Spectrum ASA: Notice of Annual General Meeting

NOTICE OF ANNUAL GENERAL MEETING
IN
SPECTRUM ASA

19 May 2017 at 10:00 am CET
at Karenslyst Allé 11 in Oslo

The Annual General Meeting in Spectrum ASA (the "Company") is hereby convened on 19 May 2017 at 10:00 am CET in the offices of the Company at Karenslyst Allé 11, 6^rd floor, in Oslo.

All of the appendices to this notice are not enclosed to the paper version of the notice, but are made available on www.spectrumgeo.com.

The Board of Directors of the Company has decided to convene an Annual General Meeting to vote on the matters described below.

The following matters are on the agenda:

1. Opening of the General Meeting by the chairman of the Board of Directors, Pål Stampe. Registration of attending shareholders and attorneys (no voting).
2. Election of chairperson and person to co-sign the minutes together with the chairperson.
3. Approval of the notice and the agenda.
4. a)     Approval of the 2016 Annual Report and financial statements (see appendix 1).
     b)     Approval of power of attorney to the Board of Directors to resolve to distribute dividend (see appendix 1).
5. Approval of the auditor's remuneration (see annual report note 6).
6. Election of members to the Board of Directors (see appendix 3).
7. Election of members to the Nomination Committee (see appendix 3).
8. Approval of remuneration to the Board of Directors, the Audit Committee and the Compensation Committee (see appendix 3).
9. Approval of remuneration to the Nomination Committee (see appendix 3).
10. Statement from the Board of Directors on salary and other remuneration to senior executives (see appendix 2): (i) The Board's principles for salaries to senior executives (advisory vote) (ii) as well as approval of continuation of the guidelines related to the Company's share option scheme as adopted in 2014 with some adjustments.
11. Power of Attorney to the Board of Directors to increase the share capital in the Company - general (see appendix 4).
12. Power of Attorney to the Board of Directors to increase the share capital in the Company - share option scheme (see appendix 5).
13. Power of Attorney to the Board of Directors to increase the share capital in the Company - issuance of convertible loan (see appendix 6).
14. Power of Attorney to acquire own shares (see appendix 7).
15. Statement regarding Corporate Governance (see the Annual Report in Appendix 1).

The Notice and its appendices, including proposals for resolutions in matters on the agenda, are available on the Company's home page: www.spectrumgeo.com, cf. the Public Limited Companies Act section 5-11b no. 3. The Notice has been prepared in Norwegian and English version. In the event of any inconsistencies, the Norwegian version prevails.

The shareholders may contact the Company: address; Karenslyst Allé 11 , 0278 Oslo, or at email address TrineMerete.Langoey@spectrumgeo.com

       Oslo, 27April 2017

The Board of Directors in Spectrum ASA

_________________

 Pål Stampe

Chairman