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General meeting of Stolt-Nielsen Limited

At the general meeting of Stolt-Nielsen Limited on 16 April 2019, Folketrygdfondet will vote against item numbers 3f and 4, for the following reasons:

Matter number 3f: Election of Niels G. Stolt-Nielsen as a board member

Niels G. Stolt-Nielsen is the CEO of Stolt-Nielsen Limited. Section 8 of the Norwegian Code of Practice for Corporate Governance states that the board of directors should not include executive personnel. One of the main tasks of the board is to supervise company management, which includes appointment and termination of the CEO. Folketrygdfondet considers that the board can only supervise company management adequately if board members have not been recruited from management.

Folketrygdfondet will therefore vote against the election of Niels G. Stolt-Nielsen as a board member.
Matter number 4: Board authorisation to appoint new board members

The board of Stolt-Nielsen Limited is asking the general meeting to authorise it to appoint new board members. As a matter of principle, Folketrygdfondet takes the view that board members must be elected by the shareholders through the general meeting.

Folketrygdfondet will therefore vote against authorising the board to appoint new board members.
 

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