Equal Treatment of Shareholders and Transactions with Close Associates

The Company has one class of shares only and each share entitles the holder to one vote at the Company’s General Meetings. Transactions with close associates shall be on arm’s-length basis and always in compliance with the Norwegian Public Limited Liability Companies Act.

The Company has one major shareholder, Teekay Corporation (“Teekay”), which currently holds 43.5% of the Company’s shares. As two out of the five of the Company’s shareholder-elected members are Teekay representatives, and the Company may engage in business activities with or in cooperation with Teekay, the Company has established specific guidelines for how matters concerning the commercial relationship between the Company and Teekay shall be handled at board level, with a view to securing a foreseeable and consistent practice which caters for potential conflict of interest situations, arm’s-length distance and sound governance. The Board is presently carrying out an evaluation of the agreements between Sevan Marine and its main shareholder.
Pursuant to the Company’s Rules of Procedure for the Board of Directors, in the event of transactions which are not insignificant between the Company and its shareholders, Directors or Senior Management, the Board of Directors shall obtain a valuation from an independent third party. Directors, the CEO and members of the Senior Management shall notify the Board of Directors if they have a significant interest in an agreement entered into by the Company.

For more information about transactions with related parties, please refer to Note 28 to the consolidated financial statements included in the 2012 Annual Report.