Resolutions

2012

MOL Hungarian Oil and Gas Public Limited Company held its Annual General Meeting (AGM) on 26 April 2012. The AGM had a quorum as shareholders representing more than half of the shares entitled to vote appeared at the AGM. The AGM adopted the following resolutions (resolutions can be submitted to the Court of Registry following the completion of the Minutes 30 days after the AGM).

  • The AGM approved with 52,746,205 yes votes (89.20%) the electronic vote collection method.
  • The AGM approved with 52,745,255 yes votes (89.20%) the election of the keeper of the minutes, the persons to authenticate the minutes and the counter of the votes in line with the proposal of the Chairman of the Annual General Meeting.
  • The AGM approved with 59,134,425 yes votes (100%) the consolidated financial statements of MOL Group prepared based on chapter 10 of the Hungarian Accounting Act, in accordance with IFRS and the related auditor’s report with total assets of HUF 4,993 bn and profit attributable to equity holders of HUF 154 bn and the annual report of MOL Plc. prepared in accordance with Hungarian Accounting Act and the related auditor’s report with total assets of HUF 3,168 bn, net income for the period of HUF 150 bn and tiedup reserve of HUF 104 bn.
  • The AGM approved with 59,114,019 yes votes (99.97%) to pay HUF 45 bn as a dividend in 2012 connected to the financial year ended 31 December 2011. The dividend on treasury shares is distributed to those shareholders eligible for dividend, in proportion to their shares. The profit after dividend payment shall increase retained earnings.
  • The AGM approved with 59,134,425 yes votes (100%) the Corporate Governance Report, based on the Corporate Governance Recommendations of the Budapest Stock Exchange, as announced.
  • The AGM – under Article 12.12 of the Articles of Association - approved with 49,196,322 yes votes (83.19%) the work of Board of Directors performed in the 2011 business year and granted waiver to the Board of Directors and its members under Section 30 (5) of the Companies’ Act.
  • The AGM approved with 59,115,594 yes votes (99.97%) the election of Ernst & Young Könyvvizsgáló Kft. to be the independent auditor of MOL Plc. for the business year 2012, until the AGM closing the year but latest 30 April 2013 with an audit fee of HUF 77.8 million plus VAT and approved the general terms and conditions related to audit agreements.
  • The AGM approved with 56,107,637 yes votes (94,88%) the authorization of the Board of Directors of the Company for an 18 months period from the AGM to acquire treasury shares – with its terms and conditions – simultaneously setting aside the resolution No 8 of the April 28 2011 AGM. The total amount of nominal value of treasury shares owned by the Company at any time may not exceed 25 % of the actual share capital of the Company.
  • The AGM approved with 51,817,181 yes votes (87.63%) the amendment of Article 22.1 of the Articles of Association.
  • The AGM approved with 59,133,475 yes votes (100%) the supplement of Article 22 of the Articles of Association with the new point of 22.8.
  • The AGM approved with 59,133,465 yes votes (100%) the amended Charter of the Supervisory Board of MOL Plc.
  • The AGM elected with 59,115,994 votes (99.97%) Mr. József Molnár to be a member of the Board of Directors from 12 October 2012 to 31 May 2017. In compliance with Section 25 (1) of the Company Act, the Annual General Meeting approved Mr. József Molnár’s position as a member of the Supervisory Board of INA-Industrija nafte d.d
  • The AGM approved with 52,881,522 yes votes (89.43%) the modification of the incentive scheme of MOL Board of Directors as of 1 January 2012.
  • The AGM elected with 59,133,475 yes votes (100%) Dr. Attila Chikán to be member of the Supervisory Board of the Company from 12 October 2012 to 31 May 2017.
  • The AGM elected with 59,133,373 yes votes (100%) Mr. John I. Charody to be member of the Supervisory Board of the Company from 12 October 2012 to 31 May 2017.
  • The AGM elected with 59,133,475 yes votes (100%) Mr. Slavomir Hatina to be member of the Supervisory Board of the Company from 12 October 2012 to 31 May 2017.
  • The AGM elected with 59,133,475 yes votes (100%) Mr. Žarko Primorac to be member of the Supervisory Board of the Company 27 April 2012 to 26 April 2017.
  • The AGM elected with 59,133,475 yes votes (100%) Dr. Attila Chikán as an independent member of the Supervisory Board to be member of the Audit Committee from 12 October 2012 to 31 May 2017.
  • The AGM elected with 59,133,475 yes votes (100%) Mr. John I. Charody as an independent member of the Supervisory Board to be member of the Audit Committee from 12 October 2012 to 31 May 2017.
  • The AGM elected with 59,133,475 yes votes (100%) Mr. Žarko Primorac as an independent member of the Supervisory Board to be alternate member of the Audit Committee from 27 April 2012 to 26 April 2017.
  • The AGM elected with 59,133,475 yes votes (100%) Andrea Hegedűs, Attila Juhász, and dr. Sándor Puskás, as employee representatives in the Supervisory Board of MOL Plc. from 12 October 2012 to 31 May 2017.
  • The AGM approved with 55,572,412 yes votes (93.98%), that the Chairman of the Audit Committee shall be entitled to receive gross EUR 1,500 for participation in each meeting of a Board committee up to 15 times per annum, from January 1, 2012.
  • The AGM repealed with 59,133,465 yes votes (100%) the resolution No. 18/2000 as of 1 July 2012.
  • The AGM approved with 59,133,465 yes votes (100%) the amendment of Article 15.2.g of the Articles of Association as of 1 July 2012.
  • The AGM approved with 59,133,465 yes votes (100%) the amendment of Article 19.4 of the Articles of Association as of 1 July 2012.

The AGM documents are available on MOL official web site www.mol.hu and on the website of MOL Investor Relations.

pdf Resolutions

2011

MOL Hungarian Oil and Gas Public Limited Company held its Annual General Meeting (AGM) on 28 April 2011. The AGM did not have a quorum as less then 50% of the voting shares appeared at the AGM. The repeated AGM adopted the following noteworthy resolutions (resolutions can be submitted to the Court of Registry following the completion of the Minutes 30 days after the AGM).

  • The AGM approved with 46,420,067 yes votes (98.74%) the annual report of MOL Plc. prepared in accordance with Hungarian Accounting Act and the related auditor’ s report with total assets of HUF 2,949 bn, net income for the period of HUF 103 bn and tiedup reserve of HUF 153 bn and the consolidated financial statements of MOL Group prepared based on chapter 10 of the Hungarian Accounting Act, in accordance with IFRS and the related auditor’s report with total assets of HUF 4,486 bn and profit attributable to equity holders of HUF 104 bn.
  • The AGM approved with 39,693,476 yes votes (84.43%) to pay no dividend in 2011 connected to the year ended 31 December 2010 and the total net income shall increase retained earnings.
  • The AGM approved with 47,010,660 yes votes (100.00%) the Corporate Governance Report, based on the Corporate Governance Recommendations of the Budapest Stock Exchange, as announced.
  • The AGM – under Article 12.12 of the Articles of Association - approved with 46,945,505 yes votes (99.86%) the work of Board of Directors performed in the 2010 business year and granted waiver to the Board of Directors under Section 30 (5) of the Companies’ Act.
  • The AGM approved with 47,010,655 yes votes (100.00%) the election of Ernst & Young Könyvvizsgáló Kft. to be the independent auditor of MOL Plc. for the business year 2011, until the AGM closing the year but latest 30 April 2012 with an audit fee for MOL Plc. for 2011 to be HUF 77.81 million plus VAT and approved the general terms and conditions related to audit agreements.
  • The AGM approved with 46,613,920 yes votes (99.15%) the authorization of the Board of Directors of the Company for an 18 months period from the AGM to acquire treasury shares. The total amount of nominal value of treasury shares owned by the Company at any time may not exceed 25 % of the actual share capital of the Company.
  • The AGM approved with 47,009,809 yes votes (99.99%) the modification of the profit sharing incentive system of MOL Board of Directors.

Note: Mr. György Mosonyi, member of the Board of Directors has notified the Board of Directors in writing that he resigns from his position as member of the Board of Directors effective as from 30 April 2011.

  • The AGM approved with 46,928,157 yes votes (99.82%) to elect Mr. Oszkár Világi to be member of the Board of Directors from May 1 2011 to April 30 2016. In compliance with 25. § (1) of the Company Act, the AGM approved Mr. Oszkár Világi‘s position as member of the Board of Directors of SLOVNAFT, a.s.

Note: Dr. Mihály Kupa member of the Supervisory Board has notified the Board of Directors in writing, that he resigns from his position as member of the Supervisory Board effective as from 30 April 2011.

  • The AGM elected with 46,668,826 yes votes (99.27%) Mr. György Mosonyi as member of the Supervisory Board from May 1 2011 to April 30 2016.
  • The AGM elected with 47,007,646 yes votes (99.99%) Mr. István Töröcskei as independent member of the Supervisory Board to be member of the Audit Committee effective as from 1 May 2011.
  • The AGM elected with 47,010,505 yes votes (99.99%) dr. Sándor Puskás, as employee representative in the Supervisory Board of MOL Plc. from the date of the Annual General Meeting until 11 October 2012.
  • The AGM elected with 47,010,660 yes votes (100.00%) the amendment of Article 13.4 of the Articles of Association.
pdf Resolutions

2010

1. The AGM approved with 39,866,714 yes votes (100.00%) the consolidated financial statements of MOL Group prepared based on section 10 of the Hungarian Accounting Act, in accordance with IFRS and the related auditor’s report with total assets of HUF 4,229 bn and profit attributable to equity holders of HUF 116 bn and the annual report of MOL Plc. prepared in accordance with Hungarian Accounting Act and the related auditors’ report with total assets of HUF 2,738 bn, net income for the period of HUF 253 bn and tied-up reserve of HUF 138 bn.

2. The AGM approved with 39,866,571 yes votes (100.00%) to pay no dividend in 2010 connected to the year ended 31 December 2009 and the total net income shall be booked as retained earnings.

3. The AGM approved with 39,867,414 yes votes (100.00%) the Corporate Governance Report, based on the Corporate Governance Recommendations of the Budapest Stock Exchange, as announced.

4. The AGM – under Article 12.12 of the Articles of Association - approved with 39,839,674 yes votes (99.93%) the work of Board of Directors performed in the 2009 business year and granted waiver to the Board of Directors under Section 30 (5) of the Companies’ Act.

5. The AGM approved with 39,867,413 yes votes (100.00%) the election of Ernst & Young Könyvvizsgáló Kft. (1132 Budapest, Váci út 20.) to be the independent auditor of MOL Plc. for the business year 2010, until the AGM closing the year but latest 30 April 2011 with an audit fee for MOL Plc. for 2010 to be HUF 77.81 million plus VAT and approved the general terms and conditions related to audit agreements.

6. The AGM approved with 38,859,377 yes votes (97.47%) the authorization of the Board of Directors of the Company for an 18 months period from the AGM to acquire treasury shares. The total amount of nominal value of treasury shares owned by the Company at any time may not exceed 25 % of the actual share capital of the Company.

7. The AGM approved with 39,867,462 yes votes (100.00%) to elect Mr. Zsigmond Járai to be member of the Board of Directors from the closing of AGM to be held on April 29 2010 to April 28 2015.

8. The AGM approved with 39,867,461 yes votes (100.00%) to elect dr. László Parragh to be member of the Board of Directors from the closing of AGM to be held on April 29 2010 to April 28 2015.

9. The AGM approved with 39,867,412 yes votes (100.00%) to elect dr. Martin Roman to be member of the Board of Directors from the closing of AGM to be held on April 29 2010 to April 28 2015.

10. The AGM elected with 39,864,638 yes votes (99.99%) István Töröcskei as member of the Supervisory Board from the closing of Annual General Meeting to be held on April 29 2010 to April 28 2015.

2009

1. The AGM approved with 46,106,141 yes votes the reports of the Board of Directors and the Supervisory Board, the consolidated annual report of MOL Group in accordance with IFRS and the related auditor’s report with total assets of HUF 2,916 bn and profit attributable to equity holders of HUF 141 bn. and the annual report of MOL Plc. prepared in accordance with Hungarian statutory accounting legislation and the related auditors’ report with total assets of HUF 2,595 bn, net income of HUF (223) bn and tied-up reserve of  HUF 131 bn.

2. The AGM approved with 46,105,181 yes votes to pay no dividend in 2009 connected to the year ended 31 December 2008 and the total net income shall be booked as retained earnings.

3. The AGM approved with 46,110,726 yes votes the Corporate Governance Report, based on the Corporate Governance Recommendations of the Budapest Stock Exchange.

4. The AGM approved with 46,110,216 yes votes the election of Ernst & Young Könyvvizsgáló Kft. (1132 Budapest, Váci út 20.) to be the independent auditor of MOL Plc. for the year 2009, until the AGM closing the year but latest 30 April 2010 with an audit fee for MOL Plc. for 2009 to be HUF 77.81 million plus VAT and approved the general terms and conditions related to audit agreements.

5. The AGM – under Article 12.12 of the Articles of Association - approved with 45,823,395 yes votes the work of Board of Directors performed in the 2008 business year and granted waiver to the Board of Directors under Section 30 (5) of the Companies’ Act.

6. The AGM approved with 45,823,395 yes votes the authorization of the Board of Directors of the Company for an 18 months period to acquire treasury shares. The total amount of nominal value of treasury shares owned by the Company at any time may not exceed 25 % of the actual share capital of the Company.

7. The AGM approved with 56,100,334 yes votes to elect Dr. Sándor Csányi to be member of the Board of Directors from 29th April 2009 until 29th April 2014.

8. The AGM approved with 46,072,735 yes votes to elect Dr. Miklós Dobák to be member of the Board of Directors from 29th April 2009 until 29th April 2014.

9. The AGM dismissed with 46,115,226 yes votes János Major from its position as employee member of the Supervisory Board from May 1, 2009.

10. The AGM elected with 46,115,311 yes votes József Kohán as employee member of the Supervisory Board from May 1, 2009 to October 11, 2012.

11. The AGM approved with 46,111,309 yes votes the amended Charter of the Supervisory Board in accordance with the verbal proposal.

12. The AGM approved with 46,110,278 yes votes to repeale its Resolution No. 25. decided on 27 April 2006 on the principles and framework of the long term incentive program of managers of MOL, as from the 2009 business year, on the stipulation that the repeal does not effect the call-option of the managers acquired between 1 January 2006 and 31 December 2008 and to be exercised between 1 January 2009 and 31 December 2013. Simultaneously the General Meeting amended the principles and framework of the long term incentive program according to the announced AGM Documents.

13. The AGM approved with 45,819.299 yes votes and the consent vote of “B” share the amendment of Article 7.2.b of the Articles of Association according to the announced AGM Documents.

14. The AGM approved with 46,112,277 yes votes the amendment of Article 8.5 of the Articles of Association according to the announced AGM Documents.

15. The AGM approved with 39,812,854 yes votes the amendment of Article 8.6 of the Articles of Association according to the announced AGM Documents.

16. The AGM approved with 45,820,443 yes votes and the consent vote of “B” share the amendment of Article 10.1.1 of the Articles of Association according to the announced AGM Documents.

17. The AGM approved with 45,820,381 yes votes the amendment of Article 12.2.b) of the Articles of Association according to the announced AGM Documents.

18. The AGM approved with 45,819,399 yes votes the amendment of Article 12.2.h) of the Articles of Association according to the announced AGM Documents.

19. The AGM approved with 46,112,309 yes votes the amendment of Article 12.2.i) of the Articles of Association according to the announced AGM Documents.

20. The AGM approved with 45,819,395 yes votes the amendment of Article 12.2.l) of the Articles of Association according to the announced AGM Documents.

21. The AGM approved with 46,112,259 yes votes the amendment of Article 12.2.o) of the Articles of Association according to the announced AGM Documents.

22. The AGM approved with 45,819,395 yes votes the amendment of Article 12.3 of the Articles of Association according to the announced AGM Documents.

23. The AGM approved with 45,818,332 yes votes the amendment of Article 12.4. of the Articles of Association according to the announced AGM Documents.

24. The AGM approved with 46,112,215 yes votes the amendment of Article 13.4. of the Articles of Association according to the announced AGM Documents.

25. The AGM approved with 45,820,333 yes votes the amendment Article 15.2.n) of the Articles of Association according to the announced AGM Documents.

26. The AGM approved with 45,818,276 yes votes the amendment of Article 15.4. of the Articles of Association according to the announced AGM Documents.

27. The AGM approved with 45,819,445 yes votes to delete Article 15.5 of the Articles of Association.

28. The AGM approved with 45,818,301 yes votes the amendment of Article 17.d of the Articles of Association.

29. The AGM approved with 45,823,462 yes votes to delete Article 17e) of the Articles of Association.

30. The AGM approved with 45,819,300 yes votes the cancellation of point d) of Article 22.3. of the Articles of Association.

31. The AGM approved with 46,112,215 yes votes the cancellation of Article 27 d) of the Articles of Association.

32. The AGM took notice of the presented auditor reports with 46,111,370 yes votes.

2008

1. The AGM approved the reports of the Board of Directors and the Supervisory Board, the the annual report of MOL Plc. prepared in accordance with Hungarian statutory accounting legislation and the related auditors’ report with total assets of HUF 2,700 bn, profit after taxation of HUF 217 bn and tied-up reserve of HUF 260 bn and the consolidated annual report of MOL Group in accordance with IFRS and the related auditor’s report with total assets of HUF 2,421 bn and profit attributable to equity holders of HUF 258 bn. (52,540,660 Yes, 11,142,515 No, 1,118,417 Abstain, total number of shares presented 65,580,248)

2. The AGM approved to pay HUF 85 bn as a dividend in 2008 connected to the year ended 31 December 2007. The dividend on treasury shares is distributed to those shareholders eligible for dividend, in proportion to their shares. The profit after dividend payment shall be booked as retained earnings. (44,748,394 Yes,176,435 No, 19,846,398 Abstain, total number of shares presented 65,580,248)

3. The AGM approved the Corporate Governance Report, based on the Corporate Governance Recommendations of the Budapest Stock Exchange. (54,448,653 Yes,178,135 No,10,949,383 Abstain, total number of shares presented 65,580,248)

4. The AGM approved the election of Ernst & Young Könyvvizsgáló Kft. (1132 Budapest, Váci út 20.) to be the independent auditor of MOL Plc. for the year 2008, until the AGM closing the year but latest 30 April 2009 with an audit fee for MOL Plc. for 2008 to be HUF 90.64 million plus VAT and approved the general terms and conditions related to audit agreements. (53,326,627 Yes,0 No,12,252,310 Abstain, total number of shares presented 65,580,248)

5. The AGM approved the authorization of the Board of Directors of the Company for an 18 months period to acquire treasury shares. The total amount of nominal value of treasury shares owned by the Company at any time may not exceed 25 % of the actual share capital of the Company. (51,837,872 Yes,12,966,523 No,774.600 Abstain, total number of shares presented 65,580,248)

6. The AGM approved to elect Mr. Zsolt Hernádi to be member of the Board of Directors from February 25, 2009 to February 24, 2014. (53,270,148 Yes,12,307,146 No,1,701 Abstain, total number of shares presented 65,580,248)

7. The AGM approved to elect Mr. György Mosonyi to be member of the Board of Directors from February 25, 2009 to February 24, 2014. (53,270,148 Yes,12,307,146 No,1,701 Abstain, total number of shares presented 65,580,248)

8. The AGM approved to elect Mr. Iain Paterson to be member of the Board of Directors from February 25, 2009 to February 24, 2014. (53,284,172 Yes,12,293,121 No,1,702 Abstain, total number of shares presented 65,580,248)

9. The AGM approved to elect Dr. Gábor Horváth to be member of the Board of Directors from February 25, 2009 to February 24, 2014. (53,284,172 Yes,12,116,686 No, 1,701 Abstain, total number of shares presented 65,580,248)

10. The AGM approved to elect Mr. Mulham Basheer Abdullah Al Jarf for Board membership from the day following the closing of the general meeting until 22 April 2013. In compliance with 25. § (1) of the Company Act, the Board of Directors proposes the Annual General Meeting to approve Mr. Mulham’s positions as Board member of the following companies: Sohar Aluminium (Oman), GS EPS Energy South Korea, Oman Arab Bank, Oman Polypropylene Co., Oman Oil Marketing Co., Oman Trading International Limited-Dubai, Sohar Refinery Co. (53,267,323 Yes, 12,258,258 No, 50,589 Abstain, total number of shares presented 65,580,248). At the same time Michel- Marc Delcommune resigned his board membership.

11. The AGM approved the annual remuneration for the Board members from 1st January 2009. (54,398,415 Yes, 50,588 No, 11,127,518 Abstain, total number of shares presented 65,580,248)

12. The AGM approved the incentive system based on the value added method – subject to the profitability of the company - for the Board members from 1st January 2009. (53,267,380 Yes, 10,949,382 No,1,345,457 Abstain, total number of shares presented 65,580,248)

13. The AGM approved to elect dr. Gyula Dávid as member of MOL Plc’s Board of Directors pursuant to Article 4/A of Act XLII of 2003 on Gas Supply (“GSA”), in accordance with the appointment of the Hungarian Energy Office, as the person to be delegated for the first time, for a term commencing with April 23, 2008 until his appointment is revoked or the legal obligation to elect such an appointee ceases, provided that the newly elected member of the Board of Directors will exclusively have the rights, as specified in the GSA. (53,331,937 Yes, 11,127,517 No, 1,116,717 Abstain, total number of shares presented 65,580,248)

14. The AGM approved to elect István Gergely as member of MOL Plc’s Supervisory Board pursuant to Article 4/A of Act XLII of 2003, on Gas Supply (“GSA”), appointed by the Hungarian Energy Office as the person to be delegated for the first time, for a term commencing with April 23, 2008 until his appointment is revoked or the legal obligation to elect such an appointee ceases, provided that the newly elected member of Supervisory Board will exclusively have the rights as specified in the GSA. (53,323,860 Yes, 11,125,817 No, 1,118,417 Abstain, total number of shares presented 65,580,248)

15. The AGM approved the amendment of Article 11.1. of the Articles of Association the cancellation of the reference to the exact legal regulation. (53,134,479 Yes, 1,318,251 No, 11,125,818 Abstain, total number of shares presented 65,580,248)

16. The AGM approved the amendment of Article 11.2 according to which if the shareholder’s ownership on the share is terminated by the debiting of the securities account, the keeper of the security account is obliged to notify the keeper of the share register regarding this fact within 2 workdays. ( 53,133,227 Yes, 201,535 No, 12,066,099 Abstain, total number of shares presented 65,580,248)

17. The AGM approved the amendment of the Article 12.7. according to which the determination of the place of the general meeting is the competence of the Board of Directors. ( 53,004,080 Yes, 12,393,956 No, 176,436 Abstain, total number of shares presented 65,580,248)

18. The AGM approved the amendment of chapter 12 with addition of a sub point 12. of the Articles of Associations in accordance with the waiver set in the 30 § of the Company Act. (53,056,367 Yes, 12,267,633 No, 252,151 Abstain, total number of shares presented 65,580,248)

19. The AGM approved to delete the second sentence of the Article 15.1 of the Articles of Associations according to which the Board of Directors shall have nine to eleven natural person members. ( 51,501,153 Yes, 13,999,244 No, 1 Abstain, total number of shares presented 65,580,248)

20. The AGM approved the amendment of the Article 15.3 according to which the Board of Directors adopts its decisions by simple majority of the votes with the exception of issues specified in the by-laws of the Board of Directors. ( 50,628,169 Yes, 13,873,397 No, 1 Abstain, total number of shares presented 65,580,248)

21. The AGM approved to delete the second sentence of the Article 17.a) according to which reduction of share capital can only be performed through replacement or stamping of the shares. ( 52,987,653 Yes, 1,622,417 No, 10,949,383 Abstain, , total number of shares presented 65,580,248)

22. The AGM approved the cancellation of the reference in Article 18.1 to the exact legal regulation. (53,115,404 Yes, 1,494,686 No, 10,949,383 Abstain, total number of shares presented 65,580,248)

23. The AGM approved the cancellation of the reference in Article 18.2 to the exact legal regulation. (53,112,871 Yes, 377,970 No, 12,066,099 Abstain, total number of shares presented 65,580,248)

24. The AGM approved the cancellation of the reference in Article 20.1 to the exact legal regulation. (53,115,404 Yes, 377,970 No, 10,949,383 Abstain, total number of shares presented 65,580,248)

25. The AGM approved the modification of the Article 22.2 as unnecessary provision, as of the Company Act is stricter than those in the said sentence of the Articles. ( 53,115,402 Yes, 201,535 No, 11,125,818 Abstain, total number of shares presented 65,563,550)

26. As per Article 12.12. of the Article of Association the AGM approved the work of Board of Directors performed in the 2007 business year and granted for the Board of Directors the waiver defined in 30. § (5) of the Company Act. ( 51,838,905 Yes, 13,720,566 No, 1 Abstain, total number of shares presented 65,563,550)

27. The AGM granted its approval to the proposed capital decrease in compliance with 315 § of the Company Act and the second paragraph of the Article of 12.10 of the Articles of Association. ( 53,774,434 Yes, 23,012,631 No, 1 Abstain, total number of shares presented 76,793,660)

28. The AGM approved the decrease of the share capital with HUF 5.483.775.000 to HUF 104.191.727.578 by withdrawal of 5.483.775 pieces registered ordinary shares of the series “A” with a par value of HUF 1,000 each owned by the Company (treasury shares). The Annual General Meeting has authorized the Board of Directors to complete the tasks in connection with the effectuation of the capital decrease. (52,657,761 Yes, 11,782,721 No, 1,119,191 Abstain, total number of shares presented 65,563,550)

29. The general meeting resolves that an auditor be designated to examine the last annual report (of 2007) prepared in accordance with the Accounting Act on the basis of 49 § 3 of the act on Companies (Act 4 of 2006) with the scope and to the extent stipulated by legal provisions related to auditors and auditing. (50,335,414 Yes, 14,428,021 No, 1 Abstain, total number of shares presented 64,788,971)

30. The general meeting resolves that an auditor be designated to examine the share lending agreement concluded with MFB Invest Zrt. dated July 2, 2007 on the basis of 49 § 3 of the act on Companies (Act 4 of 2006) with the scope and to the extent stipulated by legal provisions related to auditors and auditing. (51,466,704 Yes, 13,319,381 No, 1 Abstain, total number of shares presented 64,788,971)

31. The general meeting resolves that an auditor be designated to examine the share lending agreement concluded with OTP Bank Nyrt. and disclosed on June 22, 2007 on the basis of 49 § 3 of the act on Companies (Act 4 of 2006) with the scope and to the extent stipulated by legal provisions related to auditors and auditing. (52,364,872 Yes, 12,421,213 No, 1 Abstain, total number of shares presented 64,788,971)

32. The general meeting resolves that an auditor be designated to examine the option agreements agreed with BNP Paribas SA on December 13, 2007 on the basis of 49 § 3 of the act on Companies (Act 4 of 2006) with the scope and to the extent stipulated by legal provisions related to auditors and auditing. (52,315,738 Yes, 12,421,196 No, 1 Abstain, total number of shares presented 64,788,971)

33. The general meeting resolves that an auditor be designated to examine the share sale and purchase agreement with all ancillary agreements concluded with CEZ MH BV, dated December 20, 2007 on the basis of 49 § 3 of the act on Companies (Act 4 of 2006) with the scope and to the extent stipulated by legal provisions related to auditors and auditing. (52,362,378 Yes, 12,421,196 No, 2,495 Abstain, total number of shares presented 64,788,971)

2007

1. The AGM approved the reports of the Board of Directors and the Supervisory Board, the financial statements of the Company, prepared in accordance with the Hungarian Law on Accounting including a balance sheet total of HUF 2,136 billion, a profit after taxation of HUF 295 billion and tied-up reserves of HUF 270 bn, the auditors’ report and the consolidated financial statements of the MOL Group, prepared in accordance with IFRS (International Financial Reporting Standards), including a balance sheet total of HUF 2,165 billion and a profit attributable to equity holders of HUF 329 billion and the auditors’ report thereon. (45,988,894 Yes, 0 No, 45,066 Abstain)

2. The AGM approved the payment of a gross dividend of HUF 50 bn for the 2006 financial year. The dividend on treasury shares is distributed to those shareholders eligible for dividend, in proportion to their shares. The profit after dividend payment shall be booked as retained earnings. (45,953,878 Yes, 0 No, 54,336 Abstain)

3. The AGM approved the company’s declaration on its corporate governance practices pursuant to the Corporate Governance Recommendations issued by the Budapest Stock Exchange. (45,953,333 Yes, 0 No, 45,430 Abstain)

4. The AGM approved the appointment of Ernst & Young Könyvvizsgáló Kft. as MOL external auditors for the financial year 2007 with the remuneration fee of HUF 88 million plus VAT and approved the material elements of the contract with the auditor. (45,988,309 Yes, 120 No, 45,160 Abstain)

5. The AGM approved the authorisation of the Board of Directors to acquire treasury shares up to 10% of registered share capital for the next 18 months starting on the date of the AGM. (45,993,348 Yes, 0 No, 40,612 Abstain)

6. The AGM re-elected Mr. László Akar as a member of the Board of Directors from 12 October 2007 until 11 October 2012. (46,033,470 Yes, 187 No, 303 Abstain)

7. The AGM re-elected Mr. Miklós Kamarás as a member of the Board of Directors from 12 October 2007 until 11 October 2012. (46,033,426 Yes, 220 No, 270 Abstain)

8. The AGM re-elected dr. Ernő Kemenes as a member of the Board of Directors from 12 October 2007 until 11 October 2012. (46,033,470 Yes, 219 No, 271 Abstain)

9. The AGM elected Mr. József Molnár as a member of the Board of Directors from 12 October 2007 until 11 October 2012. The Annual General Meeting gave the approval to József Molnár to its mandate as member of the Board of Directors of Slovnaft a.s. according to Article 25.1 of Company Act (46,033,596 Yes, 302 No, 62 Abstain)

10. The AGM approved unchanged remuneration for the elected members of the Board of Directors, in accordance with the Resolutions 73 and 74 of the Extraordinary General Meeting held on 1 September 2003, the Resolution 26 of the Annual General Meeting held on 30 April 2004 and the Resolutions 15, 16 and 17 of the Annual General Meeting held on 27 April 2005. (46,033,145 Yes, 0 No, 270 Abstain)

11. The AGM re-elected dr. Mihály Kupa as a member of the Supervisory Board from 12 October 2007 until 11 October 2012. (46,033,145 Yes, 0 No, 94 Abstain)

12. The AGM re-elected Mr. John I. Charody as a member of the Supervisory Board from 12 October 2007 until 11 October 2012. (45,804,220 Yes, 0 No, 229,019 Abstain)

13. The AGM re-elected dr. Attila Chikán as a member of the Supervisory Board from 12 October 2007 until 11 October 2012. (46,033,145 Yes, 0 No, 94 Abstain)

14. The AGM re-elected dr. Sándor Lámfalussy as a member of the Supervisory Board from 12 October 2007 until 11 October 2012. (46,033,080 Yes, 0 No, 97 Abstain)

15. The AGM re-elected Mr. Slavomir Hatina as a member of the Supervisory Board from 12 October 2007 until 11 October 2012. (46,033,020 Yes, 0 No, 219 Abstain)

16. The AGM elected Mr. János Major, Mr. Lajos Benedek and Mr. Attila Juhász, employees of MOL Plc., as employee representatives in the Supervisory Board from 12 October 2007 until 11 October 2012. (46,033,384 Yes, 125 No, 0 Abstain) Mr. Attila Juhász and Mr. Lajos Benedek do not own MOL shares currently.

17. The AGM approved unchanged remuneration for the elected members of the Supervisory Board, in accordance with the Resolution 19 of the Annual General Meeting held on 27 April 2005. (46,033,239 Yes, 270 No, 0 Abstain)

18. The AGM approved the amendment of Article 15.4. of the Articles of Association on the removal of the members of the Board of Directors. (34,710,533 Yes, 11,278,147 No, 45,160 Abstain)

19. The AGM approved the cancellation of Articles 10.1.3-10.1.6. of the Articles of Associations on the nomination rights of the holder of “B” series share. (35,989,053 Yes, 9,999,747 No, 45,160 Abstain)

20. The AGM approved the amendment of Article 10.4. of the Articles of Association on the voting right of the holder of “B” series share. (35,988,944 Yes, 9,999,747 No, 45,269 Abstain)

21. The AGM approved the amendment of Article 12.9. of the Articles of Association on the right of the holder of “B” series share to convene the extraordinary general meeting. (35,760,209 Yes, 10,228,547 No, 45,142 Abstain)

22. The AGM approved the cancellation of Articles 12.4. a) of the Articles of Associations on the voting rights of the holder of “B” series share in certain issues. (35,989,053 Yes, 9,999,747 No, 45,160 Abstain)

23. The AGM approved the cancellation of Articles 12.4. b) of the Articles of Associations on the voting rights of the holder of “B” series share in certain issues. (35,989,008 Yes, 9,999,748 No, 45,204 Abstain)

24. The AGM approved the cancellation of Articles 12.4. d) of the Articles of Associations on the voting rights of the holder of “B” series share in certain issues. (35,989,052 Yes, 9,999,748 No, 45,160 Abstain)

25. The AGM approved the cancellation of Articles 12.4. e) of the Articles of Associations on the voting rights of the holder of “B” series share in certain issues. (35,989,008 Yes, 9,999,748 No, 45,204 Abstain)

26. The AGM approved the amendment of Article 13.5. of the Articles of Association on the quorum of the general meeting. (35,904,634 Yes, 9,999,748 No, 45,204 Abstain)

27. The AGM approved the amendment of Article 28. of the Articles of Association on the applicable law. (45,747,806 Yes, 156,350 No, 45,430 Abstain)

2006

1. The AGM approved the reports of the Board of Directors and the Supervisory Board, the financial statements of the Company, prepared in accordance with the Hungarian Law on Accounting including a balance sheet total of HUF 1,965 billion, a profit after taxation of HUF 399 billion and tied-up reserves of HUF 195 bn, the auditors’ report and the consolidated financial statements of the MOL Group, prepared in accordance with IFRS (International Financial Reporting Standards), including a balance sheet total of HUF 2,029 billion and a profit attributable to equity holders of HUF 245 billion and the auditors’ report thereon. (66,297,808 Yes, 86,000 No, 834,042 Abstain)

2. The AGM approved the payment of a gross dividend of HUF 35 bn for the 2005 financial year. The profit after dividend payment shall be booked as retained earnings. (66,297,808 Yes, 86,056 No, 833,986 Abstain)

3. The AGM approved the company’s declaration on its corporate governance practices pursuant to the Corporate Governance Recommendations issued by the Budapest Stock Exchange. (66,397,545 Yes, 820,154 No, 151 Abstain)

4. The AGM approved the appointment of Ernst & Young Könyvvizsgáló Kft. as MOL external auditors for the financial year 2006 with the remuneration fee of HUF 81.5 million plus VAT. (67,209,697 Yes, 8,076 No, 94 Abstain)

5. The AGM approved the authorisation of the Board of Directors to acquire treasury shares up to 10% of registered share capital for the next 18 months starting on the date of the AGM. (67,217,743 Yes, 107 No, 0 Abstain)

6. The AGM approved to amend the company’s (Hungarian) name to MOL Magyar Olaj- és Gázipari Nyilvánosan Működő Részvénytársaság (MOL Nyrt.). (66,346,365 Yes, 820,204 No, 51,281 Abstain)

7. The AGM approved the amendment of Article 5 of the Articles of Association regarding the scope of activity of the company. (66,346,365 Yes, 820,204 No, 51,281 Abstain)

8. The AGM approved the amendment of Article 4 and Annex 2 of the Articles of Association regarding the business premises and branch offices. (67,166,457 Yes, 0 No, 51,331 Abstain)

9. The AGM approved the amendment of Articles 13.1 and 26 of the Articles of Associations effective as of 1 July 2006, which accommodates rules on convening the general meeting and on public announcements to the new Company Act. (65,915,422 Yes, 1,251,146 No, 51,282 Abstain)

10. The AGM approved the amendment of Article 13.3 of the Articles of Associations and the addition of a new Article 13.6 effective as of 1 July 2006, which facilitates the voting by shareholders on the general meeting via a voting authorisation on a form (proxy card). (66,993,260 Yes, 87,309 No, 137,281 Abstain)

11. The AGM approved the amendment of Articles 8.3 and 8.7 of the Articles of Associations, which allows the registration of the GDR depository as nominee. (66,259,012 Yes, 87,309 No, 871,497 Abstain)

12. The AGM approved the amendment of Articles 11.3 and 13.4 of the Articles of Associations effective as of 1 July 2006, which regulate the conditions to participate on the general meeting and eliminates the blocking period following the registration into the share register. (66,259,074 Yes, 87,309 No, 871,435 Abstain)

13. The AGM approved the amendment of Article 11.2 of the Articles of Associations effective as of 1 July 2006 on reporting liability related to the transfer of the shares. (66,258,956 Yes, 87,309 No, 871,553 Abstain)

14. The AGM approved the addition of a new Article 14.4 into the Articles of Associations, which provides the possibility to suspend the general meeting by simple majority of votes one time for maximum 30 day. (66,258,974 Yes, 87,259 No, 871,435 Abstain)

15. The AGM approved the amendment of Article 13.5 of the Articles of Associations effective as of 1 July 2006, on the rules of general meeting re-convened due to lack of quorum. (66,259,044 Yes, 87,259 No, 871,435 Abstain)

16. The AGM approved the addition of a new Article 22.7 into the Articles of Associations, on the mode and deadline of the fulfilment of the information requests of the members of the Supervisory Board. (66,172,974 Yes, 87,259 No, 957,435 Abstain)

17. The AGM approved the amendment of Article 15.2 of the Articles of Associations with a new point r.) effective as of 1 July 2006, on the basis of which the Board of Directors will be authorized to decide and accordingly amend the Articles of Associations in relation of the name of the company, the seat of the company, business premises and branch offices of the company and (except for the main activity) the company’s scope of activity. (59,975,920 Yes, 6,370,351 No, 871,467 Abstain).

18. The AGM approved the amendment of Article 24.1 of the Articles of Associations effective as of 1 July 2006, relating to the right to receive dividend. (66,258,988 Yes, 87,365 No, 871,435 Abstain)

19. The AGM approved to extend the Charter of the Supervisory Board with a new Chapter V, on the audit committee. (53,597,580 Yes, 12,800,022 No, 820.186 Abstain)

20. The AGM elected the four independent members of the Supervisory Board to the Audit Committee (3 permanent members and in case of a durable incapacitation of any permanent member one back-up): John I. Charody, Attila Chikán dr., Mihály Kupa dr. and in case of a durable incapacitation of any of the permanent members Sándor Lámfalussy dr. in place of the member fallen out. (53,605,494 Yes, 12,792,052 No, 820,304 Abstain)

21. The AGM approved the principles and framework of the company’s long-term incentive scheme for senior employees. (61,579,870 Yes, 4,731,731 No, 906,249 Abstain)