MULTI – Voting Restriction

Oslo 8. May 2015 Reference is made to the press release from Oslo Børs dated 6 May 2015 in which it was announced that the board of directors of Oslo Børs has resolved to admit Multiconsult ASA ("Multiconsult") to listing on Oslo Børs, subject to the satisfaction of certain conditions. One of these conditions is that Multiconsult publishes a stock exchange notice describing the voting restriction on 25% stipulated in the company’s article of association.  

Norwegian law provides that each outstanding share shall represent a right to one vote at the general meeting of Multiconsult. However, the articles of association of Multiconsult sets forth that no shareholder, including such shareholder’s close associates, may vote for more than 25% of the shares at the general meeting of Multiconsult. A shareholder’s close associates include the following:

  1. a spouse or a person with whom the shareholder cohabits in a relationship akin to marriage,

  2. the shareholder’s under-age children, and under-age children of a person as mentioned in no. 1 with whom the shareholder cohabits,

  3. an undertaking within the same group as the shareholder,

  4. an undertaking in which the shareholder himself or a person as mentioned in number 1, 2 or 5, exercises influence as mentioned in the Public Limited Companies Act Section 1-3.

  5. A party with whom the shareholder must be assumed to be acting in concert in the exercise of rights accruing to the owner of a financial instrument.

This restriction can be removed by the general meeting of Multiconsult at any time by a 2/3 majority.