Code of Conduct
For the Code of Conduct, unless otherwise specified, the key contents of the policy that are relevant for G1 Business Conduct, the process for monitoring, the scope of the policy, involvement of senior-level management, reference to third-party standards (where relevant), interests of key stakeholders in setting the policy (where relevant), and how the policy is made available to potentially affected stakeholders are covered under ESRS 2 Overarching Policies.
People & Culture (P&C) Ethics Policy (Annex to HR Directive)
The P&C Ethics Policy on Non-Discrimination addresses the importance of OMV’s value-based decision-making and our commitment to providing a work environment in which all individuals are treated with respect and dignity. Each individual has the right to work in a professional atmosphere that promotes equal employment opportunities and prohibits unlawful discriminatory practices, including harassment. The P&C Ethics Policy on Non-Discrimination heightens awareness of and protects human rights and explicitly demands equal treatment and opportunities for all. This approach strengthens corporate culture, which in turn fosters the material impact of a positive working environment and employment opportunities, and enhances employee retention and engagement. Without a strong corporate culture, there is a higher risk of unethical behavior, low engagement, and reduced productivity, which can harm employee quality of life. This is monitored through the concerns raised to immediate management, members of the P&C department, grievances registered through the SpeakUp Channel, along with concerns reported to any ombudsman or designated local committees. This policy is part of the broader Human Resources Directive. Unless otherwise specified, the key contents, scope of the policy, involvement of senior-level management, reference to third-party standards (where relevant), interests of key stakeholders in setting the policy (where relevant), and how the policy is made available to potentially affected stakeholders are covered in S1-1 Policies Related to Own Workforce.
Code of Business Ethics
The Code of Business Ethics provides guidelines on how integrity, ethical practices, and transparency within the business environment can be fostered, ensuring that all employees adhere to the highest standards of conduct and accountability. It describes how OMV fulfills ethical and legal responsibilities internally and defines the rules and procedures for conflicts of interest, gifts and invitations, donations and sponsorships, intermediaries and lobbyists, and for other areas of law such as trade sanctions, money laundering, and fair competition. OMV has also implemented regulations for compliance with capital markets law, including the prevention of insider trading. These regulations are included in a separate guideline: the Issuer Compliance Standard. For the process for monitoring, please refer to Compliance Management System. The Code of Business Ethics complements the Whistleblowing Directive.
We require compliance with international business principles from all parties with whom we enter into partnership agreements, such as joint ventures. Companies performing services for OMV (i.e., suppliers) must follow the principles of OMV’s Code of Business Ethics and with OMV’s business ethics standards, as defined in the Code of Conduct. The guidelines in the Code of Business Ethics are supplemented by a series of organizational measures. For instance, managers are required annually to disclose conflicts of interest or to confirm that there are no such conflicts. Furthermore, managers and employees in particularly exposed positions need to confirm compliance with the rules of the Code of Business Ethics by signing the Compliance Declaration. New employees are also required to acknowledge the rules of the Code of Business Ethics, expressly committing to these rules, and complete the Business Ethics e-learning program when joining OMV. To this end, the Code of Business Ethics is complemented by the principles of the Ethics & Integrity Policy. All of these provisions support fostering our material positive impact of promoting a compliant and ethical corporate culture, which in turn creates a positive working environment.
The most senior level that signs the Code of Business Ethics, the Ethics & Integrity Policy, and the Whistleblowing Directive is the OMV Executive Board, which also has legal accountability. Responsibility for the implementation and management of the respective processes and policies lies with the SVP Internal Audit & Compliance. These policies apply to all employees in all countries where OMV does business. The procedures established in these documents are implemented at every fully consolidated subsidiary of OMV and apply to everyone who works for or on behalf of OMV.
OMV’s Code of Business Ethics sets out a zero-tolerance policy on bribery, embezzlement, facilitation payments, fraud, theft, and other forms of corruption, as well as money laundering, and prohibits any support of political parties or donations to them. It is designed to comply with the standards set by both national and international anti-corruption legislation (mainly the OECD Anti-Bribery Convention and the UK Bribery Act). OMV is a signatory to the UN Global Compact and is committed to upholding the values of the OECD Guidelines for Multinational Enterprises. These guidelines reflect the government expectations of responsible conduct by businesses. They cover all key areas of business responsibility, including preventing bribery and other forms of corruption and competition.
OMV uses its standardized know-your-customer (KYC) questionnaire to request information from counterparties so it can assess the risk of corruption, money laundering, sanctions, and other illicit conduct. Such requests are key for OMV to factor in the expectations of its business partners and stakeholders in setting up and further developing OMV’s Compliance Management System and the underlying policies and procedures, such as those described here. OMV’s Code of Business Ethics and the Ethics & Integrity Policy are publicly available on our website. Within the Company, these policies are communicated via internal blogs on our intranet, training, and our Compliance app to ensure all employees are aware of and understand their content. Externally, the content of these policies and their importance to how OMV does business are communicated through regular meetings and contract negotiations with local communities and other external stakeholders (e.g., contractors, suppliers).
It is important for us to make sure that every single employee is fully aware of our ethical values and principles. Training is an essential element in informing employees and all members of our Supervisory and Executive Boards about our rules on anti-corruption and anti-bribery and raising awareness of ethical issues. The employees who are assigned to completing compliance training (i.e., training target groups) are defined at the beginning of the training cycle based on the existing organization and the level of their risk exposure, and include members of the Executive Board, Senior Vice Presidents, Vice Presidents, and department heads. Furthermore, target groups also comprise all employees who report directly to members of the above-mentioned management functions. In addition, all employees from the Procurement department are required to participate in mandatory business ethics training. Organizational and personnel changes that occur during a training cycle are taken into account on a rolling basis. In 2025, Compliance further embedded ethical principles within the Group through additional training activities. A total of 22 in-person workshops and training sessions were held with leadership teams to present to them the principles of the Ethics & Integrity Policy. For more information on the training, see Training. In addition, OMV integrated its expectations of ethics and integrity standards into ongoing key strategic supplier meetings in 2025.
Ethics & Integrity Policy
The Ethics & Integrity Policy complements the Code of Business Ethics by defining the principles of what it means to act ethically and with integrity and is applicable to all OMV Group employees worldwide. It aims to guide how business is conducted within OMV by providing guidelines on what is considered acceptable or desirable behavior, above and beyond compliance with laws and regulations, and forms a part of OMV’s Values. The Ethics & Integrity Policy is supported by the Ethics & Integrity Committee, which provides reassurance that the organization is living up to its ethical values and commitments. The guidelines outlined in this policy include how integrity, ethical practices, and transparency within the business environment can be fostered, ensuring that all employees adhere to OMV’s standards of conduct and accountability. Thereby, it contributes to fostering our positive impact of a strong and ethical corporate culture. For the process of monitoring, please see G1-3 Prevention and Detection of Corruption and Bribery.
Through the implementation of the Ethics & Integrity Policy, OMV reaffirms its commitment as a signatory to the United Nations Global Compact (UNGC). For this policy, unless otherwise specified, the scope of the policy, involvement of senior-level management, interests of key stakeholders in setting the policy (where relevant), and how the policy is made available to potentially affected stakeholders are covered under Code of Business Ethics.
Whistleblowing Directive
The internal Whistleblowing Directive, which also complements the Code of Business Ethics, lays out how employees and external stakeholders can confidentially and anonymously make a whistleblowing report, particularly regarding corruption and bribes, conflicts of interest, competition law, and capital markets law. The directive also specifies how cases are handled and defines special protection for whistleblowers against any form of retaliation within OMV, which comprises all actions or omissions in a work-related context such as dismissal, demotion, denial of promotion, negative performance appraisal, or disciplinary measures. This directive and our whistleblowing mechanism, the Integrity Platform, are specifically designed to implement the EU Whistleblowing Directive (Directive (EU) 2019/1937), which protects individuals who report breaches of Union law. For the process of monitoring, please refer to Compliance Management System and respective external audits on the effectiveness of the Compliance Management System. For this policy, unless otherwise specified, the scope of the policy, involvement of senior-level management, interests of key stakeholders in setting the policy (where relevant), and how the policy is made available to potentially affected stakeholders are covered in Code of Business Ethics.
Integrity Platform: Protection of Whistleblowers
We have established channels to help identify ethical misconduct as early as possible. Timely notification is crucial in order to take precautionary measures directed at avoiding or mitigating major financial loss or reputational harm. If an employee observes or becomes aware of potential or actual misconduct or violation of internal rules or statutory regulations, whether committed by other employees or by a business partner, that employee is encouraged to speak up and report the incident. Besides employees, other stakeholders also represent a valuable source of information and can help identify breaches of ethical standards. To this end, the OMV Group has introduced a whistleblower mechanism – the Integrity Platform. Anyone can access it online (https://omv-group.integrityline.app) and confidentially report an issue, be it related to topics such as corruption, bribes, conflicts of interest, antitrust law, or capital markets law. The report can be filed anonymously, if desired.
Special protection is given to employees in their capacity as whistleblowers when information is provided in good faith, which in turn enhances the “speak up” culture in the Company. Reporting will not lead to any disadvantages within OMV for the whistleblower at any time. Whistleblowers are protected from any form of retaliation, which comprises all actions or omissions in a work-related context such as dismissal, demotion, denial of promotion, negative performance appraisal, or disciplinary measures. Whistleblower protection also applies to persons other than whistleblowers in accordance with and as defined by applicable national legal provisions. Whistleblowing and whistleblower protection are repeatedly the subject of internal communication campaigns and are also part of the business ethics training that is either offered via e-learning or classroom training sessions.