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  General meeting information transmitted by euro adhoc with the aim of a 
  Europe-wide distribution. The issuer is responsible for the content of this 
  announcement. 
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28.04.2021 
 
OMV Aktiengesellschaft 
Vienna 
Corporate register number: 93363z 
ISIN: AT0000743059 
 
                   Convocation of the Annual General Meeting 
 
of OMV Aktiengesellschaft on Wednesday, 2 June 2021 at 2:00 pm CEST (local time 
Vienna) at Congress Center Messe Wien, Reed Messe Wien GmbH, Messeplatz 1, 1020 
Vienna, Austria (U2-station Messe-Prater). 
 
Holding as a virtual General Meeting without physical presence of the 
shareholders 
 
In light of the global COVID-19 pandemic, the Executive Board has decided, in 
order to protect our shareholders and other participants, to hold this year's 
Annual General Meeting without physical presence of shareholders. In view of the 
current circumstances and after careful consideration by the Executive Board, 
holding the Annual General Meeting in virtual form is necessary for the welfare 
and in the best interests of both the Company and its shareholders. 
 
The Annual General Meeting on 2 June 2021 will therefore be held as a "virtual 
General Meeting" within the meaning of the Corporate COVID-19 Act 
(Gesellschaftsrechtliches COVID-19-Gesetz; "COVID-19-GesG"), as amended, and the 
Regulation of the Federal Minister of Justice based thereon 
(Gesellschaftsrechtliche COVID-19-Verordnung; "Corporate COVID-19 Regulation" or 
"COVID-19-GesV"), as amended. 
 
Holding the General Meeting as a virtual General Meeting in accordance with the 
COVID-19-GesV leads to modifications in the meeting's usual procedure and in the 
exercise of shareholders' rights. In particular, this means that shareholders 
will not be able to participate physically in the meeting, but will have the 
opportunity to follow the General Meeting visually and acoustically in real time 
via the internet. 
 
In accordance with Section 3 para 4 COVID-19-GesV, the only way to cast votes as 
well as to exercise the right to submit motions and the right to raise 
objections is to grant power of attorney and give instructions to one of the 
independent special proxy holders proposed by the Company. 
 
The shareholders' information right can be exercised by each shareholder 
himself/herself during the virtual General Meeting. Questions are to be sent 
exclusively by electronic communication in text form to the following e-mail 
address: fragen.omv@hauptversammlung.at. 
 
The entire General Meeting will be publicly transmitted in real time on the 
internet in accordance with Section 3 para 4 COVID-19-GesV in conjunction with 
Section 102 para 4 Austrian Stock Corporation Act (Aktiengesetz; "AktG"). This 
is permissible pursuant to the data protection law in light of the legal basis 
of Section 3 para 4 COVID-19-GesV and Section 102 para 4 AktG. 
 
Our shareholders will be able to follow the General Meeting in real time on 2 
June 2021 from approximately 2 p.m. onwards on the internet under a link 
provided at www.omv.com > About us > Corporate Governance > General Meeting > 
Annual General Meeting 2021, using appropriate technical means. No registration 
or login is required to follow the General Meeting on the internet. 
 
The transmission of the General Meeting in real time gives our shareholders the 
opportunity to participate in the meeting from any location via a one-way 
acoustic and optical connection in real time and follow the entire course of the 
General Meeting (including the report of the Executive Board, the general debate 
and the answering of shareholders' questions as well as the adoption of 
resolutions) and to react to developments in the General Meeting. However, the 
live-transmission of the General Meeting on the internet is not a two-way 
connection and does not allow remote participation within the meaning of Section 
102 para 3 no 2 AktG or remote voting within the meaning of Section 102 para 3 
no 3 AktG in conjunction with Section 126 AktG. 
 
In addition, please note that the Company is only responsible for the use of 
technical means of communication to the extent that these are attributable to 
its sphere. 
 
Furthermore, reference is made to the "Information on the organizational and 
technical requirements for participation in the virtual General Meeting in 
accordance with Section 3 para 3 in conjunction with Section 2 para 4 Corporate 
COVID-19 Regulation" which is made available by 12 May 2021, at the latest, at 
www.omv.com > About us > Corporate Governance > General Meeting > Annual General 
Meeting 2021. We kindly ask our shareholders to pay special attention to this 
information and to the participation requirements and conditions described 
therein. 
 
Agenda 
 
 
  1. Submission of the adopted Financial Statements 2020 including the 
     Directors' Report, the (consolidated) Corporate Governance-Report, the 
     (consolidated) Payments to Governments Report, the consolidated Non- 
     financial Report, the Group Financial Statements 2020 including the Group 
     Directors' Report, the proposal of the appropriation of the balance sheet 
     profit as well as the Supervisory Board Report for the financial year 2020. 
  2. Resolution on the appropriation of the balance sheet profit reported in the 
     Financial Statements 2020. 
  3. Resolution on the discharge of the members of the Executive Board for the 
     financial year 2020. 
  4. Resolution on the discharge of the members of the Supervisory Board for the 
     financial year 2020. 
  5. Resolution on the remuneration for the members of the Supervisory Board for 
     the financial year 2020. 
  6. Appointment of the auditor and Group auditor for the financial year 2021. 
  7. Resolution on the Remuneration Report for the Executive Board and the 
     Supervisory Board. 
  8. Resolutions on the Long Term Incentive Plan and the Equity Deferral. 
  9. Elections to the Supervisory Board. 
 10. Resolution on the authorization of the Executive Board, subject to the 
     approval of the Supervisory Board, to utilize the Company's treasury stock 
     or dispose of repurchased treasury shares or treasury shares already held 
     by the Company to grant to employees, executive employees and/or members of 
     the Executive Board/management boards of the Company or its affiliates 
     including for purposes of share transfer programs, in particular long term 
     incentive plans including equity deferrals or other stock ownership plans, 
     and to thereby exclude the general purchasing right of shareholders. 
 
 
Documents for the General Meeting 
 
To prepare for the General Meeting, the following documents will be available to 
our shareholders from 12 May 2021 onwards, at the latest: 
 
* information on the organizational and technical requirements for participation 
  in the virtual General Meeting in accordance with Section 3 para 3 in 
  conjunction with Section 2 para 4 Corporate COVID-19 Regulation; 
* the documents listed in agenda item 1; 
* the joint resolution proposals of the Executive Board and the Supervisory 
  Board concerning agenda items 2, 3, 4, 5, 7, 8 and 10; 
* the resolution proposals of the Supervisory Board concerning agenda items 6 
  and 9; 
* the Remuneration Report for the Executive Board and the Supervisory Board; 
* the declarations pursuant to Section 87 para 2 AktG concerning agenda item 9; 
  and 
* the Report pursuant to Section 65 para 1b in conjunction with Sections 170 
  para 2 and 153 para 4 Stock Corporation Act for the adoption of the resolution 
  under item 10. 
 
 
The specified documents, the complete text of this convocation, as well as forms 
for granting and revoking a power of attorney to one of the special proxy 
holders pursuant to Section 3 para 4 COVID-19-GesV, a form for submitting 
questions as well as all further publications of the Company in connection with 
this General Meeting will be freely available to you on the Company's website 
(which is recorded with the corporate register) at www.omv.com > About us > 
Corporate Governance > General Meeting > Annual General Meeting 2021 from 12 May 
2021 at the latest. 
 
In addition, the individual and consolidated financial statements, each 
including notes, will be published in the "Amtsblatt zur Wiener Zeitung" 
(official gazette section of the Wiener Zeitung) on 4 June 2021. 
 
Participation of shareholders in the General Meeting 
 
The entitlement to attend the virtual General Meeting and to exercise voting 
rights and all other shareholders' rights which may be exercised at the General 
Meeting in accordance with the COVID-19-GesV is conditional upon the holding of 
shares on the record date, i.e. Sunday, 23 May 2021, 24:00 (midnight) CEST 
(local time Vienna). 
 
Only those who are shareholders on the record date and provide evidence thereof 
to the Company are entitled to participate in the virtual General Meeting in 
accordance with the COVID-19-GesV. 
 
Evidence of shareholdings on the record date must be furnished by way of a 
confirmation issued by the bank where the shareholder has deposited his/her 
shares (deposit confirmation) if the bank is domiciled in a member state of the 
EEA or in a full member state of the OECD. Shareholders who have deposited their 
shares with a bank which does not meet these criteria are requested to contact 
the Company. 
 
The deposit confirmation must be issued in accordance with the relevant 
statutory provisions (Section 10a AktG) in German or English and contain the 
following information: 
 
  1. Details of the issuing bank: Name (company) and address or a standard code 
     used in communications between credit institutions; 
  2. Shareholder details: Name (company) and address, date of birth in case of 
     natural persons, corporate register and register number in case of legal 
     persons; 
  3. Deposit number or other relevant description of the deposit;

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