Prospectus As Required by Applicable Laws and No Securities Are Being Offered Or Sold Pursuant to This Prospectus

Registration Document

DOF ASA (a public limited liability company organized under the laws of the Kingdom of Norway) Business Registration number 935 349 230

Listing on Oslo Børs

Joint Lead Managers:

25 April 2012

This Registration Document does not constitute an offer to buy, subscribe or sell the securities described herein. This Registration Document combined with the relevant Securities Document serve as a listing Prospectus as required by applicable laws and no securities are being offered or sold pursuant to this Prospectus.

IMPORTANT NOTICE This Registration Document (the “Registration Document”) has been prepared by DOF ASA (“DOF” or the “Company”) for use in connection with the listing of Company’s bonds on Oslo Børs (the “Listing”). The Registration Document combined with the relevant Securities Note constitute a Prospectus (the “Prospectus”). For the definitions of terms used throughout this Registration Document, see Section 10 “Definitions and Glossary”. This Registration Document has been prepared to comply with chapter 7 of the Norwegian Securities Trading Act of 29 June 2007 No. 75 (Nw: Verdipapirhandelloven) (“Norwegian Securities Trading Act”) and related secondary legislation including the Prospectus Directive (EC Commission Regulation EC/809/2004). The Financial Supervisory Authority of Norway (Nw: Finanstilsynet) (“NFSA”) has reviewed and approved this Registration Document in accordance with Section 7-7 and 7-8 of the Norwegian Securities Trading Act. The Registration Document has been prepared in the English language only. The information contained herein is as of the date of this Registration Document and subject to change, completion or amendment without notice. In accordance with Section 7-15 of the Norwegian Securities Trading Act, any new factor, significant error or inaccuracy that might have an effect on the assessment of the Bond Issue contemplated hereby and emerges between the time of approval of the Registration Document and the Listing, will be included in a supplement to the Registration Document. Neither the approval nor distribution or use of this Registration Document shall under any circumstances create any implication that the information herein is correct as of any date subsequent to the date of the Registration Document. All inquiries relating to this Registration Document should be directed to the Company. No other person has been authorized to give any information about, or make any representation on behalf of, the Company in connection with the Listing and, if given or made, such other information or representation must not be relied upon as having been authorized by the Company. Unless otherwise indicated, the source of the information in this Registration Document is the Company. The contents of this Registration Document are not to be construed as legal, business or tax advice. Each reader of the Registration Document should consult with its own professional advisors for legal, business and tax advice. If you are in any doubt about the contents of this Registration Document, you should consult your stockbroker, bank manager, lawyer, accountant or other professional advisor. An investment in bonds involves inherent risks. Prospective investors in Bonds issued by the Company should carefully consider the risks associated with the investment when reading the information contained in this Registration Document, and be aware of the risk of losing such investment in its entirety, before deciding to invest. A summary of risk factors are set out in Section 1 “Risk Factors”. However, prospective investors should read the entire Registration Document before making any investment decision. Offering restrictions The distribution of this Registration Document may in certain jurisdictions be restricted by law (including, but not limited to, the United States, Canada, Australia, Japan and South Africa). Persons in possession of this Registration Document are required to inform themselves about and to observe any such restrictions. This Registration Document does not constitute an offer of, or an invitation to subscribe or purchase, any bonds or other securities The securities described in this Registration Document have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the “U.S. Securities Act”) and may not be offered or sold within the United States or to, or for the account or benefit of, U.S. Persons (as defined in Regulation S of the U.S. Securities Act). Furthermore, the bonds may not be offered or sold in or into Canada, Japan, the Republic of South Africa or Australia. In relation to the United Kingdom, this Registration Document is only directed at, and may only be distributed to, persons who fall within the scope of Article 19 (Investment Professionals) and 49 (High Net Worth Companies, Unincorporated Associations etc.) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2001 (as amended) or who are persons to whom the document may otherwise be lawfully distributed. This Registration Document may only be distributed in circumstances which do not result in an offer to the public in the United Kingdom within the meaning of Public Offers of Securities Regulations 1995 (as amended). The distribution (which term shall include any form of communication) of this Registration Document may be restricted pursuant to Section 21 (Restrictions on Financial Promotion) of the Financial Services and Markets Act 2000 (as amended). For certain restrictions on resale, see section 1.1.12 “Transfer restrictions”. Except for the approval by NFSA as described above, no action has been taken or will be taken in any jurisdiction by the Company or the Manager that would permit a public offering of Bonds issued by the Company, or the possession or distribution of any documents relating to the Listing, or any amendment or supplement thereto,

hereunder but not limited to this Registration Document, in any country or jurisdiction where specific action for that purpose is required. Any person receiving this Registration Document is required by the Company and the Manager to inform themselves about and to observe such restrictions. The restrictions and limitations listed and described herein are not exhaustive, and other restrictions and limitations that are not known or identified by the Company or the Manager at the date of this Registration Document may apply in various jurisdictions as they relate to the Listing and the Registration Document. This Registration Document is subject to Norwegian law, unless otherwise indicated herein. Any dispute arising in respect of this Listing or this Registration Document is subject to the exclusive jurisdiction of the Norwegian courts, with Bergen District Court as exclusive venue.

Table of contents

1 Risk Factors ...... 2 2 Responsibility Statement ...... 6 3 Company Overview ...... 7 4 Board and Management ...... 16 5 Corporate Governance ...... 18 6 Legal Matters ...... 19 7 Financial Information ...... 21 8 Share Capital and Shareholder Matters ...... 25 9 Additional Information ...... 26 10 Definitions and Glossary ...... 27

1 RISK FACTORS Investing in Bonds issued by the Company involves inherent risks. Prospective investors should carefully consider the following risk factors, in addition to the other information presented in this Registration Document and in the Securities Document, collectively referred to as the Prospectus, before making an investment decision. If any of the following risks occur, potential investors could lose the entire value of their investment in the Company’s securities. A prospective investor should consider carefully the factors set forth below, , and should consult his or her own expert advisors as to the suitability of an investment in the Bonds. An investment in the Bonds is suitable only for investors who understand the risk factors associated with this type of investment and who can afford a loss of all or part of the investment. Such information is presented as of the date hereof and is subject to change, completion or amendment without notice. 1.1 Financial Risk Factors 1.1.1 Financing risk The DOF Group will be financed with both equity and debt. The DOF Group is therefore exposed to the risks associated with debt financing. Payments required for servicing debt could adversely affect the DOF Group; reduce or postpone investments and/or at unforeseen times and/or at unattractive conditions require the DOF Group to sell assets and activities, issue equity or restructure debt. There is no guarantee that such initiatives will (i) succeed, (ii) be sufficient to refinance or restructure debt and other commitments as they come due, or (iii) not affect the competitive ability of the DOF Group. The DOF Group may require additional capital in the future due to unforeseen liabilities or in order to take advantage of business opportunities. There can be no assurance that the DOF Group will be able to obtain necessary financing in a timely manner on acceptable terms. 1.1.2 Credit risk The DOF Group has significant economic exposure against its customers and can be negatively affected if a customer experiences financial difficulties, becomes insolvent or goes bankrupt. 1.1.3 Currency risk DOF has NOK as its functional and reporting currency. The DOF Group’s revenues are denominated mainly in NOK, USD and GBP whereas the main operating expenses are in NOK. However, purchases from subcontractors and deliveries to the customer are to some extent made in other currencies than NOK. Fluctuating foreign exchange rates can have an effect on the results of the operations. The Company does not use hedge accounting and changes in fair value of interest rate swaps and currency swaps are recognized as a financial income/expense in the profit and loss statement. 1.1.4 Changes in effective tax rate Certain of the Companies in the DOF Group ares subject to the special tax rules for ship owners in the Taxation Act (§ 8-10 - § 8-20). There have been, and still are, political discussion to modify these tax rules. Further, such special tax rules stipulate certain requirements which will have to be met in order to qualify for taxation pursuant to such rules. No assurance can be given that the DOF Group will meet such requirements in the future. A failure to meet such requirements may have an adverse effect on the effective tax rate of the DOF Group. 1.1.5 Other risks The DOF Group has subsidiaries in many different countries, and political changes may adversely impact the DOF Group’s ability to move funds and vessels between countries, thus impairing the financial flexibility and earnings of the DOF Group. All investments in interest bearing securities, such as the Bonds, have risks associated with them, such as risks related to the general volatility in the market for such securities, varying liquidity in a single bond issue as well as company specific risk factors. There are three main risk factors that sum up the investors’ total risk exposure when investing in interest bearing securities: liquidity risk, interest rate risk and market risk (both in general and issuer specific). 1.2 Commercial Risks 1.2.1 Charter rate risks Historically, the rates in the offshore shipping markets have been cyclical, with significant fluctuations in charter rates. Factors such as those listed below influence the offshore markets: - General offshore activity world-wide and especially in the North Sea - Oil prices

- Net growth in the supply of vessels - A lower than expected net growth in the number of rigs - Political changes related to regulatory framework - Competition An adverse development in the charter rates will have a negative effect on the operating results and financial condition of the Company. 1.2.2 Supply vessel demand Demand for supply vessel services in connection with exploration, development and production in the offshore oil and gas industry is particularly sensitive to oil and gas price fluctuations, low production levels and disappointing exploration results as well as possible political incidents. Investments in exploration, development and production are partly based on the oil and gas companies’ assessment of the long-term oil price. The development of new oil and gas fields is expected to correlate with the development in the oil price and the costs associated with the development, operations and maintenance of new fields. A long-term drop in oil prices will affect the profitability of new offshore fields, which likely would reduce the market for the products and services offered by the DOF Group. 1.2.3 New capacity entering the market It typically takes approximately 12-24 months from a supply vessel is ordered until it is delivered, depending on its complexity and the order backlog at the ship yards. The strong market outlook may be counterbalanced by too high newbuilding activity, which may even lead to a stronger growth in supply of vessels than in the demand for vessels. This may negatively affect the results and asset values of the DOF Group. 1.2.4 Increase in cost The operating expenses of the DOF Group’s vessels depend on a variety of factors including crew costs, provisions, deck and engine stores, lubricating oil, insurance, maintenance and repairs, many of which are beyond DOF’s control. 1.2.5 Fluctuations in vessel values Because the market value of vessels may fluctuate, ship owning companies may incur losses when vessels are sold. Market values of vessels may be affected by factors such as: - General offshore activity world wide;

- Net growth in the supply of vessels;

- The cost of building new ships;

- Competition from other shipping companies;

- Changes in demand for various types and sizes of vessels;

- Age limitations from oil companies;

- Changes in charter rates;

- Political changes related to regulatory framework; and

- Technological advances.

If the DOF Group sells a vessel at a time when vessel secondhand prices have fallen, the sale may be at less than the vessel’s book value in financial statements, with the result that a loss and a corresponding reduction in earnings is incurred. In addition, if it is determined that there is a need for impairment of vessel values; this could result in a charge against earnings and a corresponding reduction of the Company's shareholders’ equity. It is possible that the market value of the vessels will decline in the future. 1.3 Operational Risks 1.3.1 Dependency on key employees The development of the DOF Group is dependent on the ability of the senior management to manage the current project portfolio and obtaining new and profitable orders. Although no single person is instrumental to reaching the Company’s business objectives, a departure by key members of the management of the DOF Group may have a material negative effect on the DOF Group’s operations and ability to achive its strategic goals.

1.3.2 Organizational development The increase in operational activity demands a continued development of the DOF Group’s organisation. A successful development is dependent on the DOF Group being able to attract and keep personnel and management with the right competence and commitment. The labour market in Norway, where the DOF Group has a significant portion of its operations, still is pressed for skilled labour in many industries, with several companies stating lack of available qualified applicants as their main concern for future development of their business. The DOF Group will have to compete in a fiercely competitive market to attract the human resources needed in the future. 1.3.3 Integration of newbuilds With 16 newbuilding orders of and the subsequent delivery of these vessels, the scale of the DOF Group’s operations will increase substantially. There is a risk that the process of integrating the new vessels into the DOF Group will provoke challenges not foreseen or not effectively manageable by the organization. The spread delivery schedule of the new vessels offsets this risk to a certain degree, but there is no guarantee that the organization will operate as efficiently with a fleet of 67 vessels as with the current fleet of 51. 1.3.4 Delivery of acquired newbuilds The construction process of a modern AHTS, PSV or Subsea vessel is associated with numerous risks. Among the most critical risk factors in relations to the 16 newbuildings the DOF Group has on order, is the risk of not receiving the vessels on time and on budget. However, part of cost increases relative to budget comes as a result of client requests and in such cases the DOF Group is normally compensated for increased capex through higher dayrates. Of the newbuildings, 14 are being built at STX Europe’s yards in Norway, Brazil and Vietnam. STX Europe’s yards in Norway have a proven track-record as builders of modern supply and subsea vessels. However, there is a risk that the yards may experience financial or operational difficulties resulting in bankruptcy or otherwise adversely affecting the construction process. STX Europe’s yard in Vietnam, building 5 of the newbuildings, is a new yard established in 2007 and there are risks related to these vessels being the first to be delivered from this yard. The remaining vessel is being built at ST Marine, Singapore (1 vessel). Of the 16 newbuildings in the DOF Group, 5 are being built for Aker DOF Deepwater (owned 50%), 2 for DOF Subsea (owned 51%), 2 for DOF Installer (owned 78.5% by DOF Subsea), and the remaining 7 for the Company or wholly owned subsidiaries. 1.3.5 Redeployment risk The DOF group has entered into time charter contracts for several of its vessels. When the contracts expire the DOF Group may encounter difficulties redeploying the units at existing rate levels, or even redeploying the units at all. The cancellation or postponement of one or more contracts or the failure to obtain new contracts on attractive terms can have a material adverse impact on the earnings and financial position of the DOF Group. 1.3.6 Charter contract risk The DOF Group has a strategy of operating some of its vessels in the spot market, which is highly volatile. There can be no guarantee that the DOF Group will be able to secure contracts at such rates and utilization levels that are needed to service its operating expenses and debt etc. In addition, the DOF Group may experience significant off-hires between charters. Furthermore, disputes under the charter parties may occur, which can result in responsibility and losses for the ship owning subsidiaries. 1.3.7 Service life and technical and operational risks The service life of modern AHTS, PSV and Subsea vessels is generally considered to exceed thirty years, but may ultimately depend on its efficiency and demand for such equipment as well as the requirements from customers and authorities. There can be no guarantee that the current and future vessels of the DOF Group will have a long service life. The vessels may have particular unforeseen technical problems or deficiencies, new environmental requirements may be enforced, or new technical solutions or vessels may be introduced that are more in demand than the DOF Group vessels, causing less demand and use of these vessels. It may, however, be possible to upgrade vessels to counteract some of these effects that may occur. This may have a negative effect on the operating results and financial condition of the DOF Group. 1.3.8 Possible liabilities Offshore supply and anchor handling operations are associated with considerable risks and responsibilities, including technical, operational, commercial and political risks. In addition, offshore operations may be affected by harsh weather and other conditions beyond the DOF Group’s control. The DOF Group intends to obtain insurances in line with industry practice. It is, however, possible that such insurances will not cover all possible damages, incidents, risks and liabilities. Note also that the DOF Group may not be sufficiently insured for gross negligence caused by the DOF Group or its employees or vessel personnel. If a member of the DOF Group is held liable for pollution or environmental damage, it may not be able to recover through insurance coverage.

1.3.9 Operational and insurance risks in the respect of vessel operations The DOF Group owns vessels that are exposed to the risks associated with shipping, including bad weather, capsizing, groundings, collision, engine problems, technical problems, navigation errors etc. These risks can individually result in inter alia (i) damage or destruction of vessel or equipment, (ii) personal injury, (iii) operating disruption, and/or (iv) environmental damages. Such risks can also result in the termination of the charter for the vessel. The vessels are insured if possible and when commercially practical. There can be no assurance that such insurances will be available in the future or at an acceptable price. Also, insurance will not cover all risks or geographical areas. In addition the business may experience interruptions due to mechanical failure, human error, war, political actions, labour strikes or adverse weather conditions. 1.3.10 Political risk Changes in the legislative and fiscal framework governing the activities of oil and gas business could have material impact on exploration and development activities, or affect the DOF Group’s operations or financial results directly. Changes in political regimes may constitute a material risk factor for the operations in foreign countries. The DOF Group has operations in several countries and its operations may include projects and investments in countries that are unsafe and politically unstable. Activities in such countries will often involve greater risk than the DOF Group typically experiences, including unfavourable changes in tax laws and other laws, partly or full expropriation, currency volatility and restrictions on currency transfer, disruption of operations because of labour disputes or political riots, riots or wars, and some individual countries’ requirement for some local ownership interests. Through its wholly owned subsidiary Norskan, the DOF Group has a leading position in Brazil. This leading position has to a large extent been established due to DOF / Norskan’s focus on ordering Brazilian built vessels at an early stage. These vessels have benefitted from national Brazilian legislation protecting Brazilian flagged vessels in the local market, by partly protecting Brazilian flagged vessels from competition from international vessels and favoring local flagged vessels for certain contract awards in the Brazilian sector. If these regulations should chang, it may result in a weakening of the DOF Group’s position in Brazil due to increased competition. The DOF Group is subject to laws, regulations and supervisory rules in the country where the activity is performed. The operations of the DOF Group can be affected by changes in environmental laws and other regulations that can result in large expenses in, for example, modification of vessels and changes in the operation of vessels. 1.3.11 Environmental risks The DOF Group’s operations involve the use and handling of materials that can be environmentally hazardous. Environmental legislation has in general become stricter. These laws and regulations might expose the DOF Group to liability due to events caused by others or by the companies themselves, even though the actions were consistent with existing laws at the time. The DOF Group would expect to get some contractual compensation from its customers through contractual regulation of events such as pollution and other environmental damages. However, there can be no assurance that the compensation achieved in such events, if achieved at all, will cover losses inflicted on them. 1.4 Other Risk Factors 1.4.1 Control by major shareholders Substantial share ownership is concentrated in the hands of certain shareholders, with Møgster Offshore AS owning more than 50% of the share capital.

2 RESPONSIBILITY STATEMENT

Responsibility statement by persons responsible This Registration Document has been prepared by DOF ASA in connection with the Bond Issue and an investment therein. We confirm that, taken all reasonable care to ensure that such is the case, the information contained in the Registration Document is, to the best of our knowledge, in accordance with the facts and contains no omission likely to affect its import.

Storebø, Norway, 25 April 2012

DOF ASA

3 COMPANY OVERVIEW 3.1 Incorporation, Registered Office and Registration Number DOF is a Norwegian public limited liability company (Nw: “allmennaksjeselskap”) organised under the laws of the Kingdom of Norway and the Norwegian Public Limited Companies Act. The Company was incorporated as a public limited company under the name District Offshore AS in 1981. The Company’s business registration number with the Norwegian Register of Business Enterprises is 935 349 230. DOF is the parent company of the DOF Group. The Company’s main purpose is to own shares in its shipowning and operational subsidiaries (wholly or partly owned), but the parent Company may also own such assets directly. The parent company is responsible for the Group’s worldwide operational and investment activities and is generally responsible for the overall management of the DOF Group and sets out the DOF Group’s goals and strategy. According to the Articles of Association, the Company’s and the principal place of business is in Austevoll county and its registered office is at Alfabygget, N-5392 Storebø, Norway. The Company’s telephone number is +47 56 18 10 00, telefax number +47 56 18 10 06. The Company’s web site is www.dof.no. The DOF Group also has offices in Norway, UK, Brazil, Argentina, Singapore, Australia, US, Canada, Russia, Egypt, Congo and Angola. 3.2 Company Overview and History The history of DOF can be summarised as follows: DOF was founded in 1981 and has since it was established worked in the offshore service market providing vessels and management services. The first two vessels (PSVs) were delivered in 1983 and are still part of the DOF fleet. The fleet gradually increased during the next years and when DOF was listed on the Oslo Børs in 1997, the fleet consisted of eleven vessels including 4 under construction. In 2001, DOF entered into the Brazilian market and signed an agreement for an incorporated joint venture, Norskan Offshore Ltda, with Solstad Offshore AS. DOF has since November 2006 controlled Norskan Offshore Ltda 100% via the Company’s wholly-owned subsidiary Norskan AS. In 2005 DOF established Geo ASA after acquisition of Geo Group, and listed Geo ASA on Oslo Børs the same year. Geo ASA was renamed to DOF Subsea in 2007. DOF Subsea has proven a substantial growth, acquiring vessels and companies since 2005 and has enabled DOF as a group to enter in to new markets and operations. In 2007, DOF Installer ASA and Aker DOF Supply AS were founded and positioned the Group as a supplier of large AHTS vessels. In 2008, DOF and an affiliate of the private equity group First Reserve Corporation established DOF Subsea Holding AS which acquired 100% ownership in DOF Subsea and DOF Subsea was taken private. DOF owns 51% of the shares in DOF Subsea Holding AS, while an affiliate of First Reserve Corporation owns the remaining 49%. Later the same year, Aker DOF Supply AS was renamed Aker DOF Deepwater AS. In 2009, DOF sold its shares in Aker Oilfield Services and issued 8.27 million new shares at NOK 29.5 per share, raising approximately NOK 240 million in gross proceeds. DOF further acquired the vessel Skandi Vega from DOF Installer and Skandi Olympia from FMV (an unrelated 3rd party). In 2010, DOF announced their intention to spin off their subsidiary Norskan AS through a separate listing on the Bovespa Stock Exchange in Sao Paulo, Brazil. However, in October DOF decided to postpone the listing process. DOF Installer ASA carried out two directed share issues totalling gross proceeds of NOK 350 million. Through the directed share issues, DOF Subsea increased its shareholding in DOF Installer ASA from 53.1% to 78.5%. In 2011, DOF took delivery of 10 vessels. One PSV was sold right after delivery and one CSV was purchased. DOF Installer ASA carried out a directed share issue raising NOK 200 million in gross proceeds and increasing DOF Subsea’s shareholding to 83.7%. DOF ASA issued a total of approximately 20 million new shares at NOK 30 per share through a private placement of shares and subsequent offering raising total gross proceeds of approximately NOK 600 million. In 2012, DOF has taken delivery of three vessels and sold one newbuildingcontract. One newbuilding contract has been signed for a CSV of OSCV 11 design to be delivered in May 2013. As of 23 March 2012, the DOF Group’s operations consisted of a total fleet of 74 vessels, including 8 vessels under construction, and engineering activities in Europe, U.S., South-America and South East Asia. 3.3 Goals and Strategy The Company is the parent company of the DOF Group, which today is an international group of companies which owns and operates a modern fleet of offshore and subsea vessels and engineering capacity to service the subsea market. The main objectives for the Group are to:

 engage in long-term, industry-related offshore activities

 further develop its position as a leading supplier of offshore services with a focus on high quality and cost- effective operations

 achieve its objectives by means of a balanced chartering strategy with emphasis on long-term contract coverage, in order to ensure a conservative risk profile and satisfactory cash flow

 continue to focus on the environment and initiatives towards technical systems for environmentally-friendly vessel concepts 3.4 Corporate Structure The figure below sets forth the corporate structure of the DOF Group.

3.5 Overview of the DOF Group’s Main Business Areas The DOF Group operates within three different segments in relation to strategic types of activities and vessel types.

 Platform Supply Vessel (PSV)

 Anchor Handling Tug Supply Vessel (AHTS)

 Construction Support Vessel/Subsea ROV Vessel (CSV/DSV) The DOF Group’s technical diversified fleet consists of innovative vessels specialized for their operational purpose. DOF Management AS was founded in 1984 and provides ship management for the total fleet. DOF Management employs highly skilled people who perform ship management services for the vessels owned by the DOF Group and has the experience and knowledge to operate the vessels according to the owners’ and the clients’ demands. By systematic development of the DOF Group’s expertise and services the DOF Group expects to remain the preferred supplier to the major operators within the DOF Group’s market segments. DOF has a strong focus on Quality, Health, Safety and Environment, and DOF Management is an ISO 9001:2000 and ISO 14001:2004 certified company. DOF Management AS is based at Storebø and in Bergen, Norway, with part of its management operated from Aberdeen through DOF UK. Ltd. and from Singapore through DOF Management Pte Ltd.

3.6 The Fleet 3.6.1 Overview As of 23 March, the Group owns and operates a total fleet of 74 vessels, including 8 vessels under construction. The Group’s fleet is owned by the following companies:

No. of vessels PSV AHTS ROV/OCSV/DSV/Seismic Total fleet DOF 17 3 3 23 NORSKAN OFFSHORE 6 12 3 21 DOF SUBSEA 0 0 22 22 DOF INSTALLER 0 3 3 AKER DOF DEEPWATER 0 5 0 5 Total owned fleet 24 20 30 74

Included above is one PSV that is controlled though a 92% owned partnership (“AS/IS company”). The table below sets out an overview of the 74 vessels which are managed, leased or owned directly or indirectly by the Group as of 23 March 2012.

Vessel Built Charterer Size LOA Skandi Fjord 1983 Halliburton 87.68 m Skandi Falcon 1990 MacDow Australia 81.90 m Skandi Marstein 1996 Shell UK 83.70 m Skandi Stord 1999 Statoil 73.60 m Skandi Foula 2001 Shell UK 83.85 m Skandi Rona 2002 Shell UK 83.85 m Skandi Buchan 2002 Total 83.85 m Skandi Sotra 2003 Spot 83.85 m Skandi Admiral 1999 Petrobras 83.30 m Skandi Caledonia 2003 Maersk Oil 83.85 m Skandi Barra 2005 Total 85.65 m Skandi Texel 2006 Peterson Supplylink 69.50 m Skandi Commander 2007 Petrobras 74.30 m Skandi Mongstad 2008 Statoil 96.90 m Skandi Flora 2009 Statoil 94.90 m Skandi Olympia 2009 Fugro 79.60 m Skandi Vega 2010 Statoil 109.40 m Skandi Gamma 2011 Statoil 94.90 m Skandi Copacabana 2005 Petrobras 80.50 m Skandi Flamengo 2003 Petrobras 71.90 m Skandi Leblon 2003 Petrobras 71.90 m Skandi Botafogo 2006 Petrobras 80.50 m Skandi Fluminence 2007 Petrobras 80.00 m Skandi Rio 2006 Petrobras 80.00 m

Vessel Built Charterer Size LOA Skandi Yare 2001 Petrobras 67.00 m Skandi Hav 1983 Petrobras 87.68 m Skandi Giant 2002 Petrobras 81.00 m Skandi Chieftain 2005 Petrobras 74.20 m Skandi Stolmen 1997 Petrobras 67.00 m Skandi Møgster 1998 OGX 73.60 m Skandi Captain 2004 Petrobras 74.30 m Skandi Waveney 2001 Peterson Supply B.V. 71.90 m Skandi Peregrino 2010 Statoil Brasil 75.00 m Skandi Ipanema 2010 OGX 74.30 m Skandi Emerald 2011 Spot 75.00 m Skandi Inspector 1979 ISS 81.10 m Skandi Patagonia 2000 Total 93.30 m Skandi Carla 2001 Fugro UDI 83.85 m Geosea 2002 Petrobras 84.80 m Geobay 1978 Spot 85.45 m Geosund 2001 Spot 98.50 m Geoholm 2006 Technip 85.65 m Geograph 2008 Petrobras 70.00 m Skandi Achiever 2007 Technip UK 105.90 m Ocean Protector 2007 BB Charter Seaforce 105.90 m Skandi Neptune 2001 Subsea 7 108.36 m Skandi Acergy 2008 Subsea 7 Chartering UK Ltd 156.90 m Skandi Seven 2008 Subsea 7 120.70 m Skandi Salvador 2009 Chevron 105.90 m Skandi Arctic 2009 Technip UK 156.90 m Skandi Santos 2009 Petrobras 120.70 m Skandi Aker 2010 AKOFS 2 AS 156.90 m Skandi Skolten 2010 Petrobras 109.50 m Skandi Hercules 2010 Saipem 109.50 m Skandi Vitoria 2010 Petrobras 141.30 m Skandi Niteroi 2011 Petrobras 141.30 m Skandi Constructor 2009 Spot/Shell UK 120.20 m Skandi Skansen 2011 Technip/SS7 107.20 m Skandi Saigon 2011 Spot 75.00 m Skandi Singapore 2011 Awe/Shell/Origin 105.90 m Skandi Feistein 2011 Conoco Phillips 87.90 m Skandi Hawk 2011 DOF Subsea 86.60 m Skandi Amazonas 2011 Petrobras 95.00 m Skandi Kvitsøy 2012 Conoco Phillips 87.90 m

Vessel Built Charterer Size LOA Skandi Pacific 2012 Spot 75.00 m Skandi Atlantic 2012 Spot 75.00 m

Newbuilds Skandi Nova NB 778 2012 Connoco Phillips 82.20 m Skandi Marøy NB 779 2012 Conoco Phillips 82.20 m Skandi Hugen NB 780 2012 Conoco Phillips 82.20 m Skandi Bergen NB 776 2012 Spot 121,00 m Skandi Iquazu Pro 27 2012 Petrobras 95.00 m Skandi Paraty 2013 Spot 93.00 m Skandi Urca Pro 31 2013 Petrobras 93.00 m Skandi Angra 2012 Petrobras 93.50 m

3.7 Business Overview 3.7.1 The Group’s business operations The DOF Group’s long-term goal is to be the leading global supplier of services related to offshore supply, survey, IRM and construction support. Over the recent years, the DOF Group has taken several steps in the right direction towards this goal. By year end 2011, the DOF Group had an order backlog of approximately NOK 19 billion. Including options, the order backlog was approximately NOK 37 billion. 3.7.2 Business structure Below is an overview of the business structure of the DOF Group, by segments (not identical to the legal structure).

DOF ASA

Norskan Ltda DOF Subsea Holding Ship owning company

Modern fleet Modern fleet 17 AHTS’s DOF Subsea 3 AHTS’s 7 PSV’s 17 PSV’s 2 CSV’s Modern fleet & Equipment 3 CSV 22 CSV/ROV vessels 53 ROV’s Leading Subsea Contractor DOF Installer

3 state of the art installation CSV vessels

3.7.3 DOF Subsea

“DOF Subsea” is the subsea business area of the Group. The business is conducted by the 51% owned company DOF Subsea Holding AS and its subsidiaries, including DOF Subsea AS (reg. no.: 988 263 419) is a private limited company incorporated in Norway, located in Bergen, Norway. DOF owns 51% and First Reserve Corporation owns the remaining 49% of DOF Subsea Holding AS. The Company has a shareholders' agreement with First Reserve Corporation regarding the ownership in DOF Subsea Holding AS. The main business area of DOF Subsea is subsea inspection, maintenance and repair work in addition to owning and operating subsea construction support vessels (“CSVs”). 3.7.4 Norskan Norskan is the segment for the Brazilian supply vessel operations of the Group. The Company´s wholly-owned subsidiary, Norskan AS, is a private limited company incorporated in Norway, located at Storebø, Norway. Norskan AS and its subsidiaries are responsible for the Group’s operations in Brazil, through wholly-owned Norwegian and Brazilian operating subsidiaries. As of the date of this Prospectus, Norskan AS and its subsidiaries have approximately 900 employees. 3.7.5 DOF Supply “DOF Supply” is not a legal entity, but denotes the operations not included in the two areas above (i.e. DOF Subsea and Norskan) – meaning supply vessel operations outside Brazil. These operations are generally directed out from the Group’s headquarters in Norway. The vessels may however operate world-wide depending on contracts. 3.7.6 Quality, health, safety and environment (QHSE) Since 1995 DOF Management AS has been certified according to International Safety Management (ISM) Code. From summer 2002, DOF have been certified to the NS-EN ISO 9001 and NS-EN ISO 14001 standards (latest editions), in addition to the ISM code. The International Ship- and Port Facility Security (ISPS) Code, was implemented on board all vessels in 2004. DOF Management AS control all activities related to QHSE according to the goals established: to achieve zero occupational injuries, control of environmental aspects and sustain high regularity for operations.

3.8 Organisational Structure DOF ASA is the parent company in the DOF Group. DOF ASA is generally responsible for the overall management of the DOF Group and sets out the DOF Group’s goals and strategy. DOF ASA’s main assets are shares in shipowning and operating subsidiaries. DOF ASA also owns two vessels and one newbuild themselves, but all operations are carried out by operational subsidiaries. For loans issued directly to ship-owning subsidiaries of DOF ASA, a parent company guarantee has been issued for the nominal amount of the loans in addition to interest accrued at any given time. DOF ASA has however not given guarantees for any loans issued by DOF Subsea AS or its subsidiaries. Due to being a holding company with very limited operational activity, DOF ASA is dependent on cash flow from its operating and vessel owning subsidiaries in order to serve debt at the parent company level, including bond loans. The last audited accounts of the parent company shows parent company revenues of NOK 172.6 million for the year 2010 and operating result of NOK 21.1 million. Year-end 2010 debt at the parent company level was NOK 1,504 million in bond debt and NOK 378 million in debt to credit institutions. The table below sets forth the Company’s shares in significant subsidiaries (direct and indirect). Ownership Ownership Subsidiary Registered office interest Owner

Direct subsidiaries DOF Subsea Holding AS Bergen 51% DOF ASA DOF Rederi AS Austevoll 100% DOF ASA DOF Management AS Austevoll 100% DOF ASA/DOF Subsea AS DOF UK Ltd Aberdeen, UK 100% DOF ASA DOF Egypt Egypt 100% DOF ASA Marin IT AS Austevoll 75% DOF ASA/DOF Subsea AS Norskan AS Austevoll 100% DOF ASA DOF Holding Pte Singapore 100% DOF ASA

Indirect subsidiaries DOF Installer ASA Austevoll 83.7% DOF Subsea AS Geo Rederi AS Bergen 100% DOF Subsea AS DOF Subsea AS Bergen 100% DOF Subsea Holding 2 AS DOF Subsea Holding 2 AS Bergen 100% DOF Subsea Holding AS DOF Subsea ROV Holding AS Bergen 100% Geo Rederi AS DOF Subsea Chartering AS Bergen 100% DOF Subsea AS DOF Subsea ROV AS Bergen 100% DOF Subsea AS Semar AS Oslo 50% DOF Subsea AS DOF Subsea Pte. Singapore 100% DOF Subsea AS DOF Sub UK Holding Ltd Aberdeen, UK 100% DOF Subsea AS DOF Subsea Rederi II AS Bergen 100% DOF Subsea AS DOF Subsea Asia/Pacific Pte. Ltd. Singapore 100% DOF Subsea Pte. DOF Subsea Australia Pty. Perth, Australia 100% DOF Subsea Pte. PT DOF Subsea Indonesia Indonesia 95% DOF Subsea Pte. SWG Offshore Pty Perth, Australia 100% DOF Subsea Australia Pty CSL US Inc Houston, USA 100% Construction Specialists Ltd. CSL Norge AS Bergen 100% Construction Specialists Ltd. Construction Specialists Ltd. (CSL) Aberdeen, UK 100% DOF Sub UK Holding Ltd Nexus Energy Recruitment Ltd Aberdeen, UK 100% Construction Specialists Ltd. DOF Subsea Norway AS Bergen 100% DOF Subsea AS Geosund AS Bergen 100% Geo Rederi AS

Anoma AS Austevoll 100% DOF ASA/DOF Subsea AS DOF Subsea Angola Lda Angola 100% DOF ASA/DOF Subsea AS DOF Subsea Congo SA Congo 100% DOF ASA/DOF Subsea AS Norskan Offshore SA Brasil 100% Norskan AS DOF Subsea Brasil Servicos Ltda Brasil 100% DOF Subsea AS Norskan Offshore Ltda Brasil 100% Norskan Offshore SA DOF Navegacao Lda Brasil 100% Norskan Offshore SA Norskan GmbH Østerrike 100% Norskan Offshore SA Norskan II GmbH Østerrike 100% Norskan GmbH Norskan Norway AS Austevoll 100% Norskan II GmbH DOF Rederi II AS Austevoll 100% Norskan II GmbH Norskan Holding AS Austevoll 100% Norskan II GmbH Waveney AS /Waveney IS Austevoll 93% Norskan Holding AS DOF Subsea Rederi AS Bergen 100% DOF Subsea AS Skandi Neptun AS Bergen 100% DOF Subsea AS DOF Subsea UK Ltd. Aberdeen, UK 100% DOF Subsea AS DOF Subsea US Inc. Houston, USA 100% DOF Subsea UK Ltd. DOF Subsea Canada Corp. St. Johns, Canada 100% DOF Subsea UK inc DOF Subsea SA de CV Mexico. Mexico 100% DOF Subsea US inc DOF Sjø AS Austevoll 100% DOF Management AS DOF Argentina Argentina 100% DOF Management AS DOF Management Pte Singapore 100% DOF Management AS DOF Management Australia Pty Ltd Australia 100% DOF Management AS Marin IT AS Austevoll 75% DOF ASA/DOF Subsea AS

Joint venture companies Aker DOF Deepwater AS Austevoll 50% Norskan II GmbH DOFTECH DA Austevoll 50% DOF Subsea AS TECHDOF DA Bergen 50% DOF Subsea AS DOFCON Brasil AS Bergen 50% TECHDOF DA DOFCON Navegacao Brasil Ltda Rio de Janeiro, Brazil 50% DOFCON Brasil AS DOF Subsea Arctic Russland 100% DOF Subsea Norway AS Mashhor DOF Subsea Sdn Brunei 50% DOF Subsea Australia Pty

Associated companies Master & Commander Oslo 20% DOF Subsea AS

The DOF Group is organised with DOF ASA as the parent company and with the key subsidiaries, incorporated or to be incorporated, as illustrated in the organisational structure set out in Section 4.1.1. The DOF Group structure may be further developed or adjusted from time to time. 3.8.1 Norway DOF ASA (Norway) The parent company, DOF ASA (reg. no.: 935 349 230), a public limited company incorporated in Norway, is located at Storebø, Norway. The parent company is responsible for the DOF Group’s worldwide operational and investment activities. As of the date of this Registration Document, the DOF Group has approximately 4,000 employees. DOF ASA’s main assets are shares in subsidiaries, including shipowning companies and management companies. Only two of the Group’s vessels plus one newbuild is, as per the date of this Registration Document, owned by DOF ASA directly. DOF ASA is generally responsible for the overall management of the DOF Group and sets out the DOF Group’s goals and strategy.

Norskan AS (Norway) The wholly owned subsidiary, Norskan AS (reg. no.: 985 916 039), is a private limited company incorporated in Norway, is located at Storebø, Norway. The company and its subsidiaries are responsible for the DOF Group’s operations in Brazil, through wholly owned Norwegian and Brazilian operational subsidaries. As of the date of this Registration Document, Norskan AS and subsidiaries have approximately 900 employees. DOF Subsea AS (Norway) DOF Subsea AS (reg. no.: 988 263 419), is a private limited company incorporated in Norway, located in Bergen, Norway. DOF Subsea AS is a wholly-owned subsidiary of DOF Subsea Holding AS, a company in which DOF owns 51% of the shares and affiliates of First Reserve Corporation own the remaining 49%. DOF Subsea AS has the overall responsibility for the DOF Subsea group’s operations. As of the date of this Registration Document, DOF Subsea with subsidiaries has approximately 1,400 employees.

4 BOARD AND MANAGEMENT 4.1 Description of the Board The table below sets forth the Company’s current Board: Name Position Has served since Term expires Helge Møgster Chairman of the Board 2000 2012 Helge Singelstad Member of the Board 2008 2012 Oddvar Stangeland Member of the Board 2004 2012 Britt Mjellem Member of the Board 2005 2013 Wenche Kjølås Member of the Board 2006 2012

The Board is responsible for the Company’s affairs and for ensuring that the Company’s operations are organized in a satisfactory manner. The Company’s registered business address and postal address is Alfabygget, 5392 Storebø, Norway, serves as c/o addresses for the members of the Company’s Board in relation to their directorship of the Company. Helge Møgster (born 1953), Chairman of the Board Mr. Møgster is one of the main owners in Laco AS, the main shareholder of i.a. DOF’s largest shareholder, Møgster Offshore AS, and Austevoll Seafood ASA. Mr. Møgster has extensive experience from both the offshore supply and fishery industry. He is holding board positions in several companies, including being a board member for DOF Subsea AS. Mr. Møgster has been on the board of DOF since 1997. Mr. Møgster is a Norwegian citizen with residence in Austevoll, Norway. Helge Singelstad (born 1963), Board member Mr. Singelstad is the general manager of Laco AS. Mr. Singelstad is educated in engineering from Bergen Ingeniørhøgskole, and he holds a business school graduate degree from the Norwegian School of Economics and Business Administration. Mr. Singelstad has experience from different types of businesses: oil companies, ship equipment and the seafood sector. Prior to joining Laco AS, he was the CEO of Lerøy Seafood Group ASA. Mr. Singelstad is a Norwegian citizen with residence in Bergen, Norway. Oddvar Stangeland (born 1944), Board member Mr. Stangeland started his career with DOF in 1982 as a technical manager before becoming the CEO in 1985. He stepped down as CEO in 2005 handing over his position to Mons Aase. Mr. Stangeland holds a degree in Marine Engineering and Naval Architecture (MSc) from the Norwegian Institute of Technology. Mr. Stangeland is a Norwegian citizen with residence in Austevoll, Norway. Britt Mjellem (born 1961), Board member Ms. Mjellem is Market Manager in MDE Consultans AS. Prior to that, she was the Managing Director of Amesto People in Bergen. She holds a degree in Economics and Business Administration from Germany. Coming from both the investment banking sector and the shipbuilding industry, Ms. Mjellem has more than 25 years of experience from the interest rates and currency markets. Ms. Mjellem has comprehensive experience from various boards of directors within real-estate and other commercial markets. Ms. Mjellem is a Norwegian citizen with residence in Bergen, Norway. Wenche Kjølås (born 1962), Board member Mrs. Kjølås is the Group Managing Director of Grieg Maturitas. Prior to that, she was CFO in Grieg Logistics, Bergen, since 2006. She has vast experience from various industries in Norway, and also serves as a board member in numerous companies. She holds a business graduate degree from the Norwegian School of Economics and Business Administration. Mrs. Kjølås is a Norwegian citizen with residence in Bergen, Norway. 4.2 The Group Senior Management The group executive management is responsible for the daily management and the operations of the Company. The Company’s registered business address and postal address is: Alfabygget, 5392 Storebø, Norway, serves as c/o address in relation to the senior managements’ employment in the Company. Mons Aase, (born 1966), CEO Mr. Aase has been part of the DOF team since 1998, first as CFO and Deputy Managing Director, before becoming the CEO in 2005. His past experiences from the finance and ship-brokering industries have been valuable to the company.

He holds a MSc from the Norwegian Institute of Technology, and a Cand. Merc. from the Norwegian School of Economics and Business Administration. Mr. Aase is a Norwegian citizen with residence in Bergen, Norway. Hilde Drønen, (born 1961), Chief Financial Officer (CFO) Mrs. Drønen joined DOF ASA as CFO in 2004. Her previous experience includes being Director of Finance with Bergen Yards AS (2003-2004), and Group Controller for the Møgster Group (1995-2003). She holds a Business Administration degree and a Business Management degree from the Norwegian School of Management. Mrs. Drønen is a Norwegian citizen with residence in Austevoll, Norway. Tore R. Mohn, (born 1950), Director of legal affairs Mr. Mohn has worked in DOF since 1997, since 2000 as Director of Legal Affairs for the Møgster Group of companies (Laco AS subsidiaries) including the Group. Mr Mohn holds a law degree from the University of Bergen and is a member of the Norwegian Bar Association. Mr Mohn has former experience from the legal departments of Finansbanken and Nordbanken. Mr. Mohn is a Norwegian citizen with residence in Bergen, Norway. Anders A. Waage, (born 1950), COO Mr. Waage joined DOF ASA as CEO in DOF Management in 2007. He started his career with DOF in 1983 as a captain of "Skandi Fjord". Since 1991, he has held different managerial positions with DOF Management AS eventually becoming the CEO in 2007. He is educated as Master Mariner with additional education in insurance/average adjustment. Mr. Waage is a Norwegian citizen with residence in Austevoll, Norway. Arnstein Kløvrud, (born 1971), CTO Mr. Kløvrud joined DOF ASA as Chief Technical Officer in 2007. He started his career with DOF Management AS in 2001 as Vessel Manager, and had positions as project manager and head of project department, before starting as CTO in 2007. His previous experience includes working in DNV and in the shipbuilding industry. Mr Kløvrud holds a MSc in naval architecture from Norwegian Institute of Technology. Mr. Kløvrud is a Norwegian citizen with residence at Sotra, Norway. 4.3 Conflict of Interests, etc. Except for the Chairman Helge Møgster, the Deputy Chairman Helge Singelstad and Oddvar Stangeland, the other members of the Board are independent of the Company`s major shareholders, the Company`s management and the Company`s main business relations. Related party transactions are described in Section 7.2 of this Registration Document. The Company complies with the Norwegian code of practice for corporate governance Section 8, regarding the composition and independence of board members; see Section 6 in this Registration Document. There are no other potential conflict of interests between the management’s and the directors’ duties to the Company, and their private interests and/or other duties. 4.4 General During the last five years preceding the date of this Registration Document, no member of the Board or the senior management has been subject to any convictions in relation to indictable offences or convictions in relation to fraudulent offences, nor has any member of the Board or the senior management received any official public incrimination and/or sanctions by any statutory or regulatory authorities (including designated professional bodies) or ever been disqualified by a court from acting as a member of the administrative, management or supervisory bodies of a company or from acting in the management or conduct of the affairs of any company. No member of the Board or the senior management has been declared bankrupt or been associated with any bankruptcy, receivership or liquidation in his capacity as a founder, Director or senior Managers of a company.

5 CORPORATE GOVERNANCE 5.1 Compliance with Corporate Governance Recommendations The Company is a public limited company organized under Norwegian law with a governance structure based on Norwegian corporate law. The Company’s shares are listed on the Oslo Stock Exchange. The Company has developed its governance structure through cooperation between the corporate management and the other governance bodies to secure compliance with relevant laws and regulations and to reflect business needs. Further development is a continuous process. The Company and the Board has adopted and implemented corporate governance principles that are based on the Norwegian Code of Practice for Corporate Governance (the “Code of Practice”) issued by the Norwegian Corporate Governance Board, as last issued on 16 November 2011. The Company has disclosed its corporate governance principles in its annual report and on its web page www.dof.no. The Code of Practice is a “comply or explain” guideline and the Board will state and explain any deviation from the recommended guidelines in the annual report. The Company’s principles for corporate governance correspond in all material respect with the Code of Practice except for a deviation from Section 12 of the Code of Practice; the Company has not yet established guidelines for the Company’s contact with shareholders other than that all shareholders should be treated equally. 5.2 Committees The Company has established a nomination committee consisting of three members appointed by the general meeting. Currently, the members of the nomination committee are Harald Eikesdal (chairperson), Roy Reite and Kristine Herrebrøden. The nomination committee nominates candidates to the Board, and proposes the remuneration to the Board. The Company has an audit committee who has responsibilities relating to financial reporting, the independent auditor and risk management. The independent auditor usually attends the meetings. The CEO and other directors are entitled to attend if they so desire. The committee currently has three members: Wenche Kjølås (Chairman), Britt Mjellem and Helge Singelstad.

6 LEGAL MATTERS 6.1 Legal and Arbitration Proceedings The Company and its subsidiaries may from time to time be involved in disputes in the ordinary course of its business activities, c.f. Chapter 1 “Risk Factors” above. The Company is not involved in any governmental, legal or arbitration proceedings (including any such proceedings which are pending or threatened of which the Company is aware) which may have significant effects of the Company’s financial position or profitability, nor has the Company been involved in any such proceedings during the previous 12 months. 6.2 Related Party Transactions All transactions with close associates have been carried out at arms-length prices and are settled on a regular basis and according to the Norwegian Public Limited Liability Companies Act. There are no other agreements or transactions between the Company and its officers and key employees, except for ordinary employment agreements and consultancy agreements and transactions described herein. The following lists below provide an overview of material agreements which the Company has entered into with related parties since 1 January 2006 and to the date of this Registration Document: 6.2.1 Long term agreements The Company has the following long term agreements with related parties, all of which, in the opinion of the Company, are made on market terms:  Møgster Offshore AS owns 51.2% of the shares in DOF ASA. Laco AS is the main shareholder of Møgster Offshore AS. Møgster Management AS provides administrative intragroup services to DOF ASA. Møgster Management AS is owned by Laco AS.  Austevoll Eiendom AS is a subsidiary of Austevoll Seafood ASA, which in turn is a subsidiary of Laco. DOF ASA leases premises from Austevoll Eiendom AS.  DOF Management AS supplies administrative services to certain Group companies, including DOF Subsea AS.  DOF Subsea AS leases two holiday homes from Mons Aase, Board member in DOF Subsea AS and CEO of DOF ASA.  Norskan Offshore Ltda. in Brazil provides accounting services to DOF Subsea Brasil Ltda. Furthermore, Norskan Offshore Ltda. hires personnel and equipment from DOF Subsea Brasil Ltda. Norskan Offshore Ltda. has signed management agreements for vessels owned by DOF Subsea and DOF Rederi.  Board member Oddvar Stangeland and his wholly-owned company Kanabus AS, had assignments for the Company as technical advisor in varoius newbuilding and rebuilding projects. 6.2.2 Other agreements and transactions In 2011, the Company had the following related party transactions, all of which, in the opinion of the Company, were made on market terms:  Moco AS is owned by the CEO of DOF ASA. Moco AS has participated in joint investments with DOF ASA, including the investment in PSV Invest IS where Moco AS owned 2%. Chairman of the Board Helge Møgster has shareholding in the same company with 2% and Jan Nore the CFO in DOF Subsea AS 0.5%. Moco AS and Helge Møgster have sold these shares to DOF ASA in 2011 at market terms. The purchase price was NOK 1,417,500 per 1% aquired.  Moco AS has participated in joint investments with DOF ASA, including the investment PSV Invest II AS were Moco AS owns 2%. Chariman of the Board Helge Møgster has shareholding in the same company with 2%. Moco AS and Helge Møgster have sold these shares to DOF ASA in 2011 at market terms. The purchase price was NOK 811,000 per 1% aquired.  The group uses the shipyard Fitjar Mekaniske Verksted AS to do maintenance and repairs on the vessels. Total costs in 2011 are NOK 59 million (NOK 44 million) and was at market terms. Fitjar Mekaniske Verksted AS is owned by Laco AS.  In addition to the above-mentioned transactions of an operating nature, there are financial transactions and intragroup accounts between companies in the DOF Group. In 2010, the Company had the following related party transactions, all of which, in the opinion of the Company, were made on market terms:

 Moco AS is owned by the CEO of DOF ASA. Moco AS has participated in jount investnets with DOF ASA, including the investment in Waveney IS where Moco AS owns 10%. Two employees of DOF Management AS and Chairman of the Board Helge Møgster have shareholdings in the same company, at 1,5%, 10% and 10% respectively. All these shares have been sold to DOF ASA in 2010 to fair market value.  Moco AS has participated in joint investments with DOF ASA, including the investment PSV Invest I AS were Moco AS owns 2%. Chariman of the Board Helge Møgster has shareholding in the same company, at 2% and Jan Nore CFO in DOF Subsea AS 0.5%.  In addition to the above-mentioned transactions of an operating nature, there are financial transactions and intragroup accounts between companies in the DOF Group. In 2009, the Company had the following related party transactions, all of which, in the opinion of the Company, were made on market terms:  Moco AS is owned by the CEO of DOF ASA. Moco AS has participated in joint investments with DOF ASA, including the investment in IS Waveny where Moco owns 10%. Two employees of DOF Management and Chairman of the Board Helge Møgster have shareholdings in the same company, at 1.5%, 10% and 10% respectively. All these shares have been sold to DOF ASA in 2010 at cost price plus interest. IS Waveny owns the vessel Skandi Waveney.  DOF Rederi AS: Until 1 April, DOF Rederi AS has leased the vessel Skandi Waveney on a bareboat charter from Waveney IS. Waveney IS is an internal partnership in which DOF ASA on a group basis owns 47%.  In addition to the above-mentioned transactions of an operating nature, there are financial transactions and intragroup accounts between companies in the DOF Group. In 2008, the Company had the following related party transactions, all of which, in the opinion of the Company, were made on market terms:  Møgster Management AS delivered administrative services such as IT, legal advice, catering, secretary and accounting, to the Company.  Board member Oddvar Stangeland and his wholly-owned company Kanabus AS, had assignments for the Company as technical advisor in various new-building/ and re-building projects.  The Company purchased shares in DOF Installer AS from Moco AS (owner: Mons Aase), Kanabus AS (owner: Oddvar Stangeland), Djupedalen AS (owner: Hilde Drønen) and Havblikk Austevoll AS (owner: Anders A. Waage) for a consideration of NOK 5,000,000, NOK 1,875,000, NOK 1,250,000 and NOK 1,875,000, respectively.  DOF Rederi AS leases the vessel Skandi Waveney on a bareboat charterparty from Waveney IS. Waveney IS an internal partnership where the DOF Group owns 47%. In 2007, the Company had the following related party transactions, all of which, in the opinion of the Company, were made on market terms:  Møgster Management AS delivered administrative services such as IT, legal advice, catering, secretary and accounting, to the Company.  DOF Subsea AS had an office rent agreement with Åstveit Mølle AS, a company controlled by Hans Gravdal, then a member of the Board of Directors of DOF Subsea AS. Further, DOF Subsea AS acquired a vessel constructed by Fjellstrand AS, a company controlled by Hans Gravdal.  Board member Oddvar Stangeland and his wholly-owned company Kanabus AS, had assignments for the Company as technical advisor in various new-building/ and re-building projects. In 2006, the Company had the following related party transactions, all of which, in the opinion of the Company, were made on market terms:  Møgster Management AS delivered administrative services such as IT, legal advice, catering, secretary and accounting, to the Company.  Board member Oddvar Stangeland and his wholly-owned company Kanabus AS, had assignments for the Company as technical advisor in various new-building/ and re-building projects. 6.3 Material Contracts outside Ordinary Course of Business Neither the Company, nor any other company within the DOF Group, has entered into any material contracts other than in the ordinary course of business for the two years preceding publication of this Registration Document.

7 FINANCIAL INFORMATION 7.1 Financial information and Accounting Policies 7.1.1 Historical financial information on DOF and summary of the Company’s accounting policies The historical consolidated financial information for the Company is prepared in accordance with the International The Company’s audited annual reports for 2010 and 2009 are incorporated by reference hereto (see Chapter 9). The annual reports for 2010 and 2009 can be found at: http://www.dof.no/Reports---Presentations-120.aspx Company reports may be found at the Company’s website www.dof.no and information published after 1998 at www.newsweb.no under the ticker “DOF”. The financial statements for 2010 and 2009 have been audited by DOF’s statutory auditor, PricewaterhouseCoopers AS. 7.1.2 Auditing of historical annual information and the Company’s Auditor PricewaterhouseCoopers AS has audited the annual financial statements for the Company for the years ended 31 December 2010 and 2009 in accordance with the Norwegian Standards of Auditing, and have been incorporated by reference (see Chapter 9). PricewaterhouseCoopers AS has been the Company’s auditor since its incorporation. Their address is Dronning Eufemiasgate 8, 0191 Oslo, Norway. Telephone number: +47 23 16 00 00, telefax number: +47 24 06 27 79, web site: www.pwc.no. The audit partners of PricewaterhouseCoopers are members of the Norwegian Institute of Public Accountants. No other information in this Registration Document has been audited. 7.2 Historical Financial Information The following Sections (8.1.2-8.1.6) are a summary of the Company’s annual financial statements for the years ended 31 December 2010, 2009 and 2008.

7.2.1 Consolidated income statement for the Company The table below summarizes the condensed profit and loss statements for the Group for the years ended 31 December 2010, 2009 and 2008. For the year ended 31 December (audited) Amounts in NOK million 2010 2009 2008 Operating revenue ...... 5,462 4,327 4,340 Operating costs ...... (3,753) (3,094) (2,784)

Operating profit before depreciation ...... 1,709 1,234 1,556 Depreciations ...... (1,166) (837) (643) Write-downs ...... - (179) -

Operating profit ...... 543 218 912 Associated companies ...... (5) 192 125 Net financial expenses ...... -821 (163) (505) Unrealized profit/loss on currencies...... 83 758 (655)

Profit before tax ...... (200) 1,005 (123) Result for the period ...... (215) 803 100 - whereof minority interests ...... -75 201 35 - whereof majority interests ...... (140) 602 65

The audited figures are derived from the Company’s annual financial statements for 2010, 2009 and 2008.

7.2.2 Consolidated balance sheet for the Company The table below summarizes the condensed balance sheet for the Group as of 31 December 2010, 2009 and 2008. As of 31 December (audited) Amounts in NOK million 2010 2009 2008 Vessels and other non-current assets ...... 22,423 17,827 15,563 Other current assets ...... 4,629 3,957 4,269

Total assets ...... 27,053 21,785 19,831

Equity ...... 6,728 6,809 5,499 Long-term liabilities ...... 16,931 11,973 11,330 Short-term liabilities ...... 3,393 3,002 3,002

Total equity and liabilities ...... 27,053 21,785 19,831

The audited figures are derived from the Company’s annual financial statements for 2010, 2009 and 2008.

7.2.3 Consolidated cash-flow statement for the Company The table below summarizes the condensed cash flow statement for the Group for the years ended 31 December 2010, 2009 and 2008, and the three and six month periods ended 30 June 2011 and 2010. As of or for the year ended 31 December (audited) Amounts in NOK million 2010 2009 2008 Opening cash balance ...... 2,214 2,832 1,859

Net cash flow from operational activities ...... 1,084 599 719 Net cash flow from investment activities ...... (5,352) (3,264) (1,650) Net cash flow from financing activities ...... 4,689 2,048 1,903 Exchange gain/loss on cash...... 10

Ending cash balance ...... 2,645 2,214 2,832

The audited figures are derived from the Company’s annual financial statements for 2010, 2009 and 2008. 7.3 Comments to the Financial Statements 7.3.1 Income statement, financial year ended 31 December 2010 Operating revenue DOF group’s total revenue in 2010 amounted to MNOK 5 462 compared to MNOK 4 327 in 2009 of which gain from sale of assets was MNOK 37 (MNOK - 8). This is an increase of approx. 26% and reflects more vessels in operation in 2010. The group took delivery of 8 vessels in 2010 and sold 2 vessels. In addition one new-building was sold, however the impact from this sale will not be reflected until delivery of the vessel in 2011. Based on average number vessel days in operation in 2010 the group operated 3,5 more vessels compared to 2010. Including in the deliveries in 2010 are 4 large and complex subsea support vessels with high day rates in their chartering contracts. In addition the project activity has been higher in 2010 compared to the previous year. Total revenues from vessel and ROV operations in 2010 were MNOK 5 209 (MNOK 4 106) and total revenues from engineering activities were MNOK 217 (MNOK 229).

Operating costs Total salary and operating costs were MNOK 3 753 in 2010 compared to MNOK 3 094 in 2009 which is a cost increase of approx 21%. The increase in costs is driven by operation of more vessels and higher project activity. Total depreciation costs increased from MNOK 837 in 2009 to MNOK 1 166 in 2010. In 2009 a total write offs of MNOK 179 was done. The increased deprecations are mainly effected by more and expensive vessels in operations compared to previous year. The group’s depreciation policy will be evaluated during 2011 due to the fact that the decrease in fair market values of the group’s fleet reflects a lower depreciation rate during the lifetime of the group’s vessels.

Operating profit before depreciation Operating profit before depreciation (EBITDA) amounted to MNOK 1 709 (MNOK 1 234) which gives a margin of 31% (29%). Average Ebitda margin in 2010 for PSV segment was 36%, 42% for the AHTS segment and 28% the CSV segment. Included in the CSV segment are engineering and project activity which normally have lower margins than vessel operations. Margins have partially been effected by currency fluctuations. Approx. 87% of the group’s revenues are other currency than NOK.

Result of the year Net financial result totaling MNOK -743 (MNOK 787). Net financial result has been effected by unrealized gain on foreign currencies, of in total MNOK 83 (MNOK 758) which mainly represents currency variations between USD and NOK. In addition the currency fluctuations between BRL and USD can have a considerable impact on the accounts because the Brazilian operations use BRL as functional currency. On the other hand this activity has a limited degree of cash exposure to foreign exchange as all long-term contracts are hedged in the same currencies as the operating and financial costs.

Net financial income for associated companies was MNOK – 5 (MNOK 191). The positive result in 2009 basically represents gain from sale of the shares in Aker Oilfield Services AS.

Other financial income is MNOK 178 compared to an income of MNOK 485 in 2009. The main reason for higher profit in 2009 is currency gain after refinancing long term debt and from hedging activity.

Net interest costs was MNOK 1 000 (MNOK 648), and increased costs are due to higher long term debt.

Tax costs/revenue are in total MNOK - 15 (MNOK- 202). The tax costs reflect different tax regimes, including taxation for shipping companies, voluntary settlement scheme and significant in-house restructuring in 2010.

7.3.2 Balance sheet, financial year ended 31 December 2010 Assets The group assets increased from MNOK 21,785 to MNOK 27,053 which is an increase of approx 24% from year end 2009. The asset growth can be mainly be explained by investments in vessels and equipment. The group has during 2010 taken delivery of 8 new vessels and increased its ROV fleet. Two of the new vessels are owned via JV’s and are consolidated based on 50% ownership. The group has still an extensive new-building program and paid installments on new vessels and equipment per 31 December 2010 is MNOK 1,925 and represents deliveries in period from 2010- 2013. The main terms for the new-builds are 20% payment during construction phase and 80% on delivery. The group’s fleet consists of a young fleet with an average age of 7 years. A adjusted at fair market value the average age is 3.7 years.

Equity The group total equity reduced from MNOK 6,809 to MNOK 6,728 of which minority interest amounted to MNOK 2,750. The minority interests represent minority shares in DOF Subsea Holding AS and DOF Installer ASA. The equity to assets ratio is approx 25% at year end 2010. The equity ratio based on fair market value of the fleet and assets on a fully consolidated basis was approx. 44%.

Liabilities The group’s net-interest bearing debt (NIBD) amounted to MNOK 15,469 as of 31.12.2010 compared to MNOK 10,073 at year end 2009. Adjusted with unemployed capital the NIBD is 13,545 by year end 2010. The group’s long term debt has increased as a result of deliveries of new vessels and subsea equipment. Short term portion of long term debt, MNOK 1,876 and include annual payments on long term loans and two bonds with maturity in 2010.

The debt/equity ratio was 3.02 calculated on 31.12.10 and 2.20 year end 2009.

7.3.3 Cash flow statement, financial year ended 31 December 2010 The net cash flow from operating activities in 2010 was MNOK 1,084 (MNOK 599).

Investments in activities show a net negative cash flow effect of MNOK -5,352 (MNOK -3,264), whereof MNOK 460 are cash flows from sale of two vessels MNOK -5,708 investments in fixed assets and that represents deliveries of new vessels (wholly and partly owned) and installments on new-builds to be delivered in period 2011-2013.

Financing activities show a net positive cash flow effect of MNOK 4,689 (MNOK 2,047) whereof MNOK 10,718 are new long term loans and MNOK 6,070 annually down payments on long term debt and payment of balloons.

Working capital is MNOK 2,164 (MNOK 1,952). Total available cash is MNOK 1,697 (MNOK 1,083).

7.3.4 Trend information There has been no material adverse change in the prospects of the issuer since the date of its last published audited financial statements, 31 December 2010. The Company is not aware of any trends, uncertainties, demands, commitments or events that are reasonably likely to have a material effect on the Company’s prospects for the current financial year other than those described elsewhere in the Registration Document.

7.3.5 Significant change in the issuer’s financial or trading position The Company has not experienced any significant change in the financial or trading position of the group since the end of the last financial period for which either audited financial information or interim financial information have been published (31 December 2011).

8 SHARE CAPITAL AND SHAREHOLDER MATTERS 8.1 Share Capital The Company’s share capital as of the date of this Registration Document is NOK 222,102,696, consisting of 111,051,348 ordinary shares, with a par value of NOK 2.00 per share. There is one class of shares. The shares are equal in all respects, and each share carries one vote at the Company’s general meeting. 8.2 Type, class and ISIN number of the Shares The Company has one class of shares. The shares are created under the laws of Norway. The Company’s shares are in registered form, and are registered in book-entry form with the VPS under the securities identification code ISIN NO 001 0070063. The Company’s account operator is Nordea Bank Norge ASA, Middelthunsgt. 17, 0368 Oslo, Norway. 8.3 Major Shareholders As of 20 February 2012, DOF had a total of 4,309 registered shareholders in the VPS, of whom 4,217 were Norwegian and 92 were foreign shareholders. Shareholders holding 5% or more of the Company’s shares have an interest in the Company’s share capital which is notifiable according to the Norwegian Securities Trading Act (for a description of the notification threshold etc, see Section 11.1.8 below). The table below shows the 20 largest shareholders in the Company as appear in the VPS on 20 February 2012: Shareholder Number of Shares % 1 MØGSTER OFFSHORE AS 56,876,050 51.22% 2 ODIN NORGE 7,184,514 6.47% 3 PARETO AKSJE NORGE 6,307,092 5.68% 4 SKAGEN VEKST 5,702,213 5.13% 5 PARETO AKTIV 2,816,930 2.54% 6 ODIN OFFSHORE 2,451,563 2.21% 7 MP PENSJON PK 2,325,600 2.09% 8 PARETO VERDI VPF 1,570,473 1.41% 9 VESTERFJORD AS 1,027,650 0.93% 10 KANABUS AS 987,684 0.89% 11 MOCO AS 688,100 0.62% 12 MUSTAD INDUSTRIER AS 610,948 0.55% 13 ODIN MARITIM 579,800 0.52% 14 NORDEA BANK NORGE ASA 551,160 0.50% 15 PACTUM AS 450,000 0.41% 16 FORSVARETS PERSONELLSERVICE 436,500 0.39% 17 PARETO SICAV 427,246 0.38% 18 UBS AG, LONDON BRANCH* 377,124 0.34% 19 POSH AS 329,900 0.30% 20 SKANDINAVISKA ENSKILDA BANKEN* 329,540 0.30% Total 20 largest shareholders ...... 92,030,087 82.87 % Other shareholders ...... 19,021,261 17.13 % Total shareholding ...... 111,051,348 100.00% * Registered as nominee shareholder with VPS. To the knowledge of the Company, the Company is not for purposes of Norwegian law, directly or indirectly, controlled by another corporation or by any foreign government.

9 ADDITIONAL INFORMATION 9.1 Third Party Information Market and industry data used throughout this Registration Document was obtained from various publicly available or independent third party sources. Although the Company believes that these independent sources are generally reliable, the accuracy and completeness of such information are not guaranteed and have not been verified with complete certainty due to limits on the availability and reliability of raw data, the voluntary nature of the data gathering process and the limitations and uncertainties inherent in any statistical survey of market size or consumer demand. References in this Registration Document to research reports or articles should not be construed as depicting the complete findings of the entire referenced report or article. The information in each report or article is not incorporated by reference into this Registration Document. The information in this Registration Document that has been sourced from third parties has been accurately reproduced and, as far as the Company is aware and able to ascertain from the information published by that third party, no facts have been omitted that would render the reproduced information inaccurate or misleading. 9.2 Documents on Display For the life of this Registration Document following documents (or copies thereof) may be inspected at www.dof.no or at the Company’s business address: i. the Memorandum of Association and Articles of Association of the Company; ii. historical financial information for the Company’s annual accounts for 2009 and 2010; and iii. stock exchange notices, including quarterly reports, distributed by the Company through Oslo Børs’ information system after the submission of the application for listing. iv. The loan agreements for the bonds issued by the Company and listed at any stock exchange at that time. 9.3 Incorporation by Reference The information incorporated by reference in this Registration Document shall be read in connection with the cross- reference list as set out in the table below. Except as provided in this Section, no other information is incorporated by reference into this Registration Document. The Company incorporates its consolidated annual reports for the financial years ended 31 December 2010 and 2009.

Disclosure requirements of the Registration Document Reference document and link

Audited historical financial information DOF – Consolidated Annual Report 2010: http://www.dof.no/Reports---Presentations-120.aspx

Audited historical financial information DOF – Consolidated Annual Report 2009: http://www.dof.no/Reports---Presentations-120.aspx

10 DEFINITIONS AND GLOSSARY The following definitions and glossary apply in this Registration Document unless dictated otherwise by the context, including the foregoing pages of this Registration Document. 10.1 Definitions Articles of Association: ...... The Articles of Association of the Company Banking Day: ...... A day when the Norwegian Central Bank’s Settlement System is open and when Norwegian banks can settle foreign currency transactions. BNDES: ...... The Development Bank of Brazil (Banco Nacional de Desenvolvimento Economico e Social) Board: ...... The Board of Directors of DOF Bond Agreement: ...... The bond agreements related to the Bonds issued by DOF and made between DOF and the Bond Trustee Bondholders: ...... The holders of Bonds issued by the Issuer Bonds: ...... Bonds issued by the Issuer Bond Trustee: ...... Norsk Tillitsmann ASA BRL: ...... Brazilian Reals, the lawful currency of the Republic of Brazil DOF Group: ...... DOF together with its subsidiaries DOF: ...... DOF ASA, business registration number 935 349 230 EEA: ...... European Economic Area IFRS: ...... International Financial Reporting Standards, issued by the IASB IPO: ...... Initial Public Offering Listing: ...... The Listing of the Company’s shares on Oslo Børs Managers: ...... Pareto Securities AS and Nordea Markets Money Laundering Act: ...... The Money Laundering Act of June 20 2003 no. 41 (“Hvitvaskingsloven”) NOK: ...... Norwegian Kroner, the lawful currency of the Kingdom of Norway Non-resident Bondholders: ...... Bondholders who are not resident in Norway for tax purposes Norwegian Bondholders: ...... Bondholders who are resident in Norway for tax purposes Norwegian Corporate Shareholders: . Shareholders who are limited liability companies (or similar entities) resident in Norway for tax purposes Norwegian Personal Shareholders: .... Shareholders who are individuals resident in Norway for tax purposes Norwegian Public Limited The Norwegian Public Limited Companies Act of 13 June 1997 no. 45 Companies Act: ...... (“Allmennaksjeloven”) Norwegian Securities Trading Act: ... The Securities Trading Act of 19 June 1997 no. 79 (“Verdipapirhandelloven”) Norwegian Stock Exchange The Stock Exchange Regulations of 17 January 1994 no. 30, last amended by Regulations: ...... Regulation of 9 December 2005 nr. 1427 (“Børsforskriften”) Oslo Børs: ...... Oslo Børs ASA (translated “the Oslo Stock Exchange”) Prospectus: ...... This Registration Document and the Securities Document for the relevant bond loan. Registration Document: ...... This Registration Document dated 25 April 2012, first time prepared in connection with the application for Listing. Securities Document: ...... A Securities Document may be issued for each bond loan issued by the Company, and should be read in connection with the Registration Document. Remaining Loan: ...... The aggregate principal amount of all Bonds outstanding in the 2013 Bond Issue less the principal amount of the Bonds redeemed by the Borrower and discharged through the VPS. The Company: ...... DOF ASA TNOK:...... NOK 1,000 USD: ...... United States Dollars VPS account: ...... An account with VPS for the registration of holdings of securities

VPS: ...... Verdipapirsentralen (Norwegian Central Securities Depository), which organizes the Norwegian paperless securities registration system.

10.2 Glossary of Terms Terms and expressions used in the industry and technical terms used in the description of the Company is set out below. AHTS: ...... Anchor-handling tug & supply vessel BHP: ...... Brake horsepower CEO: ...... Chief Executive Officer CFO: ...... Chief Financial Officer CSV: ...... Construction support vessel Dwt: ...... Deadweight tonnage, a measure of much a ship can carry EBITDA: ...... Earnings, before interest, tax, depreciation and amortization H1: ...... First half HSE: ...... Health, security and environment km: ...... Kilometres Mt: ...... Metric tonnes NAV: ...... Net asset value, the market value of vessels plus book value of paid instalments on newbuild plus book value of other operating assets less net interest bearing debt PSV: ...... Platform supply vessel Q1: ...... First quarter Q2: ...... Second quarter Q3: ...... Third quarter Q4: ...... Forth quarter QHSE: ...... Quality, health, security and environment. SSB: ...... Central Bureau of Statistics Tcf: ...... Thousand cubic feet

FORWARD-LOOKING STATEMENTS Certain statements contained in this Registration Document that are not statements of historical fact, may constitute “forward-looking statements”. Often, but not always, forward-looking statements can be identified by the use of words such as “may”, “will”, “could”, “should”, “expect”, “plan”, “intend”, “anticipate”, “believe”, “estimate”, “predict”, “potential” or “continue”, the negative of such terms or other equivalent or comparable words.

These statements are only predictions and involve known and unknown risks, uncertainties and other factors which could cause the actual results, performance or achievements of the Company to be materially different from the historical results or from any future results, performances or achievements expressed or implied by such forward- looking statements. In evaluating these statements, prospective investors should specifically consider various factors, including the risks outlined below. These factors may cause the actual results to differ materially from any forward- looking statement. Although the Company believes that the expectations reflected in the forward-looking statements are reasonable, it cannot guarantee future results, levels of activity, performance or achievement.

Except as may be required by applicable law or stock exchange regulations, the Company undertakes no obligation to update publicly or release any revisions to these forward-looking statements to reflect events or circumstances, after the date of this Registration Document or to reflect the occurrence of unanticipated events. Accordingly, readers should not place undue reliance on forward-looking statements.

DOF ASA Alfabygget N-5392 Storebø Norway

Tel: +47 56 18 10 00 Fax: +47 56 18 10 06 www.dof.no

Pareto Securities AS Dronning Mauds gate 3 P.O. Box 1396 Vika N-0114 Oslo Norway

Tel: +47 22 87 87 00 Fax: +47 22 87 87 10 www.paretosec.no

Nordea Markets Middelthunsgate 17 P.O. Box 1166 Sentrum N-0107 Oslo Norway

Tel: +47 22 48 62 62 Fax: +47 22 48 62 62 www.nordea.no