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General meeting of Stolt-Nielsen Limited

At the general meeting of Stolt-Nielsen Limited on 21 April 2022, Folketrygdfondet will vote against agenda items 3g and 4 for the following reasons:

Item 3g: Election of Niels G. Stolt-Nielsen as a board member

Niels G. Stolt-Nielsen is the CEO of Stolt-Nielsen Limited. The Norwegian Code of Practice for Corporate Governance states that the board of directors should not include executive personnel. One of the board’s main tasks is the supervision of company management, which includes appointment and dismissal of the CEO. Folketrygdfondet considers that board members can only supervise company management adequately if the board members are not recruited from among management.

Folketrygdfondet will therefore vote against the election of Niels G. Stolt-Nielsen as a board member.

Item 4: Board authorisation to appoint new board members

The board of Stolt-Nielsen Limited is requesting authorisation from the general meeting to appoint new board members. Folketrygdfondet considers, as a matter of principle, that board members should be elected by the shareholders at a general meeting.

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