The main framework as regards the convening and holding of an AGM in Statoil is as follows:

Pursuant to the company's articles of association, the AGM must be held by the end of June each year. Notice of the meeting and documentation for the AGM are published on Statoil's website at least 21 days prior to the meeting and consecutively sent by mail to all shareholders whose address is known within 21 days before the AGM. All shareholders who are registered in the Norwegian Central Securities Depository (VPS) will receive an invitation to the AGM.

Shareholders are entitled to have a proposal dealt with at the general meeting if the proposal has been submitted in writing to the board of directors in sufficient time to allow inclusion in the distributed notice of meeting. Shareholders who are prevented from attending may vote by proxy.

The deadline for registration for the AGM is the day before the AGM is due to take place.

The AGM is normally opened and chaired by the chair of the corporate assembly. If there is a dispute concerning individual matters and the chair of the corporate assembly belongs to one of the disputing parties or is for some other reason not perceived as being impartial, another person will be appointed to chair the AGM in order to ensure impartiality in relation to the matters to be considered. The AGM is conducted in Norwegian and translated simultaneously into English. As Statoil has a large number of shareholders with a wide geographical distribution, Statoil offers its shareholders the opportunity to follow the AGM by webcast with simultaneous translation into English.

At the AGM the following decisions are made:  

  • Election of the shareholders' representatives to the corporate assembly
  • Election of the nomination committee (referred to as the election committee in the articles of association)
  • Election of the external auditor and stipulation of the auditor's fee
  • Approval of the board of directors' report, the financial statements and any dividend, proposed by the board of directors and recommended by the corporate assembly
  • Any other matters listed in the notice convening the AGM.

All shares carry an equal right to vote at general meetings. Resolutions at AGMs are normally passed by simple majority. However, Norwegian company law requires a qualified majority for certain resolutions, including resolutions to waive preferential rights in connection with any share issue, approval of a merger or demerger, amendment of the articles of association or authorisation to increase or reduce the share capital. These matters require the approval of at least two-thirds of the aggregate number of votes cast as well as two-thirds of the share capital represented at the AGM.

Minutes from the AGM are made available on Statoil's website at www.statoil.com/agm immediately after the meeting.

In 2010, a proposal to revise the articles of association will be forwarded by the board for approval by the AGM. The revision, if approved, will allow distribution of documents to future AGMs at Statoil's website. A shareholder may nevertheless request that documents, which relate to matters to be dealt with by the AGM, are sent to him/her by regular mail.