Governance

    As a company incorporated in Bermuda, Höegh LNG is subject to Bermuda law regarding corporate governance in addition to the Oslo Stock Exchange's "Continuing obligations of stock exchange listed companies" section 7 "Corporate Governance Report" (the "Continuing Obligations"). ​

    The Company has adopted and implemented a corporate governance regime which, in all material respects, complies with the Norwegian Code of Practice for Corporate Governance Code (the "Corporate Governance Code") referred to in the Continuing Obligations section 7.

    Annual General Meeting

    ​The Annual General Meeting is Höegh LNG's highest decision-making body. The Annual General Meeting resolves among others the appointment of the Auditor, election of the Board of Directors and the Nomination Committee and the determination of remuneration for the Directors and the members of the Nomination Committee. 

    The Board of Directors​

    The Board of Directors may consist of up to ten Directors appointed by the Annual General Meeting, however currently the Board has seven members.
     
    The Board has among its tasks to decide on the Group's overall objectives and strategies, employ the Chief Executive Officer and President of Höegh LNG​, decide on budgets and business plans, consider and approve financial statements and quarterly financial reports, monitor the financial development, and decide on policy issues with strategic implications and material consequences. The work of the Board is scheduled in an annual plan with fixed information- and decision points and if required, interim board meetings are arranged.
     
    The Board has authorised Höegh LNG AS, a wholly owned management company, to carry out the day-to-day management of the assets under a management agreement comprising administrative, commercial and technical activities. The Board of Directors has established an Audit Committee and a Governance, Compliance​ and Compensation Committee.

    The Auditor

    The Auditor is appointed by the Annual General Meeting and has the duty to audit the Company's financial reporting. Höegh LNG's ​auditor is currently Ernst & Young. In order to safeguard the Board of Directors' access and control of the Auditor's work, the Auditor meets with the Audit Committee and once a year with the full Board. The auditor ​receives all documentation for and minutes from all ​Board meetings.

    General Meetings

    General Meetings

    Nomination Committee​

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     Nomination Committee

    Höegh LNG's Nomination Committee is composed and elected in accordance with the Company's Bye-laws.

    The majority of the Nomination Committee shall be independent of the executive personnel of the Company. At least one member of the Nomination Committee shall not be a member of the Board. The Nomination Committee shall propose candidates to be appointed as Directors and make recommendations to the Company's Annual General Meeting on remuneration for the Directors.

    The Nomination Committee shall also nominate its candidates as the Chairman and Members of the Nomination Committee and propose their remuneration.

    Members of Höegh LNG's Nomination Committee are usually elected for a term of one year.

    Members of the Nomination Committee:

    Stephen Knudtzon (Chairman)
    Partner, Advokatfirmaet Thommessen AS

    Morten W. Høegh (Member)
    Chairman, Höegh LNG Holdings Ltd.

    William Homan-Russell (Member)
    Shipping Analyst, Tufton Oceanic Limited ​

    For nominations to the Board of Directors or to the Nomination Committee​, please contact us​.​

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    Biography
      
      
    Morten W. Høegh
    <h2>​​​Chairman​​​<br/>Audit Committee Member</h2><p>Morten W. Høegh has served as Chairman of Höegh LNG since 2006 and is a director of Höegh Autoliners Holdings AS. From 1998 to 2000 he worked as an investment banker with Morgan Stanley in London. Morten W. Høegh holds an MBA with High Distinction (Baker Scholar) from Harvard Business School and a Bachelor of Science in Ocean Engineering and Master of Science in Ocean Systems Management from the Massachusetts Institute of Technology. He is a graduate of the Military Russian Program at the Norwegian Defence Intelligence and Security School. Morten W. Høegh is a Norwegian citizen and he resides in the United Kingdom.​​</p>
    Morten W. Høegh
    1
    Leif O. Høegh
    <h2>​​​​​​Deputy Chairman<br/>Governance, Compliance and Compensation Committee Member​​</h2><p>​​Leif O. Høegh has served as Deputy Chairman of Höegh LNG since 2006 and is the Chairman of Höegh Autoliners Holdings AS. Leif O. Høegh worked for McKinsey &amp; Company and the Royal Bank of Canada Group. He holds an MA in Economics from the University of Cambridge and an MBA from Harvard Business School. Leif O. Høegh is a Norwegian citizen and resides in Norway.​</p>
    Leif O. Høegh
    2
    Andrew Jamieson
    <h2>​​​Director<br/>Chairman of Audit Commitee</h2><p>Andrew Jamieson has served as a Director of Höegh LNG since 2009. He has vast experience from the energy industry in general and LNG in particular, having been in charge of both the North West shelf project in Australia and Nigeria LNG for a number of years. Andrew Jamieson retired from the Royal Dutch Shell group in 2009 where he has served as Executive Vice President Gas &amp; Projects and Member of the Gas &amp; Power Executive Committee since 2005. From 1999 to 2004 he was Managing Director in Nigeria LNG Ltd and Vice President in Bonny Gas Transport Ltd. Jamieson has been with Royal Dutch Shell group since 1974 with positions in The Netherlands, Denmark, Australia and Nigeria, and he has been a director on the boards of several Shell companies. Jamieson holds a Ph.D. degree from Glasgow University. Andrew Jamieson is a Fellow of the Institute of Chemical Engineers and also of the Royal Academy of Engineering. Andrew Jamieson is a citizen of the United Kingdom and resides in the United Kingdom and Australia. ​</p>
    Andrew Jamieson
    3
    Ditlev Wedell-Wedellsborg
    <h2>​​​​​Director<br/>Chairman of Governance, Compliance and Compensation Committee​</h2><p>Ditlev Wedell-Wedellsborg has served as a Director of Höegh LNG since 2006. He is the owner of Weco Invest A/S, an investment company working out of Copenhagen. Previously he was a partner in the corporate finance boutique Capitellum and prior to this he held various management positions in the Danish shipping company Dannebrog Rederi A/S. He has also been a consultant with McKinsey &amp; Co. Ditlev Wedell-Wedellsborg holds an MBA from INSEAD, France and a BA in economics from Stanford University. Ditlev Wedell-Wedellsborg is a Danish citizen and resides in Denmark.​​</p>
    Ditlev Wedell-Wedellsborg
    4
    Christopher G. Finlayson
    <h2>​​​​​​​Director​​​&#160;​<br/>Governance, Compliance and Compensation Committee​</h2><p>Christopher G. Finlayson has served as a Director of the Board since 2015. He&#160;is a non-executive chairman of the board of Interoil Corporation, a director of the board of Lloyds Register Group and he chairs Lloyds&#39; remuneration committee. Finlayson joined BG Group in 2010. He led BG Group&#39;s operations in Europe and Central Asia until 2011 when he became Managing Director of BG Advance and was appointed to the BG Group Board of Directors. He was responsible for BG Group&#39;s world-class exploration team, major capital projects programme, technology, contracts and procurement and IT. Mr Finlayson was CEO from 2012 until he left the BG Group in April 2014. Before joining BG, he worked with exploration and production of oil and natural gas in Royal Dutch Shell for 33 years, which includes operational management experience from Nigeria, Russia, Brunei, Turkey and the North Sea. Mr Finlayson received a BSc Physics and Geology with First Class Honours from the University of Manchester in 1977. He is a British citizen and resides in the United Kingdom. Finlayson does not own any shares in Höegh LNG.</p>
    Christopher G. Finlayson
    5
    Jørgen Kildahl
    <h2>​​​​​​Director​​​</h2><p>​Jørgen Kildahl&#160;has since 2010 been a Member of the Board of Management (Vorstand) in E.ON SE.&#160; He served as an Executive Vice President in Statkraft AS from 1999 to 2010, where he was also part of the Executive Management Board from 2001. Jørgen&#160;Kildahl has also held positions in a PR consultant group, as fund manager and served at several boards. In his previous positions, he has been involved in international business development and leading organisational restructuring and development. Jørgen&#160;Kildahl holds a M.Sc. degree from the Norwegian School of Economics and Business Administration (NHH) in Bergen, is a Chartered Financial Analyst, holds a MBA from NHH and has further concluded the Advanced Management Program (AMP176) at Harvard Business School. He&#160;is a Norwegian citizen and resides in Germany.​</p>
    Jorgen Kildahl
    6
    Cameron Adderley
    <h2>​​​​​​​​​​​​​​Director<br/>​​Gover​​nance, Compliance&#160;and Compensation Committee Member</h2><p>Cameron Adderley has served as a Director of Höegh LNG since 2006. Cameron Adderley is a partner of Appleby, Höegh LNG&#39;s Bermuda counsel. Cameron Adderley is the Global Practice Group Head, Corporate &amp; Commercial of Appleby with a broad based corporate and commercial practice which includes securities, mergers and acquisitions, financing and capital markets transactions. He also advises on joint ventures including the structure, governance and finance arrangements for such transactions. Cameron Adderley graduated from the University of Bristol with a Bachelor of Laws (Hons) degree in 1989 and qualified as a solicitor of the Supreme Court of England and Wales in 1992 (now non-practising). He was called to the Bermuda Bar in September 1993. Cameron Adderley is a British citizen and resides in Bermuda​​</p>
    Cameron Adderley
    7
      
    Biography
      
      
    Sveinung J. S. Støhle
    <h2>​​​​President and Chief Executive Officer</h2><p>Sveinung Støhle serves as the President and Chief Executive Officer of Höegh LNG through his employment with Höegh LNG AS since 2005. He also holds the position as Chairman of Höegh LNG Partners LP, an MLP company listed on the NYSE in New York. Sveinung Støhle has more than 25 years of experience from the LNG industry with both shipping and oil &amp; gas companies. Prior to his employment with Höegh LNG he held positions as President of Total LNG USA, Inc., Executive Vice President and Chief Operating Officer of Golar LNG Ltd., General Manager Commercial of Nigeria LNG Ltd. and various positions with Elf Aquitaine. Sveinung Støhle has a Master of Business Administration from the University of San Francisco and a Bachelor of Science in Finance from California State University. He is a Norwegian citizen and resides in Norway.</p>​
    Sveinung J. S. Støhle
    1
    Steffen Føreid
    <h2>​​​​​Chief Financial Officer</h2><p>Steffen Føreid has served as Chief Financial Officer of Höegh LNG AS since 2010. From 2008 to 2010, he served as Chief Financial Officer of and advisor to Grenland Group ASA. From 2002 to 2007 he held various positions at a restructuring of Kværner ASA, including Executive Vice President during a management buy-out of Kværner ASA and Vice President of Group Business Development at Aker Kværner ASA. From 1996 to 2001, Steffen Føreid worked within ​​Corporate and Investment Banking at JPMorgan Chase &amp; Co. Steffen Føreid has a Master of Science in Finance from the University of Fribourg in Switzerland. ​​He is a Norwegian citizen and resides in Norway.</p>​​​
    Steffen Føreid
    2
    Vegard Hellekleiv
    <h2>​Chief Operations Officer</h2><p>Vegard Hellekleiv has served as Chief Operations Officer since 2017 and prior to that he was ​Chief Technical Officer since 2013. He has&#160;been employed with Höegh LNG AS and its predecessors since 1998. He worked 3 years in DNV after graduating, and has gained 20 years of experience working with business development, site supervision, ship management and execution of capital projects. He holds a Master of Science in marine technology from NTNU in Trondheim. He is a Norwegian citizen and resides in Norway.​</p>
    Vegard Hellekleiv
    3
    Øivin Iversen
    <h2>​​​​Chief Technical Officer</h2><p>Øivin Iversen has served as Chief Technical Officer since 2017. ​He&#160;has worked with development of LNG carriers and floating LNG terminals solutions for more than 20 years&#160;holding various technical and commercial positions. &#160;At Höegh LNG he has been involved in the&#160;development of Floating Regasification and Storage Units (FSRU) and was heading the development of the&#160;Floating Liquefaction Units (FLNG). He&#160;​holds a Master Degree in naval architecture. He is a Norwegian citizen and resides in Norway.<br/></p>
    Øivin Iversen
    4
    Ragnar Wisløff
    <h2>​​​Chief Development&#160;Officer</h2><p>Ragnar Wisløff has served as&#160;Chief Commercial Officer&#160;since 2013. He&#160;joined Höegh LNG AS in 2005 and&#160;has 15 years of experience from the gas industry in both upstream and downstream activities with various companies in the industry. He holds a Master of Science in marine technology from NTH​&#160;in Trondheim​.&#160;​He is a Norwegian citizen and resides in Norway.​</p>
    Ragnar Wisløff
    5
    Tom Solberg
    <h2>​​​Chief of Staff</h2><p>Tom Solberg serves as Chief of Staff of the group through his employment with Höegh LNG AS since 2015. He holds a Bachelor of Science in Sociology, International Politics &amp; Labour Law from the University of Oslo and a Master of Science in Human Resources Management from the University of Salford, UK. Mr Solberg has extensive experience from HR, Management and Communication. He is a Norwegian citizen and resides in Norway.&#160;​</p>
    Tom Solberg
    6

    Governance Documents​​​

     
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    2015 Corporate Governance Report2015 Corporate Governance Report.pdf
    2014 Corporate Governance Report2014 Corporate Governance Report.pdf
    2013 Corporate Governance Report2013 Corporate Governance Report.pdf
    2012 Corporate Governance Report2012 Corporate Governance Report.pdf
    2011 Corporate Governance Report2011 Corporate Governance Report.pdf
      
      
      
    Memorandum of AssociationMemorandum_of_Association.pdf
    Bye LawsBye Laws.pdf

    Corporate Social Responsibility

    ​Höegh LNG’s main objective is to manage and operate the Group's assets to the highest technical and commercial standards. This implies a zero tolerance for corruption, impeccable safety records, compliance with all environmental regulations and respect for human rights.

    Höegh LNG aims to contribute to sustainable development by acting as a socially responsible company. The Group actively seeks to integrate social and environmental concerns in all business operations and to find a sound balance between stakeholders’ interests, operational efficiency and shareholder value. 

    Höegh LNG’s activities may impact the environment and local communities. The Company is committed to ensuring safe and sustainable management of such impacts. 

    The Board of Directors is responsible for overseeing the Group’s CSR strategies and procedures. Health, safety and environmental KPIs are reported to the Board of Directors on a regular basis. The Group has robust management systems certified according to the International Safety Management Code, ISO 9001, ISO 14001 and OHSAS 18001. 

    To ensure a targeted approach to CSR management, Höegh LNG has undertaken a systematic assessment of the Company’s environmental, social and ethical impacts. The following issues were identified as the most important and material to Höegh LNG: 

    working conditions and health and safety
    ethics and anti-corruption
    supply chain standards
    climate change and environmental footprint
    CSR due diligence
    stakeholder engagement
    tax
    ship recycling

    Since 2014, Höegh LNG reports its sustainability performance (CSR) according to the Global Reporting Initiative’s (GRI) Sustainability Reporting Framework. 

    Höegh LNG is a member of a shipping network called Maritime Anti-Corruption Network (MACN). MACN is a global business network working towards its vision of a maritime industry free of corruption that enables fair trade to the benefit of society at large. Additional information on the Maritime Anti-Corruption Network can be found on www.bsr.org/macn