The Ordinary General Meeting in Sparebanken Norge was held on 26 March 2026 at 12:00
at the bank's office in Jonsvollsgaten 2, Bergen.
The agenda was as follows:
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OPENING OF THE MEETING
The General Meeting was opened by the by the Chairman of the General Meeting, Sivert Sørnes.
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LIST OF ATTENDING MEMBERS
66 members/deputy members were present. The list of attending members is attached as Appendix 1.
Present were also representatives from the Board of Directors and the administration, as well as the independent auditor. Minutes were taken by Silje Hjelmtveit.
The General Meeting passed the following unanimous resolution:
«The General Meeting approves the list of attending members and deputy members.»
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ELECTION OF TWO PERSONS TO CO-SIGN THE MINUTES TOGETHER WITH THE CHAIRMAN
The General Meeting passed the following unanimous resolution:
«Sivert Sørnes is appointed as chairperson Alf Albert and Jacob Nødseth were appointed to co-sign the minutes.»
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APPROVAL OF THE NOTICE OF THE AGENDA
The General Meeting passed the following unanimous resolution:
«The notice and the agenda are approved.»
- BRIEFING ON THE STATUS OF THE BUSINESS
CEO, Jan Erik Kjerpeseth, gave a brief on the status of the business and the road ahead. The General Meeting passed the following unanimous resolution:
«The General Meeting takes notes of the brief.»
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ANNUAL ACCOUNTS 2025
The Board of Directors' proposal for annual accounts for the financial year 2025 were attached to the notice, and included the following:
Memo regarding the annual report 2025
Annual report including the auditor's report and sustainability certification
Report on remuneration of leading personnel with auditor's confirmation
CEO Jan Erik Kjerpeseth reviewed and commented on the group's and the parent bank's accounts for 2025. The group's pre-tax profit amounted to NOK 8,110 million. The parent bank's profit after tax amounted to NOK 5.546 million.
The CEO referred from the Board of Director's proposal for year-end allocations. The Board of Directors proposes the following allocation of profit in the parent bank:
Profit/loss before tax expense, parent bank
6,859
Tax expense
1,313
Profit/loss after tax expense/for disposal
5,546
Dividend on equity capital
2,079
Transferred to donations and customer dividend
2,998
Transferred to primary capital
132
Transferred to equalisation reserve
91
Transferred to hybrid capital
246
Total disposals
5,546
The banks external auditor, Jill Osa-Svanberg with Deloitte AS, gave an account on the
auditor's report.
The General Meeting passed the following unanimous resolution:
«The Board of Directors' proposal for the annual report for the parent bank and the group for 2025 is approved. The Board of Directors' proposal for allocation of the parent bank's profit for 2025 is approved, including distribution of a cash dividend of NOK 12.00 per equity certificate, NOK 1,470 million in customer dividend and NOK 1,528 million in donations for the public benefit.
The General Meeting approves the auditor's fee of NOK 2,125,000 for the audit of the annual accounts for 2025 (excluding subsidiaries), and a fee within the range of NOK 2,047,500 to NOK 3,299,375 for the sustainability certification. All sums including VAT.
The General Meeting takes note of the Board of Director's report on remuneration of leading
personell.»
- PROPOSAL FOR RENEWAL OF THE AUTHORISATION TO PURCHASE AND PLEDGE OWN EQUITY CERTIFICATES
CFO Hans Olav Ingdal gave a briefing of the proposal for renewal of the authorisation to purchase and pledge own equity certificates.
The general meeting passed the following unanimous resolution
The Board of Directors is authorised to acquire and establish a pledge on own equity certificates for a total nominal value of NOK 25 million within the limits pursuant to laws and regulations.
The minimum amount to be paid for the equity certificates is NOK 1 and the maximum amount is NOK 300. These limits also apply to any agreed pledge, which means that the claim that the pledge is intented to secure must be within the same monetary limitations.
The acquisition of equity certificates shall take place in the market through Oslo Børs, and disposals shall take place in the same market, or as disposals directed towards employees or representatives pursuant to applicable laws and regulations.
The authorisation is valid until 30 June 2027 or until such time as the Norwegian Financial Supervisory Authority revokes the authorisation.
The authorization replaces the previously granted authorization from such time as the Norwegian Financial Supervisory Authority has approved it.
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PROPOSAL FOR AUTHORISATION TO RAISE NON-PREFERRED DEBT
CFO Hans Olav Ingdal gave a briefing of the proposal for authorisation to raise non-preferred debt.
The general meeting passed the following unanimous resolution
«Based on the proposal by the Board of Directors, the General Meeting authorises the Board of Directors to raise Senior Non-Preferred bonds equivalent to an amount of up to NOK 10 billion. The authorisation is valid until 30 June 2027.»
- PROPOSAL FOR AUTHORISATION TO ISSUE SUBORDINATED BONDS AND SUBORDINATED LOANS
CFO, Hans Olav Ingdal, gave a briefing of the proposal for authorisation to issue subordinated bonds and subordinated loans.
The general meeting passed the following unanimous resolution
«Based on the proposal by the Board of Directors, the General Meeting authorises the Board of Directors to issue/raise and refinance subordinated bonds and subordinated loans for an amount of up to NOK 4 billion. The authorisation is valid until 30 June 2027,
or until such time as it is amended or revoked through a new decision by the General Meeting.»
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DONATIONS FOR THE PUBLIC BENEFIT/CORPORATE SOCIAL RESPONSIBILITY FOR 2026 BASED ON ANNUAL ACCOUNTS FOR 2025
Marketing director, Tonje Marie Schreiner, gave a presentation on donations for the public benefit and corporate and social responsibility for 2026 based on annual accounts for 2025.
The framework for the allocation of public-benefit funds for the 2025 allocation year has been set at NOK 1,528 million. In the proposed distribution of these funds, NOK 720 million is earmarked for initiatives in the regions, NOK 517 million for Agenda Vestlandet, and
NOK 291 million for the Sør Fund.
The General Meeting passed the following unanimous resolution:
«The General Meeting endorses the Board of Directors' recommendation for allocation of
donations for the allocation year 2026.»
- REMUNERATION OF OFFICERS FOR SPAREBANKEN NORGE
The Chair of the Nomination Committee, Eskild Stenhaug, gave an account for the Nomination
Committee's recommendation.
The General Meeting passed the following unanimous resolution:
«The General Meeting adopts new remuneration rates for directors and officers of Sparebanken Norge in accordance with the recommendation.»
The meeting was adjourned.
Sivert Sørnes Chair person Sign
Alf Albert Jacob Nødseth
Sign Sign
LIST OF ATTENDING MEMBERS AND DEPUTY MEMBERS ORDINARY GENERAL MEETING 26 MARCH 2026Name | Position |
Alf Albert | Member |
Alf Håkon Haugland | Member |
Amina Amin | Member |
Anders Gaudestad | Member |
Anita Merete Agdal | Member |
Anne Maria Langeland | Member |
Anne Omholt Hovstad | Member |
Benthe Bondhus | Member |
Bjarte Falkanger | Member |
Bjørn Ove Kristiansen | Member |
Bjørn Rudborg | Member |
Eivind Fykse | Member |
Eivind Lunde | Member |
Eldbjørg Dahl | Member |
Eline Brønn | Member |
Else Marie Nødtvedt | Member |
Eskild Stenhaug | Member |
Fredrik Flakk Hanssen | Member |
Geir Tveit | Member |
Glenn Stangeland | Member |
Gunnar Hillestad | Member |
Gunnar Silden | Member |
Hanne Cecilie Valderhaug Kvalvåg | Member |
Ida Zoi Salvesen | Member |
Inge Vardøy | Member |
Jacob Nødseth | Member |
Jan Omli Larsen | Member |
Jan Terje Nerhus | Member |
Jon Olav Heggseth | Member |
Jostein Lid | Member |
Kari-Anne Landro | Member |
Kjartan Alexander Lunde | Member |
Kristine Johannessen | Member |
Magne Roar Sangolt | Member |
Marit Solberg | Member |
Mathias Hunskår Furevik | Member |
Ole Moe dy | Member |
Sivert Sørnes | Member |
Solfrid Hagen | Member |
Terje Røsnes | Member |
Tone Solheim Grøsle | Member |
Trond Dreyer | Member |
Veronica Hamstad | Member |
Vibekke Hellesund | Member |
Vidar Ås | Member |
Øyvind Langedal | Member |
Bjørn Thømt Deputy member |
Elin Josephsen Deputy member |
Fredrik Sandved Deputy member |
Geir-Atle Ås Deputy member |
Gry Olsen Tronvold Deputy member |
Hallvar Bjørgum Deputy member |
Jan Richard Dyrseth Deputy member |
Jan Dukene Deputy member |
Jon-Olav Strand Deputy member |
Kjell Erik Sandvik Deputy member |
Kjell Gunnar Lilleøren Deputy member |
Lasse Kittilsen Deputy member |
Margunn Hauso Deputy member |
Martin Malkenes Deputy member |
Pål Kårbø Deputy member |
Rune Ramsvik Deputy member |
Sigrun G. Henriksen Deputy member |
Siri Schwings Birkeland Deputy member |
Sverre Gjuvsland Deputy member |
Tørres Kristian Brøvig Deputy member Total number of attendees: 66 |
Sivert Sørnes Chair person Sign
Alf Albert Jacob Nødseth
Sign Sign

