Vátryggingafelag Íslands : VÍS Corporate Governance Statement 2023

Corporate Governance Statement 2023

Vátryggingarfélag Íslands hf.

Good corporate governance provides the foundation for responsible management and well-conceived decision- making, while promoting reliable relations between shareholders, the Board of Directors, management, employees and other stakeholders. Corporate governance at VIS is about defining the roles and responsibilities of the Company's officers and directors, internally and vis-à-vis shareholders, for the purpose of assisting them in achieving their objectives. VIS places emphasis on the continuous development and strengthening of good corporate governance within the Company, and on ensuring that processes and workflows adhere to accepted international standards for best governance practices.

Exemplar of Corporate Governance

In August 2023, VIS was named an "Exemplar of Corporate Governance" by Stjórnvísi. VIS is also on the list of Outstanding Companies compiled by Creditinfo. Outstanding Companies are stable businesses whose operations are built on strong foundations and benefit society. VIS was also chosen as one of VR union's Model Companies for the fifth time.

Compliance with Corporate Governance Guidelines

According to the Act on Insurance Activities, VIS is required to comply with the accepted Guidelines on Corporate Governance. The Company adheres to the current Guidelines on Corporate Governance (6th ed.) issued by the Iceland Chamber of Commerce, Nasdaq Iceland and the Confederation of Icelandic Enterprise . The Act on Insurance Activities and the Act on Limited Liability Companies include further provisions on corporate governance, working procedures and corporate structure which in some cases go further than the Guidelines. The Guidelines provide that companies are to disclose any deviations from the Guidelines and explain the reasons for such deviations. There are no deviations from the Guidelines at VIS.

Activities of VIS

Founded on 5 February 1989 by the merger of the Fire Insurance Association of Iceland (Brunabótafélag Íslands) and the Co-operative Insurance Association (Samvinnutryggingar g.t.), VIS is a limited liability company which operates on the basis of Act No. 100/2016 on Insurance Activities, Act No.

1) The guidelines are accessible on the websitei www.leidbeiningar.is

60/2021 on Measures Against Market Abuse and Act No. 2/1995 on Limited Liability Companies. Insurance companies are "public-interest entities" within the meaning of Article 2(1) (3)(d) of Act No. 94/2019 on Auditors and Auditing, see Article 2(1)(9) of Act No. 3/2006 on Annual Accounts, and as such have certain responsibilities. VIS is regulated and licensed as an insurance company by the Icelandic Financial Supervisory Authority of the Central Bank of Iceland (the " the Financial Supervisory Authority"). VIS has a comprehensive operating license covering both primary insurance and reinsurance and is the parent company of Líftryggingafélag Íslands hf. (Lífís).

During the year, a VIS subsidiary, SIV eignastýring hf. (SIV Asset Management), received authorisation to operate alternative investment funds with additional authorisation to provide asset management and receive and broker instructions regarding financial instruments. The company has begun operating funds that are marketed either to retail investors or only to professional investors and eligible counterparties. An asset management agreement has also been signed between VIS and SIV Asset Management, whereby SIV Asset Management has taken over the management of the investment portfolio of VIS and Lífís.

In February 2023, a letter of intent was signed for the Company's merger with Fossar fjárfestingarbanki hf. ("Fossar") which was submitted for approval at the Company's shareholders' meeting on 14 June 2023, and the completion of the merger was announced on 2 October. Subsequently, the Company's Board of Directors decided to transfer the Company's insurance operations to the subsidiary VÍS tryggingar hf., which decision was confirmed by the approval of the shareholders at a shareholders' meeting on last 17 January. The above will mean that if the transfer of the insurance operations is approved by the Financial Supervisory Authority, the Company will become a holding company that will be subject to certain supervision and requirements by the Financial Supervisory Authority and will not be considered an insurance company or a financial undertaking.

Clear Vision, Code of Ethics, Sustainability and Diversity

The Board's goal has been to make VIS an even more attractive investment option in the market with a clear vision of growth, development and capital structure. This effort entails making the Company more sales-driven and strengthen relationships with customers. The Board of Directors and management have established the vision for the Company of being the first choice for insurance and building a long-term relationship with the Company's customers and providing excellent service.

The Board of Directors reviewed and endorsed the Company's Code of Ethics in September 2023. The Code of Ethics is a guide

for employees on how they should conduct their relationships with customers, co-workers, regulators, shareholders, competitors and the community at large. All employees sign the Code of Ethics upon joining the Company and confirm their intention to adhere to it.

Guided by its policy on sustainability, VIS strives to contribute in a sustainable way to the good of society, employees, customers, shareholders and other stakeholders of the Company. The Company supports the Global Goals of the United Nations and uses them as a guiding light in its activities. In order to ensure that these goals are achieved, the Company sets measureable targets to monitor the implementation of the sustainability policy, and information is provided on performance and the status of issues through the publication of an annual sustainability report in accordance with international standards.

Through its policy on suitability, competence and diversity, the Company seeks to ensure that its senior management and management team reflect diversity with regard to factors such as age, gender, educational or professional background, in order to increase the likelihood of having in place the type of diverse knowledge, experience and insight that is necessary for the future success of the Company and to prevent opinions from becoming too uniform. Furthermore, the assessment of the qualifications of Board members should take into account whether the Board of Directors as a whole possesses the type of diversity and experience that is needed to ensure that the Company is managed in a professional manner.

Shareholders' Meetings

A shareholders' meeting is the supreme authority in the affairs of VIS as provided for by law and the Company's Articles of Association. At shareholders' meetings, shareholders exercise their powers of decision over the affairs of the Company. The VIS Annual General Meeting (AGM) shall be held before the end of March each year and consider the items of business provided for by law and the Company's Articles of Association. At the AGM, the Board of Directors is elected, audited annual financial statements for the preceding year are presented, a decision is taken regarding the allocation of the Company's profits or losses, fees for members of the Board and sub-committees are decided, and the Board's proposal on a Remuneration Policy is presented to the shareholders. The VIS AGM was held on 16 March 2023.

VIS is listed on the main market of Nasdaq Iceland, which means that the Company is required to abide by the Act on Limited Liability Companies concerning the convening of meetings and disclosure of information and materials in connection with the AGM and other meetings of shareholders. In most cases, these

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rules go as far as or further than the Corporate Governance Guidelines.

Attendance of Company Leaders at Meetings, Election of Meeting Chairman and Share Register

Further details on the agenda and proceedings at the AGM and shareholders' meetings in general, including the right to attend and the election of the meeting chairman and meeting secretary, are found in the Company's Articles of Association which are available on the VIS website. The VIS Articles of Association also include provisions on the Company's object, share capital, Board of Directors, annual financial statements and auditing. The Company maintains a share register by means of a special shareholder registration system, as the Company's shares are issued electronically and registered in the book-entry system of Nasdaq CSD.

Shareholders and Relations with the Board of Directors

Communication with shareholders takes place mainly at shareholders' meetings. The Company publishes the required financial information such as quarterly results. Earnings presentations for investors are generally held the day after the publication of results at VIS headquarters and are streamed live. The presentations give shareholders and analysts an opportunity to ask questions of management concerning the Company's operations and performance. Shareholders may also request that meetings address issues concerning the Board of Directors, express their views regarding the Company's operations and submit questions. The Chairman of the Board is the Board's liaison with the shareholders. Shareholders may direct questions to the Nomination Committee at [e-mail].

Nomination Committee

A shareholders' meeting held on 20 September 2018 approved the establishment of a Nomination Committee, which operates according to rules of procedure approved at a shareholders' meeting. The purpose of the Committee is to provide shareholders with sufficient information so that they can take an informed decision on the election of Board members. The Nomination Committee acts in an advisory capacity on the selection of Board members and is elected annually by the shareholders at a shareholders' meeting.

The establishment of the Nomination Committee helps to ensure that the Board of Directors as a whole possesses a diverse range of qualifications, experience and knowledge, as the Committee is specifically instructed to take these factors into account when preparing Board nominations.

Members of the Nomination Committee:

• Jensína Kristín Böðvarsdóttir, Chairman
• Gylfi Dalmann Aðalsteinsson
• Magnús Bjarnason

The Rules of Procedure of the Nomination Committee and further information on the Committee are available in the investor section of the Company's website at https://vis.is/ tilnefningarnefnd/. Shareholders may direct questions to the Nomination Committee at [e-mail].

Board of Directors and Sub-Committees

Main tasks and responsibilities, size and composition The Board of Directors is the supreme authority in the affairs of the Company between shareholders' meetings, subject to the limitations imposed by law, the Company's Articles of Association and the rules of procedure of the Board. According to the Articles of Association, the VÍS Board of Directors shall be composed of five principal members and two alternates.

The Nomination Committee must comply with the requirements of law and the Guidelines on Corporate Governance when presenting its reasoned proposal on the best composition of the Board. The members of the Board of Directors should have a diverse background and possess a breadth of experience and knowledge, and the gender ratio should be as even as possible. According to the Company's policy on suitability, competence and diversity, the assessment of the Board's qualifications should take into account whether the Board members have experience that ensures diversity in terms of education, professional background, age, gender, knowledge, skills and experience to ensure that the Company is managed in a professional manner. The Board is comprised of three men and two women, and so the gender ratio is 60% male and 40% female. The Board members are between the ages of 35 and 71 and the average age is 51. The Board members have extensive education, including in the fields of economics, marketing, law, business, finance and investment and securities trading, and extensive business experience in the field of operations, management and consulting.

Detailed information on the current Board members can be found at the end of this Statement.

Eligibility and Independence of Board members

Stricter rules apply concerning the eligibility of Board members of insurance companies, who must undergo a special eligibility assessment by the Financial Supervisory Authority. All principal members of the VIS Board of Directors have been assessed and approved as eligible by the Financial Supervisory Authority.

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All of the Company's Board members are considered independent of the Company. No VIS shareholder holds a qualifying holding in the Company. Guðný Helga Herbertsdóttir, CEO of the VIS insurance operations, has served as the Chairman of the Board of Lífís, a VIS subsidiary, since 12 January 2023. The remaining Board members of Lífís are considered independent of VIS as required by the Act on Insurance Activities. Haraldur I. Þórðarson, VIS Group CEO, is the Chairman of the Board of Fossar and Brynjar Þór Hreinsson VIS Group CFO, is also a member of the Fossar Board; the remaining Fossar Board members, which is composed of five individuals, are considered independent of VIS. The Board of Directors of SIV Asset Management is entirely composed of independent Board members, as required by law.

Co-operation, Communications, Goals and Rules of Procedure of the Board of Directors

The VIS Board of Directors is strongly committed to its work, communications and setting goals. It adopts a work plan for the year ahead at the beginning of each operating year and publishes the Company's financial calendar at the end of each calendar year.

The Board of Directors has also established rules of procedure for itself which it reviewed during the year. The rules of procedure address preparations for and procedure at Board meetings, to ensure that the Board receives the necessary materials in a timely manner prior to meetings and that it meets as often as necessary to enable it to take informed decisions. The rules of procedure of the Board are available in the investors section of the Company's website at https://vis.is/starfsreglur- og-stjornarhaettir/.

The operational goals of the Board of Directors are for VIS to be a strong insurance company which stays ahead of its competitors, provides outstanding service to customers, is a desirable place to work and delivers reasonable returns to its owners.

The Board has established three sub-committees: an Audit Committee, a Remuneration Committee and a Risk Committee. The appointment of these committees takes place following the AGM. The sub-committees are intended to improve work practices in matters that the Board is responsible for and make the work of the Board more focused. All of the sub-committees operate under the responsibility of the Board of Directors.

Audit Committee

The VIS Audit Committee is composed of three members, one woman and two men. The Committee has adopted rules of procedure which were approved by the Board. The Audit Committee has the role of ensuring that the Company's annual financial statements and other financial information are of the

required quality and the independence of its auditors. The Committee's oversight includes procedures for the preparation of financial statements, internal controls and risk management. The rules of procedure of the Audit Committee are available in the investors section of the Company's website at: https://vis. is/starfsreglur-og-stjornarhaettir/. In 2023, all members of the Audit Committee were independent of VIS. Information on the current members can be found at the end of this Statement.

Remuneration Committee

The Remuneration Committee consists of three members selected from among members of the Board of Directors, two women and one man. The Remuneration Committee has adopted rules of procedure which were approved by the Board. The Remuneration Committee has the role of preparing the Company's remuneration policy and ensuring it is followed, ensuring that wages and other employment terms adhere to applicable laws, regulations and best practices, taking an independent position on the impact of compensation on the Company's risk taking and risk management, and providing guidance to the Board of Directors and CEO concerning the employment terms of the Company's senior management. The rules of procedure of the Committee are available in the investors section of the Company's website at: https://vis. is/starfsreglur-og-stjornarhaettir/. Information on the current members can be found at the end of this Statement.

Risk Committee

The VIS Risk Committee consists of three members selected from among members of the Board of Directors, two women and one man. The Committee has adopted rules of procedure which were approved by the Board. The role of the Risk Committee is to advise the Board on the formulation of a risk policy and risk appetite for all important risk factors in the operations of VIS. The Committee has also been assigned the task of advising the Board of Directors on matters related to information technology, following the issue by the Icelandic Financial Supervisory Authority of Guidelines No. 1/2019 for risks related to the IT systems of regulated entities, which places greater responsibility on the Board for these matters. The Committee is to provide advice on the implementation of the Company's risk management strategy, the compliance policy, internal management and control, and the policy on IT operations. The Committee will also assess the organisation and efficacy of key functions. The rules of procedure of the Committee are available in the investors section of the Company's website at: https://vis.is/starfsreglur-og-stjornarhaettir/. Information on the current members can be found at the end of this Statement.

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Assessment of the Board's work

In 2023, the decision was made to carry out an in-house performance assessment of the work of the Board with the help of a VIS employee. The performance assessment was conducted in December 2023 and January 2024. The purpose of the performance assessment is to assist the Chairman and the Board in evaluating the effectiveness of their work as well as to implement refinements and improvements in the work of the Board. The performance assessment is a useful tool for reviewing past performance and improving the Board's ability to perform future tasks. The performance assessment is thus intended to improve the working methods and efficiency of the Board.

The results of the performance assessment showed, as before, that the Board members considered the composition of the Board to be very well suited to the needs of the Company and that the directors possessed broad knowledge and experience. Moreover, it was concluded that each of the directors served the Company with great diligence and actively participated in the work of the Board.

Meetings and minutes of Board meetings

Detailed minutes are kept of Board meetings in accordance with the Corporate Governance Guidelines. The provision on special eligibility in the rules of procedure for the Board serves to increase transparency and strengthen preventive

procedures. The Board's secretary reviews the list of directors' interests ahead of Board meetings, and it is also checked if the directors have any connection to specific items of business at the beginning of every Board meeting. In cases where an item of business may concern the interests of a director, such director will leave the meeting and receives no materials on the matter in question. It is assessed on the basis of the circumstances and the nature of the matter concerned whether the director in question will be given access to the materials on the matter and the relevant minutes after the matter has been considered. The Board always had a quorum at its meetings during the year and rules on eligibility were observed. The number of meetings and attendance of directors and members of sub-committees at meetings held during the year was as follows:

• The VIS Board of Directors met 25 times from 23 February 2023 to 28 February 2024*.
• The VIS Audit Committee met 8 times from its appointment until 28 February 2024.
• The VIS Remuneration Committee met 7 times from its appointment until 28 February 2024.
• The VIS Risk Committee met 9 times from its appointment until 28 February 2024.
• The table below shows the attendance of directors and members of sub-committees at meetings during the year.

Board member	Period	Board of Directors	Audit Committee	Remuneration	Risk Committee
Committee
Áslaug Rós	24.02.2023 - 28.02.2024		8
Guðmundsdóttir
Ásgeir Helgi	24.03.2023 - 28.02.2024	24*
Reykfjörð Gylfason
Guðný Hansdóttir	24.02.2023 - 28.02.2024	25		7	9
Marta Guðrún	24.02.2023 - 28.02.2024	25		7	9
Blöndal
Stefán Héðinn	24.02.2023 - 28.02.2024	25		7
Stefánsson
Valdimar Svavarsson	24.02.2023 - 28.02.2024	1*	8
Vilhjálmur Egilsson	24.02.2023 - 28.02.2024	25	8		9
Ragnheiður Hrefna	24.02.2023 - 28.02.2024	0
Magnúsdóttir
Sveinn Friðrik	24.02.2023 - 28.02.2024	0
Sveinsson

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Board Members

The Board of Directors elects a Chairman and Vice-Chairman from among its members, and otherwise allocates tasks among its members as required. The Chairman speaks for the Board and represents it in the affairs of the Company, unless otherwise decided by the Board. The Chairman, together with the CEO, is also responsible for the external relations of the Company in accordance with general practice and prevailing circumstances. The Chairman represents the Board vis-à-vis the CEO. Board

members must familiarise themselves with the laws and regulations governing the operations and activities of insurance companies and understand their role and responsibilities as directors. The rules of procedure of the Board describe the duties of the members and Chairman of the Board. The rules of procedure include specific provisions on the introduction of new members to the Board.

• One Board meeting was held from the time that the 2023 AGM was called and the 2022 Corporate Governance Statement was published on 23 February 2023 until the Board was elected at the AGM on 16 March 2023. The outgoing Chairman of the Board therefore attended one meeting during the period, and the new Chairman accordingly attended one fewer meetings than other Board members.

Stefán Héðinn

Stefánsson

Chairman of the Board

Vilhjálmur Egilsson

Vice-Chairman of the Board

Stefán joined the VIS Board of Directors in March 2020. He has been assessed as eligible by the Financial Supervisory Authority.

Year of birth: 1971

Education: M.Sc. in International Shipping and Finance from the Alba and Henley business schools. MSc. in International Securities, Investment and Banking from the University of Reading and a Cand.Oecon. in Business Administration from the University of Iceland. Licensed securities broker.

Main occupation: CEO of the shipping company Cargow BV, managing director of Thor Shipping ehf., managing director of A-ráðgjöf ehf. and managing director Samfell ehf.

Professional experience: Deputy CEO of Saga Investment Bank (2010-2011), head of Asset Management at Landsbanki (2003-2008) and head of Business Development at Landsbanki (2001-2003).

Other directorships: Cargow BV (director), A-ráðgjöf ehf. (director), Cargow Iceland ehf. (chairman), Thor Shipping ehf. (chairman), CT orka ehf. (chairman), LCT shipping BV (director), Sp/f North West Chartering (director).

Shareholding in VIS and independence: Stefán holds 500,000 shares in VIS directly and 1,700,000 shares through A-ráðgjöf ehf. Stefán is considered independent of the Company.

No interest ties with major customers or competitors of VIS.

Vilhjálmur joined the VIS Board of Directors in December 2018. He has been assessed as eligible by the Financial Supervisory Authority.

Year of birth: 1952

Education: PhD in Economics from the University of Southern California (USC) and MS in Economics from the same school. Cand.Oecon. from the University of Iceland.

Main occupation: Self-employed.

Professional experience: Rector of Bifröst University (2013-2020). Managing Director of the Confederation of Icelandic Enterprise (2006-2013). Permanent Secretary of the Fisheries Ministry (2004- 2006). On the Executive Board of the International Monetary Fund (IMF) (2003). Managing Director of the Iceland Chamber of Commerce (1987-2003). Member of Parliament for Northwest Iceland (1991-2003). Economist for the Confederation of Icelandic Employers (1982-1987).

Other directorships: Innviðir fjárfestingar slhf., Innviðir fjárfestingar II slhf., the Icelandic Cancer Society.

Shareholding in VIS and independence: Vilhjálmur holds no shares in VIS and is considered independent of the Company.

No interest ties with major customers or competitors of VIS.

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Ásgeir Helgi Reykfjörð Gylfason Director

Guðný Hansdóttir

Director

Marta Guðrún

Blöndal

Director

Ásgeir Helgi joined the VIS Board of Directors in March 2023. He has been assessed as eligible by the FME.

Year of birth: 1982

Education: Master's degree and B.A. degree in law from the University of Reykjavík and bar admission.

Main occupation: CEO of Skel fjárfestingafélag hf.

Professional experience: Assistant CEO and head of the corporate and investment banking division at Arion Bank hf. 2019-2022. Head of corporate banking at Kvika Bank hf. 2015-2019 and a member of the task force on the release of capital controls, which resulted in an agreement on stability in 2015. General counsel at MP Bank hf. 2012- 2015. Attorney with LOGOS Legal Services in Reykjavik and London 2009- 2012 and with Straumur Investment Bank hf. 2004-2009.

Other directorships: Skeljungur ehf. (chairman), Kaldalón hf. (chairman), Orkan IS ehf. (chairman), Blær íslenska vetnisfélagið ehf. (director), Styrkás hf. (chairman), BBL VII ehf. (director), Reykfjörð ehf. (director),

Shareholding in VIS and independence: Ásgeir is independent of VIS and those charged with its day- to-day management, but is dependant on Skel fjárfestingafélag which owns 156,956,533 shares issued by VIS.

No interest ties with major competitors of VIS.

Guðný joined the VÍS Board of Directors in March 2020. She has been assessed as eligible by the FME.

Year of birth: 1967

Education: MBA from the Florida Institute of Technology and a BS in Marketing from the same school.

Main occupation: Investor

Professional experience: VP of Human Resources at Innnes (2014-2018). Chief Human Resources Officer at Skeljungur (2009-2014). Foreign Marketing Coordinator at Penninn Officeday (2007-2009). VP of Human Resources at Air Atlanta (2004-2007). Director of Cabin Crews at Icelandair (1999-2004).

Other directorships: Value Factory Ísland ehf. (director), Medisýn ehf. (alternate director), KIB 6 ehf. (alternate director), Fly Play hf. (director).

Shareholding in VIS and independence: KG eignarhald ehf., which is 100% owned by Guðný's husband, owns 887,525 shares in the Company. Guðný is independent of the Company, its day-to-day management and its major shareholders.

No interest ties with major customers or competitors of VIS.

Marta joined the VIS Board of Directors in December 2018. She has been assessed as eligible by the Financial Supervisory Authority.

Year of birth: 1988

Education: BA and Master's degree in law from the University of Iceland, bar admission.

Main occupation: Executive Vice President of Corporate Development at ORF líftækni hf.

Professional experience: General Counsel of ORF Líftækni from April 2018 to June 2023. General Counsel of BIOEFFECT until autumn 2022 and HR Manager of both companies from 2021. Assistant Managing Director and Counsel at the Iceland Chamber of Commerce (2014-2018). Associate at Juris (2013-2014). Rehearing Committee (2013-2014). Ministry of the Interior (2012-2013). Directorate of Immigration (2011-2012).

Other directorships: Member of the board of the Nordic Arbitration Centre of the Iceland Chamber of Commerce (chairman), Olíudreifing ehf. (director), member of the board of the Biotech and Medtech Association of Iceland (chairman).

Shareholding in VIS and independence: Marta holds no shares in VIS and is considered independent of the Company.

No interest ties with major customers or competitors of VIS.

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Nefndir

As noted above, the VIS Board of Directors has three sub- committees: an Audit Committee, a Remuneration Committee and a Risk Committee.

Members of the Audit Committee:

• Áslaug Rós Guðmundsdóttir, löggiltur endurskoðandi og formaður nefndarinnar
• Vilhjálmur Egilsson
• Valdimar Svavarsson

Members of the Remuneration Committee:

• Guðný Hansdóttir, formaður nefndarinnar
• Marta Guðrún Blöndal
• Stefán Héðinn Stefánsson

Members of the Risk Committee:

• Marta Guðrún Blöndal formaður nefndarinnar
• Vilhjálmur Egilsson
• Guðný Hansdóttir

CEOs

The Company has two CEOs; the CEOs are appointed by the Board and are responsible for the Company's day-to-day operations in accordance with the policy and decisions of the Board. Each CEO has specific responsibilities and duties within the Company during the transition period that has been going on since the first months of last year. The CEOs are responsible for analysing, measuring, monitoring and supervising the risks inherent in the Company's operations. They are required to maintain an organisational chart which sets out in a clear manner employees' responsibilities, authorisations and communication channels. The law governing insurance companies also sets requirements for the eligibility of CEOs of insurance companies, who must undergo a special eligibility assessment by the Financial Supervisory Authority. Guðný Helga Herbertsdóttir, one of VIS's CEOs, has passed the above eligibility assessment, but Haraldur I. Þórðarson, who took up his duties at the beginning of October 2023, has not been invited to the eligibility assessment. Functions that fall under the CEO office include risk management, actuary functions, and legal and compliance. The persons heading these units are responsible to Guðný Helga Herbertsdóttir.

Guðný Helga Herbertsdóttir forstjóri

Haraldur I. Þórðarson

forstjóri

Guðný Helga Herbertsdóttir assumed the position of VIS CEO on 10 January 2023. She has been assessed as eligible by the Financial Supervisory Authority.

Year of birth: 1978

Education: AMP management degree from Barcelona School of Business (IESE), Master's degree from Aarhus School of Business and a B.S. degree in business administration from the University of Iceland.

Professional experience: Managing Director of Sales and Services since 2022. Managing Director of Digital Development from 2017-2022. VIS Marketing Manager since 2016. Head of Communications at Landspítali University Hospital 2015-2016. Public Relations Officer at Íslandsbanki as well as leading the bank's social responsibility development 2010-2015. Worked as a reporter and broadcaster at 365 miðlar for a number of years.

Other directorships: Líftryggingafélag Íslands hf. (chairman), Iceland Chamber of Commerce (director), Fossar fjárfestingabanki hf. (alternate director).

Shareholding in VIS: Guðný owns 514,346 shares in VIS. No interest ties with major customers or competitors of VÍS.

Haraldur I. Þórðarson assumed the position of VIS CEO on 2 October 2023. He has been assessed as eligible by the Financial Supervisory Authority in his capacity as CEO of Fossar fjárfestingabanki, but has not been invited to an eligibly assessment since becoming CEO of VIS.

Year of birth: 1979

Education: MBA from Barcelona School of Business (IESE), B.Sc. degree in business administration from Reykjavik University and licensed securities broker.

Professional experience: One of the founders of Fossar fjárfestingabanki and CEO 2015-2023, Managing Director of Capital Markets at Straumur Investment Bank hf. 2011-2015, Group Treasurer of Exista hf. 2007- 2010 and head of funding at the same company from 2006, Treasury at Kaupthing Bank hf. 2003-2006.

Other directorships: Fossar fjárfestingabanki (chairman), Hrafn ehf. (director), H3. ehf. (director), NASF Iceland (director), Iceland Chamber of Commerce (director)

Shareholding in VIS: Haraldur owns 226,832 shares in VIS and 55,985,315 shares through H3 ehf. No interest ties with major customers or competitors of VÍS.

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Executive Team

According to the Board's policy on suitability, competence and diversity, the Company's senior management and management team should reflect diversity with regard to factors such as age, gender, educational or professional background, in order to increase the likelihood of having in place the type of diverse knowledge, experience and insight that is necessary for the future success of the Company and to prevent opinions

from becoming too uniform. The senior management of the Company possesses diverse education and extensive experience. Guðný Helga Herbertsdóttir, Managing Director, assumed the position of CEO on 10 January 2023.

In addition to CEO Guðný Helga, the management team of VIS's insurance operations consists of:

Anna Rós Ívarsdóttir has served as the Managing Director of Human Resources of VIS since 2006. She holds an MBA from the Reykjavik University and a B.A. degree in Psychology from the University of Iceland.

Ingibjörg Ásdís Ragnarsdóttir was appointed Chief Commercial Officer in May 2023. Ingibjörg was previously the head of marketing and customer experience at VIS, after joining the Company in 2021. Previously, she worked at Icelandair as the director of service and customer experience and as the airline's regional manager in Iceland. Ingibjörg holds an MBA from Reykjavik University and a BS degree in business administration from the same school.

Sindri Sigurjónsson was appointed Managing Director of Claims and Insurance in May 2023. Sindri previously worked as the managing director of the consulting company Expectus, where he worked on consulting and strategic planning for many of the largest companies in Iceland. Sindri holds an M.Sc. in operational research from the London School of Economics and a B.Sc. in industrial engineering from the University of Iceland.

Jón Árni Traustason, Managing Director of Business Intelligence, joined the VIS executive team in May 2023. Jón Árni joined VIS in 2018 and previously worked at Skeljungur as director of IT and business intelligence. Jón Árni holds an M.Sc. degree in financial mathematics from the University of Uppsala, Sweden and a BS degree in business administration from the University of Iceland.

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Group Executive Team

The Group's executive team was put together in October 2023, at which time its work focused on the integration of the companies. In addition to Group CEO Haraldur I. Þórðarson, it is composed of the CEOs of all companies within the Group and the Group CFO, being the following:

Guðný Helga Herbertsdóttir, CEO of insurance operations at VIS: Guðný Helga has been involved in the development and strategic planning of VIS in recent years, and she has been a member of the Company's executive team since 2017. She was Managing Director of Sales and Services and Managing Director of Digital Development, where she oversaw, among other things, the Company's digital transformation. Guðný Helga holds an AMP management degree from Barcelona School of Business (IESE). She also holds a Master's degree from Aarhus School of Business and a B.S. degree in business administration from the University of Iceland.

Steingrímur Arnar Finnsson, CEO of Fossar Investment Bank. Steingrímur has extensive experience in the financial services industry. Before joining Fossar Investment Bank hf. in 2015, he was the Executive Director of Capital Markets at Straumur Investment Bank. Previously, Steingrímur worked in the capital markets division of Kaupthing and later Arion Bank, first in the FX and derivatives desk and later in bond brokerage. Before that, he worked in the research department of Kaupthing Bank. Steingrímur has a B.Sc. degree in economics from the University of Iceland and is a licensed securities broker.

Arnór Gunnarsson, Managing Director of SIV Asset Management. Arnór has over 20 years of experience in the financial industry in asset management and investments, most recently as the Chief Investment Officer of VIS. Previously, he was a partner and managing director of equities at Alda Asset Management, managing director of equities at Stefnir, managing director at Rekstrarfélag Kaupþings and a fund manager at Frjálsi lífeyrissjóðurinn pension fund. Arnór holds a B.Sc. degree in business administration from Reykjavik University. He is a Chartered Financial Analyst (CFA) as well as a licensed securities broker.

Brynjar Þór Hreinsson. Brynjar has close to 20 years of experience in various senior positions in the financial industry in Iceland and abroad. He has, among other things, worked as investment manager for Stapi pension fund, as head of alternative investments at Íslensk verðbréf and as head of asset management at Straumur Investment Bank. He also has experience in investment banking and in the debt finance division of Straumur-Burdarás Investment Bank. Brynjar Þór holds an MBA from Reykjavik University and a BS degree in business administration from the same school. He is a licensed securities broker.

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