OMV - AGM 29 September 2020
General: The AGM is to be held in the form of a virtual AGM in accordance with the Austrian COVID-19 Company Law Act and COVID-19 Company Law Regulation. The physical presence of shareholders or their authorised proxies is not possible. The voting rights may therefore be exercised solely by granting authority to the special proxies designated by the Company.
Item 7: Approval is sought for the remuneration policy for the Management Board and the Supervisory Board in a bundled resolution which is not considered as best practice by ECGS. While we have no concerns over the remuneration policy for the Supervisory Board, we recommend opposition due to concerns over insufficient disclosure which fails to enable us to assess the remuneration structure for the Management Board under the new policy.
Items 8a and 8b: We recommend to oppose the LTIP 2020 and the Equity Deferral 2020. We consider both plans to be sufficiently transparent but raise our concerns over the fact that the target amounts are not disclosed and by that it is not possible to calculate the maximum amounts payable under these plans.
Items 9a and 9b: We recommend to oppose the re-election of Dr. Gertrude Tumpel-Gugerell and Dr. Wolfgang C. Berndt to the Supervisory Board due to our concerns over the insufficient independent representation on the Board.
OMV is an international energy company with activities in Exploration and Production (E&P), Refining and Marketing including petrochemicals (R&M), and Gas and Power (G&P). Co. explores and develops oil and gas resources and supply energy to over 100 million people. OMV has three operating segments: Exploration and Production (E&P), Refining and Marketing, including petrochemicals (R&M), and Gas and Power (G&P), as well as the segment Corporate and Other (Co&O).
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