Corporate and shareholder information

Date of foundation of MOL Plc.: October 1, 1991. Registered by the Budapest Court of Justice acting as Court of Registration on June 10, 1992 with effect as of October 1, 1991, under file number 01-10-041683.

Legal predecessor: Országos Kõolaj- és Gázipari Tröszt (OKGT National Oil and Gas Trust) and its subsidiaries.

The effective Articles of Association were accepted at the Annual General Meeting (AGM) held on 23 April, 2009. Access to the Articles of Association can be requested from the Company or electronic version can be downloaded from Company's web site.

On 16 October, 2008 the Court of Registry registered the capital decrease of MOL, which was decided by the AGM held on 23 April 2008. Accordingly, the share capital of MOL decreased from HUF 109,675,502,578 to HUF 104,191,727,578 by cancelling 5,483,775 pieces of registered ordinary shares of the series “A” with a par value of HUF 1,000, owned by the Company.

On 16 October, 2008 the Court of Registration registered the capital increase of MOL, which was made as part of the convertible bond programme approved by the Extraordinary General Meeting held on 1 September 2003. The share capital of the company increased from HUF 104,191,727,578 to HUF 104,519,063,578.

Registered share capital as of 31 December 2009: 104,518,484 registered A series ordinary shares with a par value of HUF 1,000 each, 1 registered B series preferred share with a par value of HUF 1,000 with special preferential rights attached and 578 registered C series ordinary shares with a par value of HUF 1,001 each.

Ownership Structure: 

 
 
31.12.2008
31.12.2009
 
Par value of shares
(HUF th)
%
Par value of shares
(HUF th)
%
Foreign investors
25,244,656
24.1
26,910,802
25.7
Surgutneftegas OJSC n.a. n.a. 22,179,488 21.2
Bayerische Hypo-und Vereinsbank AG.
17,007,802
16.3
n.a.
n.a.
Societe Generale
4,601,059
4.4
n.a.
n.a.
OMV Clearing Und Treasury GbmH
679,492
0.7
n.a.
n.a.
CEZ MH B.V.
7,677,285
7.3
7,677,285
7.3
Oman Oil (Budapest) Limited
7,316,294
7.0
7,316,294
7.0
BNP Paribas Arbitrage S.N.C.
7,600,583
7.3
n.a.
n.a.
Magnolia Finance Ltd.
6,007,479
5.7
6,007,479
5.7
ING Bank N.V.
n.a.
n.a.
5,220,000
5.0
Crescent Petroleum n.a. n.a 3,161,116 3.0
Dana Gas PJSC n.a. n.a 3,161,116 3.0
OTP Bank Plc.
8,857,438
8.5
6,707,832
6.4
Hungarian institutional and private investors
10,745,032
10.3
8,742,336
8.4
MOL Plc. (treasury shares)
8,781,944
8.4
7,435,316
7.1
Total
104,519,064
100.0
104,519,064
100.0
 

Please note, that data above do not fully reflect the ownership structure in the Share Registrar. It is based on the received request for registration of the shares and the published shareholders notifications. The registration is not mandatory. The shareholder may exercise its rights towards the company, if the shareholder is registered in the Share Registrar. According to the Articles of Association no shareholder or shareholder group may exercise more than 10% of the voting rights.

Share Information

MOL share prices are published by the majority of Hungarian daily newspapers and available on BSE web site (www.bet.hu). Indicative bid and ask prices of MOL’s GDRs on IOB can be monitored using the RIC code MOLBq.L on Thomson Reuters or MOLD LI on Bloomberg. MOL share prices on the Budapest Stock Exchange can be followed on Thomson Reuters using the RIC code MOLB.BU or on Bloomberg using code MOL HB.

The following table shows trading data on MOL shares each quarter of 2009.

 
Period
BSE volume
(no. of shares)
BSE closing price (HUF/share)
1st quarter
13,034,795
10,355
2nd quarter
14,957,755
11,950
3rd quarter
11,232,958
15,370
4th quarter
9,325,553
17,000
 

 

Treasury shares

During 2009 the following treasury shares transactions happened:

 
Reasons for change
Number of "A" series shares
Number of "C" series shares
Number of Treasury shares on 31 December 2008
8,781,365
578
ING option was settled 1,404,217  
New option agreement with ING Bank N.V.
-5,220,000
 
New share lending agreement with MFB Invest Zrt.
-4,965,582
 
The share lending agreement with OTP Bank Plc. was modified
5,010,501
 
Share-exchange and shareswap agreements with OTP Bank Plc.
-5,010,501
 
The share lending agreement with OTP Bank Plc. was modified
1,605,560
 
The share lending agreement with MFB Invest Zrt. was modified 4,665,582  
MOL paid 6,271,142 “A” series MOL shares for a 10% ownership package of Pearl -6,271,142  
The call options of MOL concluded with BNP Paribas S.A. 7,552,874  
Share sold on BSE to finance its share from the 2009 work program of Pearl project with cash -67,047  
Share transfer to Dana Gas and Crescent Petroleum to finance its share from the 2009 work program of Pearl project -51,090  
Number of Treasury shares on 31 December 2009
7,434,737
578
 

 
Changes in organisation and senior management

The AGM approved the election of Dr. Sándor Csányi to be Member of the Board of Directors from 29th April 2009 until 29th April 2014.
The AGM approved election of Dr. Miklós Dobák to be Member of the Board of Directors from 29th April 2009 until 29th April 2014.
The AGM dismissed Mr János Major from its position as employee member of the Supervisory Board from May 1, 2009.
The AGM elected Mr József Kohán as employee member of the Supervisory Board from May 1, 2009 to October 11, 2012.

Supply and Trading division has been set up via the alteration of Gas and Power division from 1 July 2009. As a consequence of the successful transaction of INA and IES, it is reasonable to establish an efficient, hydrocarbon and energy supply and trading division at a group level which follows the international oil companies’ practice.

Sándor Fasimon was delegated to lead the new division, while Lajos Alács the former leader of the Gas and Power became the director of Supply Chain Management and was elected to the INA Management Board.

From 10 June, 2009 Mr László Geszti, the President of the Management Board of INA, focuses on INA developments. Mr László Piry was delegated to the Executive Vice President of Retail of MOL Nyrt. as of 1 October 2009. Mr Piry has worked as Polymer Marketing and Sales Manager of TVK Plc. since 7 June 2004.

On 26 February, 2010 President of INA Management Board, Mr. László Geszti announced to resign from his position due to health reasons. Mr. Zoltán Áldott, Executive Vice President of Exploration and Production Division of MOL Group was nominated as his successor, while retaining his position in MOL Plc. Mr. László Geszti continues to serve MOL Group as senior advisor to Mr. Zsolt Hernádi, Chairman and CEO of MOL Plc.

MOL securities held by Directors and Officers of the company as of 31 December, 2009
 

 ó
Name
Current position
Number of MOL shares
Zsolt Hernádi
Executive Chairman and Chief Executive Officer, Chairman of the Board of Directors
178,951
Dr. Sándor Csányi
member of the Board of Directors, Vice Chairman
5,000
György Mosonyi
Group Chief Executive Officer, member of the Board of Directors
68,420
József Molnár
Executive Vice President of Finance, member of the Board of Directors
46,111
László Akar
member of the Board of Directors
31,175
Mulham Basheer Abdullah Al Jarf
member of the Board of Directors
0
Dr. Miklós Dobák
member of the Board of Directors
24,780
Dr. Gábor Horváth
member of the Board of Directors
17,210
Dr. Ernõ Kemenes
member of the Board of Directors
26,053
Iain Paterson
member of the Board of Directors
23,790
Miklós Kamarás
member of the Board of Directors
0
Dr. Mihály Kupa
Chairman of the Supervisory Board
0
Benedek Lajos
member of the Supervisory Board, representative of the employees
0
John I. Charody
member of the Supervisory Board
0
Dr. Attila Chikán
Deputy-Chairman of the Supervisory Board
0
Slavomir Hatina
member of the Supervisory Board
0
Attila Juhász
member of the Supervisory Board, representative of the employees
0
Prof. Sándor Lámfalussy
member of the Supervisory Board
380
János Kohán
member of the Supervisory Board, representative of the employees
0
István Vásárhelyi
member of the Supervisory Board
167
Zoltán Áldott
Executive Vice President
Exploration and Production
70,000
Sándor Fasimon
Executive Vice President
Supply and Trading
20,561
Ferenc Horváth
Executive Vice President
Refining and Marketing
44,320
Árpád Olvasó
Senior Vice President
Petrochemicals
0
László Piry
Executive vice president
Retail
0
József Simola
Executive Vice President
Corporate Centre
21,310
 
Disclaimer annual report 2009