Cloudberry Annual report 2021 Corporate Governance 86 As a main rule, the members of the Board of Directors shall not have any specific assignments for the Company in addition to their appointment as members of the Board of Directors. The Chairman of the Board was however engaged on a temporary assignment related to assist the Company with development of the shallow-water project, Stenkalles Grund. This reason for engaging the chairperson for this assignment is that the chairperson has knowledge of the project since inception. This engagement has been fully disclosed and approved by the Board of Directors. The assignment was terminated April 2021. Further information about the engagement can be found in note 27 Transaction with related parties of the annual report for 2021. Deviations from Section 11 of the Corporate Governance Code: The Company’s chairperson, Frank J. Berg, has been engaged for a temporary assignment related to Cloudberry’s shallow-water project, Stenkalles, in addition to his engagement as chairperson. 12. Salary and other Remuneration for Executive Personnel Cloudberry has established guidelines for salary and other remuneration for executive personnel. The guidelines have been prepared in accordance with Section 6-16a of the Public Limited Companies Act, with applicable regulations on guidelines and reporting of remuneration for leading personnel. The main purpose of the guidelines is to allow shareholders to influence the parameters determining salary and other kinds of remuneration to executive personnel and to create a culture for remuneration that promotes the Company’s long-term interests and strategy and the Company’s financial sustainability, while at the same time ensuring the shareholders’ influence. The guidelines have been prepared by the Board of Directors and was approved at the extraordinary General Meeting held 17 June 2021. The Guidelines are applicable to remuneration accrued from 1 January 2021. By remuneration means all consideration received by an individual, including fixed salary, performance-based pay and other benefits. The remuneration for leading personnel is based on attracting and retaining relevant expertise to further develop the Company. The guideline sets out an absolute limit for performance-related remuneration. More detailed information about the individual remuneration of the CEO and other leading personnel is provided in the Company’s annual report note 13. Employee benefits and share based payments and the Company’s guidelines on the salary and other remuneration for executive personnel will be published after the General Meeting.in 2022. Deviations from Section 12 of the Corporate Governance Code: None 13. Information and Communications The Board of Directors adopted an Investor Relations policy with a description of the Company’s investor information and investor relations policy. The policy clarifies roles and responsibilities related to financial reporting and contact with the shareholders and the investor market. This is to ensure transparency and equal treatment of the stakeholders. Cloudberry publishes its financial calendar annually with a list of dates for important events such as Annual General Meetings and financial reports. The Company practices a silent period of two weeks ahead of publication of financial statements. Cloudberry provides all stock exchange announcements, financial reports and presentations, and other IR information at the Company’s web site www. cloudberry.no. and the information is also posted at Oslo Børs` official news channel www.newsweb. oslobors.no. Cloudberry gives presentations in connection with the financial reporting, and these presentations are broadcasted digitally. Deviations from Section 13 of the Corporate Governance Code: None 14. Take-Overs The instructions of the Board of Directors of Cloudberry contain guidelines on how the Board of Directors shall act in the event of a take-over bid. In such case, the Board of Directors shall ensure that the shareholders’ interests are safeguarded and that all shareholders are treated equally, and that the Company’s activities are not unnecessarily interrupted. The Board of Directors shall further ensure that all shareholders receive sufficient information and are given sufficient time to assess the relevant offer. The Board of Directors is responsible
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