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35 – Related parties

Under 24, details of relationships with related parties and related enterprises not included in consolidation must be disclosed. Enterprises and individuals are considered to be related if one party is able to control or exercise significant influence over the business of the other. Österreichische Beteiligungs AG (), Vienna, holds an interest of 31.5% and Mubadala Petroleum and Petrochemicals Holding Company L.L.C., () Abu Dhabi, holds an interest of 24.9% in OMV Aktiengesellschaft; both are related parties under IAS 24.

In 2022, there were following arm’s-length supplies of goods and services (including the granting of licences for the use of technologies of the Group) between the Group and equity-accounted companies, except for gas purchases from OJSC Severneftegazprom, which were not based on market prices but on cost plus defined margin.

Transactions with equity-accounted investments – Sales and Receivables

In EUR mn

 

 

 

 

 

2022

2021

 

Sales and other income

Trade receivables

Sales and other income

Trade receivables

Abu Dhabi Oil Refining Company

2

2

3

2

ADNOC Global Trading LTD

3

1

3

1

Bayport Polymers LLC

8

3

6

1

Borouge investments1

677

151

439

111

EEX CEGH Gas Exchange Services GmbH

1

0

1

0

Erdöl-Lagergesellschaft m.b.H.

119

59

43

0

GENOL Gesellschaft m.b.H.

141

22

124

17

Kilpilahden Voimalaitos Oy

8

0

4

0

Société d’Intérêt Collectif Agricole par Actions Simplifiée de Gouaix (SICA de Gouaix)2

1

Société d’Intérêt Collectif Agricole Laignes Agrifluides (SICA Laignes Agrifluides)2

5

7

1

Trans Austria Gasleitung GmbH3

4

Total

963

237

635

134

1

Includes Borouge PLC, Abu Dhabi Polymers Company Limited (Borouge) and Borouge Pte. Ltd. For more details see Note 16 – Equity-accounted investments.

2

Was reclassified to held for sale as part of the nitrogen business unit disposal group of Borealis

3

Trans Austria Gasleitung GmbH was sold as of May 31, 2021, as part of the Gas Connect Austria disposal group.

Additional sales transactions in the amount of EUR 293 mn took place with Erdöl-Lagergesellschaft m.b.H., which are not disclosed in the above table as netting with expenses was applied in the income statement.

Transactions with equity-accounted investments – Purchases and Payables

In EUR mn

 

 

 

 

 

2022

2021

 

Purchases and services received

Trade payables

Purchases and services received

Trade payables

ADNOC Global Trading LTD

32

Borouge investments1

416

88

501

108

Chemiepark Linz Betriebsfeuerwehr GmbH2

3

0

4

0

Deutsche Transalpine Oelleitung GmbH

48

7

29

2

EPS Ethylen-Pipeline-Süd GmbH & Co KG

3

3

Erdöl-Lagergesellschaft m.b.H.

208

27

81

63

GENOL Gesellschaft m.b.H.

10

2

0

Kilpilahden Voimalaitos Oy

116

74

Neochim AD2

5

10

0

OJSC Severneftegazprom3

24

127

14

PetroPort Holding AB

4

0

3

0

Società Italiana per l’Oleodotto Transalpino S.p.A.

2

0

Trans Austria Gasleitung GmbH4

11

Total

873

124

843

188

1

Includes Borouge PLC, Abu Dhabi Polymers Company Limited (Borouge) and Borouge Pte. Ltd. For more details see Note 16 – Equity-accounted investments.

2

Was reclassified to held for sale as part of the nitrogen business unit disposal group of Borealis

3

OJSC Severneftegazprom was deconsolidated as of March 1, 2022, and reclassified to other investments at fair value through profit or loss (FVTPL).

4

Trans Austria Gasleitung GmbH was sold as of May 31, 2021, as part of the Gas Connect Austria disposal group.

Dividend distributed from equity-accounted investments

In EUR mn

 

 

 

2022

2021

Abu Dhabi Oil Refining Company

116

Abu Dhabi Petroleum Investments LLC

5

ADNOC Global Trading LTD

43

Bayport Polymers LLC

21

Borouge investments1

592

1,918

Deutsche Transalpine Oelleitung GmbH

1

1

EEX CEGH Gas Exchange Services GmbH

1

1

Neochim AD2

1

0

OJSC Severneftegazprom3

17

Pearl Petroleum Company Limited

41

30

Società Italiana per l’Oleodotto Transalpino S.p.A.

1

1

Transalpine Ölleitung in Österreich Gesellschaft m.b.H.

1

0

Trans Austria Gasleitung GmbH4

9

Dividend distributed from equity-accounted investments

803

1,999

1

Includes Borouge PLC, Abu Dhabi Polymers Company Limited (Borouge) and Borouge Pte. Ltd. For more details see Note 16 – Equity-accounted investments.

2

Was reclassified to held for sale as part of the nitrogen business unit disposal group of Borealis

3

OJSC Severneftegazprom was deconsolidated as of March 1, 2022, and reclassified to other investments at fair value through profit or loss (FVTPL).

4

Trans Austria Gasleitung GmbH was sold as of May 31, 2021, as part of the Gas Connect Austria Disposal Group.

Other balances with equity-accounted investments

In EUR mn

 

 

 

2022

2021

Kilpilahden Voimalaitos Oy

40

18

Bayport Polymers LLC

657

987

Renasci N.V.

12

Loan receivables

697

1,017

Bayport Polymers LLC

29

Freya Bunde-Etzel GmbH & Co. KG

8

8

Other financial receivables

37

8

Borouge investments1

8

8

Bayport Polymers LLC

7

Contract assets

8

16

Kilpilahden Voimalaitos Oy

11

12

Renasci N.V.

10

10

Advance payments

21

22

C2PAT GmbH & Co KG

1

1

Bayport Polymers LLC

28

Other financial liabilities

29

1

Erdöl-Lagergesellschaft m.b.H.

100

120

Contract liabilities

100

120

Erdöl-Lagergesellschaft m.b.H.

27

Other non-financial liabilities

27

1

Includes Borouge PLC, Abu Dhabi Polymers Company Limited (Borouge) and Borouge Pte. Ltd. For more details see Note 16 – Equity-accounted investments.

The loan receivables (including the related accrued interests) towards Bayport Polymers LLC stemmed from drawdowns under a member loan agreement with a total value of EUR 1,313 mn (2021: EUR 1,236 mn). On April 19, 2022, Bayport Polymers LLC, which is accounted for using the equity method, partially repaid the loan towards the Group in the amount of EUR 602 mn. The repayment was financed from the two tranches of senior notes in the amount of EUR 324 mn and EUR 278 mn, which mature in 2027 and 2032 respectively. Senior notes issued by Bayport Polymers LLC are guaranteed by Borealis AG and therefore a financial liability in the amount of EUR 28 mn was recognized for the financial guarantee. For more details see Note 28 – Risk management, section ‘Credit risk management’. The undrawn financing commitments provided to Bayport Polymers LLC amounted to EUR 46 mn as of December 31, 2022 (December 31, 2021: EUR 251 mn).

A further decrease in the position loan receivables was mainly related to debt conversion into newly issued shares of Renasci N.V. in 2022. At year end 2021, the Group had further financing commitments to grant a convertible loan towards Renasci N.V. amounting to EUR 12 mn. Due to the debt conversion the total amount was completely drawn in 2022. For more details see Note 16 – Equity-accounted investments.

Furthermore, a capital contribution amounting to EUR 408 mn was paid to Borouge 4 LLC in 2022.

At the reporting date, financing commitments towards Kilpilahden Voimalaitos Oy amounted to EUR 10 mn (December 31, 2021: EUR 16 mn). The entitlements are dependent on the fulfilment of specific events, as defined in the underlying contracts.

Other non-financial liabilities in 2022 towards Erdöl-Lagergesellschaft m.b.H. refer to product swaps. The contract liabilities towards Erdöl-Lagergesellschaft m.b.H. are related to a long-term contract for rendering of services.

Government-related entities

Based on the OMV ownership structure, the Republic of Austria has an indirect relationship with OMV via ÖBAG and is therefore, together with companies under the control of the Republic of Austria, considered a related party. OMV has transactions at arm´s length in the normal course of business mainly with Österreichische Post Aktiengesellschaft, VERBUND AG, Österreichische Bundesbahnen-Holding Aktiengesellschaft, Bundesbeschaffung GmbH and their subsidiaries.

In July 2022, the strategic energy cooperation between OMV and VERBUND has commissioned the expansion of the ground-mounted photovoltaic plant in Schönkirchen-Reyersdorf, Austria, with equal stakes of both parties in the joint project. Furthermore, OMV and VERBUND AG have a cooperation agreement related to the photovoltaic plant in Lobau, Austria, which OMV has started up in 2022.

In 2021, OMV closed the transaction to sell its 51% stake in Gas Connect Austria to VERBUND AG. Moreover, OMV finalized in 2021 the sale of its 40% share in SMATRICS GmbH & Co KG and its 40% share in E-Mobility Provider Austria GmbH to VERBUND AG. Furthermore, OMV founded in 2021 together with Lafarge Perlmooser GmbH and VERBUND Energy4Business GmbH a joint venture for the joint planning and construction of a full-scale plant by 2030 to capture CO2 and process it into synthetic fuels, plastics and other chemicals.

Via MPPH, OMV has an indirect relationship with the Emirate of Abu Dhabi, which is, together with the companies under control of Abu Dhabi also considered a related party. In 2022, there were supplies of goods and services for instance to Compañía Española de Petróleos, S.A. (CEPSA), Abu Dhabi Company for Offshore Petroleum Operations Ltd, NOVA Chemicals Corporation (NOVA), Abu Dhabi National Oil Company (ADNOC) and ADNOC Trading Limited. Furthermore, OMV cooperates with ADNOC in several Exploration & Production arrangements and closed strategic equity partnerships with ADNOC, covering both the ADNOC Refining business and a Trading Joint Venture. In 2022 OMV and ADNOC signed a Memorandum of Understanding to explore new partnerships in delivieries of liquefied natural gas.

Key management personnel compensation

Remuneration received by the Executive Board

In EUR mn

 

 

 

 

 

 

 

 

 

 

2022

 

active members of the Executive Board as of December 31, 2022

former members of the Executive Board

 

 

Stern

Pleininger2

Florey

van Koten

Skvortsova4

Seele6

Gangl7

Leitner9

Total

Short-term benefits

1.59

1.47

1.55

0.85

1.16

1.57

0.12

8.32

Fixed (base salary)

0.99

0.75

0.81

0.58

0.58

0.55

4.25

Variable (cash bonus)1

0.59

0.71

0.69

0.25

0.50

1.02

0.12

3.87

Benefits in kind

0.01

0.01

0.053

0.03

0.095

0.01

0.20

Post employment benefits

0.25

0.19

0.20

0.14

0.14

0.14

1.06

Pension fund contributions

0.25

0.19

0.20

0.14

0.14

0.14

1.06

Share based benefits

0.29

1.33

1.03

0.10

0.21

3.13

0.37

0.70

7.16

Variable (Equity Deferral 2021)

0.29

0.44

0.34

0.10

0.21

0.43

0.05

1.85

Variable (LTIP 2019)

0.90

0.70

2.70

0.328

0.70

5.31

Remuneration received by the Executive Board

2.12

3.00

2.78

1.10

1.51

4.84

0.49

0.70

16.54

1

The variable components relate to target achievement in 2021, for which bonuses were paid in 2022.

2

Johann Pleininger resigned from the Executive Board effectively December 31, 2022 and his contract ends on April 30, 2023.

3

Including schooling costs and related taxes

4

Elena Skvortsova resigned from the Executive Board effectively October 31, 2022 and her contract ends on June 14, 2023.

5

Including rental and storage costs and related taxes.

6

Rainer Seele resigned from the Executive Board effectively August 31, 2021 and his contract ended on June 30, 2022.

7

Thomas Gangl resigned from the Executive Board effectively March 31, 2021.

8

Thomas Gangl received additionally a cash payment in the amount of EUR 0.08 mn based on the Senior Manager LTIP 2019.

9

Manfred Leitner resigned from the Executive Board effectively June 30, 2019.

Remuneration received by the Executive Board

In EUR mn

 

 

 

 

 

 

 

 

 

 

2021

 

active members of the Executive Board as of December 31, 2021

former members of the Executive Board

 

 

Stern3

Pleininger

Florey

Skvortsova

van Koten7

Seele8

Gangl9

Leitner12

Total

Short-term benefits

0.69

1.77

1.77

1.38

0.30

2.55

0.65

9.12

Fixed (base salary)

0.69

0.75

0.76

0.58

0.29

1.10

0.14

4.30

Fixed (one-off payment)

0.545

0.54

Variable (cash bonus)1

1.01

0.97

0.16

1.44

0.50

4.09

Benefits in kind

0.01

0.01

0.054

0.106

0.01

0.01

0.00

0.20

Post employment benefits

0.18

0.19

0.19

0.14

0.07

0.28

0.03

1.08

Pension fund contributions

0.18

0.19

0.19

0.14

0.07

0.28

0.03

1.08

Termination benefits

0.0210

0.02

Share based benefits

1.09

0.90

0.11

2.48

0.20

0.41

5.17

Variable (Equity Deferral 2020)

0.32

0.27

0.11

0.40

0.20

1.30

Variable (LTIP 2018)2

0.76

0.63

2.08

11

0.41

3.88

Remuneration received by the Executive Board

0.87

3.05

2.86

1.63

0.37

5.31

0.90

0.41

15.39

1

The variable component relates to target achievement in 2020, for which bonuses were paid out in 2021 and included 50% of the cash payments due in 2020 under the Annual Bonus 2019 for the active Executive Board members in 2020 which were postponed to January 2021.

2

Including 50% of the cash payments due in 2020 under the LTIP 2017 for the active Executive Board members in 2020 (for the cash portion, if applicable) which have been postponed to January 2021.

3

Alfred Stern joined the Executive Board effectively April 1, 2021.

4

Including schooling costs and related taxes

5

Elena Skvortsova received a one-off payment in settlement of the variable remuneration demonstrably forfeited as a result of her move from Linde Group to OMV AG.

6

Including moving and rental costs and related taxes

7

Martijn van Koten joined the Executive Board effectively July 1, 2021.

8

Rainer Seele resigned from the Executive Board effectively August 31, 2021 and his contract ended on June 30, 2022.

9

Thomas Gangl resigned from the Executive Board effectively March 31, 2021.

10

Thomas Gangl received an annual leave compensation payment amounting to EUR 0.02 mn.

11

Thomas Gangl received a cash payment in the amount of EUR 0.11 mn based on the Senior Manager LTIP 2018.

12

Manfred Leitner resigned from the Executive Board effectively June 30, 2019.

Remuneration received by top executives (excl. Executive Board)1

In EUR mn

 

 

 

2022

2021

Salaries and bonuses

25.1

25.8

Pension fund contribution

1.4

1.3

Other post-employment benefits including termination benefits

1.1

2.2

Share-based benefits

5.8

3.5

Other long term benefits

1.2

1.8

Remuneration received by top executives (excl. Executive Board)2

34.6

34.6

1

In 2022 there were on average 47 top executives (2021: 43) based on the months of service in the Group.

2

2022 included remuneration of Martijn van Koten for his previous function as Executive Board member in Boralis Group and 2021 included remuneration of Alfred Stern and Martijn van Koten in their previous function as Executive Board members in Borealis Group

The members of the Executive Board and the members of the Supervisory Board are covered by directors and officers liability insurance (D&O) and criminal legal expenses insurance. A large number of other OMV employees also benefit from these two forms of insurance, and the insurers levy lump-sum premiums, which are not specifically attributed to the Board members.

See Note 32 – Shared based payments – for details on Long Term Incentive Plans and Equity Deferral.

In 2022, remuneration expenses for the Supervisory Board amounted to EUR 1.1 mn (2021: EUR 0.6 mn).

IASs
International Accounting Standards
ÖBAG
Österreichische Beteiligungs AG
MPPH
Mubadala Petroleum and Petrochemicals Holding Company L.L.C