American Shipping : Recommendation from the Nomination Committee

Proposal from the nomination committee of American Shipping Company ASA to the annual general meeting to be held on 22 April 2022

The nomination committee of American Shipping Company ASA is comprised of Ove A. Taklo (chair) and Ingebret G. Hisdal.

The nomination committee has held two meetings since the 2021 annual general meeting, amongst others reviewing the board's performance for 2021 and the board composition. As a basis for its assessments, the committee conducted individual meetings with the chair of the board and the CEO. The committee has also received feedback from individual shareholders concerning the composition of the board.

In connection with the annual general meeting of American Shipping Company ASA to be held on 22 April 2022, the nomination committee submits the following unanimous proposal:

1. Election of directors to the board of directors

The board has three shareholder-elected directors, Annette Malm Justad (chair), Kristian Røkke (director) and Peter D. Knudsen (director). Kristian Røkke and Peter D. Knudsen's terms end in 2022. Kristian Røkke has announced that he will not set for re-election. The nomination committee proposes that Peter D. Knudsen is re-elected in his position and that Frank O. Reite is elected as a new director to the board, both for a period of two years.

Frank O. Reite is a Norwegian citizen, born in 1970. He first joined Aker in 1995 and held the position as CFO in Aker ASA from August 2015 until August 2019. Mr. Reite has previously held the position as President & CEO of Akastor (up until 2015) and also held a variety of executive positions in the Aker group, including overseeing and developing Aker's investments in Converto Capital Fund AS, Havfisk ASA, Norway Seafoods AS and Aker Yards ASA. Mr. Reite also has experience from banking and served as Operating Director at Paine & Partners, a New York-based private equity firm. Reite's current board positions include being chair of Converto AS, deputy chair of the board and chair of the audit committee in Aker ASA, chair of Norron AB, and director of Solstad Offshore ASA. He holds a B.A. in business administration from Norwegian Business School BI in Oslo.

In its deliberations, the nomination committee has emphasized that a well-functioning board should have a composition that covers all relevant fields of competence and experience to discharge its oversight responsibilities in a good manner, and to be well suited to deal with opportunities and challenges facing American Shipping Company ASA. It is the nomination committee's view that the proposed board composition ensures such qualities. For the same reasons, the nomination committee proposes that the annual general meeting makes a joint vote over the entire proposed board composition.

The proposed board composition is compliant with the requirements for independence as set out in the Norwegian Code of Practice for corporate governance (NUES).

If the general meeting adopts the above proposals, the board of American Shipping ASA will comprise the following shareholder-elected directors:

Election period:
•	Annette Malm Justad (chair)	2021-2023
•	Peter D. Knudsen (director)	2022-2024
•	Frank O. Reite (director)	2022-2024

American Shipping Company

Oksenøyveien 10, P.O. Box 230, NO-1326 Lysaker, Norway

Tel. [phone] Fax [phone]www.americanshippingco.com

2. Election of members to the nomination committee

The nomination committee has two shareholder-elected members, Ove A. Taklo (chair) and Ingebret G. Hisdal. Both Ove A. Taklo and Ingebret G. Hisdal are up for election at the 2022 annual general meeting, whereof Ove A. Taklo has announced that he will not set for re-election.

The nomination committee proposes that Ingebret G. Hisdal is re-elected in his position, and that Charlotte Håkonsen is elected as new chair of the committee, both for period of two years.

Charlotte Håkonsen (born 1979) is General Counsel in Aker ASA. Håkonsen came to Aker from a partner position in the Norwegian law firm BAHR. From 2014 to 2018 Håkonsen held the position as Head of Legal and Compliance at Akastor ASA. Håkonsen holds a Cand.jur. degree from the University of Oslo.

3. Proposed fees for the board of directors

The nomination committee proposes that the fees are increased with approximately 3% for the period from the ordinary general meeting in 2021 to the ordinary general meeting in 2022.

Position	Proposed 2021 - 2022 (NOK)	Last year's fees NOK
Chair	535 000	520 000
Directors	420 000	410 000

4. Proposed fees for the nomination committee

Fees for the chair and member of the nomination committee are proposed to remain unchanged from the period from the ordinary general meeting in 2021 to the ordinary general meeting in 2022, NOK 25 000 per member.

As per normal practice for Aker-group companies; senior executives are not personally permitted to receive directors' or nomination committee fees for representing Aker in such positions. The fees are in such cases paid directly to the company of which the relevant board member is an employee. Consequently, the fees accruing to Kristian Røkke will be paid to Aker Horizons ASA.

Fornebu, 1 April 2022

On behalf of the nomination committee of American Shipping Company ASA

Ove A. Taklo

Chair

American Shipping Company

Oksenøyveien 10, P.O. Box 230, NO-1326 Lysaker, Norway

Tel. [phone] Fax [phone]www.americanshippingco.com