Item 6: The Boards guidelines on determination of salary and other remuneration to leading personnel
Folketrygdfondet is positive towards remuneration programs that are targeted and results-dependent. Incentive programs should be firmly connected to personal- and company targets that ensure strong value creation for shareholders over time. For share option plans and other share-based programs, we also expect the Boards to set a maximum threshold for the arrangement and that the scope is not unreasonable.
As Norwegian’s share option plan may result in issuance of up to 5% new shares and the maximum ceiling is set high, Folketrygdfondet is of the opinion that the proposal has a too large scope and may involve a too large transfer of values from the shareholders to the leading personnel of the company. Folketrygdfondet will therefore vote against the proposed resolution for item 6.
Item 12: Board authorization to acquire treasury shares
The Board requests authorization to acquire treasury shares with an aggregate nominal value of up to 10 per cent of the company's share capital. This authorization may be used in connection with the company's incentive programs. In accordance with our voting rationale for item 6, Folketrygdfondet will vote against item 12.
Item 14: Board authorization to issue shares in connection with the company's incentive programs
The Board requests to be granted authorization to issue new shares in connection with the company's incentive programs. In accordance with our voting rationale for item 6, Folketrygdfondet will also vote against item 14.