---
title: "Wallenius Wilhelmsen ASA Annual General Meeting 2026 Norway; dividend authorisation through 2027"
sdDatePublished: "2026-04-28T13:09:00Z"
source: "https://www.walleniuswilhelmsen.com/storage/images/Investor-relations/AGM-2026/Presentation-WW-ASA-AGM-29-April-2026.pdf"
topics:
  - name: "business enterprise"
    identifier: "medtop:20000349"
  - name: "business governance"
    identifier: "medtop:20000199"
  - name: "annual report"
    identifier: "medtop:20000194"
  - name: "corporate dividends"
    identifier: "medtop:20000177"
  - name: "executive officer"
    identifier: "medtop:20000190"
  - name: "board of directors"
    identifier: "medtop:20000195"
  - name: "accounting and audit"
    identifier: "medtop:20000172"
  - name: "transport"
    identifier: "medtop:20000337"
locations:
  - "Norway"
---


Wallenius Wilhelmsen ASA Annual General Meeting 2026 Norway; dividend authorisation through 2027

Annual General
Meeting 2026
29 April 2026
Annual General Meeting 2026

Agenda
1. Election of chairperson of the meeting
2. Adoption of the notice and agenda
3. Election of a person to co-sign the minutes
4. Approval of the annual accounts and the annual report for the financial year 2025
5. Authorisation to the board of directors to distribute dividends under the Company’s dividend policy
6. Approval of guidelines for salary and other remuneration to leading personnel
7. Report on salary and other remuneration to leading personnel
8. Statement on corporate governance pursuant to Section 2-9 of the Norwegian Accounting Act
9. Approval of the fee to the Company’s auditor
10. Election of members and deputy members to the board of directors
11. Determination on the remuneration for the members of the board of directors
12. Determination on the remuneration to the members of the nomination committee
13. Determination on the remuneration to the members of the audit committee
14. Determination on the remuneration to the members of the people, culture and remuneration committee
15. Authorisation to the board of directors to acquire shares in the company
16. Authorisation to the board of directors to increase the share capital

The board of directors propose that the general meeting is
chaired by Ylva Gjesdahl Petersen, lawyer at
Advokatfirmaet Thommessen AS.
Item 1
Election of chairperson of the meeting

Item 2
Adoption of the notice and agenda

Item 3
Election of a person to co-sign the minutes

The board of directors propose that the annual accounts
and the annual report for the financial year 2025 are
approved.
Item 4
Approval of the annual accounts and the annual
report for the financial year 2025

a)
The board of directors is granted an authorisation to
resolve distribution of dividend on the basis of the
Company’s financial statements for 2025, cf. the
Norwegian Public Limited Liability Companies Act
Section 8-2 (2).
b)
In connection with any use of the authorisation the
board of directors shall ensure that resolutions are in
accordance with the company’s dividend policy.
c)
The board of directors shall prior to every resolution
regarding distribution of dividends consider whether the
company, following the distribution of dividends, will
have an adequate equity and liquidity, cf. Section 8-1
(4) cf. Section 3-4 of the Norwegian Public Limited
Liability Companies Act.
d)
The authorisation is valid until the Company’s annual
general meeting in 2027.
Item 5
Authorisation to the board of directors to distribute
dividends under the Company’s dividend policy

The board of directors recommend that the general meeting
approves the guidelines for salary and other remuneration
for leading personnel prepared by the board of directors.
Item 6
Approval of guidelines for salary and other
remuneration to leading personnel

The board of directors recommends that the general
meeting by an advisory vote endorses the report on salary
and other remuneration to the Company’s leading
personnel.
Item 7
Report on salary and other remuneration to leading
personnel

(The statement is not subject to the general meeting’s
vote.)
Item 8
Statement on corporate governance pursuant to
Section 2-9 of the Norwegian Accounting Act

The board of directors proposes that the auditor’s fee to
Ernst & Young AS for the financial year 2025 of
NOK 2,465,000 for the audit of the financial statements of
Wallenius Wilhelmsen ASA and NOK 205,000 for the limited
assurance of the sustainability statements is approved.
Item 9
Approval of the fee to the Company’s auditor

For the period from the Annual General Meeting in 2026
until the Annual General Meeting in 2027, the nomination
committee proposes the following persons be elected to the
board:
• Rune Bjerke (Chairman)
• Thomas Wilhelmsen
• Hans Åkervall
• Yngvil Eriksson Åsheim
• Magnus Groth
• Line Hestvik
• Lieve Logghe
As deputy personal board members for Thomas
Wilhelmsen and Hans Åkervall respectively, the nomination
committee proposes Mr. Christian Berg and Mr. Erik
Nøklebye – also for a period of 1 year.
Item 10
Election of members and deputy members to the
board of directors

The nomination committee proposes that the AGM
approves the following remuneration to the board of
directors for the period from the AGM 2025 to the AGM
2026 (the “period”):
Chair of the board of directors: NOK 1 800 000
Other board members:
NOK
675 000
The remuneration shall be payable immediately after the
AGM 2026. If a board member has not served for the entire
period; the remuneration shall be adjusted down pro rata
(based on the number of days served compared to the full
period based on 365 days)
Item 11
Determination on the remuneration for the
members of the board of directors

The nomination committee proposes that the AGM resolves
that the remuneration for the members of the nomination
committee for the period shall be:
Chair of the nomination committee:
NOK 150 000
Other members:
NOK 100 000
Item 12
Determination on the remuneration to the
members of the nomination committee

The nomination committee proposes that the AGM resolves
that the remuneration for the members of the audit
committee for the period shall be:
Chair of the audit committee:
NOK 125 000
Other members:
NOK
95 000
Item 13
Determination on the remuneration to the
members of the audit committee

The nomination committee proposes that the AGM resolves
that the renumeration for the people, culture and
remuneration committee shall be:
Chair of people, culture and
remuneration committee:
NOK 125 000
Other members:
NOK
95 000
Item 14
Determination on the remuneration to the
members of the people, culture and remuneration
committee

The board of directors proposes that the general meeting
adopts the following resolution:
a)
Pursuant to Section 9-4 of the Norwegian Public Limited
Liability Companies Act, the board of directors is granted an
authorisation to, on behalf of the company, acquire own shares
with a total nominal value of up to NOK 22,001,456 which
equals 10% of the current share capital.
b)
The maximum amount to be paid for each share is NOK 300
and the minimum amount is NOK 0.52.
c)
Acquisition and sale of own shares may take place in any way
the board of directors finds appropriate, however, not by way of
subscription.
d)
The authorisation is valid until the Company’s annual general
meeting in 2027, but no longer than 30 June 2027.
Item 15
Authorisation to the board of directors to acquire
shares in the company

Item 16
Authorisation to the board of directors to increase the share capital
• The board of directors propose that the size of the authorisation shall correspond to 10% of the Company’s current share
capital.
• The board of directors propose that the general meeting adopts the following resolution:
a)
Pursuant to Section 10-14 of the Norwegian Public Limited Liability Companies Act, the board of directors is granted an authorisation to
increase the share capital by up to 10% of the share capital of the Company, i.e., up to NOK 22,001,456.
b)
The shareholders’ preferential right to the new shares pursuant to Section 10-4 of the Norwegian Public Limited Liability Companies Act
may be deviated from.
c)
The authorisation may comprise share capital increases against contribution in kind, cf. Section 10-2 of the Norwegian Public Limited
Liability Companies Act.
d)
The authorisation may comprise share capital increases in connection with mergers pursuant to Section 13-5 of the Norwegian Public
Limited Liability Companies Act.
e)
From the time of registration of this authorisation in the Norwegian Register of Business Enterprises, this authorisation shall replace the
authorisation to increase the share capital granted to the board of directors at the annual general meeting held on 29 April 2025.
f)
The authorisation is valid until the Company’s annual general meeting in 2027, but no longer than 30 June 2027.