Ad hoc report – Change of compliance status with the Bucharest Stock Exchange Corporate Governance Code
In compliance with Capital Markets Law no. 297/2004 and Regulation no.1/2006 of NSC
Date of report: September 28, 2016
Name of issuer: OMV Petrom S.A.
Headquarters: Bucharest, 22 Coralilor Street, District 1
Telephone/fax number: 0372 160697/0372 868518
Sole registration number at the Trade Register Office: 1590082
Fiscal attribute: R
Trade Register Number: J 40/8302/1997
Share capital: 5.664.410.833,5 RON
Regulated market on which the issued shares are traded: Bucharest Stock Exchange
Significant event to be reported:
Change of compliance status with the Bucharest Stock Exchange Corporate Governance Code
The Supervisory Board approved, during its meeting from 27th September 2016, the transfer of the Internal Audit Department currently within CFO Division to the CEO Division, effective as of 1st October 2016. Thus, as of 1st October 2016 the Internal Audit Department will administratively report to the Chief Executive Officer of OMV Petrom.
Consequently, OMV Petrom announces the change, effective starting 1st October 2016, of its compliance status with provision B.12 of the Bucharest Stock Exchange Corporate Governance Code, namely "To ensure the fulfillment of the core functions of the internal audit department, it should report functionally to the Board via the audit committee. For administrative purposes and in the scope related to the obligations of the management to monitor and mitigate risks, it should report directly to the chief executive officer", from non-compliance to partial compliance.
For functional purposes, the Internal Audit Department continues to report to the Executive Board. However, the Audit Committee endorses the annual internal audit plan. Moreover, the Audit Committee is regularly informed about the main internal audit findings. Therefore, in our opinion, the independency and objectivity of the internal audit function is not impaired by this functionally reporting structure. Likewise, the Internal Audit Department did not encounter, in its past experience, cases that could be considered as jeopardizing its independence or objectivity due to the functionally reporting line.
Mariana Gheorghe
Chief Executive Officer
President of the Executive Board