Articles of association

Articles of Association for Avinor AS (June 21, 2021)

§1

The company's name is Avinor AS.

§2

The company's headquarters is in Oslo.

§3

The company's mission is to own, operate, and develop a nationwide network of airports for the civil sector and an integrated air traffic service for both the civil and military sectors. The owner decides which airports the company shall operate.

The operations shall be conducted in a safe, efficient, and environmentally friendly manner, ensuring good accessibility for all groups of travelers.

The company shall be as self-financed as possible through revenues from its main activities and other business activities related to the airports. Internally, there shall be cross-subsidization between economically profitable and unprofitable units.

The business may be operated by the company itself, by wholly-owned subsidiaries, or by other companies in which it has ownership interests or cooperates with. The owner decides whether the overall operation of an airport can be outsourced to others based on a contract and whether such an airport should be exempt from cross-subsidization.

The company shall carry out public duties as determined by the owner.

§4

The company's share capital is NOK 5,400,100,000 divided into 540,010 shares, each with a nominal value of NOK 10,000.

§5

Long-term loans for financing fixed assets can only be raised within a framework that ensures the group's equity does not fall below 40 percent of the sum of the group's net interest-bearing debt and equity at any given time.

When entering into long-term financing agreements, some assets in Avinor AS or subsidiaries involved in the group's core operations cannot be pledged. The company's signature is done jointly by the chairman of the board and a board member. The board appoints the company's CEO and determines the terms of employment for this position. The board shall establish instructions for the company's CEO. The board shall develop a plan for its own work and strive to enhance its own competence. The board shall annually evaluate its work and competence. The board shall ensure that satisfactory systems for internal control of the company’s operations are in place and that regular risk analyses, followed by preventive measures and preparedness measures, are conducted. The board shall ensure that the company assumes corporate social responsibility. The company shall comply with the Public Limited Liability Companies Act §§ 6-16a guidelines on determining salary and other remuneration to leading persons in listed companies, 6-16b report on salary and other remuneration to leading persons in listed companies, and regulations on guidelines and report on remuneration for leading persons. Guidelines in accordance with the Public Limited Liability Companies Act § 6-16a and the regulation shall be presented for approval at the ordinary general meeting starting from 2022. The guidelines shall also include an account of how the "State's guidelines for executive salary in companies with state ownership" are followed up in the company's wholly-owned subsidiaries.Salary report in accordance with Asal § 6-16 b and the regulation must be presented at the ordinary general meeting no later than from 2023.

§9

Ordinary general meeting is held every year by the end of June.