Aker

The role of the administrative, management and supervisory bodies

The Board and Audit Committee

The Board of Aker ASA holds overall responsibility for the company's governance and business strategy. The Board consists of seven members: the chair, the deputy chair, and five directors. None of the members hold executive positions in Aker ASA. Three members are employee-elected. Two of four shareholder-elected members are independent (50 percent), and four members are women. Average ratio female to male in 2024 was 1.3, or 57% female and 43% male of total board members.

The Board approves Aker ASA's sustainability policy, which defines the company's sustainability commitments and expectations. It also approves the Group's sustainability statement, including its double materiality assessment (DMA). This responsibility is reflected in the Board's mandate. The Board brings extensive experience in industrial development, finance, politics, and operational management, as well as experience from leadership roles in global companies, asset management, and strategic positions across both the private and public sectors. This experience is essential for overseeing the portfolio's operations and sustainability efforts. Additionally, several Board members have experience with sustainability through board positions in other companies.

The Board conducts an annual evaluation of its own performance and expertise. Aker ASA's ambition is for the boards of Aker ASA and its portfolio companies to possess expertise in material sustainability matters. The Board and the Audit Committee at Aker ASA have received training on sustainability matters and reporting requirements. Their mandates have also been updated to reflect legal responsibilities in this area. New Board members receive an introduction to the Aker portfolio, which includes the portfolio's industries, governance structures, risk management, sustainability approach, and Aker ASA's Code of Conduct. The Board is regularly briefed and engages in discussions on these topics. Should the Board require expertise beyond its core competencies on material IROs, relevant internal and external resources are utilized.

The Audit Committee oversees the Group's sustainability reporting process and systems for risk management and internal control. Sustainability is an integral part of the company's risk management. While the Board has not adopted specific targets for material sustainability matters, it receives annual updates on the company's risk management process and material IROs.

Management provides the Audit Committee with quarterly updates on portfolio governance, including sustainability matters. In addition to the Group's DMA and CSRD reporting timeline, the Audit Committee received updates in 2024 on the following material sustainability matters: climate-related risks and opportunities, human rights and decent working condition through the company's due diligence process, as well as material IROs related to the workforce through quarterly reporting from portfolio companies.

Information provided to and sustainability matters addressed by the undertaking's administrative, management and supervisory bodies

Management provides the Audit Committee with quarterly updates on portfolio governance, including sustainability matters. In addition to the Group's DMA and CSRD reporting timeline, the Audit Committee received updates in 2024 on the following material sustainability matters: climate-related risks and opportunities, human rights and decent working condition through the company's due diligence process, as well as material IROs related to the workforce through quarterly reporting from portfolio companies.

Aker ASA has established a project team to implement the CSRD at the Group level. The CFO oversees the process and receives regular updates. The Audit Committee and the Board are kept continuously informed. The project team is responsible for leading the Group's DMA, including engaging with Aker ASA's stakeholders. It also works closely with other corporate functions to facilitate adequate data collection.

Management is responsible for providing the Audit Committee and the Board with sufficient information to support a thorough evaluation of the company's material sustainability matters. Management receives weekly updates from relevant corporate functions, such as finance and legal, on issues that may impact Aker ASA, including sustainability-related matters.

Integration of sustainability-related performance in incentive schemes

Aker ASA and the Aker Group have not integrated sustainability-related performance into incentive schemes. The company's sustainability policy encourages consolidated entities and other portfolio companies to incorporate relevant sustainability-related targets into executive remuneration schemes.

Statement on due diligence

Due diligence is a key component of the Group's sustainability approach. Systematic evaluation of risks and potential negative impacts on people and the environment supports the Group's alignment with national and international standards.

Risk management and internal controls over sustainability reporting

In 2024, Aker ASA focused on implementing a process to assess double materiality across the Group and preparing the Aker Group's first sustainability statement in accordance with the CSRD. Moving forward, the company plans to introduce an internal control system for sustainability reporting.

This internal control system will include processes for updating the Group's DMA. The framework will align with financial reporting principles, prioritizing risks based on the likelihood of errors and their potential impact. Additionally, integrating findings into relevant functions and processes will enhance oversight and coordination across consolidated entities and departments, including sustainability, finance, and legal.

In 2024, the following risks have been assessed, along with corresponding measures:

Completeness and accuracy in identifying material topics: The DMA is based on reporting from consolidated entities and other portfolio companies in the value chain. This presents a risk that the Group may not develop a complete understanding of material topics within its own operations and across its value chain.

This risk is managed through ongoing dialogue with consolidated entities and other portfolio companies. The objective is to understand the portfolio companies' process for identifying and assessing sustainability matters, gather relevant information, and communicate with auditors when necessary. CSRD is still in the implementation phase, and as more portfolio companies align their reporting with ESRS, the process for achieving completeness and accuracy in the DMA is expected to become further formalized.

Completeness and accuracy of data: There is a risk of incomplete or inaccurate data reporting from consolidated entities and other portfolio companies.

This risk is managed through standardized reporting instructions, utilization of reporting tools for data collection, definition of principles aligned with ESRS data points, ongoing dialogue with portfolio companies on reporting requirements, and review and analysis of reported data and parameters.

Aker ASA's management plans to provide the Audit Committee with annual updates on identified risks and the internal control system for sustainability reporting.

Strategy, business model and value chain

Aker ASA's and its consolidated entities' strategy, business model, stakeholders, and value chain form the basis for identifying IROs in the Group's DMA.

As an active owner, Aker ASA exercises ownership through board representation and collaboration with its portfolio companies. Leveraging its resources and expertise, the company drives initiatives that strengthen the competitiveness and growth potential of its portfolio companies. This includes strategic improvements and alliances, financing, sustainability oversight, restructuring, and M&A. The portfolio companies are organized as independent entities with their own governing bodies and are fully responsible for all aspects of their operations, including business models, strategies, and organizational structure. Aker ASA contributes to the development of its portfolio companies by establishing a clear ownership agenda for each company and exercising its influence through shareholder voting, board representation, and direct dialogue.

The Group companies operate within energy security, energy efficiency and transition, industrial digitalization, marine proteins, and asset management. The Group's activities may have certain negative impacts on both people and the environment. The main sources of emissions are GHG emissions from Solstad Maritime's fleet and fuel consumption related to Aker BioMarine's owned vessels during the reporting period. Additionally, Aker ASA's investments in the oil and gas industry contribute to pollution and resource use.

The Aker Group employs more than 3,000 employees globally. It is essential to safeguard labor rights, promote equal treatment, and maintain robust health and safety procedures. The value chain also includes a significant number of workers, which presents an inherent risk of human rights violations. This necessitates systematic follow-up and responsible supply chain management. Given the Group's global presence and operational scope, there is also a risk of negative impacts related to governance matters. Therefore, clear expectations are placed on Group companies to establish appropriate procedures and actions to prevent and manage material IROs.

A detailed description of the largest portfolio companies' business operations and locations is provided in Note 10 of the consolidated financial statement. This note includes information on operating segments and the largest portfolio companies, including the geographical distribution of operating revenues and segment assets. Note 11 presents details on the Group's operating income from contracts with customers, while Note 12 provides an overview of the geographic distribution of the Group's employees.

Stakeholder engagement

Ongoing stakeholder engagement helps clarify stakeholders' expectations and priorities. This dialogue is essential to the Group companies' due diligence and process for identifying and assessing IROs. Aker ASA has several networks that bring together various functions across its portfolio, including finance, communication, legal, and investor relations. These networks play a key role in identifying relevant IROs. Through knowledge sharing, Aker ASA strengthens the foundation for strategic decision-making while aligning with its expectations and principles related to human rights within the Group's own operations and value chain.

For a more detailed description of how stakeholder dialogue is used in the Group's DMA, see Section 1.4.2. Section 1.2.1 outlines how the Board and management are informed of stakeholder perspectives through employee representatives on the Board. The Group's stakeholder dialogue includes affected groups such as employees, non-employees, business partners, and subcontractors, as well as users of sustainability information such as shareholders, banks, and analysts.

Material impacts, risks and opportunities and their interaction with strategy and business model

The DMA has identified key environmental, social, and governance matters that represent material IROs across the Group's operations and value chain.

The current financial effects of the Group's material IROs are related to operational adjustments and compliance. Preventive and risk-mitigating measures include ongoing costs such as training programs, reporting systems, consultancy services, and expenses related to environmental and social due diligence assessments. There is no material risk of significant adjustments to the carrying values of assets and liabilities in the next reporting period due to the aforementioned risks and opportunities, beyond what has already been accounted for in the Group's financial statements as of 31 December 2024.

Aker ASA's strategy is founded on a robust governance framework and preventive measures designed to manage key risks and opportunities. Regular scenario analyses and internal risk assessments support evaluations of adaptability over short, medium, and long-term time horizons.

Description of the processes to identify and assess material impacts, risks and opportunities

In 2024, Aker ASA conducted its first DMA for the Group in accordance with the CSRD. The assessment involved identifying and evaluating the Group's impacts, risks, opportunities, and dependencies related to the Aker Group's own operations and value chain. The results of this assessment form the basis for the content of this statement.

Step 1: Understanding the Context

The first step involved analyzing Aker ASA and the Group's operations, including their business models, activities, business relationships, and value chains. Concurrently, the company's key stakeholders were identified. For a detailed description of the business model and value chain, see Section 1.3. For an overview of key stakeholders, see Section 1.3.4.

Analyzing the business required mapping and evaluating the activities, products, and services of portfolio companies, as well as the environments in which they operate, whether they are part of the Group or other investments in the value chain. This analysis was conducted by thoroughly assessing each portfolio company while also considering Aker ASA and the portfolio as a whole.

Step 2: Identifying Impacts, Risks, and Opportunities

In the second step, the Group identified IROs related to environmental, social, and governance matters across its own operations and value chain. Several of the largest consolidated entities (Aker Horizons, Aker BioMarine, and Solstad Maritime), along with other portfolio companies in the value chain (Aker BP, Aker Solutions, and Solstad Offshore), conducted their own DMA in line with ESRS, thereby identifying company-specific IROs.

Companies without their own assessment worked closely with Aker ASA to identify relevant IROs for further analysis. The initial list of IROs was drawn from the sustainability matters outlined in ESRS 1 (AR 16).

Stakeholder Engagement: Regular one-to-one meetings with representatives from the sustainability and/or finance departments of portfolio companies were held to identify company-specific IROs. For companies with their own DMA, these meetings focused on understanding their process for identifying and assessing IROs. For consolidated entities and other portfolio companies without their own DMA, these meetings were essential for gaining insights into company-specific IROs. A total of 18 interviews were conducted with nine of the largest portfolio companies, measured by gross asset value. In addition to portfolio engagement, other stakeholders were consulted. Digital surveys were distributed to Aker ASA's employees, as well as representatives from investors, banks, suppliers, and non-governmental organizations.

Step 3: Assessing and Prioritizing Impacts, Risks, and Opportunities

In the third step, IROs were assessed and prioritized using the following principles:

Impacts: The impacts were assessed based on whether they were actual or potential, and negative or positive. Negative impacts were assessed based on severity (scale, scope, and irremediability) and likelihood. Positive impacts were assessed based on scale, scope, and likelihood. A standardized scoring scale from 1 to 4 was applied to each parameter. For potential negative impacts on human rights, severity was prioritized over likelihood to maintain an objective approach in line with ESRS 1 (45).

Risks and opportunities: Financial risks and opportunities were assessed based on financial impact, likelihood, and the nature of the financial effect. A scoring scale from 1 to 5 was used for parameters related to financial impact and likelihood. Threshold values were aligned with Aker ASA's risk register, allowing financially material sustainability matters to be integrated with other business-related risks and opportunities. This provides the company with a comprehensive view of material sustainability-related risks and opportunities within its overall risk landscape.

Prioritizing Sustainability Matters: Sustainability matters with a high likelihood of negative impacts were prioritized, particularly in geographical areas and among business partners critical to the company's operations and value chain. Both direct impacts from the Group's activities and impacts through its business relationships were assessed. This approach broadened the scope of the DMA, enabling a more detailed analysis of impacts and value chain relationships.

Decision-Making Process and Internal Controls: Sustainability matters are considered material if at least one IRO exceeds the threshold set by the company, indicating impact materiality, financial materiality, or both. Sustainability matters without identified IROs, or where all assessments fall below the Group's threshold, are classified as non-material.

Representatives from subsidiaries and other portfolio companies participated in the process as part of internal control procedures. Each sustainability matter was assessed for material IROs in line with documented guidelines and methodology. The process included a structured review and validation by the portfolio representatives and the Audit Committee to uphold quality and maintain a transparent decision-making process.

Data Sources and Comparative Information: The 2024 DMA is based on a process that integrates multiple sources and approaches. The assessment draws on internal documents and previous materiality assessments from Aker ASA and its portfolio companies. Key sources include company annual reports, sustainability reports, due diligence and human rights saliency assessments, and Aker ASA's risk register.

The 2024 financial year marks the first reporting cycle where a DMA has been conducted in accordance with CSRD and ESRS. Consequently, there are no changes in the conclusions on material topics or other differences compared to previous years. Moving forward, the DMA will be updated and reviewed annually to support continuous improvement and maintain relevance.

Disclosure requirements in ESRS covered by the undertaking's sustainability statement

Based on the double materiality assessment conducted in 2024, Aker ASA has identified the following ESRS standards as material for the Group:

• ESRS 2 – General Disclosures (applicable to all undertakings)
• ESRS E1 – Climate change (material due to GHG emissions across the value chain and climate-related financial risks and opportunities)
• ESRS E2 – Pollution (material due to pollution impacts from oil and gas operations in the value chain)
• ESRS E5 – Resource use and circular economy (material due to resource use impacts from oil and gas operations in the value chain)
• ESRS S1 – Own workforce (material due to health and safety, diversity and inclusion, and training and development impacts)
• ESRS S2 – Workers in the value chain (material due to health and safety and human rights impacts on workers in the value chain)
• ESRS G1 – Business conduct (material due to corruption and bribery risks across operations and value chain)

The sustainability statement concludes with an overview of all reporting requirements and corresponding standards for material matters, including references to their locations in the report. This section also covers the mandatory requirements under ESRS 2 General Disclosures and relevant data points from other EU legislation.

Transition plan for climate change mitigation

Overall transition plan statement

Aker ASA states: "There is currently no dedicated investment plan for renewable energy and green technology. However, several portfolio companies have growth opportunities in this area, which are continuously adapted to market conditions and regulations. For now, Aker ASA has no plans to implement a transition plan in line with ESRS E1-1 requirements for either the Aker Group or its portfolio. Nevertheless, the company remains committed to investing in energy security, technology, and sustainable energy, including through partnerships with entities that bring complementary expertise. Similarly, no ESRS E1-1-aligned transition plans have been implemented at the Group company level."

Investment approach and positioning

Aker ASA invests in global growth trends such as:

• Energy security, energy efficiency, and energy transition
• Digitalization
• Marine proteins
• Asset management

Aker ASA applies the same approach to sustainable investments as in other segments, leveraging its industrial expertise, capital market insights, and financial strength.

Aker ASA recognizes that oil and gas will continue to play a key role in value creation as hydrocarbons are expected to remain part of the global energy mix over the coming decades. Simultaneously, Aker ASA is actively positioning itself to support the energy transition, which will require new technology, capital, and expertise.

Decarbonization levers and strategic responses

Aker ASA has identified several levers to respond to transition risks:

In response to declining demand for oil and gas:

• Diversifying its overall portfolio and dividend income
• Broadening revenue streams across the Aker Group and its other portfolio companies
• Investing in technologies that improve cost efficiency and reduce the carbon footprint of oil and gas projects
• Aker BP's strategy of positioning itself as a "low-cost, low-emission" E&P company

In response to regulatory and market risks:

• Diversifying industries and geographies within Aker ASA's portfolio
• Participating in industry organizations and consultation processes with authorities
• Broadening revenue streams across the Aker Group and other portfolio companies
• Diversifying across different energy markets and regions
• Collaborating with strategic investors and partners with complementary expertise

Opportunities from energy transition

Aker ASA has invested in several companies with opportunities for increased earnings linked to the transition to a low-emission society, including:

• Growing demand for digitalization
• Renewable energy production
• Industries supporting renewable energy expansion (supplier industry)
• Increased demand for more sustainable proteins
• More energy-efficient oil and gas production

Opportunity 1: Investment Flexibility through Balanced Portfolio

Aker ASA's portfolio offers several investment opportunities, enabling capital allocation to various energy sources and technologies throughout the energy transition. This can be adjusted according to the pace of transition. Aker ASA can realize this opportunity by diversifying its exposure within sectors that align with relevant megatrends expected to grow rapidly in the coming decades, including:

• Low-cost, low-emission oil and gas production
• Industrial software and artificial intelligence
• Renewable energy
• Green technology
• Sustainable proteins

Opportunity 2: Growth in Demand for Low-Carbon Protein Sources

As carbon pricing and other food-related taxes come into effect, consumer demand for sustainable protein sources is expected to increase. Aker ASA can support the Aker Group and other portfolio companies in capturing the growing market for low-carbon protein sources by strengthening relevant value chains and expanding sales, marketing activities, and production capacity.

Climate scenarios used

Aker ASA conducted TCFD analysis using three defined scenarios:

• "Net Zero 2050": An ambitious scenario that limits global warming to 1.5°C through stringent climate policies and the promotion of innovation, reaching net-zero CO2 emissions by 2050. This scenario involves immediate transition risks and low physical risks. Based on the IEA's Net Zero Emissions (NZE) scenario.
• "Announced Pledges": Assumes governments meet all climate-related commitments that have been announced, including net-zero targets, but with lower global political coordination. Represents a more disorderly transition. Based on the IEA's Announced Pledges Scenario (APS).
• "Hot House World": Relies only on government policies that have already been introduced or announced, leading to high physical risk. Emissions continue to rise, resulting in severe physical consequences. Based on the IEA's Stated Policies Scenario (STEPS), supplemented with physical climate data from the IPCC's scenarios.

Risks and opportunities were assessed over the short term (2025), medium term (2030), and long term (2050).

Policies related to climate change mitigation and adaptation

Climate change is a material matter for the Group companies' own operations and value chain. For Aker ASA, the most material IROs are linked to other portfolio companies within its value chain. Therefore, this chapter covers both consolidated entities and other portfolio companies.

Aker ASA and the Aker Group derive most of their financial value from oil and gas. As hydrocarbons are expected to remain part of the global energy mix over the coming decades, the company recognizes that the oil and gas industry will continue to play a key role in value creation. Simultaneously, Aker ASA is actively positioning itself to support the energy transition, which will require new technology, capital, and expertise.

Actions and resources in relation to climate change policies

Overview

The document references E1-3 in Section 2.1.4 as covering "Measures to mitigate potential negative impacts" under Environment, but the specific section 2.1.4 detailing actions is not fully provided in the excerpts. Limited action information is available from the provided sections.

Actions identified from other sections

Diversification of portfolio and investments

• What: Diversifying exposure within sectors aligned with relevant megatrends including low-cost, low-emission oil and gas production, industrial software and artificial intelligence, renewable energy, green technology, and sustainable proteins
• Scope: Group-wide portfolio allocation across own operations and value chain
• Time horizon: Medium term (no specific dates given)
• Link to policy/target: Responds to Risk 1 (Declining Demand for Oil and Gas) and Opportunity 1 (Investment Flexibility through Balanced Portfolio)
• Expected outcomes: Capital allocation adjusted according to pace of energy transition; steady returns and upstream dividends

Technology investments for emissions reduction

• What: Investing in technologies that improve cost efficiency and reduce the carbon footprint of oil and gas projects
• Scope: Portfolio companies in oil and gas operations
• Time horizon: Medium to long term
• Link to policy/target: Responds to Risk 1; supports low-cost, low-emission positioning

Aker BP's low-cost, low-emission strategy

• What: Positioning as a "low-cost, low-emission" E&P company
• Scope: Aker BP operations
• Link to policy/target: Climate risk mitigation strategy

Vessel emission reduction programme

• What: Campaign for emission reduction across vessel fleet, certified by DNV
• Scope: Fleet operations (Solstad Maritime and Aker BioMarine vessels)
• Time horizon: Since 2010
• Expected outcomes: Approximately 20 percent reduction in average GHG emissions across the fleet achieved since 2010
• Link to policy/target: Climate change mitigation; addresses main Scope 1 emission sources

Strengthening sustainable protein value chains

• What: Strengthening relevant value chains and expanding sales, marketing activities, and production capacity for low-carbon protein sources
• Scope: Aker BioMarine and related portfolio companies
• Time horizon: Medium term
• Link to policy/target: Opportunity 2 (Growth in Demand for Low-Carbon Protein Sources)

Regulatory engagement

• What: Participating in industry organizations and consultation processes with authorities
• Scope: Cross-portfolio
• Link to policy/target: Responds to Risk 2 (Changes in Regulation, Tax, and Other Terms)

Resources

No quantified financial resources (capex/opex) or human resources are disclosed in the provided excerpts for E1-3 actions.

Targets related to climate change mitigation and adaptation

Aker ASA has not established specific climate-related targets for the Aker Group or the broader portfolio. As stated in Section 2.1.4:

"Aker ASA's impact on climate change is primarily driven by its investments and varies with the portfolio composition. Thus, setting climate-related targets for the Aker Group or the broader portfolio has not been deemed appropriate. Independently, the Group companies have yet to set targets in line with ESRS requirements, and Aker ASA has not established specific targets to track identified material IROs."

Aker ASA encourages portfolio companies to establish their own relevant climate-related targets through board representation and dialogue, but does not set Group-wide climate targets at the holding company level.

Portfolio Company Targets

While Aker ASA itself has not set climate targets, the document notes that among Group companies where most Scope 1 emissions occur, actions have been initiated:

• Aker BioMarine: Focused on energy efficiency, waste reduction, and process optimization with CO2-tracking system
• Solstad Maritime: Operates the Solstad Green Operations (SGO) campaign launched in 2010 to reduce emissions through operational measures

No specific quantified targets, baseline years, or target years are disclosed for these initiatives.

Gross Scopes 1, 2, 3 and Total GHG emissions

Scope 1: Gross Direct GHG Emissions

The majority of the Aker Group's Scope 1 GHG emissions stem from fuel consumption by vessels owned and/or operated by Solstad Maritime and Aker BioMarine. Emissions are calculated by multiplying measured fuel consumption by internationally recognized CO₂ conversion factors (UK DEFRA).

Scope 1 sub-breakdown: Not disclosed in the report.

Scope 2: Gross Indirect GHG Emissions from Purchased Energy

Scope 2 emissions include indirect GHG emissions from the consumption of energy, heating, and cooling by the Group companies. The most material Scope 2 emissions originate from Aker BioMarine (electricity at Houston factory using EPA conversion factors) and Aker Horizons (electricity for solar/wind farms in Chile and offices, using IEA conversion factors; emissions from Fornebu offices using NVE and Oslofjord Varme conversion factors).

Scope 3: Gross Indirect GHG Emissions from Value Chain

For Scope 3 emissions, an assessment has been carried out based on the 15 Scope 3 categories defined in the GHG Protocol. Emissions linked to Category 15 – Investments have been identified as the most material for the Aker Group, accounting for around 99 percent of the Group's total Scope 3 emissions.

Aker BP accounts for a significant share of Aker ASA's investment portfolio. The Group's Category 15 emissions largely stem from Aker BP, specifically from its Scope 3 Category 10 – Processing of sold products – and Category 11 – Use of sold products. Category 10 emissions are calculated based on volume of oil sold to each country using country-specific emission factors. Category 11 emissions are based on IEA's average emission factors for refined petroleum products and combustion factors for each type of petroleum product.

Other Scope 3 categories: The report states that an assessment has been carried out for all 15 categories but only Category 15 is reported as material and disclosed.

Methodology note: The share of other portfolio companies' total emissions in Scope 1, 2, and 3 is accounted for based on ownership percentage. Emissions are calculated in accordance with the GHG Protocol. Uncertainty mainly relates to the use of sector-average emission factors rather than supplier-specific data (especially relevant for Category 15, including use of sold oil).

Total GHG Emissions

GHG Emission Intensity per Net Revenue

GHG emission intensity per net revenue is calculated as total GHG emissions divided by operating income, as presented in the income statement.

Biogenic CO2 and Regulated Emissions

Biogenic CO2: Not separately disclosed.

Regulated emissions / EU ETS: 0% of Scope 1 emissions are from regulated emission trading schemes.

Multi-year Data

No comparative figures for 2023 or prior years are disclosed in the sustainability statement for GHG emissions (E1-6/E1-8). The report notes this is the first reporting cycle under CSRD/ESRS.

Targets and Baseline

No baseline year or reduction targets are disclosed in this section. The report notes (Section 2.1.4): "While Aker ASA has not established specific climate-related targets, actions are implemented, and resources are allocated to address material IROs."

Anticipated financial effects from material physical and transition risks and potential climate-related opportunities

Phase-in Exemption

The provision in ESRS 1 (137) allows for a gradual phase-in of certain data points for the first reporting year. The following are applied in this statement: E1 (E1-9); S1 (S1-7, S1-12; S1-13; S1-17).

Material Climate-Related Impacts, Risks and Opportunities

Current Financial Effects

The current financial effects of the Group's material IROs are related to operational adjustments and compliance. Preventive and risk-mitigating measures include ongoing costs such as training programs, reporting systems, consultancy services, and expenses related to environmental and social due diligence assessments. There is no material risk of significant adjustments to the carrying values of assets and liabilities in the next reporting period due to the aforementioned risks and opportunities, beyond what has already been accounted for in the Group's financial statements as of 31 December 2024.

Aker ASA's strategy is founded on a robust governance framework and preventive measures designed to manage key risks and opportunities. Regular scenario analyses and internal risk assessments support evaluations of adaptability over short, medium, and long-term time horizons.

Impact on Assets (Note 7 - Climate Risk)

Equity Accounted Investments

The Group's largest group of assets are the investments in equity accounted investments, primarily consisting of investments in Aker BP (34.8 billion) and Aker Solutions (4.5 billion). There is a potential risk that market demand for oil and gas may decrease significantly faster than anticipated, leading to a considerable decline in oil and gas prices. Additionally, there is a risk that the price for carbon emissions and/or taxes may increase faster and higher than expected. This may lead to reduced revenue and increased operating costs and tax within Aker BP and Aker Solutions, resulting in a negative impact on the equity and thus affect Aker's book value of the assets. Nonetheless, Aker BP is well-positioned to adapt to increasing carbon prices by utilizing its low-cost and low-carbon strategy and by using an internal carbon price that significantly surpasses the prices assumed in the IEA scenarios. Additionally, Aker Solutions has plans for increasing its share of projects within renewables and hence address the risk of declining investment in upstream oil and gas in core markets. For the 2024 financial statement, there has not been identified any indicators of impairment in equity accounted investments due to climate risks.

Property, Plant, and Equipment

Another significant group of assets within the Aker group is the property, plant, and equipment, mainly attributed to assets held by Solstad Maritime, Aker Horizons, Aker BioMarine and Aker Property Group.

Solstad Maritime: The vessels in Solstad Maritime are primarily exposed to transition risk through regulatory and market changes. Changes in environmental requirements may, in the future, impact the residual value and economic lifespan of the vessels. Regulatory changes may lead to higher fuel costs due to CO₂ levies. However, this is not expected to have a significant impact on the company's cash flows, as it will result in corresponding increases in rental income. The identified transition risks are not considered to have a material impact on the lifespan and residual value of the vessels.

Aker Horizons: The physical assets within Aker Horizons' business are mainly exposed to transition risk. The transition risk is related to the speed of transition to, and investments in, renewable energy. Transition risk has shown to be relevant in relation to the market structures in Chile. The Chilean market design and transmission system remains dislocated with operators exposed to additional power delivery costs. Due to the continuing challenges in the Chilean energy market, impairment triggers were identified and an impairment test was carried out.

Aker BioMarine and Aker Qrill Company: The physical assets held by Aker BioMarine and Aker Qrill Company mainly comprise vessels used in the krill harvesting business, the extraction facility in Houston, USA, and the protein facility in Ski, Norway. No significant transition or physical risks have been identified for the expected useful life of these vessels. The extraction business in Houston is exposed to physical risk in the form of extreme weather, which has been considered in assessing the value. The risk is, however, not considered material for the Aker Group.

Aker Property Group: The physical assets in Aker Property Group mainly comprise offices at Fornebu. Climate related matters is not considered to affect the useful life of the buildings.

Going Concern and Capital Expenditure

Aker ASA has considered the impact of climate change on going concern and capital expenditure commitments. Although there have been no immediate or physical short-term impacts from climate change, Aker ASA acknowledges the ever-changing risks and opportunities related to climate change. Regular assessments of these risks will be carried out for judgements and estimates made in the preparation of the group's financial statements.

Policies related to pollution

Aker ASA does not have standalone policies on pollution.

However, the following policies are relevant for managing pollution-related impacts:

Sustainability Policy

• Key content/principles: Expects portfolio companies to improve efficiency and reduce emissions and energy use, including through the use of technology. This may involve solutions that enhance energy efficiency and reduce pollution, particularly in oil and gas operations.
• Scope: Portfolio companies

Investment Policy

• Key content/principles: Relevant to pollution management in portfolio companies (specific content not detailed in the excerpt)
• Note: For more information, see the sub-chapter on climate change

Risk Policy

• Key content/principles: Relevant to pollution management in portfolio companies (specific content not detailed in the excerpt)
• Note: For more information, see the sub-chapter on climate change

Monitoring: Aker ASA does not specifically monitor whether its portfolio companies have implemented pollution policies. Aker BP reports in accordance with the CSRD to its own board, where Aker ASA is represented. Pollution has been identified by Aker BP as a material matter in the portfolio company's own operations and is addressed in Aker BP's own sustainability statement.

Pollution of air, water and soil

Aker ASA has not disclosed quantified emissions data for ESRS E2-4. The company notes that pollution is a material topic primarily related to its downstream value chain through its investment in Aker BP (oil and gas operations).

Qualitative disclosure

Aker ASA acknowledges that oil and gas production has several environmental impacts:

• Combustion of diesel and gas on installations and drilling rigs contributes to local pollution through emissions of NOx, SOx, and nmVOCs
• Produced water may contain chemicals that could pollute marine environments
• Chemical discharges may occur during the drilling process

Aker ASA does not have standalone policies on pollution. The company does not have direct control over pollution management within Aker BP but may influence the portfolio company through board representation, active ownership, and capital allocation.

Aker BP (portfolio company) follows a structured approach to pollution management built on prevention, reduction, remediation, and restoration principles. Environmental risks are assessed before new projects are launched.

Reference to portfolio company reporting

The sustainability statement refers to Aker BP's annual report for further details on pollution management actions, noting that Aker BP reports in accordance with CSRD to its own board where Aker ASA is represented.

Policies related to resource use and circular economy

The disclosure requirement E5-1 is listed in the index on page 43, but no specific policy content related to resource use and circular economy has been extracted from the provided excerpts. The excerpts consist primarily of index pages showing where disclosures are reported, but do not include the actual policy content for E5-1.

The index indicates that policies related to resource use and circular economy should be disclosed on page 43, but this page content is not included in the provided excerpts.

Targets related to circular economy

Aker ASA has not set specific targets related to resource use and circular economy or established key actions following ESRS 2.

Long-term ambition

Aker ASA's Sustainability Policy outlines a long-term ambition of achieving zero waste and supporting a circular economy. The company encourages scalable solutions that tackle waste issues and help businesses work towards zero-waste targets. This ambition also extends to its portfolio companies.

However, no quantified targets, baseline years, target years, or specific metrics have been disclosed for this ambition.

Waste

Scope and materiality

Resource use and circular economy have been identified as material topics in Aker ASA's downstream value chain, primarily due to its investment in the oil and gas sector, which is resource-intensive. These sustainability matters are not considered material to Aker ASA and the Aker Group's own operations, and primarily relate to specific parts of the value chain.

Waste management approach

Aker ASA's Sustainability Policy outlines a long-term ambition of achieving zero waste and supporting a circular economy. The company encourages scalable solutions that tackle waste issues and help businesses work towards zero-waste targets. This ambition also extends to its portfolio companies.

Resource use and circular economy are important matters for Aker BP, given the materials required to build new wells and infrastructure, as well as the resources needed to decommission platforms. The portfolio company generates a large amount of waste, including equipment and by-products from oil and gas production. Due to the nature of the industry, this also includes significant volumes of hazardous waste, which must be managed in line with environmental and safety regulations.

Oil and gas operations also require significant resources in their upstream value chain, such as steel and cement for infrastructure development. Equipment and installations require high-quality raw materials to meet structural integrity requirements offshore. This is especially relevant as Aker BP is currently constructing several new installations. Decommissioning oil and gas fields at the end of their production cycle also involves a considerable use of resources. The dismantling and removal of these installations generate large amounts of waste.

Solstad Maritime recycling approach

For activities related to the collection and transport of non-hazardous waste in source-segregated fractions (5.5), there is a separate ISO-certified recycling program for handling waste on board Solstad Maritime's vessels, which, as far as practicable, is delivered ashore for recycling. Tools, parts, and components for operating vessels are procured in accordance with guidelines to ensure conditions such as durability, recyclability, and low energy consumption. At the end of their economic life, the ships will be dismantled for reuse of usable parts or modules, or for material recycling.

Policies related to own workforce

Aker ASA has established several policies that apply to its own workforce across the Group. These policies are approved by the Board or senior management, with overall responsibility typically held by members of the management team and implementation carried out by relevant departments or functional leads.

Aker ASA's Code of Conduct

• Scope: Applies to all employees and non-employees across the Aker Group
• Key content: Includes a dedicated section outlining commitments to fundamental human rights and labor rights, as well as the company's commitment to the fair treatment of all employees and non-employees. The policy clearly states that harassment or degrading treatment will not be tolerated in any form – whether by or towards employees or non-employees across the Aker Group
• Approval and oversight: Approved by the Board of Directors. The CEO holds overall responsibility for the policy
• Link to international standards: References fundamental human rights and labor rights principles as defined in the UN Guiding Principles on Business and Human Rights, the ILO Declaration on Fundamental Principles and Rights at Work, and the OECD Guidelines for Multinational Enterprises
• Public availability: Available on the websites of the largest Group companies and other portfolio companies. Also accessible to all employees and non-employees via the companies' intranet
• Implementation monitoring: All employees and non-employees are required to complete annual training on the Code of Conduct. Following the training, a digital survey is conducted to assess employees' understanding. Employees must confirm electronically that they have read and understood the Code of Conduct. The General Counsel is responsible for ensuring familiarity with the Code. Portfolio companies report quarterly to the General Counsel on compliance indicators, including breaches

Sustainability Policy

• Scope: Applies to Aker ASA's own operations and investment decisions, as well as its roles as an owner of companies
• Key content: Describes environmental, social, and governance impacts, risks, and opportunities. Establishes a clear commitment to systematically working with health and safety. Emphasizes that each company should set relevant, company-specific targets for material sustainability matters
• Approval and oversight: Approved by the Board of Directors
• Link to international standards: Aligns with the UN Guiding Principles on Business and Human Rights, the ILO Declaration on Fundamental Principles and Rights at Work, and the OECD Guidelines for Multinational Enterprises

Global Framework Agreement

• Scope: Covers larger companies in which Aker ASA holds significant influence and applies to all employees across the Group
• Key content: Describes Aker ASA's commitment to meeting minimum social safeguards. Requires Group companies to involve and collaborate with employees, their representatives, and trade unions to support continuous improvement in health and safety, and ensure compliance with the ILO's Guidelines on Occupational Health and Safety Management Systems. Stipulates that all employees must receive training on health and safety, including how to prevent work-related risks. Sets expectations for the Group to work towards addressing gender pay gaps. Highlights the importance of employees having access to training and education programs, with a particular focus on building competence in new technologies and modern equipment
• Approval and oversight: Signed by Aker ASA's CEO, the General Secretary of IndustriALL Global Union, and the trade unions Fellesforbundet, NITO, and Tekna. Management in each company is responsible for implementing the agreement
• Link to international standards: Based on the UN Guiding Principles on Business and Human Rights, the ILO Declaration on Fundamental Principles and Rights at Work, and the OECD Guidelines for Multinational Enterprises
• Implementation monitoring: Companies are required to provide training on the agreement to employee representatives and local managers, and to facilitate joint implementation

Guidelines for Equality, Diversity, and Inclusion

• Scope: Applies to the composition of the Board, management, and control bodies at Aker ASA
• Key content: Outlines principles for promoting equal treatment, diversity, and inclusion. The aim is to foster a strong corporate culture shaped by diverse perspectives and approaches, leading to better decision-making and long-term value creation. Places particular emphasis on the inclusion of women in the workforce, boardrooms, and committees, workplace accessibility for people with physical disabilities, and other measures to promote diversity
• Approval and oversight: Signed by Aker ASA's CEO

Company-specific health and safety policies

Group companies with higher-risk roles – such as Solstad Maritime and Aker BioMarine – have their own health and safety management systems and policies, covering both employees and non-employees. These systems provide a framework for managing health and safety risks and impacts, and include procedures designed to prevent workplace incidents. Responsibility for implementing these policies rests with the Chief Operating Officer at Solstad Maritime and the Chief Officer People and Communication at Aker BioMarine.

Training and development

Aker ASA does not have a separate policy specifically governing skills development and training, as this is managed through regular dialogue between managers and employees. However, the importance of these areas is emphasized in Aker ASA's Code of Conduct, which states that all employees should have the opportunity to develop their individual skills.

Characteristics of the undertaking's employees

Total headcount and FTE

The number of employees is based on those registered in the HR systems of Aker ASA and the Group companies at the end of the year. The figure includes permanent employees, temporary employees, and non-guaranteed hours employees.

Total employees 2024: 3,102

Total employees 2023: Not disclosed in excerpts

Headcount by gender

Headcount by country/region

Countries with at least 50 employees:

Headcount by employment contract type

Employee turnover

Turnover is calculated based on the number of permanent employees who left during the reporting year, regardless of reason, in relation to the average number of permanent employees over the course of the year.

Employees by age group

Top management by gender

The gender distribution in top management includes both the management at Aker ASA and the management in Group companies. The same definition applies to subsidiaries with their own group structure.

Methodology notes

Group companies with limited operations are only included in the calculations of employee numbers by gender and country. The contract type table excludes some limited operations companies, explaining the total difference (3,102 vs 3,035).

Characteristics of non-employees in the undertaking's own workforce

Not disclosed.

Aker ASA has applied the phase-in provision under ESRS 1 (137) for data point S1-7 in the first reporting year 2024, as stated in section 1.1.4 of the sustainability statement.

While the sustainability statement acknowledges that "other portfolio companies within the value chain, particularly offshore workers in oil and gas operations and crew members in the maritime industry" and workers of business partners and sub-contractors are material stakeholders, no quantitative metrics on the number, type, or characteristics of non-employee workers in Aker's own workforce are provided for the 2024 reporting period.

Collective bargaining coverage and social dialogue

Aker has established social dialogue structures including employee representation on the board of directors and a Global Works Council.

Global Works Council

Aker has a Global Works Council chaired by Sverre Johnny Johansen, who serves as a full-time group union representative at Aker Solutions Verdal and is also an employee-elected director on Aker ASA's board.

Employee representation on the board

The board of directors includes three employee-elected directors:

• Sverre Johnny Johansen (Chair of the Global Works Council in Aker)
• Caroline Hellemsvik (member of the tariff committee for private sectors at NITO Trøndelag sør)
• Sofie Valdersnes (deputy chair of the control committee at Industry Energy)

No quantitative data on the percentage of employees covered by collective bargaining agreements or works council arrangements is disclosed in the provided excerpts.

Diversity metrics

Employees by gender

Employees at top management level by gender

Methodology note: The gender distribution in top management includes both the management at Aker ASA and the management in Group companies. The same definition applies to subsidiaries with their own group structure.

Employees by age group

Methodology note: Employee age data is based on the registered age in the HR systems of Aker ASA and the Group companies at the end of the reporting year.

Employees by contract type

Gender diversity targets

Among the Group companies, Solstad Maritime has set targets to achieve:

• 10 percent female seafarers by 2030
• 30 percent women in leadership positions onshore by 2030

Aker BioMarine has set targets related to gender balance in recruitment and promotions, as well as equal pay for work of equal value.

Persons with disabilities

Aker ASA has applied the phase-in provision under ESRS 1 (137) for data point S1-12 in the first reporting year (2024). No metrics on the percentage of employees with disabilities are disclosed in this reporting period.

Health and safety metrics

Coverage by health and safety management system

Approximately 90% of the Aker Group's own workforce is covered by a health and safety management system based on legal requirements and/or recognised standards or guidelines. All employees are covered by workplace regulations and other relevant legislation. In line with the Working Environment Act, all companies in Norway are required to work systematically with health, environment, and safety. A Group-wide health and safety management system has not been implemented. Relevant Group companies are responsible for implementing such systems at the company level, based on legal requirements and recognized standards.

Health and safety metrics

Methodology notes

Exposure to risk factors that typically lead to work-related accidents varies between Group companies, depending on their different business models. In 2024, nine work-related accidents were recorded across Aker Property Group and Solstad Maritime. At Solstad Maritime, four work-related accidents were recorded onboard three of the company's vessels, while Aker Property Group reported five work-related accidents linked to property management.

The Group's incident frequency is calculated by multiplying the number of work-related accidents by 1,000,000 and dividing by the total number of hours worked.

The number of employees is based on those registered in the HR systems of Aker ASA and the Group companies at the end of the year. The figure includes permanent employees, temporary employees, and non-guaranteed hours employees.

Compensation metrics

Pay gap

The gender pay gap in the Aker Group for 2024 was 10%.

The gender pay gap is calculated by dividing the difference between the weighted average salary for men and women by the weighted average salary for men. The data includes both Group management and the management at the subsidiary level. The calculation includes fixed and variable pay.

Remuneration ratio

The annual total remuneration ratio of the highest-paid individual to the median remuneration for all employees was 39.3:1 in 2024.

The annual total remuneration ratio is calculated by dividing the salary of the highest-paid individual in the Group (the CEO) by a weighted average of the median salary of all employees in the Aker Group. The ratio includes fixed and variable pay.

Methodology

Aker applied phase-in provisions under ESRS 1 (137) for the first reporting year. S1-16 was not among the specifically phased-in data points (the company phased in E1-9; S1-7, S1-12, S1-13, and S1-17). Both metrics are reported for the full Aker Group consolidated entities.

Policies related to value chain workers

Aker's sustainability statement includes references to S2-1 (Policies related to value chain workers) in the table of contents and cross-references, specifically noting coverage on pages 56-57. However, the provided excerpts do not contain the actual content from these referenced pages.

The excerpts show that:

• S2-1 appears in the table of contents with references to pages 56-57
• The company acknowledges that "The value chain also includes a significant number of workers, which presents an inherent risk of human rights violations. This necessitates systematic follow-up and responsible supply chain management."
• The due diligence process table references S2-1 in Section 3.2.2 under "Collaborate with relevant stakeholders in all parts of the due diligence process"
• Cross-cutting standards table shows S2-1 datapoints 17, 18, and 19 are addressed on pages 56-57 and 58

Without access to the actual pages 56-57 where S2-1 policies are disclosed, the specific policy names, content, scope, governance, and implementation details cannot be extracted from these excerpts.

Business conduct policies and corporate culture

Aker ASA manages business conduct through several key governing documents implemented across the Aker Group. Group companies either adopt Aker ASA's policies directly or develop similar policies aligned with Aker ASA's main content. Overall responsibility for the policies lies with members of the companies' management team, while implementation is carried out by the relevant departments or functional leads.

Code of Conduct

Scope: Applies to all employees, non-employees, and others acting on behalf of the Aker Group

Oversight and approval: Approved by the Board of Directors

Key content:

• Outlines key principles and requirements related to ethical business conduct
• Includes a dedicated section on commitments to fundamental human rights and labor rights
• Commitment to fair treatment of all employees and non-employees
• Covers principles related to anti-corruption, gifts and hospitality, conflicts of interest, sensitive information and confidentiality, as well as due diligence assessments
• Zero tolerance for harassment or degrading treatment in any form
• States that all employees should have the opportunity to develop their individual skills
• Clearly prohibits all forms of discriminatory behavior
• Zero tolerance for child labor, forced labor, modern slavery, and human trafficking

International standards: The principles for preventing and detecting corruption are aligned with the UN Convention against Corruption. The policy commits to respecting fundamental human rights principles as defined in the UN Guiding Principles on Business and Human Rights, the ILO Declaration on Fundamental Principles and Rights at Work, and the OECD Guidelines for Multinational Enterprises.

Public availability: Available on the websites of the largest Group companies and other portfolio companies, along with contact information and guidance on how stakeholders can provide feedback and report concerns. Also accessible to all employees and non-employees via the companies' intranet.

Implementation monitoring:

• Annual training required for all employees and non-employees
• Training delivered as e-learning course covering anti-corruption, gifts and hospitality, conflicts of interests, sensitive information and confidentiality, due diligence, sustainability and the Transparency Act, and how to report potential breaches
• Employees required to confirm electronically that they have read and understood the Code of Conduct
• Portfolio companies report quarterly to the General Counsel on compliance indicators, including breaches
• General Counsel reports to the Audit Committee
• Policies reviewed each year and updated in line with legal developments

Code of Conduct for Business Partners

Scope: Governs the Group's cooperation with business partners, including suppliers, customers, partners, and other third parties. Applies to workers in the value chain.

Oversight: Overall responsibility lies with the CEO of Aker ASA

Key content:

• Sets expectations regarding protection of fundamental human rights and decent working conditions for all workers in the value chain
• Business partners expected to provide a safe working environment
• Business partners expected to carry out risk-based due diligence
• Business partners expected to take action to stop, prevent, or reduce negative impacts
• Employees and affiliated entities should be familiar with the standards, principles, and objectives set out in the policy
• Business partners expected to adhere to standards that comply with applicable laws and Aker ASA's Code of Conduct
• Some Group companies require confirmation that the Code of Conduct for Business Partners will be followed before entering into new agreements

International standards: States that Aker ASA shall respect, support, and uphold fundamental human rights principles as defined in the UN Guiding Principles on Business and Human Rights, the ILO Declaration on Fundamental Principles and Rights at Work, and the OECD Guidelines for Multinational Enterprises.

Public availability: Available on the websites of the largest Group companies and other portfolio companies. Also accessible to all employees and non-employees via the companies' intranet.

Implementation monitoring:

• Portfolio companies reserve the right to audit business partners when necessary
• Right to terminate contracts in the event of significant breaches of established requirements and expectations
• Quarterly reporting on indicators related to value chain workers
• Annual reporting on whether companies have implemented due diligence procedures aligned with the UN Guiding Principles and OECD Guidelines

Sustainability Policy

Scope: Applies to Aker ASA's own operations and investment decisions, as well as its roles as an owner of companies

Key content:

• Describes Aker ASA's environmental, social, and governance impacts, risks and opportunities (IROs) related to own operations and investment decisions
• Establishes clear commitment to systematically working with health and safety
• Describes how Aker ASA works with all portfolio companies to avoid causing or contributing to negative impacts related to human rights, either directly through its own operations or indirectly through activities within the companies' value chains
• States the Group aims to take a systematic approach to health, safety, and well-being throughout the value chain

International standards: Referenced in context of human rights commitments aligned with UN Guiding Principles, ILO Declaration, and OECD Guidelines.

Global Framework Agreement

Scope: Covers larger companies in which Aker ASA holds significant influence and applies to all employees across the Group

Oversight and approval: Signed by Aker ASA's CEO, the General Secretary of IndustriALL Global Union, and the trade unions Fellesforbundet, NITO, and Tekna. Management in each company is responsible for implementing the agreement.

Key content:

• Describes Aker ASA's commitment to meeting minimum social safeguards
• Requires Group companies to involve and collaborate with employees, their representatives, and trade unions to support continuous improvement in health and safety
• Ensures compliance with the ILO's Guidelines on Occupational Health and Safety Management Systems
• Stipulates that all employees must receive training on health and safety, including how to prevent work-related risks
• Sets expectations for the Group to work towards addressing gender pay gaps
• Highlights the importance of involving employee representatives in developing training and education programs
• Emphasizes access to training and education programs, with a particular focus on building competence in new technologies and modern equipment

International standards: As defined by the UN Guiding Principles on Business and Human Rights, the ILO Declaration on Fundamental Principles and Rights at Work, and the OECD Guidelines for Multinational Enterprises.

Implementation monitoring: Companies required to provide training on the agreement to employee representatives and local managers, and to facilitate joint implementation.

Guidelines for Equality, Diversity, and Inclusion

Scope: Applies to Aker ASA

Oversight and approval: Signed by Aker ASA's CEO

Key content:

• Outlines Aker ASA's principles for promoting equal treatment, diversity, and inclusion in the composition of the Board, management, and control bodies
• Aims to foster a strong corporate culture shaped by diverse perspectives and approaches
• Places particular emphasis on the inclusion of women in the workforce, boardrooms, and committees
• Focuses on workplace accessibility for people with physical disabilities
• Includes other measures to promote diversity

Anti-Corruption Policy

Scope: Applies to anyone acting on behalf of Group companies and other portfolio companies, including board members, employees, and non-employees. Also sets expectations for business partners to follow policies of a similar standard.

Oversight and approval: Overall responsibility lies with the CEO. Approved by the Board of Directors.

Key content:

• Sets out Aker ASA's zero-tolerance approach to corruption and bribery
• Defines expected standards of conduct
• Sets expectations and minimum requirements for Group companies and other portfolio companies regarding zero tolerance, business conduct, and compliance culture
• Includes guidelines for handling gifts, hospitality, donations, and sponsorships
• Includes principles for conducting due diligence assessments
• Requires risk-based and effective procedures properly implemented, operationalized, and integrated into daily operations
• Requires sufficient and dedicated resources to compliance, appropriate to company size, structure, and risk profile
• Requires documentation of activities and effectiveness of compliance programs
• Anti-corruption principles must be clear, concise, and accessible to all employees and others acting on the company's behalf

International standards: Aligned with the UN Convention against Corruption.

Public availability: Accessible to all employees and non-employees via the companies' intranet.

Implementation monitoring:

• Policy reviewed regularly and updated in line with applicable legislation
• General Counsel at Aker ASA responsible for implementation and oversight
• Portfolio companies report quarterly to the General Counsel on compliance indicators, including breaches and suspected cases of corruption and bribery
• General Counsel reports to the Audit Committee
• Annual reporting covers policies, procedures, and training programs
• Policies reviewed each year and updated in line with legal developments

Whistleblowing Procedure

Scope: Applies to Group companies that do not have their own whistleblowing procedure. Most Group companies have their own whistleblowing channel.

Oversight and approval: Approved by the CEO

Key content:

• Describes the process for managing incident reports, including breaches of the Code of Conduct, made via Aker ASA's integrity channel
• Operated by independent third parties
• Allows anonymous reporting
• Three reporting channels: internal reporting line, independent whistleblowing channel, or directly to the Chair of the Audit Committee
• Accessible to employees, non-employees, and other external stakeholders, including workers in the value chain
• Option to report direct to the Board when other contact points are considered inappropriate
• CEO responsible for upholding relevant legislation that protects both internal and external whistleblowers from retaliation
• Personal data handled in accordance with applicable GDPR regulations

Public availability: Accessible on company websites with contact information and guidance. Also accessible via companies' intranet.

Implementation monitoring:

• All reports handled promptly and objectively
• Reports initially assessed by external third party, then forwarded to relevant person within the company (General Counsel for Aker ASA)
• If criteria met, forwarded to Chair of the Audit Committee
• Quarterly reporting to the Audit Committee includes number and types of whistleblowing cases

Health and Safety Policies (Subsidiary Level)

Group companies with higher-risk roles (Solstad Maritime and Aker BioMarine) have their own health and safety management systems and policies.

Scope: Cover both employees and non-employees at respective companies

Oversight:

• Chief Operating Officer at Solstad Maritime
• Chief Officer People and Communication at Aker BioMarine

Key content:

• Provide a framework for managing health and safety risks and impacts
• Include procedures designed to prevent workplace incidents

Prevention and detection of corruption and bribery

The Aker Group and other portfolio companies have a zero-tolerance policy towards corruption and bribery, both within their own operations and throughout their value chain. Established procedures are in place to prevent, detect, and address material matters. These include guidelines for handling gifts, hospitality, donations, and sponsorships, as well as principles for conducting due diligence assessments.

Aker ASA and its consolidated entities received no injunctions, convictions, fines, or similar sanctions for violations of anti-corruption or bribery laws during 2024. No breaches of anti-corruption policies were identified either. There are no known cases of corruption and bribery within the Group.

Anti-Corruption Policy

Scope:

• Sets out expected standards of conduct from anyone acting on behalf of Group companies and other portfolio companies, including board members, employees, and non-employees
• Outlines expectations for business partners to follow policies of a similar standard

Governance and approval:

• Overall responsibility lies with the CEO
• Approved by the Board
• Reviewed regularly and updated in line with applicable legislation

Key content and principles:

• Zero-tolerance approach to corruption and bribery
• Sets out expectations and minimum requirements for Group companies and other portfolio companies regarding zero tolerance, business conduct, and compliance culture
• Expectations relating to the companies' compliance culture include:
  • Risk-based and effective procedures: Procedures shall be properly implemented, operationalized, and integrated into daily operations across all parts of the organization
  • Sufficient resources: Portfolio companies must allocate sufficient and dedicated resources to compliance, appropriate to the company size, structure, and risk profile
  • Documentation: Activities and effectiveness of compliance programs must be thoroughly documented
• The companies' anti-corruption principles must be clear, concise, and accessible to all employees and others acting on the company's behalf
• Portfolio companies reserve the right to audit business partners when necessary and to terminate contracts in the event of significant breaches of established requirements and expectations
• Employees are required to report any conflicts of interests as they arise

Public availability:

• Anti-corruption policies are accessible to all employees and non-employees via the companies' intranet

Monitoring and implementation:

• The General Counsel at Aker ASA is responsible for the implementation and oversight of the policy in Aker ASA
• The largest subsidiaries and other portfolio companies report quarterly to the General Counsel on compliance indicators, including breaches of the Code of Conduct or other matters, as well as suspected cases of corruption and bribery
• The General Counsel reports these matters to the Audit Committee
• On an annual basis, reporting covers policies, procedures, and training programs
• The policies are reviewed each year and updated in line with legal developments and other needs
• The General Counsel is responsible for overseeing any matters within Aker ASA and reports quarterly to the Audit Committee on relevant indicators for the Aker Group and other portfolio companies
• Any suspected cases of corruption or bribery will be investigated by independent personnel not connected to the matter
• Any breach will result in disciplinary action and may also lead to criminal investigation and prosecution

Code of Conduct

Scope:

• Applies to Aker ASA employees and non-employees
• Group companies and other portfolio companies have similar codes

Governance and approval:

• Approved by the Board
• The General Counsel at Aker ASA is responsible for implementation and oversight

Public availability:

• Available on the websites of the largest Group companies and other portfolio companies
• These websites also include contact information and guidance on how stakeholders can provide feedback and report concerns
• Accessible to all employees and non-employees via the companies' intranet

Monitoring and implementation:

• All employees, including management, participate in annual training
• At Aker ASA, the 2024 annual training was provided as an e-learning course covering topics including anti-corruption, gifts and hospitality, conflicts of interests, sensitive information and confidentiality, due diligence, sustainability and the Transparency Act, along with how to report potential breaches of the Code of Conduct
• Following the training, a digital survey was conducted to assess employees' understanding of the policy content, including awareness of the zero-tolerance policy on corruption and bribery
• As part of mandatory training, employees are required to confirm electronically that they have read and understood the Code of Conduct
• When needed, more in-depth training is also carried out at Aker ASA, either by topic or by function
• Other companies within the Aker Group also provide annual training on their respective Code of Conduct and report this annually to the General Counsel at Aker ASA, who in turn reports to the Audit Committee
• The reporting includes the average training time per employee and the percentage of employees who have confirmed they have read the Code of Conduct
• Training is delivered either as e-learning, or as in-person sessions, depending on the company
• No departments within Aker ASA are considered more exposed to corruption and bribery risks than others

Code of Conduct of Business Partners

Scope:

• Applies to business partners

Public availability:

• Available on the websites of the largest Group companies and other portfolio companies
• These websites also include contact information and guidance on how stakeholders can provide feedback and report concerns

Whistleblowing Procedure

Scope:

• All employees, non-employees, and other external stakeholders, including workers in the value chain

Governance and approval:

• Approved by the CEO
• Most Group companies have their own whistleblowing channel, which is operated by an independent third-party

Key content and principles:

• The companies' whistleblowing system provides a confidential channel for reporting suspected corruption and bribery
• Concerns, incidents, or potential breaches of policies, internal codes, the Code of Conduct, or other governing documents can be reported through several reporting channels
• The portfolio companies have their own whistleblowing channels that allow anonymous reporting of unwanted activities or irregularities, as well as potential breaches of core values
• These systems are operated by independent third parties and are described on each company's website
• Concerns can be reported in three ways: through the internal reporting line, the independent whistleblowing channel, or directly to the Chair of the Audit Committee
• The option to report direct to the Board is available when other contact points are considered inappropriate
• Separate email addresses are also available for inquiries under the Transparency Act
• Whistleblowers may choose to remain anonymous throughout the process
• Personal data is handled in accordance with applicable GDPR regulations
• In line with the Group companies' whistleblowing procedures, the CEO is responsible for upholding relevant legislation that protects both internal and external whistleblowers from retaliation

Monitoring and implementation:

• Reports submitted through independent whistleblowing channels are initially assessed by the external third party
• The concern is then forwarded to the relevant person within the company responsible for further handling. In Aker ASA, this is the General Counsel
• If the reported concern meets the criteria for escalation, it is forwarded to the Chair of the Audit Committee
• All reports submitted through the whistleblowing channels are handled promptly and objectively
• The quarterly reporting to the Audit Committee also includes the number and types of whistleblowing cases for the quarter and year-to-date

Additional governance mechanisms

Authorization matrix:

• Aker ASA's authorization matrix defines decision-making authority across the organization
• Sets the boundaries for responsibility between the Board and the CEO, based on the Board's delegation of authority
• As a key part of the company's governance framework, the matrix requires that matters of particular importance or that involve material risk must be approved by the Board
• Authorization principles are also built into the company's payment systems, requiring all payments to be approved by at least two individuals, with different thresholds determining when additional approval is needed
• The Aker Group and other portfolio companies have similar authorization matrices in place

Due diligence assessments:

• Due diligence assessments are an important tool for preventing, detecting, and reducing potential impacts and risks linked to improper conduct by current and potential business partners, suppliers, and other third parties

Incidents of corruption or bribery

Confirmed incidents

Aker ASA and the Aker Group received no injunctions, convictions, fines, or similar sanctions for violations of anti-corruption or bribery laws during 2024. No breaches of anti-corruption policies were identified either.

Convictions and fines

No convictions or legal decisions (criminal or administrative) were recorded in 2024. No fines were paid for violations of anti-corruption or anti-bribery laws.

Disciplinary actions

No employees were dismissed or disciplined due to corruption or bribery in 2024.

Contracts terminated

No contracts with business partners were terminated or not renewed due to corruption or bribery violations in 2024.

Investigation and speak-up procedures

The portfolio companies have their own whistleblowing channels that allow anonymous reporting of unwanted activities or irregularities, as well as potential breaches of core values. These systems are operated by independent third parties and are described on each company's website. Concerns can be reported in three ways: through the internal reporting line, the independent whistleblowing channel, or directly to the Chair of the Audit Committee. All three channels are accessible to employees, non-employees, and other external stakeholders, including workers in the value chain.

Reports submitted through independent whistleblowing channels are initially assessed by the external third party. The concern is then forwarded to the relevant person within the company responsible for further handling. In Aker ASA, this is the General Counsel. If the reported concern meets the criteria for escalation, it is forwarded to the Chair of the Audit Committee. Whistleblowers may choose to remain anonymous throughout the process. Personal data is handled in accordance with applicable GDPR regulations.

Any suspected cases of corruption or bribery will be investigated by independent personnel not connected to the matter. Any breach will result in disciplinary action and may also lead to criminal investigation and prosecution.

There are no known cases of corruption and bribery within the Group.