MOL GROUP Annual Report

Company nameCountry(Incorporation/Branch)Range of activityOwnership2010Ownership2009Polybit d.o.o. Croatia Production and trading 47% 24%Proplin, d.o.o. Croatia Production and LPG trading 47% 47%Rossi Biofuel Zrt. (joint venture) Hungary Biofuel component production 25% 25%Slovnaft a.s.SlovakiaRefinery and marketing of oiland petrochemical products98% 98%Apollo Oil Rohstoffhandels GmbH Austria Trading of crude oil d) 66%Apollo Rafinéria s.r.o. Slovakia Wholesale and retail trade 98% 98%Meroco a.s. (joint venture)SlovakiaProduction of bio-diesel component(FAME)25% 25%MOL Slovensko spol s.r.o. Slovakia Wholesale and retail trade 98% 98%Slovnaft Polska S.A. Poland Wholesale and retail trade 98% 98%Slovnaft Trans a.s. Slovakia Transportation services 98% 98%SWS s.r.o. Slovakia Transport support services 50% 50%Zväz pre skladovanie zásob a.s.SlovakiaWholesale and retail trade,warehousing98% 98%Slovnaft VÚRUP a.s. Slovakia Research & development 98% 98%Slovnaft Ceska Republika s.r.o. Czech Republic Wholesale and retail 100% 100%Terméktároló Zrt. Hungary Oil product storage 74% 74%Tifon d.o.o. Croatia Retail trade of fuels and lubricants 100% 100%PetrochemicalsSlovnaft Petrochemicals s.r.o.SlovakiaPetrochemical productionand trading98% 98%TVK Plc.HungaryPetrochemical productionand trading95% 95%Tisza-WTP Kft. Hungary Feed water and raw water supply 0%, a) 0%, a)TVK-Erőmű Kft.HungaryElectricity productionand distribution25%, a) 25%, a)TVK France S.a.r.l. France Wholesale and retail trade 95% 95%TVK Inter-Chemol GmbH Germany Wholesale and retail trade 95% 95%TVK Italia Srl. Italy Wholesale and retail trade 95% 95%TVK Polska Sp.Zoo. Poland Wholesale and retail trade 95% 95%TVK UK Ltd United Kindgom Wholesale and retail trade 95% 95%TVK Ukrajna tov. Ukraine Wholesale and retail trade 95% 95%Corporate and otherBalatongáz Kft. (under liquidation)HungaryGas-utility developmentand management77% 77%EMS Management Services Ltd Cyprus Management services 100% 100%FER Tűzoltóság és Szolgáltató Kft. Hungary Fire service, ambulance service 92% 82%Hermész Tanácsadó Kft. Hungary Consultancy 100% 100%Hostin d.o.o. Croatia Tourism 47% 47%I&C Energo a.s. Czech Republic Power plant engineering 100% 99%ITR d.o.o. Croatia Car rental 47% 47%Magnolia Finance Ltd Jersey Financial services 0%, a) 0%, a)MOL Reinsurance Ltd Cyprus Captive insurance 100% 100%Petrolszolg Kft. Hungary Maintenance services 100% 100%Sinaco d.o.o. Croatia Security 47% 47%Slovnaft Montáže a opravy a.s. Slovakia Repairs and maintenance 98% 98%STSI integrirani tehnički servisi d.o.o. Croatia Technical services 47% 47%TVK Ingatlankezelő Kft. Hungary Real estate management 95% 95%7 Business combinationsAcquisitions in 2010No major acquisition took place in 2010.Acquisitions in 2009INA GroupOn 16 October 2008 MOL has increased its ownership in INA to 47.16% via a successful voluntary public offer, for a purchaseprice of HRK 2,800 per share (equal to HUF 227,262 million for the 22.16% shareholding offered). INA was consolidated usingthe equity method as of 31 December 2008. Until obtaining control (see below), INA Group contributed a loss of HUF 3,539million to the profit for the Group in 2009, recorded as income from associates.As a result of the successful voluntary public offer for INA shares MOL has become the largest shareholder of INA in October,2008. The parties have agreed to amend the Shareholders’ Agreement to reflect the new ownership structure of INA in thecorporate governance of the company. After closing the transaction, MOL gained control over the operations of INA. Themajor changes of the Shareholders’ Agreement were as follows:– MOL delegates five out of the nine members in the Supervisory Board and has controlling influence over theManagement Board.– The Government retains certain veto rights ensuring the national security of energy supply and some decisionswith respect to strategic assets of INA.Upon obtaining the Croatian competition office approval, the shareholders’ meeting has been called on 10 June 2009 to electthe new Supervisory Board of INA. The shareholder’s meeting was deemed to be the date when control is passed to MOL,therefore the business combination has been accounted for as of that date (using 30 June 2009 as valuation date).The increase of MOL’s shareholding in INA was a core element of MOL’s regional growth strategy. The strategic plan of theGroup regarding INA is to improve its business performance and market position in Croatia, South Eastern Europe andin the Adriatic region via supporting focused investments of INA into its own asset base, improvement of its commercialcapabilities and enhanced customer orientation.Notes to the financialstatementsa) Consolidated as required by SIC-12 Consolidation - Special Purpose Entitiesb) Sold in 2010c) Merged into its parent company in 2010.d) Liquidated in 2010e) Operating from 2009f) Merged into Rotary Zrt. in 2010120 MOL Group annual report 2010 121