About Interoil Exploration and Production ASA

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Articles of association

(per 26.06.2015)

§ 1

The Company’s name is Interoil Exploration and Production ASA. The Company is a public limited company.

§ 2

The Company’s business municipality of Oslo.

§ 3

The Company’s business activity shall comprise activities such as exploration, development, production, purchase and  sale of oil and natural gas deposits and production licences, as well as any activities related thereto, including investments in equal and similar enterprises.

§ 4

The Company’s share capital is NOK 32 345 157.50 divided into 64 690 315 shares each of a nominal value of NOK 0.5. The shares shall be registered in the Securities Registry (“Verdipapirsentralen”).

§ 5

The Company’s board shall consist of a minimum of three and a maximum of seven directors.

§ 6

Shareholders or their representatives wishing to attend and vote at the General Meeting must inform the Company of this four days prior to the General Meeting.

§ 7

The Company shall have a Nomination Committee, elected by the General Meeting. The Nomination Committee shall make recommendations to the General Meeting regarding the election of members to the Board of Directors. The Chairman of the Board of Directors shall, without having any voting right, be summoned to at least one meeting with the Nomination Committee before the Committee gives its final recommendation.

The Nomination Committee shall consist of three members. Minimum two of the members shall be shareholders or representatives of shareholders and independent of the Board of Directors and the operational management. The members of the Nomination Committee shall be elected for periods of two years.

§ 8

The annual general meeting shall discuss and resolve the following matters:

  1. Approval of the annual accounts and the annual report, including distribution of dividend.
  2.  Any other matters which according to law or the Articles of Association fall within the scope of the general meeting

§ 9

When documents, which concern matters that are to be dealt with in the general meeting, have been made accessible for the shareholders on the Company’s web-pages, the law’s requirement that the documents shall be sent to the shareholders does not apply. This also applies to documents which according to law shall be included in or enclosed to the calling notice for the general meeting.

Interoil Main Office:
c/o Advokatfirmaet Schjødt AS
Ruseløkkveien 14
NO-0251 Oslo, Norway

Phone: (+47) 67 51 86 50
Fax: (+47) 67 51 86 60

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