791,642,200, made up of 15,832,844 PCCs of a nominal value of NOK 50 each, fully paid. Resolution: The Board of Trustees hereby agrees to the submitted proposal for resolution and change in by-laws. The Bank s management is hereby authorised to fix the time for the implementation, but this must not take place before the required approval has been obtained from the Financial Regulatory Agency of Norway (FRAN Kredittilsynet). 9/2005 Committee to assess changes in the composition of the Board of Trustees and the Boards of Directors With effect from 1 January 2005, there has been a change in the law, according to which the statutory requirement regarding Board of Trustees members appointed and elected from the public sector and the Bank s depositors has been removed. It was proposed that a committee should be established in order to look at whether Sparebanken Nord-Norge should change the composition of its Board of Trustees. The committee should also assess whether the inclusion of public sector members on the Bank s Boards of Directors should be done in accordance with the Bank s by-laws Reference is made in this connection to the proposal in question and to the explanation provided by the CEO at the meeting. Resolution: 1. The Board of Trustees to appoint a committee consisting of one representative for each of the groups represented on the Board of Trustees, the Chairman of the main Board of Forstanderskapsmøte 2005\Protokoll

7 Directors and Chief Executive Officer, for the purpose of coming up with and evaluating proposals for the future composition of the Board of Trustees. The Chairman of the Board of Trustees is hereby authorised to appoint one representative for each of the groups represented on the Board of Trustees. This is to be done by consulting each of these groups. 2. The committee to be given the following mandate: 2.1 Against the background of the legal change relating to savings banks Boards of Trustees and Boards of Directors, the committee shall assess whether it should be determined through the Bank s by-laws if the 14 members of the Board of Trustees who are public sector appointees or who are elected by depositors are to be chosen on the basis of customer structure, other interest groups and the social functions involved. Furthermore, the committee shall also assess how many staff representatives should be on the Board of Trustees. 2.2 The committee shall also assess whether the Bank should determine through its bylaws if there should be a public sector appointee as a member of the Bank s main Board of Directors and of the 4 regional Boards of Directors or if the Board of Trustees should be free to decide this on its own in the case of future elections 2.3 The committee shall, if any changes to today s arrangement are proposed, also recommend a time for implementation. All resolutions were unanimous. The Chairman of the Board of Directors, Harald Overvaag, received thanks and praise for his work for the Bank. The newly elected Chairman of the Board of Directors, Kjell Olav Pettersen, met the Board of Trustees and introduced himself. He thanked everyone for the trust shown in him and said that he would be taking on this important position with humility. The meeting finished at Reidun Kristiansen Flakstad Widar Slemdal Andersen Torvall Lind Chairman of the Board of Trustees Forstanderskapsmøte 2005\Protokoll

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