Annual Report

Board of Directors Report
The company has implemented a corporate HSEQ program, the Integrated
Management System, based in the international standards, ISO 9001:2000,
ISO 14001:2004, OHSAS 18001:1999 and the ISM and ISPS codes.
Marine Subsea AS had 0,53% sick leave in 2009, compared to 0,024% in
2008.
Marine Subsea had no accidents during the year. The company operates
vessels/barges with emission to air, but they are all new with the latest
technology installed. There are no other additional emissions or accidental
releases to report.
Remuneration of Senior Executives
The Board of Directors of Marine Subsea AS hereby submits its statement
on remunerations to management.
Marine Subsea management:
Christian Nygaard, Managing Director
Erik Sandøy, Finance Director
Knut E. Harto, Director Projects
Graham Medhurst, Operations Director
Svein Guldteig, Technical Director
Petter Hernæs, HSEQ Director
Thomas Fjell, Director of Strategic & Legal Affairs
General:
The guidelines for future stipulation of management remuneration is to
follow the general salary adjustments in our local markets, while at the
same time considering the measures necessary to retain key personnel
and maintain a level of remuneration that enables us to recruit the kind of
professionals needed to develop the company according to plans.
Bonus scheme:
The Board of Directors have approved a bonus based compensation
programmes in principle where all employees shall have the possibility
to receive bonus. The programme is based on personal performance, as
well as on the financial results of the company. The compensation varies
from 0 to 1,5 times the individual salary and will be paid after year-end.
An allowance for bonus for 2009 has been recognized, but the individual
bonuses have not yet been decided on.
Pension scheme:
The company has a benefit plan for the Norwegian employees. The benefits
include retirement pension, disability pension and widows’ pension.
The retirement pension covers the difference between 66% of salary at the
time of retirement (age 67), and payments from the national insurance.
The pension, including the part paid by national insurance, is, however,
capped at a certain level based on basic amount from the national insurance,
which at present is approximately USD 10 000. To qualify for full
pension benefits, 30 years of Marine Subsea employment is required.
Salary payments after termination of employment:
No such agreements have been established, except for Mr. Christian
Nygaard who is entitled to a one year salary payment after termination of
employment.
Other:
All salaries were negotiated on individual basis, and no changes in terms
have been carried out later. We are of the opinion that all terms and
conditions have been negotiated on an arm’s length basis at market conditions,
enabling Marine Subsea to recruit the kind of professionals it needs
to succeed with its strategy, to the benefit of its stakeholders.
Outlook
The Board remains focused on the Company’s objective to deliver a first
class well intervention operation from Sarah and Karianne combined with
third party work in the medium term. The Company had all but one of the
delivered vessels generating income by the end of the first quarter 2010,
with most of the units on long-term contracts. With the company now
fully financed, and most vessels on charters and working in West Africa,
we shall continue to develop our positive relationship with our clients and
our local partners.
The Board of Director’s believes that Marine Subsea is well positioned to
reach our objectives for 2010 and as a result remains cautiously confident
that Marine Subsea will continue to develop positively.
Oslo, 21th of April 2010
Mårten Rød
Chairman
Gian Angelo Perrucci
Board Member
Georgio Reggio
Board Member
Kristen Jakobsen
Board Member
Christian Nygaard
Managing Director
Annual Report 2009 Marine Subsea 17