odf-2025-12-31-1-en


Key Figures/Financial Ratios

ODFJELL GROUP	Figures in	2025	2024	2023	2022	2021	2020	2019	2018	2017	2016
From Profit and Loss Statement
Gross revenue	USD mill.	1 115	1 249	1 194	1 310	1 038	939	872	851	843	825
EBITDA ¹	USD mill.	378	517	451	381	245	268	196	(31)	255	218
Depreciation and impairment	USD mill.	(156)	(162)	(158)	(161)	(201)	(153)	(146)	(100)	(111)	(101)
Capital gain (loss) on non-current assets	USD mill.	3	—	1	4	3	—	—	—	—	13
EBIT ²	USD mill.	225	354	294	224	47	115	50	(131)	144	130
Net financial items	USD mill.	(68)	(75)	(84)	(79)	(77)	(84)	(84)	(75)	(51)	(23)
Net result allocated to shareholders' equity before non-recurring items	USD mill.	155	278	203	133	(19)	15	(45)	(70)	(47)	20
Net result allocated to shareholders' equity	USD mill.	155	278	203	142	(33)	28	(37)	(211)	91	100
Net result	USD mill.	155	278	203	142	(33)	28	(37)	(211)	91	100
Dividend paid	USD mill.	100	129	97	26	—	—	—	14	14	—

From Balance Sheet
Total non-current assets	USD mill.	1 709	1 833	1 712	1 721	1 806	1 993	1 796	1 556	1 674	1 589
Current assets	USD mill.	327	336	282	287	267	227	223	286	326	293
Shareholders' equity	USD mill.	993	930	799	697	549	576	551	601	816	719
Total non-current liabilities	USD mill.	738	737	831	919	1 165	1 302	1 173	928	855	878
Current liabilities	USD mill.	305	502	365	393	359	342	294	313	329	286
Total assets	USD mill.	2 036	2 168	1 994	2 009	2 073	2 220	2 018	1 842	2 000	1 883

Profitability
Earnings per share - basic/diluted - before non-recurring items items ³	USD	2.0	3.5	2.5	1.7	(0.2)	0.4	(0.6)	(0.9)	(0.6)	0.3
Earnings per share - basic/diluted ⁴	USD	2.0	3.5	2.6	1.8	(0.4)	0.4	(0.5)	(2.7)	1.2	1.3
Earnings per share - basic/diluted ⁵	NOK	19.8	39.9	26.3	17.8	(3.7)	3.4	(4.4)	(23.5)	9.9	11.2
Return on total assets - before non- recurring items ⁶	%	10.7	17.3	14.1	10.5	2.6	4.6	2.2	0.2	0.7	3.7
Return on total assets ⁷	%	10.8	17.4	14.1	11.0	2.0	5.2	2.6	(7.1)	7.8	7.9
Return on equity - before non-recurring items ⁸	%	16.6	32.5	26.4	21.3	(3.4)	2.7	(7.8)	(9.9)	(6.2)	2.9
Return on equity ⁹	%	16.7	32.1	27.2	22.7	(5.9)	4.9	(6.4)	(29.8)	11.8	14.6


Return on capital employed ¹⁰	%	12.2	19.4	16.7	12.2	2.4	6.1	2.8	(8.1)	8.8	7.9

Financial Ratios
Average number of outstanding shares	mill.	79.1	79.0	79.0	78.8	78.9	78.6	78.6	78.7	78.6	78.7
Basic/diluted equity per share ¹¹	USD	12.6	11.8	10.1	8.8	7.0	7.3	7.0	7.6	10.4	9.1
Weighted share price per outstanding share	USD	12.5	10.3	11.4	9.0	3.8	3.2	3.0	3.4	3.9	3.4
Interest-bearing debt (excluding IFRS 16 debt)	USD mill.	704	713	824	957	1 138	1 239	1 132	1 123	1 084	1 042
Bank deposits and securities ¹²	USD mill.	149	147	112	131	89	103	101	168	207	174
Debt repayment capability ¹³	Years	1.8	1.4	2.1	2.9	5.4	5.9	6.8	8.8	4.4	4.6
Current ratio ¹⁴		1.1	0.8	0.8	0.7	0.7	0.7	0.8	0.9	1.0	1.0
Equity ratio ¹⁵	%	48.8	42.9	40.0	34.7	26.5	25.9	27.0	32.6	40.8	38.2

Other
USD/NOK rate at year-end		10.06	11.34	10.20	9.91	8.84	8.54	8.78	8.69	8.24	8.65
Employees at year-end ¹⁶		2 374	2 319	2 303	2 271	2 299	2 294	2 383	2 530	2 693	2 890

Comparative figures are presented on the same basis as reported in the respective year’s annual report and have not

been restated for changes in accounting standards, including the implementation of IFRS 16.

1. Operating result before depreciation, amortisation and capital gain (loss) on non-current assets.

2. Operating result (Earnings Before Interest and Tax).

3. Net result allocated to shareholders' equity adjusted for non-recurring items divided by the average number of outstanding shares.

4. Net result allocated to shareholders' equity divided by the average number of outstanding shares.

5. Net result allocated to shareholders' equity divided by the average number of outstanding shares expressed in NOK using USD/NOK at

year-end

6. Net result plus interest expenses adjusted for non-recurring items divided by average total assets.

7. Net result plus interest expenses divided by average total assets.

8. Net result adjusted for non-recurring items divided by average total equity.

9. Net result divided by average total equity.

10. Operating result divided by average total equity plus net interest-bearing debt and IFRS 16 debt

11. Shareholders' equity divided by number of outstanding shares per 31.12.

12. Bank deposits and securities includes cash and cash equivalents and other current financial assets.

13. Interest-bearing debt less bank deposits and securities, divided by cash flow from operations before capital gain (loss) on non-current

assets.

14. Current assets divided by current liabilities.

15. Total equity as percentage of total assets.

16. Including employees in Joint Ventures.

Board of Directors' Report 2025

The consolidated net result for the Odfjell Group in 2025 amounted to a net profit of USD 155

million, compared with USD USD 278 million in 2024 . Total assets at year‑end were USD 2 036

million, down from USD 2 168 the previous year. The cash flow from operations was USD 311

million in 2025, compared with USD 406 million in 2024. Cash flow from operations was USD 311

million, reflecting solid cash generation despite softer market conditions. Cash and cash

equivalents totaled USD 149 million at year‑end, and undrawn loan facilities amounted to USD 196

million, providing strong liquidity.

The operating result (EBIT) for 2025 was USD 225 million, compared with USD 354 million in 2024. While chemical

tanker markets softened during the year, particularly in the spot segment, contract coverage remained stable and

contributed to earnings resilience. The Board is satisfied with the Group’s operational and financial performance and

considers the business model to be robust and fit for the current market.

Total equity increased to USD 993 million at year‑end 2025, compared with USD 930 million at the end of 2024. The

equity ratio improved to 48.8%, well above the Group’s long‑term target range, reflecting strong profitability,

disciplined capital allocation, and limited investments in new assets during the year.

During the year, the Group continued to optimize its capital structure. A new bank debt facility was established to

refinance vessels in the existing fleet on improved terms, contributing to a lower cost of capital. In addition, a five‑year

NOK 1 billion bond was issued and swapped to USD 97 million, with proceeds used to reduce drawings under revolving

credit facilities. At year‑end, the Group had a well‑diversified debt structure, with 43% of interest‑bearing debt

sustainability‑linked.

In line with the Group’s dividend policy, a total dividend of USD 78 million was paid for the 2025 financial year,

including the dividend for the second half of 2025 paid in February 2026. This corresponds to a dividend per share of

USD 0.98. The Board considers the Group’s financial position to be sound, with limited financing needs in the coming

years, strong anticipated cash flow, and continued flexibility to balance dividends, debt reduction, and value‑creating

investments.

The Board would like to express its appreciation to all employees, both at sea and ashore, for their professionalism,

commitment, and contributions throughout 2025.

Sustainability

Odfjell further strengthened its environmental performance in 2025 through operational improvements and

deployment of new technologies. We achieved a new record-low carbon intensity, reinforcing our position as operator

of the world’s most energy-efficient deep-sea chemical tanker fleet. Absolute emissions increased slightly due to

longer sailing distances resulting from rerouting away from the Red Sea.

A key milestone was the installation of suction sails on Bow Olympus in March 2025. The retrofit has delivered fuel and

emission reductions of 15–20%, with higher savings under favorable conditions. During the year, the vessel completed

a transatlantic voyage combining wind-assisted propulsion with 100% certified sustainable biofuel, achieving an 85%

reduction in carbon intensity and demonstrating regulatory compliance 25 years ahead of schedule. This illustrates a

credible pathway to net-zero emissions by 2050 using available technologies and fuels.

Building on positive operational experience, we have decided to expand investments in wind-assisted propulsion

systems for several Japanese newbuildings, some of which will also be equipped with energy-efficient gate rudders.

In 2025, Odfjell launched the world’s first operational deep-sea green corridor, comprising 12 sailings between Brazil

and Europe, powered by certified sustainable biofuel. The initiative supports FuelEU Maritime compliance and helps

scale sustainable biofuel production.

We maintained full compliance with the Carbon Intensity Indicator (CII) framework, ensuring a minimum C-rating for all

vessels. Our controlled fleet achieved an AER of 6.8, versus 7.1 at the end of last year. This AER result is on track with

our target for 2030. Our climate ambition remains firm: a 57% reduction in carbon intensity by 2030 (from 2008 levels)

and a climate-neutral fleet by 2050.

Odfjell reports in accordance with CSRD and ESRS, and in 2025 we developed a comprehensive transition plan aligned

with these standards. Our Sustainability Statement, including ESG disclosures and EU Taxonomy reporting, is an

integral part of this Directors’ Report.

Health, Safety, Security (HSS)

Health, safety, and security remain fundamental priorities across all Odfjell operations. We are firmly committed to

providing a safe and secure working environment for our seafarers and onshore employees and to protecting our

assets and operations.

In 2025, we recorded seven Lost Time Injuries (LTIs) in our managed fleet, unchanged from the previous year. None of

the incidents were severe, and all affected colleagues have recovered and returned to service. The Lost Time Injury

Frequency (LTIF) for our shipping operations increased to 0.71 in 2025, compared to 0.61 in 2024. At our managed

terminals, one LTI was recorded during the year, resulting in an LTIF of 0.26, compared to 0.18 in 2024. The Board has

emphasized the importance of reducing the level of LTIs and strengthening preventive efforts.

In line with the new Sustainability Statement under the European Sustainability Reporting Standards (ESRS), we now

provide comprehensive safety reporting, including general disclosures and social reporting requirements under S1 –

Own Workforce.

We did not experience any significant safety or security incidents affecting our vessels or terminals during the year.

However, the threat landscape continues to evolve, and attempted fraud and phishing attacks increased in 2025. These

were effectively mitigated through strong technical safeguards and vigilant employees, reflecting our proactive

approach to security risk management. Cybersecurity remains a critical risk for the maritime industry. Odfjell applies a

holistic framework covering both technology and human behavior, supported by advanced security solutions and

regular training to maintain high awareness and preparedness across the organization.

Geopolitical instability continued to affect maritime operations in 2025. Odfjell maintained a dedicated task force to

monitor developments in high-risk areas, including the Red Sea, the Persian Gulf and piracy-prone waters in the Gulf of

Aden. In response to elevated threat levels, vessels were rerouted away from affected areas, with voyages redirected

around Africa where necessary. These measures were taken to protect our crews, vessels and cargo, and contributed

to longer sailing distances during the year.

Corporate Governance

The framework for our corporate governance is the Norwegian Code of Practice for Corporate Governance of August

28, 2025. Odfjell is committed to ethical business practices, honesty, fair dealing, and compliance with all laws affecting

our business. This includes adherence to high standards of corporate governance. The Board’s statement on corporate

governance is part of the group’s annual report. Our policies for sustainability also focuses on safety, health and

environmental care, as well as human rights, non-discrimination, and anti-corruption. The company has its own code of

conduct that addresses several of these matters. All Odfjell employees are obliged to comply with the code of conduct,

and the same applies to our main suppliers, who must adhere to our supplier code of conduct.

Since May 7, 2025, the Board has comprised Laurence Ward Odfjell (Chair), Christine Rødsæther, Jannicke Nilsson,

Tanja Jo Ebbe Dalgaard, Erik Nyheim and Jan Kjærvik. The Audit Committee is made up of Jan Kjærvik (Chair),

Jannicke Nilsson, and Tanja Jo Ebbe Dalgaard. The Nomination Committee consists of Bjørg Ekornrud (Chair), acting as

an external, independent member, Christine Rødsæther, and Laurence Ward Odfjell. The Board also has a separate

Remuneration Committee, which is composed of Laurence Ward Odfjell (Chair) and Christine Rødsæther.

The Odfjell SE group has directors’ and officers’ liability insurance (D&O) in place, covering board members and

executive management for their potential liability.

Business summary

Odfjell operates one of the world’s largest, most efficient, and competitive deep-sea stainless steel fleets. We remain

committed to our long-term strategy of enhancing our position as a leading company in the global market for the

transportation and storage of bulk liquid chemicals, acids, edible oils, and other specialty products.

By focusing on the safe and efficient operation of a versatile and sophisticated fleet of global and regional chemical

tankers, with cargo consolidation at our tank terminal network, we aim to enhance product stewardship in the solutions

we provide to our customers. The fleet operates in complex, extensive trading patterns, meeting our customers'

demand for safety, quality, and the highest standards of service. Our fleet has a critical mass that enables efficient

trading patterns and optimal fleet utilization. The industry in general continues to suffer from congestion in port due to

lagging investment in port infrastructure.

The comments to the segment figures below are based on how we present this in our segment reporting.

Chemical Tankers

Gross revenues from our chemical tanker activities amounted to USD 1,113 million in 2025, a decrease from USD 1,247

million in 2024. EBITDA came in at USD 380 million and EBIT at USD 226 million, compared with USD 506 million and

USD 344 million respectively in 2024. Corporate costs related to Odfjell SE are included in the general and

administrative expenses for chemical tankers. Total assets at year-end stood at USD 1,860 million, down from USD

1,983 million in the previous year.


Chemical Tankers segment	Figures in	2025	2024	2023
Revenue	USD mill.	1 113	1 247	1 192
EBITDA	USD mill.	380	506	443
EBIT	USD mill.	226	344	286
Net result	USD mill.	157	268	195
Assets	USD mill.	1 860	1 983	1 809
ROCE	%	13.5%	20.4%	17.9%

Contract of Affreightment (CoA) renewals during the year’s first three quarters saw flat rate development, whereas

fourth quarter renewals saw a reduction. CoA share of total volume transported ended at 57%, the same as for 2024.

Total volume transported increased from 13.2 mt in 2024 to 13.4 mt in 2025.

Odfjell Ship Management delivered strong performance on safety and quality measures in 2025 while also meeting

financial targets, and Odfjell Tankers delivered strong earnings in a volatile market affected by geopolitical events.

In 2025, Odfjell SE established a joint venture with its long-standing Japanese partner Nissen Kaiun, with participation

from Mitsui. The transaction represents a capital-efficient way for Odfjell to expand and secure access to high-quality

Japanese tonnage, while increasing commercial scale and operational flexibility.

The Japanese shipowner and Odfjell will initially contribute five vessels each to the JV, all operated by Odfjell Tankers.

Odfjell also concluded contracts for four newbuildings in 2025, leaving us with 22 newbuildings on order, two of which

are owned and 20 time chartered. This amounts to 14% of the global orderbook in our core segments. The fleet growth

is largely structured through long‑term time charters, reflecting a capital‑light approach that preserves balance‑sheet

flexibility and limits upfront capital commitments. This structure, however, increases the Group’s operational gearing,

as a larger share of costs becomes fixed over the charter period, making earnings more sensitive to utilisation and

market conditions. The ability to commercially deploy the additional tonnage is therefore an important execution factor,

particularly in periods of weaker or more volatile markets. This risk is mitigated through a phased delivery profile, a

balanced mix of contract and spot exposure, and embedded flexibility in the existing fleet, as several long‑term

charters mature over the coming years, allowing the Company to adjust fleet size through extensions or redeliveries

should market conditions warrant.

Tank Terminals

For 2025, gross revenues from Odfjell’s tank terminal activities amounted to USD 90.2 million, compared with USD 88.0

million in 2024. EBITDA for 2025 amounted to USD 32.5 million, compared with USD 43.8 million in 2024. The 2025

financial results were negatively affected by one-offs and non-operating expenses related to a shareholder dispute in

Odfjell Terminals US (OTUS). Adjusted for these items, EBITDA ended at approximately USD 44.1 million, in line with

2024 (adjusted: USD 44.3 million). At year-end 2025, the book value of Odfjell’s share of tank terminal assets was USD

362 million, compared with USD 357 million at the end of 2024.

Even though the full-year results are unsatisfactory, the underlying operational performance of the terminals portfolio

remained solid, with the terminals in Korea and Belgium delivering record financial results for the second consecutive

year. These achievements are a product of incremental capacity brought on stream, combined with continuous

operational improvement. Tariff uncertainty has directly impacted our customers in the US and contributed to a softer

financial performance at OTUS.


Terminals segment	Figures in	2025	2024	2023
Revenue	USD mill.	90	88	82
EBITDA	USD mill.	33	44	38
EBIT	USD mill.	7	19	15
Net result	USD mill.	-2	10	8
Assets	USD mill.	362	357	362
ROCE	%	2.6%	6.7%	5.0%

Odfjell’s terminal platform comprises four strategically located tank terminals in the United States (Houston and

Charleston), Korea (Ulsan), and Belgium (Antwerp), with a total capacity of 1.3 million cbm. With a portfolio of strong

assets, a legacy spanning over half a century, and the strategic advantages of also being a shipping company, we are

uniquely positioned as an active, long-term industrial owner of terminal infrastructure assets.

Odfjell Terminals maintained a strong safety record in 2025, with a reduction in the number of spills compared with the

previous year, while Lost Time Injuries (LTI) remained at the same level as in 2024.

From a commercial perspective, the terminal portfolio continued to perform well in 2025, maintaining a high average

commercial occupancy of 96%, in line with previous years. Demand for storage of essential chemicals remained robust,

particularly in Antwerp and Ulsan, while activity in the US market was softer. The business model's take-or-pay

structure, combined with long-term customer relationships, helps deliver stable results despite market volatility.

Odfjell Terminals continues to expand capacity to meet long-term demand. At our Antwerp terminal, two new tank pits

were commissioned during 2025: Tankpit-R (27,500 cbm) and Tankpit-Q (12,000 cbm). Groundwork also commenced for

the terminal’s next expansion project, Tankpit-S (36,000 cbm). At Odfjell Terminals Korea, the E5 expansion project

moved into execution during the year. The project will increase the terminal’s capacity by 28% to over 400,000 cbm,

adding ten carbon steel tanks with a total capacity of 87,940 cbm. Commissioning is planned from the fourth quarter of

2026. Since 2018, Odfjell has undertaken ten new tank pit expansions across the portfolio, including the ongoing

Tankpit-S and E5 projects. These capacity additions total approximately 313,000 cbm, representing a 28% increase

compared with our 2018 footprint.

As previously disclosed, a shareholder dispute within Odfjell Terminals US Holding LLC regarding leverage was heard

by the Delaware Court of Chancery in Q3 2025, with a ruling expected in the first half of 2026. We remain confident in

the outcome and do not expect any material financial impact in 2026.

Looking ahead, Odfjell Terminals will remain focused on delivering safe, reliable, and efficient services to our

customers, while enhancing the quality of our operations through continued investments in automation and

digitalization. We remain committed to disciplined growth, seeking accretive opportunities both within and beyond our

existing footprint.

Profit & loss for the year - consolidated

The Group’s financial statements have been prepared in accordance with IFRS Accounting Standards. Gross revenues

for the Odfjell Group came in at USD 1,115 million, down 10.7% from the preceding year. The decrease in gross revenue

is attributed to lower freight rates. The consolidated result before taxes in 2025 was positive USD 157 million,

compared with positive USD 280 million in 2024. The income tax expense in 2025 was USD 2 million unchanged from

2024.

EBITDA for 2025 totaled USD 378 million, compared with USD 517 million the preceding year. The decrease in EBITDA

in 2025 was mainly driven by weaker chemical tanker markets, impacting results from Odfjell Tankers. EBIT was

positive USD 225 million in 2025, compared with positive USD 354 million in 2024. The net result for 2025 was positive

with USD 155 million, compared to a net profit of USD 278 million in 2024.

The net result from associates and joint ventures was down to positive 9 million in 2025 from positive USD 11 million in

2024, the lower result driven by one-off items at the US terminals. In 2025, the Odfjell Group received USD 9.1 million

in dividends from the investment in the US terminals.

Net financial expenses for 2025 totaled USD 68 million, compared with USD 75 million in 2024. The average USD/NOK

exchange rate in 2025 was 10.38 compared to 10.74 in 2024. The NOK strengthened against the USD to 10.06 by

December 31, 2025, compared to 11.34 at year-end 2024.

The cash flow from operations was USD 311 million in 2025, compared with USD 406 million in 2024. The net cash flow

from investments was negative USD 78 million, which includes docking expenses and the acquisition of two vessels

previously on bareboat charter, and the recycling and sale of four vessels. The cash flow from financing activities in

2025 was negative USD 230 million as we continued to reduce debt and pay dividends.

The parent company (Odfjell SE) delivered a negative net result of USD 1 million for the year compared to positive net

result of USD 402 million in 2024. The 2025 results primarily reflect a lower level of dividends received from

subsidiaries during the year. The net result for 2025 will be allocated to other equity. As of December 31, 2025, total

equity amounted to USD 771 million.

The Annual General Meeting will be held online on May 6, 2026.

According to §2-2 of the Norwegian Accounting Act, we confirm that the financial statements have been prepared on the

going concern assumption.

Shares and shareholders

The company is an SE (Societas Europaea) company subject to Act No 14 of April 1, 2005, relating to European

companies. The company’s registered office is in the city of Bergen, Norway. The object of the company is to engage in

shipping, ship agency, tank terminals, real estate, finance, and trading activities, including the transportation of freight

in the company’s own vessels or chartered vessels, the conclusion of freight contracts, ownership and operation of

tank terminals, as well as investment and participation in other enterprises with a similar object and other activities

related thereto.

Total shares as of end of December were 79,719,846 shares, with 60,463,624 A-shares and 19,256,222 B-shares. The

total shares include Odfjell SE treasury shares of 92,032 A-shares and 491,771 B-shares. By end of December 2025,

Odfjell A- and B-shares were trading at NOK 127 and NOK 121.2 respectively, against NOK 116.8 and NOK 115.8

respectively at the close of 2024, reflecting a total weighted return (including dividend paid during 2025) of 19.6%. In

the same period, the Oslo Stock Exchange Shipping Index was positive with 13.2%.

Key figures

The return on equity for 2025 was 16.7%, and the return on total assets was positive 10.8%. The corresponding figures

for 2024 were 32.1% and 17.4%, respectively. The return on capital employed (ROCE) was 12.2% in 2025. Earnings per

share in 2025 amounted to positive USD 2.0 (NOK 19.8), compared with positive USD 3.5 (NOK 39.9) in 2024.

Financial risk and strategy

Odfjell’s financial strategy is to ensure that we have a business model and capital structure that is robust throughout

the market cycles, yet flexible enough to take advantage of trends and opportunities. We need to be able to withstand

prolonged adverse conditions in the chemical and financial markets, while also being able to act on opportunities that

arise. To achieve this, Odfjell has an active approach to financial risk management, focusing on attracting funding from

diversified sources, maintaining high liquidity and credit reserves, and systematically monitoring and managing

financial risks related to currencies, interest rates, bunkers, and emission allowances. Derivatives may be used to

reduce our exposure to some of these financial risks. In parallel, Odfjell continuously updates its contingency plans to

remain prepared for potential disruptions and changing market, financial, or geopolitical circumstances.

The average historical fluctuation in time charter earnings per day for our chemical tanker fleet has been

approximately 16% per annum over the last five years. Sensitivity analysis shows that a prolonged change in time

charter earnings of 10% will impact our pre-tax net income by approximately USD 68 million.

The single largest cost component affecting time charter earnings is bunkers, and Odfjell makes physical purchases of

bunkers worldwide. A substantial part of our consumption is hedged through bunker adjustment clauses in contracts of

affreightment. Uncovered consumption from spot volumes, or contracts without bunker adjustment clauses, are

considered for financial hedging. However, we did not have any financial bunker hedges in place during 2025. A USD 50

increase in the average bunkers price per metric ton would reduce our pre-tax net income by approximately USD 8

million.

In 2024, shipping was included in the EU ETS, introducing a new voyage cost component in the form of emission

allowances. At the start of 2026, after a two-year phase-in period, it has now been fully implemented. Most of the cost

is passed through to end-charterers, with full transparency into actual emissions, which aligns with the intention of the

new ETS regulations, but we may consider financial hedging of emission allowances to reduce inefficiencies. Our best

risk-reduction action to counter new emissions regulations is to continue improving the energy efficiency of our fleet.

Odfjell is not engaged in the derivatives market for forward freight agreements. A EUR 25 increase in the average price

for an EU emission allowance unit would increase our gross voyage expense by EUR 6 million.

All interest-bearing debt, except bond in the Norwegian bond market and debt borne by tank terminals outside the US,

is denominated in USD. Loans have various amortization profiles, and the majority are floating-rate loans with SOFR as

the benchmark. A 1% point increase in the interest rate would reduce our pre-tax net income by approximately USD 7

million, before hedges. As of December 31, 2025, we have USD 300 million of interest rate hedges in place, covering

approximately 43% of interest-bearing debt. Debts related to right-of-use assets are mainly related to fixed USD

denominated charter hire for long-term charted vessels. By including our lease liabilities related to right-of-use assets,

we have fixed interest rates for 57% of our total debt.

The Group’s revenues are primarily denominated in USD. Non-financial currency risk relates mainly to the net income

and cash flow from voyage-related expenses, ship operating expenses, including crew costs, and general and

administrative expenses denominated in non-USD currencies, mainly NOK and EUR. A 10% decrease in the USD against

the NOK would reduce our pre-tax net income by approximately USD 9 million, before hedges. Our NOK exposure is

relatively long-term, visible, and stable, and we have hedged parts of our expected NOK cash flows, for up to two and a

half years, through forward exchange contracts. Financial currency risk, relating to non-USD-denominated debt, being

our NOK-denominated bond, is hedged 100%, as interest payments and principal in NOK are swapped for principal and

interest payments in USD at the time of issuance.

Liquidity and financing

Total nominal interest-bearing debt as of December 31, 2025, was USD 709 million, compared with USD 745 million at

the start of the year. Total debt, in carrying currency and including debts related to right-of-use assets (IFRS16 leases),

was USD 948 million. Cash and cash equivalents totaled USD 149 million as of December 31, 2025, compared with USD

147 million at the start of the year. Undrawn commitments under long-term bank facilities totaled USD 196 million,

bringing total available liquidity to USD 344 million at year-end 2025. The equity ratio was 48.8% at year-end, compared

to 42.9% as of December 31, 2024. Available liquidity and equity ratio are both in the upper end of our long-term

targeted ranges.

Odfjell has a diversified capital structure and solid access to a wide range of funding sources from top-tier banks,

leasing houses, and the bond market. Our financing costs have improved across all credit markets over the last few

years. In 2025, the Group established a new bank-debt facility, refinancing six vessels in our operating fleet. Four of

these vessels were previously leased (right-of-use-assets) and two had been financed through “sale-leasback”

structures with purchase options. Ownership was transferred from 4Q24 to 3Q25 through declared purchase options,

with nearly all purchase amounts financed by the new bank debt. The transaction was done at improved terms and

contributed to lowering our cost of capital. 43% of our interest-bearing debt as of December 31, 2025, was

sustainability-linked.

The average maturity of the Group’s total interest-bearing debt is 3.2 years as of year-end 2025 (2.9 years in 2024).

Average maturity on mortgaged loans from financial institutions is 2.8 years (2.3 years in 2024), financial leases

mature on average in 5.4 years (6.6 years in 2024), and unsecured bonds mature in 4.4 years (0.1 years in 2024). The

average loan margin for the Group's interest-bearing debt as of end 2025 is 2.07%, versus 2.77% end 2024. In January

2025, Odfjell repaid a bond upon maturity amounting to NOK 850 million, swapped to USD 100 million. At the time, this

was the Group's final outstanding bond, and it was repaid with available liquidity reserves. In June 2025, a new bond

for a total of NOK 1 billion was issued, which was swapped to USD 97 million. Two bank debt facilities, maturing in the

first half of 2026, were refinanced in January 2026 in a new single bank debt facility. We only have a few upcoming

maturities in 2026, but we will continue to optimize our debt portfolio to further improve our cost of capital. Debts

related to right-of-use assets totaled USD 239 million as of December 31, 2025. This obligation is mainly related to fixed

USD-denominated charter hire for long-term chartered vessels with an average maturity of 3.9 years.

Organization, working environment, and job opportunities

2025 was another year of strong safety and sustainability. Our ongoing efforts to improve safety, profitability, and

efficiency ensure that we maintain a leading role within our segments. At Odfjell, we put safety first. It is key to creating

a physically and psychologically safe work environment, where employees can learn, collaborate, and solve complex

challenges together to bring us forward as a company. Over the past year, we have continued with our holistic all-

company development program that we launched in 2024 for onshore employees and managers, which is based on the

results of employee engagement surveys. Our 2025 surveys show meaningful progress on key parameters. Fleet Week

conferences, where we bring together personnel from sea and shore to share information and align objectives, also

continued in 2025 with positive feedback.

Our leadership courses and external assessments of senior officers at sea are continuing. In 2025, we scheduled five

Odfjell leadership training courses and 11 elite pro assessments, as well as several Bridge Resource Management

(BRM) and Engine Resource Management (ERM) training courses. In 2025, a specific ship handling course was

introduced for deck officers.

In 2025, we remained on target to reach a minimum 30% gender balance at all levels by 2030. With 168 employees at

our Bergen headquarters, the overall composition stands at 67% men and 33% women. Globally, our figures are the

same as in Bergen, with 67% men and 33% women. Three of the six directors on Odfjell SE’s board are women. We

have set specific targets to further improve our gender balance in line with our strategy and the requirements of the

Equality and Anti-Discrimination Act §26.

Our commitment to freedom of association and adherence to local norms and collective bargaining agreements, both

onshore and at sea, remains steadfast. Through councils, committees, and surveys, we actively listen to our employees.

Our annual performance management wheel enables a structured dialogue between onshore employees and their

direct managers, supports our overall direction, and fosters competence development and employee growth.

Through the training programs mentioned above, we continue to ensure a safe, sustainable, and inclusive workplace

for all, where everyone can contribute and is treated with respect. We believe that such a workplace will retain and

attract tomorrow’s talent.

Our organization has maintained a below-industry absence rate, down from last year. In 2025, the absence rate at our

headquarters was 1.63% (down from 2.37% in 2024). The turnover rate at our headquarters increased to 2.9% (from

1.2% in 2024), and for seafarers, the rate for 2025 was 1.5% (compared to 2.6% in 2024). High scores in engagement

and enablement surveys, coupled with our low absence rates onshore and at sea and high retention, indicate a robust

and healthy working environment.

The Board would like to thank all employees for the many positive achievements in 2025.

Remuneration of the Executive Management group

The Remuneration Committee handles the salary and other remuneration for the Executive Management and makes its

recommendations to the Board. A description of the remuneration of the Executive Management and the Group’s

remuneration policy, including the scope and organization of bonus and share-price-related programs, is provided in

the Board of Directors’ guidelines for salary and other remuneration to leading personnel. A ceiling has been set for

performance-related remuneration. The Board of Directors’ report on salary, and other remuneration for leading

personnel is considered at the general meeting and made available to shareholders, together with the notice of the

annual general meeting. It is also available on the company's website. Also see Note 20 in the Odfjell Group accounts

for details about the remuneration of management in 2025.

Market development

The downward trend that began after the summer of 2024 continued in 2025. While global economic growth remained

resilient, market conditions were characterised by significant volatility. Geopolitics and trade policy developments took

centre stage, with tariffs and port fees announced, imposed, delayed, or cancelled at short notice, sometimes before

markets could react and at other times after trade flows and shipping patterns had already adjusted. Despite these

disruptions, global economic activity held up better than initially expected, with growth expectations revised upwards

during the second half of the year.

Demand growth for chemical tankers was around 1% in 2025, following two years of growth of between 3–4%.

Sanctions regimes and the continued avoidance of the Red Sea added distance between producers and end markets,

supporting tonne‑mile demand. Chemical and vegoil volumes increased by 1–2% compared with 2024, and demand

growth of 1–2% annually is expected going forward. The Red Sea remains off‑limits to most chemical tanker operators.

While the second half of 2025 saw periods of increased optimism around potential normalisation, the recent conflict

between Iran and the US/Israel has introduced a higher degree of uncertainty, and further developments in the region

could significantly impact market stability, trade flows, and the overall outlook. Based on the current security situation,

we expect rerouting via the Cape of Good Hope to continue through 2026.

On the supply side, the orderbook in our core segments stands at 22% of the fleet, although ordering activity slowed

significantly in 2025 compared with the previous year. Net fleet growth ended at a moderate 2.9% in 2025 but is

expected to increase to over 7% in 2026. A significant share of this growth will take place in the medium stainless steel

segment, primarily consisting of 25,000 dwt Chinese‑built vessels. In the more specialised large stainless steel and

supersegregator segments, new deliveries are expected mainly to replace ageing tonnage. Recycling in 2026 and 2027

is expected to remain moderate, but a sustained softer market could trigger increased scrapping activity given the

number of potential recycling candidates.

Overall, we are somewhat cautious about prospects for 2026, as demand remains resilient and strong earnings in the

crude and CPP segments continue to discourage swing tonnage. Increased OPEC+ oil production, a more assertive

crackdown on the shadow fleet, and stricter sanctions on Russian energy products and derivatives produced from

Russian feedstock were supporting the crude tanker market, pulling product tankers into the dirty segment and swing

tonnage into CPP trades, a development which may continue in the near and medium term. At the same time, the

outlook is subject to a higher degree of uncertainty, driven by geopolitical developments and an expected increase in

fleet growth, which could amplify earnings sensitivity in periods of weaker or more volatile spot markets. In such an

environment, the ability to manage utilisation and commercially deploy capacity becomes increasingly important. Fleet

growth therefore represents a downside risk to earnings across all segments, including chemical tankers, should spot

markets weaken, while increased ship recycling provides a potential buffer against significantly weaker markets.

Geopolitical and macroeconomic developments nevertheless continue to add uncertainty to the market balance and

earnings outlook.

Company strategy and prospects

Odfjell aims to provide safe, efficient, and cost-effective chemical tanker and tank terminal services to our customers

worldwide. Our strategy can be summed up as "Capturing the short term while de-risking and preparing for the long

term." We work to have the flexibility and agility to take advantage of strong markets while staying prepared for leaner

periods through an efficient fleet, sustainability leadership, a strong balance sheet, and a well-run organization.

Our strategy is backed up by six long-term goals:

• Safety:

Industry leading safety record with zero incident target

• Finance:

Positive Cash Flow across the cycles, a strong balance sheet and a competitive cost of capital

• Chemical Tankers:

The leader within deep-sea Chemical Tankers

• Tank Terminals:

A growing terminal business that is robust, profitable and significant in scale

• Sustainability:

Embed sustainability to gain a competitive edge in the market and drive positive change

• People and Organization:

An organization that attracts, develops and retains the best people

As discussed in the Market development section, our outlook is somewhat cautious. Demand is expected to be overall

resilient and stable, and swing tonnage is low. Net fleet growth will outpace demand, adding downside risk, but the

downside is limited by a large number of recycling candidates in the event of prolonged market weakness.

We assess geopolitical risk as an integral part of our overall corporate risk management framework. The risk

landscape is dynamic and subject to continuous monitoring and reassessment. In 2026, the most significant geopolitical

risks relate to Russia, rising tensions between the West and China, and increasing strain in relations among traditional

Western allies. Recent developments involving the United States and Iran have further heightened uncertainty,

particularly regarding regional stability and global energy markets. Growing protectionism and the introduction of new

trade barriers also form an important part of the overall risk picture.

Decarbonization of our fleet is central to reducing risk. Our decarbonization strategy follows three parallel tracks:

operational measures, technical solutions, and sustainable biofuels:

• Operational measures remain important and demand constant attention to maintain or improve performance.

• On the technical front, wind-assisted systems look very promising and will likely be scaled up and installed on

more Odfjell vessels, both retrofits and newbuildings.

• We promoted the viability of sustainable biofuel in 2025 with the operational launch of our Europe-Brazil green

deep-sea corridor. It is the first of its kind globally.

As we view sustainable biofuel as the most realistically scalable low- or zero-carbon fuel available in the short to

middle term, we hope the green corridor can help accelerate adoption.

We are on track to meet 2030 emissions regulations and will only order newbuildings that are zero-emission-capable

going forward. By 2050, we aim to operate a fully zero-emission-capable fleet.

Our long-term ambition is to increase our market share within our core markets, and in total, Odfjell has 22

newbuildings on order, of which ten vessels will be delivered in 2026. These consist of two owned and 20 time

chartered, amounting to 14% of the global orderbook in our core segments. Long-term time charters with purchase

options account for a significant portion of our planned fleet development, providing flexibility during the energy

transition. We also keep an eye on prospective new collaboration arrangements, possible mergers and acquisitions,

and secondhand ship purchase opportunities within our core businesses.

In the short term, we remain focused on deleveraging, reducing our cash break-even level, and delivering positive free

cash flow throughout the cycles.

Our mission remains clear: to handle hazardous liquids safely, sustainably, and more efficiently than anyone else in the

industry.

Sustainability statement

In line with the European Union's Corporate Sustainability Reporting Directive (CSRD) and the European

Sustainability Reporting Standards (ESRS), this sustainability statement offers a comprehensive overview of

Odfjell's sustainability initiatives and business conduct. The CSRD aims to enhance corporate transparency and

accountability by mandating detailed disclosures on environmental, social, and governance (ESG) factors,

thereby facilitating informed decision-making among stakeholders.

This statement is structured to provide insights into our material impacts on people and the environment, as well

as the significant effects of sustainability matters on our business operations. By adhering to the ESRS

framework, we ensure that our reporting is consistent, comparable, and aligned with EU regulatory

requirements.

The sustainability statement is organized into four distinct sections:

General information: This section complies with ESRS 2, offering an overview of our sustainability policies,

management approaches, and outlining the context within which we operate.

Environmental information: Aligned with ESRS topical standards, this segment details our environmental

performance, including disclosures pursuant to Article 8 of Regulation 2020/852 (EU Taxonomy), highlighting our

contributions to environmental objectives.

Social information: This part addresses social aspects as per ESRS topical standards.

Governance information: Following ESRS topical standards, this section outlines our governance structures,

policies, and the practices that underpin our commitment to ethical and effective management. This section also

encompasses an entity-specific standard in ship recycling.

Through this structured approach, we aim to provide stakeholders with transparent and detailed information on

our sustainability performance and demonstrate our dedication to responsible business practices and

compliance with EU sustainability reporting standards.

ESRS content index

Content index - Disclosure Requirements in ESRS covered by the undertaking’s sustainability statement

(Disclosure Requirement ESRS 2 IRO- 2 paragraph AR 19 & ESRS 2 Appendix C)


ESRS	List of disclosure requirements	material/ obligatory	Reference
General information
ESRS 2	General disclosures
BP-1	General basis for preparation of sustainability statement	obligatory	BP-1
BP-2	Disclosures in relation to specific circumstances	obligatory	BP-2
GOV-1	The role of the administrative, management and supervisory bodies	obligatory	GOV-1
GOV-1-G1	The role of the administrative, management and supervisory bodies	obligatory	GOV-1-G1
GOV-2	Information provided to and sustainability matters addressed by the undertaking’s administrative, management and supervisory bodies	obligatory	GOV-2
GOV-3	Integration of sustainability-related performance in incentive schemes	obligatory	GOV-3
GOV-3-E1	Integration of climate change-related performance in incentive schemes	material	GOV-3-E1
GOV-4	Statement on due diligence	obligatory	GOV-4
GOV-5	Risk management and internal controls over sustainability reporting	obligatory	GOV-5
SBM-1	Strategy, business model and value chain	obligatory	SBM-1
SBM-2	Interests and views of stakeholders	obligatory	SBM-2
SBM-2-S1	Own workforce - interests and views of stakeholders	material	SBM-2-S1
SBM-2-S2	Workers in the value chain - interests and views of stakeholders	material	SBM-2-S2
SBM-2-S3	Affected communities - Interests and views of stakeholders	not material	-
SBM-2-S4	Consumers and end-users - Interests and views of stakeholders	not material	-
SBM-3	Material impacts, risks and opportunities and their interaction with strategy and business model	obligatory	SBM-3
IRO-1	Description of the processes to identify and assess material impacts, risks and opportunities	obligatory	IRO-1
IRO-1-E1	Description of the processes to identify and assess material climate change-related impacts, risks and opportunities	obligatory	IRO-1-E1
IRO-1-E2	Description of the processes to identify and assess material pollution-related impacts, risks and opportunities	obligatory	IRO-1-E2
IRO-1 –E3	Description of the processes to identify and assess material water and marine resources-related impacts, risks and opportunities	obligatory	IRO-1-E3
IRO-1-E4	Description of processes to identify and assess material biodiversity and ecosystem-related impacts, risks and opportunities	obligatory	IRO-1-E4
IRO-1-E5	Description of the processes to identify and assess material resource use and circular economy-related impacts, risks and opportunities	obligatory	IRO-1-E5


IRO-1-G1	Description of the processes to identify and assess material business conduct impacts, risks and opportunities	obligatory	IRO-1-G1
IRO-2	Disclosure Requirements in ESRS covered by the undertaking’s sustainability statement	obligatory	IRO-2
Environmental information
ESRS	EU taxonomy
ESRS E1	Climate change
ESRS 2 SBM-3-E1	Material climate change-related impacts, risks and opportunities and their interaction with strategy and business model	material	SBM-3-E1
E1-1	Transition plan for climate change mitigation	material	E1-1
E1-2	Policies related to climate change mitigation and adaptation	material	E1-2
E1-3	Actions and resources in relation to climate change policies	material	E1-3
E1-4	Targets related to climate change mitigation and adaptation	material	E1-4
E1-5	Energy consumption and mix	material	E1-5
E1-6	Gross Scopes 1, 2, 3 and total GHG emissions	material	E1-6
E1-7	GHG removals and GHG mitigation projects financed through carbon credits	not material	-
E1-8	Internal carbon pricing	not material	-
E1-9	Anticipated financial effects from material physical and transition risks and potential climate change-related opportunities	phase-in	-
ESRS E2	Pollution
ESRS 2 SBM-3-E2	Material pollution-related impacts, risks and opportunities and their interaction with strategy and business model	material	SBM-3-E2
E2-1	Policies related to pollution (not GHG)	material	E2-1
E2-2	Actions and resources related to pollution	material	E2-2
E2-3	Targets related to pollution	material	E2-3
E2-4	Pollution of air, water and soil	material	E2-4
E2-5	Substances of concern and substances of very high concern	not material	E2-5
E2-6	Anticipated financial effects from material pollution-related impacts, risks and opportunities	phase-in	E2-6
ESRS E3	Water and marine resources	not material	-
ESRS E4	Biodiversity and ecosystems
ESRS 2 SBM-3-E4	Material biodiversity and ecosystems related impacts, risks and opportunities and their interaction with strategy and business model	material	SBM-3-E4
E4-1	Transition plan and consideration of biodiversity and ecosystems in strategy and business model	material	E4-1
E4-2	Policies related to biodiversity and ecosystems	material	E4-2
E4-3	Actions and resources related to biodiversity and ecosystems	material	E4-3
E4-4	Targets related to biodiversity and ecosystems	material	E4-4
E4-5	Impact metrics related to biodiversity and ecosystem change	material	E4-5
E4-6	Anticipated financial effects from biodiversity- and ecosystem- related risks and opportunities	phase-in	E4-6


ESRS E5	Resource use and circular economy	not material	-
Social information
ESRS S1	Own workforce
ESRS 2 SBM-3-S1	Material own workforce-related impacts, risks and opportunities and their interaction with strategy and business model	material	SBM-3-S1
S1-1	Policies related to own workforce	material	S1-1
S1-2	Processes for engaging with own workforce and workers' representatives about impacts	material	S1-2
S1-3	Processes to remediate negative impacts and channels for own workforce to raise concerns	material	S1-3
S1-4	Taking action on material impacts on own workforce, and approaches to mitigating material risks and pursuing material opportunities related to own workforce, and effectiveness of those actions	material	S1-4
S1-5	Targets related to managing material negative impacts, advancing positive impacts, and managing material risks and opportunities	material	S1-5
S1-6	Characteristics of the undertaking’s employees	material	S1-6
S1-7	Characteristics of non-employee workers in the undertaking’s own workforce	phase-in	-
S1-8	Collective bargaining coverage and social dialogue	not material	-
S1-9	Diversity metrics	material	S1-9
S1-10	Adequate wages	not material	-
S1-11	Social protection	not material	-
S1-12	Persons with disabilities	not material	-
S1-13	Training and skills development metrics	phase-in	-
S1-14	Health and safety metrics	material	S1-14
S1-15	Work-life balance metrics	not material	-
S1-16	Remuneration metrics (pay gap and total remuneration)	material	S1-16
S1-17	Incidents, complaints and severe human rights impacts	material	S1-17
ESRS S2	Workers in the value chain
ESRS 2 SBM-3- S2	Material workers in the value chain-related impacts, risks and opportunities and their interaction with strategy and business model	material	SBM-3-S2
S2-1	Policies related to value chain workers	material	S2-1
S2-2	Processes for engaging with value chain workers about impacts	material	S2-2
S2-3	Processes to remediate negative impacts and channels for value chain workers to raise concerns	material	S2-3


S2-4	Taking action on material impacts on value chain workers, and approaches to managing material risks and pursuing material opportunities related to value chain workers, and effectiveness of those actions	material	S2-4
S2-5	Targets related to managing material negative impacts, advancing positive impacts, and managing material risks and opportunities	material	S2-5
ESRS S3	Affected communities	not material	-
ESRS S4	Consumers and end-users	not material	-
Governance information
ESRS G1	Business conduct
ESRS 2 SBM-3-G1	Material business conduct-related impacts, risks and opportunities and their interaction with strategy and business model	material	SBM-3-G1
G1-1	Business conduct policies and corporate culture	material	G1-1
G1-2	Management of relationships with suppliers	material	G1-2
G1-3	Prevention and detection of corruption and bribery	material	G1-3
G1-4	Incidents of corruption or bribery	material	G1-4
G1-5	Political influence and lobbying activities	not material	G1-5
G1-6	Payment practices	material	G1-6
ENT1	Entity specific topic - Ship recycling
ESRS 2 SBM-3- ENT1	Material ship recycling-related impacts, risks and opportunities and their interaction with strategy and business model	material	SBM-3-ENT1
MDR-P- ENT1	Minimum disclosure requirement – Policies adopted to manage material sustainability matters – Entity-specific topic	material	MDR-P-ENT1
MDR-A- ENT1	Minimum disclosure requirement - Actions and resources in relation to material sustainability matters – Entity-specific topic	material	MDR-A-ENT1
MDR-M- ENT1	Minimum disclosure requirement – Metrics in relation to material sustainability matters – Entity-specific topic	material	MDR-M-ENT1
MDR-T- ENT1	Minimum disclosure requirement – Targets - Tracking effectiveness of policies and actions through targets – Entity-specific topic	material	MDR-T-ENT1
Appendix I	List of datapoints in cross-cutting and topical standards	material	Appendix I

General information

ESRS 2 BP General basis for preparation

BP-1 General basis for preparation of the sustainability statement

This sustainability statement has been prepared on a consolidated basis, covering Odfjell SE and all its

controlled subsidiary undertakings.

The scope of consolidation for this sustainability statement is the same as that applied in the consolidated

financial statements prepared in accordance with IFRS Accounting Standards as adopted by the European

Union.

The sustainability reporting is based on a double materiality assessment, risk assessments, and current

standards. Odfjell SE (Odfjell) has recently developed a thorough sustainability reporting framework that

incorporates our strategy, risk assessments, and performance. Risk assessments and materiality assessments

set the priority for actions and reporting.

Odfjell is an integrated shipping company with stakes in terminals located in the United States, Belgium, and

South Korea. The terminals in the United States and South Korea are structured as joint ventures with Odfjell

holding a 50% ownership stake, while the terminal in Belgium is an associated company. In our financial

reporting, Odfjell Terminals (Terminals) are accounted for using the equity method rather than through full

consolidation.

Although these terminals support the value chain for chemical storage and transportation, they are

independently operated and are public terminals, not specifically integrated into Odfjell’s shipping activities.

Governance of these terminals is managed through shareholder agreements, which allocate equal control

among the shareholders and establish a board with equal representation from each shareholder. As a result,

Odfjell does not have operational control over these terminals and, therefore, does not serve as a controlling

owner. Due to this lack of operational control, Our JV terminals are not consolidated in our financial statements

nor are they included in our sustainability reporting. Instead, these terminals as other terminals are considered

part of the upstream value chain for Odfjell’s activities and are accounted for as such. Our own terminals are

only accounted for in scope-3, cat 15, investments.

In December 2025, Odfjell established a joint venture with Nissen Kaiun Co., Ltd. for the operation of chemical

tankers. The joint venture, Odfjell Hakata Maritime AS, will initially comprise ten stainless steel vessels,

contributed equally by Odfjell and Nissen Kaiun. Odfjell holds a 45% ownership interest in the joint venture and

does not exercise operational control. Accordingly, the joint venture is not included within the scope of Odfjell’s

Sustainability Statement, except for the scope-3 cat 15.. Odfjell Tankers, Odfjell’s chartering organisation, will

act as the commercial manager for the vessels. The vessels will be fully integrated into Odfjell’s commercial

fleet and will operate across major deep-sea trade lanes and global shipping hubs. For reporting purposes, the

vessels will be included in Odfjell’s controlled fleet and operated fleet where applicable, in accordance with the

defined reporting boundaries.

This sustainability statement addresses material sustainability matters across Odfjell's upstream and

downstream value chain as identified through the double materiality assessment conducted in accordance with

ESRS 1 section 5.1.

The statement includes material impacts, risks, and opportunities related to suppliers of goods and services,

bunker fuel suppliers, terminal operators (including non-consolidated terminal investments), shipyards, and

other business partners that provide inputs to Odfjell's operations. The statement addresses material

sustainability matters related to customers utilizing Odfjell's chemical tanker services

A comprehensive value chain analysis (VCA) has been developed as the foundation for evaluating sustainability

topics at all value chain stages. The VCA has been the basis for scope 3 greenhouse gas emissions

calculations, human rights due diligence, and supplier relationship management. The extent of value chain

coverage for specific disclosures is detailed in the relevant ESRS topic standards where applicable.

In accordance with ESRS 1 section 7.7, Odfjell has applied the option to omit specific information corresponding

to intellectual property, know-how, and results of innovation where disclosure would seriously prejudice the

commercial position of the undertaking. Specifically, this applies to:

• Detailed fleet transition strategies and specific vessel investment plans identified in climate-related

opportunity assessments

• Proprietary technological solutions and innovations under development for emissions reduction

• Specific commercial arrangements and competitive positioning elements identified in climate and

nature-related opportunity assessments

• These omissions are limited to forward-looking strategic and commercial information where disclosure

could undermine Odfjell's competitive position. All omitted information has been assessed as not

prejudicing the overall understanding of Odfjell's sustainability performance, impacts, risks, and

opportunities.

BP-2 Disclosures in relation to specific circumstances

Time horizon

In accordance with ESRS 1 section 6.4, Odfjell applies the following time horizon definitions:

• Short-term: Aligned with the financial reporting period (calendar year)

• Medium-term: From the end of the financial year to 5 years

• Long-term: More than 5 years

Deviation for climate and nature-related impacts, risks, and opportunities (IROs):

For the assessment and disclosure of climate and nature-related IROs specifically, Odfjell has applied modified

time horizons:

• Near-term: 0-5 years (equivalent to short and medium-term combined)

• Long-term: 5-25 years (subset of the standard long-term definition)

Rationale for deviation:

1. Climate scenario consistency: Climate science scenarios show minimal variance in the near-term (0-5

years), making granular short/medium-term distinction of limited analytical value for climate-related

IROs

2. Asset lifecycle alignment: The upper bound of 25 years reflects the typical economic lifetime of chemical

tanker vessels, beyond which projections become speculative

3. Risk assessment practicability: The simplified two-horizon framework enables more robust scenario

analysis aligned with industry practice for long-term capital-intensive maritime assets

For all other sustainability impacts (social, governance, non-climate environmental), Odfjell applies the standard

ESRS 1 three-horizon framework.

General disclosures

Odfjell SE reports in accordance with the European Sustainability Reporting Standards (ESRS) as a Wave 1

company. This means our disclosures for the 2025 financial year align fully with the requirements applicable to

companies in the first wave of implementation under the Corporate Sustainability Reporting Directive (CSRD).

Odfjell reported in line with this standard also for 2024.

The European Commission has advanced an Omnibus Regulation intended to streamline and refine the

implementation of the CSRD and ESRS. The intention behind this initiative is to reduce complexity and reporting

burden — while safeguarding the robustness and integrity of sustainability information. Over recent months,

several drafts and proposals have circulated, accompanied by extensive commentary and speculation about

potential adjustments to the standard-setting framework. As at the date of this report, the amended standards

and associated delegated acts have not yet been fully adopted. Accordingly, Odfjell will continue to report in line

with the current ESRS framework for the 2025 reporting year, consistent with our 2024 approach.

Nevertheless, in recognition of the interim Delegated Act on the ESRS “quick-fix”, released 11 July 2025, we

have incorporated relevant guidance (for example, temporary reliefs for Wave 1 companies on certain

disclosures). By doing so, we ensure our reporting remains aligned with the most current regulatory

interpretations and positions, and position ourselves well for adoption of any finalised amendments once the

Omnibus Regulation has entered into force.

Given the complexities inherent in this initial reporting cycle, it will include some interpretations. As we

implement these standards, we anticipate certain uncertainties in specific reporting details, especially in the

interpretation of new regulatory requirements, the reliance on estimates, and adjustments that may arise from

the limited assurance process. There will also be challenges related to data collection, as we need data that is

produced outside our control, uncertainty in estimates, and areas where we have to recalculate older data to

match new data requirements. We have seen interpretations in the new ESRS drafts, but these have not been

fully adopted as the new standards yet.

Moreover, decarbonization in shipping entails significant capital investment in an industry marked by

competition, market fluctuations, and unpredictable pricing and availability of alternative fuels. We aim to provide

transparency in this report while acknowledging these factors which influence our sustainability journey, and will

likely continue to shape our reporting in the coming years.

Odfjell has previously included Terminals in selected ESG metrics until 2024 reporting. Following ESRS and

disclosure under BP-1, Terminals will not be included in the reporting in 2025, same as for 2024, except for

scope 3 cat 15..

Emission reporting and fleet categorization

Emissions from our vessels include all GHG emissions through all of the ships operations. Odfjell’s fleet is

categorized based on criteria related to control, responsibility, operations, and ownership of individual ships.

Historically, Odfjell has reported fleet emissions data according to two primary categories: the controlled fleet

and the operated fleet, in alignment with the Greenhouse Gas (GHG) Protocol. With the introduction of the

European Sustainability Reporting Standards (ESRS), new fleet categorization criteria have been established,

differing from Odfjell’s previous reporting practices before 2024.

To ensure transparency and consistency, Odfjell has aligned its reporting with both industry standards and the

ESRS definitions of responsibility. These definitions have been fully integrated into our Scope 1 emissions

reporting.

Carbon intensity reporting is entity-specific; therefore, Odfjell reports carbon intensity exclusively for the

controlled fleet. The controlled fleet consists of vessels for which Odfjell can influence carbon intensity through

both operational and technical measures. In contrast, for the operated fleet, Odfjell can primarily influence

carbon intensity only through operational measures, as the company neither owns nor has control over technical

measures for a significant portion of this fleet. The calculations of carbon intensity follows industry standard

developed by the International Maritime Organization (IMO).

For clarity, the fleet categories are defined as follows:


Odfjell controlled fleet	Owned, Bareboat
Odfjell operated fleet	Owned, Bareboat, Time Chartered to Odfjell and pool
Financial control iaw ESRS	Owned, Bareboat, Time Chartered to Odfjell and Time Chartered out from Odfjell*
Operational control iaw ESRS	Owned, Bareboat, Time Chartered to Odfjell, Time Chartered out from Odfjell and pool

*Odfjell has one vessel, Flumar Brazil, that is time chartered out from Odfjell to Petrobras mainly for storage in

Brazil. The vessel is owned by Odfjell but excluded from IMO DCS reporting and, therefore, not reported as

Odfjell’s controlled fleet The vessel is included in Operational controlled fleet in 2025, as it is under Financial

control iaw ESRS. The vessel represent 0.58% difference of Operated Control and Odfjell Operated fleet.

Scope-3 Category 3 encompasses emissions associated with the fleet for which Odfjell holds responsibility for

fuel procurement, in accordance with industry standards and the Greenhouse Gas (GHG) Protocol.

We note that in the 2025 draft update to ESRS, the TC out vessels will be reported as Downstream Scope 3,

and not scope 1.

See the illustration of the fleet definitions:

Transition plan for climate change mitigation

The sustainability statement includes a Transition Plan for Climate Change Mitigation in accordance with ESRS

E1-1. A key component of this plan is the identification of actions and targets aimed at mitigating climate change

and contributing to the 1.5°C goal of the Paris Agreement.

As sectoral pathways for the shipping industry have not yet been defined by public policy, it is not currently

possible to determine whether Odfjell’s targets are explicitly aligned with a 1.5°C trajectory. However, Odfjell has

developed a transition plan to achieve net-zero emissions, outlining concrete measures to reduce carbon

intensity in the short term. While these efforts support decarbonization, Odfjell does not assert that its targets

are explicitly aligned with a 1.5°C pathway.

Value chain estimation – emissions in scope 3

Odfjell applies a structured and transparent approach to scope 3 emissions reporting, ensuring consistency with

internationally recognized greenhouse gas (GHG) accounting frameworks. The methodology aligns with the

GHG Protocol and employs spend- and activity-based calculation methods where applicable.

Scope and methodology

Odfjell reports absolute scope 3 emissions across upstream and downstream activities. These emissions are

categorized into 15 distinct groups, of which nine are relevant to Odfjell. The primary calculation method relies

on a spend-based approach, supplemented with activity-based data for specific categories such as business

travel, employee commuting, and waste management.

The spend-based approach is applied where supplier-specific, hybrid, or average-data methodologies are not

feasible due to data limitations. This method involves collecting financial data on purchased goods and services

and applying environmentally extended input-output (EEIO) emission factors to estimate associated emissions.

For categories where direct measurement is possible, such as fuel consumption in category 3 (Fuel and Energy-

Related Activities), business travel, commuting, and waste disposal, an activity-based approach is used.

Reporting and data sources

Odfjell has reported scope 3 emissions to the Carbon Disclosure Project (CDP) for several years. Since 2022,

the company has disclosed emissions for categories 1 (Purchased Goods and Services) and 3 (Fuel and

Energy-Related Activities) in its annual report. The data collection and calculation for these categories have

been supported by ReFlow.

Odfjell employs a spend-based method for estimating emissions from procurement activities under category 1

(Purchased Goods and Services), and a well-to-tank emissions approach for category 3 (Fuel and Energy-

Related Activities). These methodologies align with the GHG Protocol and ensure a comprehensive assessment

of the company’s indirect emissions.

Emission factor application

For purchased goods and services, the spend-based method estimates emissions per unit of expenditure in

different categories using a spend-based EEIO approach with EXIOBASE v3.9.4 emission factors adjusted to

2025 price levels. Data for this category was sourced from Odfjell’s procurement records, covering ship

management, provisions, IT infrastructure, and port costs. These expenditures were mapped to the most

relevant EXIOBASE sectors, ensuring methodological consistency. Where direct, maritime-specific categories

were unavailable, emissions were allocated to the closest industry benchmarks, such as shipbuilding, port

services, food supply, and IT services. Additionally, mixed-use procurement categories were allocated

proportionally, food emissions were weighted based on varying climate impacts, and IT spending was

distinguished between hardware and cloud services. The mixed-use procurement represents non-material

volumes.

For fuel and energy-related activities, the methodology follows IPCC 2021 GWP100 factors, which provide

internationally recognized data on well-to-tank (WTT) emissions. This category accounts for the supply-chain

emissions from fuel extraction, refining, and transportation but excludes combustion-related emissions (tank-to-

wake, TTW), ensuring compliance with GHG Protocol guidelines. Data was sourced from Odfjell’s Bunker

Purchase List, which details the quantity of each fuel type used in the company’s shipping operations. The

corresponding IPCC 2021 GWP100 emission factors were applied to each fuel type to calculate WTT

emissions.

Business travel, employee commuting, and waste management

Business travel emissions are calculated using data provided by Odfjell’s travel agent, employing the distance-

based method in accordance with the GHG Protocol. Employee commuting and office waste emissions are

estimated using a combination of distance-based and average-data methods.

Capital goods

Odfjell has a mixed fleet structure, comprising vessels under various ownership arrangements within its

controlled fleet, as well as time chartered vessels within its operated fleet. For certain vessels, Odfjell holds

purchase options and may also repurchase vessels previously subject to financial lease arrangements. As a

result, vessels that changed ownership during 2025 are accounted for under Scope 3, Category 2 (Capital

Goods).

Odfjell does not have access to vessel-specific emissions data related to the original construction of these ships.

This is due to the age of the vessels and the fact that they may have had multiple previous owners. In addition,

accounting for production-related emissions under Scope 3, Category 2 inherently involves a risk of double

counting, as each owner is required to include the production emissions of an asset at the time of acquisition.

To estimate these emissions, Odfjell has applied a life cycle assessment conducted by ReFlow in 2023 for a

Kværner-class vessel, Bow Clipper. To derive representative production emissions, Odfjell used the assessed

emissions intensity per laden tonne from the Bow Clipper assessment and applied this factor to the laden

tonnes of the vessels for which ownership was acquired in 2025.

Odfjell also acquired ownership of vessels in 2024 that should have been included in Scope 3, Category 2

emissions for that reporting year. However, as this requirement was not identified at the time, the associated

emissions were not included in the 2024 reporting. The Scope 3 -Cat 2 for three ships that changed category

from lease to own in 2024 were 174 670 tonnes.

Emissions related to recycled vessels are included in Scope-3 category 2 capital goods.

Continuous improvement and methodological refinements

Odfjell is committed to continuously improving its scope 3 reporting methodology. As supplier data availability

increases, the company aims to transition from spend-based calculations to activity-based measurements for

enhanced accuracy. Improved data means that in most cases the reported scope-3 emissions will be reduced.

Although a full scope 3 analysis was not available in 2021, historical data has been recalculated based on the

average scope 3-to-scope 1 ratio observed in 2022 and 2023 to have a baseline from 2021. As a high

percentage (about 80% in average) of scope 3 emissions are directly correlated with scope 1 emissions, fleet

decarbonization remains a key focus area in Odfjell’s sustainability strategy.

Odfjell remains committed to transparent, accurate, and methodologically sound scope 3 reporting, ensuring

alignment with regulatory expectations and industry best practices.

Sources of estimation and outcome uncertainty

Our most material focus area is climate change mitigation, with a clear emphasis on emission reduction. A

material metric is scope 1 carbon emissions. This number has been externally certified by DNV as part of the

Sustainability-Linked Financing Framework, as well as the EU MRV and IMO DCS reporting systems. While we

have reliable, verified scope 1 emissions data based on years of consistent tracking, uncertainties arise

regarding scope 3 data, which relies on a spend-based and volume approach and carries inherent limitations.

As data access and availability of data from suppliers improve, we might find areas of scope 3 that have not

been previously included. Scope 2 emissions data is particularly uncertain due to the variability in electricity

sourcing across multiple operational geographies, but the volume is not material.

As scope 3 is mainly based on a spend-based approach, it will have some uncertainty. There is also a risk that

not all factors have been included. But most of scope 3 is in fuel production, where we have reasonable

accurate data. Reference see also link; Risk management and internal controls over sustainability reporting

(ESRS 2 GOV-5).

The ESRS framework requires the disclosure of forward-looking transition plans and projections. This

represents a complex undertaking for Odfjell, given that the company operates in a highly regulated and globally

competitive sector. Odfjell is subject to an evolving set of international, regional, and national regulations

addressing climate change mitigation, and anticipates that further regulatory measures will be introduced over

time. These developments add to the complexity of planning and executing the decarbonisation of the shipping

industry.

Odfjell’s sustainability strategy is anchored in regulatory compliance while also reflecting the company’s

ambition to go beyond minimum requirements where feasible. At the same time, as a global operator in a

competitive market, Odfjell must carefully balance its climate ambitions with cost considerations to avoid

sustained competitive disadvantage relative to peers. This dynamic underscore the importance of ambitious,

globally harmonised regulations that create a level playing field across the industry.

The International Maritime Organization’s (IMO) Net Zero Framework is expected to significantly influence both

Odfjell’s transition pathway and that of the wider shipping industry. However, as the implementation of this

framework has been postponed, Odfjell will continue to align its actions and investments with regulations that

have been formally adopted and approved. The absence of fully defined global regulatory mechanisms,

combined with the ongoing development of key technologies, fuels, and market-based measures, introduces

material uncertainty regarding the timing, cost, and structure of the transition.

These factors—many of which are beyond Odfjell’s direct control—affect the company’s ability to precisely

forecast the future trajectory and costs of decarbonisation. Odfjell therefore applies scenario-based

assessments and continuously reviews its transition plans to remain responsive to regulatory developments

while progressing toward its long-term climate objectives.

Planned actions to improve accuracy of metrics in future

Improving data availability and quality is an ongoing process, particularly the data provided by sources upstream

and downstream in the value chain. As more companies and suppliers comply with reporting requirements for

their scope 1 emissions, it will become easier to obtain product-specific emissions data from our suppliers,

which constitute Odfjell’s scope 3 emissions.

To address this, we have requested our suppliers to prepare and share such data. However, we have noted

significant variability in both the maturity of their reporting practices and the materiality of the data provided. As a

result, we will prioritize engagement with our largest suppliers, as they represent the most substantial impact on

our scope 3 emissions profile.

In addition to direct engagement, we have initiated the use of a third-party qualification and due diligence

platform, Achilles. This platform enables our suppliers to report their ESG data in a standardized manner,

thereby enhancing the quality and consistency of upstream ESG data.

Looking ahead, our strategic objective is to transition from spend-based scope 3 data to activity-based scope 3

data as soon as sufficient, reliable data become available. This shift will provide a more accurate and actionable

understanding of our value chain emissions and support our broader sustainability goals.

Changes

Odfjell has updated the Double Materiality Assessment (DMA) in 2025, and reclassified two sub-topics under

E-4 Biodiversity as material. This means that Odfjell will report on E4 in line with the ESRS standard for 2025.

Background for the reclassification is related to increased attention to Biodiversity from our stakeholders, new

regulations (ie the High Seas Treaty in September 2025), peer reviews, and an updated nature-risk assessment.

In our DMA, we have adopted a stricter approach to what constitutes a positive impact. Previous positive

impacts have been reclassified as actions and activities that reduce negative impact. This is explained under

SBM-3.

For 2025 the scope 3 emissions in category 2 Capital goods, which represents all upstream emissions from

acquired capital goods like purchased vessels, are calculated with a approx. emission factor per dwt of acquired

vessels as described earlier in this chapter.

As Odfjell recycled one vessel in 2025, this vessel is included in the category 2 Capital goods of scope 3

emissions. Vessels are capital goods under the GHG Protocol when owned and used to provide services

(transport). Category 2 is defined to cover “cradle to grave emissions of capital goods purchased by the

company”. Odfjell treat the vessels as a capital good throughout its entire life cycle, so we include the end of life

recycling of vessels in Category 2. In 2023 we included the carbon emissions from one ship recycling in

category 12 End-of-life treatment of sold products of scope 3 emissions.

For 2025 carbon accounting from the smaller offices in the USA, South Korea, South Africa, Dubai and China is

included in reporting on scope 1, scope 2 and scope 3 emissions category 5 Waste generated in operations,

category 6 Business travel and category 7 Employee commuting.

For 2025, the scope 3 emissions in category 15 Investments include only scope-1 and scope-2 emissions from

JV terminals in the USA and South Korea as per the GHG protocol. The 2024 data was estimated from the

reported data in 2023; however, it is now updated in 2025 with reported numbers.

In 2025 the calculation of nitrogen oxides (NO2) is calculated more precisely based on engine type and motor

rotational speed from the technical file of each ship, still following the 2023 guidelines set out in NOX-fondet, as

specified in Forskrift om særavgifter § 3-19-9. (1) and (2), and the Norwegian Maritime Authority.

For 2025, we computed the gender pay gap and remuneration ratio for S1-16 based on the nationality or their

company as they have different wage scales and bargaining agreements.

Odfjell changed its sustainability auditor from EY to KPMG in 2025, as part of a mandatory rotation of financial

auditors. KPMG is also the financial auditor for Odfjell for 2025.

Other reporting or by reference

Norwegian companies have to report in accordance with the Transparency Act of Human Rights Due Diligence.

This report is a separate one. Odfjell also issues the executive remuneration report required by Directive

2007/36/EC, which is also subject to audit.

Entity-specific disclosures

Given the diversity and complexity of Odfjell’s workforce categories and employment types, turnover rates and

employees who left are reported in Chapter S1-6 using both the mandatory ESRS method and the industry-

specific INTERTANKO method. This dual approach ensures an accurate and comprehensive representation of

turnover rates and employee departures. For detailed figures and methodology, refer to ESRS S1-6. Odfjell also

report on Carbon Intensity iaw IMO standard as a KPI. Odfjell has also included reporting of scope-1 for Odfjell’s

controlled fleet as entity specific and operated and financially controlled fleet in line with ESRS.

Entiy-specific KPI's are

• Annual Efficiency Rate according to IMO (AER, defined in Transition plan for climate change mitigation

see link; E1-1 About the targets

• Scope-1 emissions Operated fleet (defined in Gross Scopes 1, 2, 3 and Total GHG emissions see link;

E1-6 Gross scopes 1, 2, 3 and total GHG emissions

• Turnover rate according to INTERTANKO method (defined in Characteristics of the company’s

employees see link; S1-6

• Absence rate (defined in Targets related to managing material negative impacts, advancing positive

impacts, and managing material risks and opportunities see link; S1-5

• Total Recordable Case Frequency according OCIMF (TRCF, defined in Targets related to managing

material negative impacts, advancing positive impacts, and managing material risks and opportunities see link;

S1-5

ESRS 2 GOV Governance

GOV-1 The role of the administrative management and supervisory bodies

The board of directors (BoD) is committed to upholding the highest standards of corporate governance. It holds

supreme responsibility for the oversight of Odfjell's management, operations, and the establishment of control

systems. The BoD is tasked with setting the independent overarching direction and strategic objectives for the

company, providing oversight, and ensuring accountability. The functions and proceedings of the BoD are

dictated by its rules of procedure and the relevant legislation that outlines its responsibilities, duties, and

administrative processes i.e. the Norwegian Company Act and Code of Corporate Governance. The BoD also

approves significant sustainability strategies, objectives, and targets. It routinely reviews, monitors, and

deliberates on the group's sustainability and climate-related strategy, targets, performance, risks, and reporting.

The BoD has six directors, where the chair is dependent and the majority owner, and five directors are

independent (83% independent). The BoD has a 50/50 gender diversity. All directors are non-executive.

Employees are not represented on the board in line with the regulations of SE-companies in Norway.

In 2023, the scope of the board audit committee (AC) was broadened to encompass sustainability issues. The

AC serves as an advisory body to assist the BoD in its supervisory role regarding sustainability and ESG

reporting. Committee members possess the requisite knowledge and expertise in sustainability matters.

Odfjell executive management consists of the chief executive officer (CEO), chief financial officer (CFO), chief

sustainability officer (CSO), chief technical officer (CTO), chief commercial officer (CCO), and managing director

Terminals (MD Terminals). All executive managers are male and have long experience in the sector, services,

and locations.

The CEO is authorized to ensure that our sustainability ambitions and priorities are monitored, managed, and

seamlessly integrated into our corporate strategy and ethos. The operational lines of business are responsible

for enacting the agreed-upon strategy, and for managing associated risks and performance metrics.

Decarbonization is a material topic in Odfjell. The technology section of the Ship Management division is

responsible for ensuring compliance and driving energy efficiency and decarbonization initiatives in the fleet.

Odfjell established the CSO role in 2020 as an integral part of the executive management team, ensuring that

sustainability remains a focal point in executive discussions. The CSO updates the BoD and AC on

sustainability-related matters at all board and AC meetings, focusing on targets, KPI’s, reporting, regulatory

updates , among other updates. The CSO is responsible for ESG reporting. Additionally, the CSO leads the

DMA and IRO processes. The CSO also drives relevant sustainability training.

The chief compliance officer (CComO) is a function allocated to CSO, and in this role reports to both the CEO

and the BoD via the AC.

Details regarding the governance and composition of the BoD can be found in the corporate governance section

and the BoD report within the annual report.

Odfjell follows national and international regulations regarding employee representation. For Odfjell

Management AS, we have a works council (WC) with representation from management and elected employees

to ensure dialogue and alignment of relevant topics and decisions. Odfjell also has a working environment

council (AMU), a Norwegian regulation, with employee representation. Our offices and companies outside of the

EU follow local regulations.

Oversight of impacts, risks, and opportunities

The BoD holds ultimate responsibility for oversight of Odfjell’s IROs. Management is responsible for presenting

the BoD with updated and relevant assessments of IROs, facilitating thorough discussion, review, and strategic

alignment. These assessments are integrated into our corporate risk assessment process and included in the

double materiality assessment (DMA) review to ensure alignment with Odfjell’s overarching sustainability

strategy.

The Audit Committee (AC) plays a key role in the frequent follow-up of ESG reporting and progress. It conducts

in-depth reviews of specific reporting elements, monitors internal controls over sustainability reporting, and

advises the Board of Directors (BoD) on ESG disclosures. The AC liaises with management and the

sustainability auditor to ensure the accuracy and accountability of sustainability disclosures. However, the BoD

retains full responsibility for reviewing and approving the ESG reporting. Key sections of the reporting, such as

risk assessments, materiality analysis, transition planning, strategy, and targets, are addressed in separate

cases at the board level to ensure a comprehensive governance approach.

Responsibilities in terms of reference, mandates, and related policies

Board responsibilities are defined in alignment with the Norwegian Company Act and the Norwegian Code of

Corporate Governance. The AC operates under a dedicated charter, available on Odfjell’s website, which

defines its role in ESG reporting oversight. The responsibilities of the CEO and the CSO are outlined in their job

descriptions, with the CSO also designated as CComO to reinforce alignment with regulatory and ESG

requirements.

Management’s role in governance processes, controls, and procedures

The CSO, as part of the executive management team, is pivotal in overseeing and managing impacts, risks, and

opportunities within Odfjell’s risk review and strategy sessions. The CSO also facilitates focused discussions on

relevant IROs and aligns them with the organization’s strategic goals. The CSO reports directly to the CEO and,

in the capacity of CComO, also reports to the AC, ensuring a direct line of accountability for compliance and

sustainability matters.

Dedicated control functions for managing sustainability-related IROs are currently in development, with

integration into broader internal functions to ensure consistency and accountability in governance. Reference

reporting standard and required datapoints will change from 2026 due to the EU Omnibus, some development

of controls have been put on hold until we get more clarity on requirements.

Management is responsible for preparing and updating medium-term targets and goals, which are subject to

BoD approval and monitored closely to ensure alignment with Odfjell’s IROs as identified through the DMA

process.

Description of skills and expertise for sustainability oversight

Odfjell conducts its own annual review across the BoD and management to ensure sustainability-related

expertise is current and sufficient. Key roles, such as the chair of the AC and the CSO, regularly participate in

external training programs to enhance their knowledge in emerging sustainability practices. In addition, periodic

reviews and consultations with the ESG auditor are valuable for tapping into current trends and expertise.

Odfjell’s organizational review processes evaluate the adequacy of skills and expertise for managing

sustainability-related IROs. The organization prioritizes tailored training, professional development, and

competence-building initiatives to meet the evolving demands of sustainability governance. This approach

ensures that Odfjell’s oversight bodies are equipped to respond effectively to material sustainability IROs in a

complex and highly regulated shipping environment.

GOV-1-G1 The role of the administrative, management and supervisory bodies –

governance

The BoD holds ultimate responsibility for overseeing business conduct within the organization, ensuring

alignment with Odfjell’s ethical standards and regulatory requirements. However, oversight of business conduct

has been delegated to the AC as part of its ESG mandate. Management conducts an annual integrity risk

assessment to evaluate potential risks associated with business conduct, and the outcomes—including reported

actions and improvement plans—are presented to the AC for review and discussion. This process reinforces

transparency and accountability within Odfjell and its approach to maintaining high standards of business

conduct.

To further support comprehensive oversight, any relevant external reviews, ratings or assessments concerning

business conduct are presented to both the management team and the BoD. This practice ensures that the BoD

remains informed of industry benchmarks and best practices, and is positioned to make decisions grounded in a

thorough understanding of Odfjell’s business conduct obligations and performance.

The expertise of Odfjell’s oversight bodies regarding business conduct is reinforced through regular training and

professional development initiatives. Key figures, such as the chair of the AC and the CSO, engage in

specialized training programs to stay updated on evolving regulations and best practices in business conduct

and ethics. This expertise is periodically evaluated and developed further as part of Odfjell’s annual

organizational review to ensure our leadership can effectively navigate business conduct matters relevant to the

company’s IROs.

By embedding business conduct within the broader ESG governance framework and prioritizing expertise

development, Odfjell is committed to maintaining a responsible, transparent, and ethically robust organization.

This alignment with regulatory expectations and industry standards further strengthens Odfjell’s commitment to

sustainable and ethical operations in a complex global environment.

GOV-2 Information provided to and sustainability matters addressed by the business’s

administrative, management and supervisory bodies

Frequency and process for informing governance bodies on material impacts, risks, and

opportunities (IROs)

In alignment with Disclosure Requirement IRO-1, Odfjell has established a robust process for regularly informing

the BoD and the AC on material impacts, risks, and opportunities related to sustainability:

BoD: CSO provides a sustainability update at each of the seven annual board meetings, ensuring that

sustainability remains an integral part of board discussions throughout the year. Climate and nature risks, as

well as human rights impact assessments, and integrity risk assessments are included in the BoD’s annual

review of IROs, forming a key component of the DMA process. These IROs serve as the basis for the board’s

annual strategic review and the setting of sustainability-related goals and targets, and they are also fundamental

to management’s annual priorities, which the BoD reviews. Essential IROs are listed in Odfjell’s corporate risk

sustainability ambitions and targets.

AC: The AC has a standing agenda item dedicated to ESG reporting, with the CSO present at each meeting to

provide updates. The AC has the mandate to conduct in-depth reviews of specific IROs throughout the year,

allowing for comprehensive evaluation of critical sustainability topics.

Management: Sustainability IROs are reviewed at all management meetings, with corporate risk discussed and

assessed across departments. The management team also prepares the annual risk assessment and DMA,

aligning IROs with operational priorities. The CSO is responsible for ensuring effective due diligence, monitoring

the results, and assessing the effectiveness of sustainability policies, actions, metrics, and targets adopted to

address these IROs. A cross-reference assessment of short-term incentives, short-term targets/priorities and

IROs is an integrated part of management reviews

Consideration of impacts, risks, and opportunities in strategic and operational decisions

Odfjell integrates sustainability IROs and ESG considerations into its strategic planning, decision-making

processes, and risk management. Key sustainability matters are embedded in the strategy preparation, and all

major transactions, investments, and target-setting activities consider these IROs. As an integral member of the

executive management team, the CSO ensures that sustainability issues are addressed in relevant meetings

and that these considerations guide Odfjell’s approach to potential trade-offs.

In cases where trade-offs are required, the BoD and management evaluate factors such as compliance

obligations, the materiality of specific ESG investments, and the expected return on these initiatives. For

instance, decisions may involve determining whether to exceed compliance requirements or to proceed with

less material ESG investments that may yield a lower or negative return. This balanced approach enables

Odfjell to make informed, strategic decisions that align with its sustainability commitments while considering the

broader business impact.

The list of the material impacts, risks and opportunities has been aligned with the administrative, management

and supervisory for the relevant reporting period. No specific IROs have been identified by governance bodies

that have not already been addressed by management (see also SBM-3 Material impacts, risks and

opportunities and their interaction with strategy and business model, see link; SBM-3).

GOV-3 Integration of sustainability-related performance in incentive schemes

Odfjell statement on incentive schemes linked to sustainability performance

Odfjell integrates sustainability-related performance metrics into its incentive schemes for all shore-based

employees, including members of executive management, to ensure alignment with our strategic sustainability

goals, specifically in safety and decarbonization. These incentive programs are structured to reinforce Odfjell's

commitment to environmental and social responsibility within the organization. Members of the BoD are not

included in the incentive schemes.

Key characteristics of the incentive schemes

Odfjell offers two primary incentive programs: a short-term incentive plan (STIP) for all shore-based employees

and a long-term incentive plan (LTIP) for members of executive management. Since 2018, the STIP has offered

eligible employees an annual bonus of up to four months’ salary based on performance, with the executive

management eligible for up to six months. The LTIP offers executive management the opportunity to earn

shares vested over three years, with a target bonus of up to 33% of their annual salary (50% for the CEO).

Performance assessment against specific sustainability-related targets

Both the STIP and LTIP include specific sustainability-related targets to promote safe and sustainable

operations:

• For the shipping division, 17% of the STIP is dedicated to decarbonization objectives.

• For headquarters and terminal operations, 22% of the STIP is linked to safety and spill-prevention

metrics.

• The LTIP dedicates 33% of its target to decarbonization performance, specifically aligned with Odfjell’s

annual efficiency ratio (AER) targets, measuring the degree to which emissions reductions align with Odfjell's

climate commitments.

Inclusion of sustainability metrics in remuneration policies

Sustainability-related metrics, including safety and decarbonization, serve as key performance indicators within

both the STIP and LTIP frameworks. These metrics are incorporated into Odfjell's annual executive

remuneration policy and reflect the company's strategic focus on reducing environmental impact and ensuring

safe operations.

Approval and updating of incentive scheme terms

The terms and metrics of both the STIP and LTIP are subject to annual review and approval. The Odfjell

General Meeting approves guidelines for the incentive programs, while specific KPIs and targets are reviewed

by BoD’s Renumeration Committee and approved by the Board of Directors to ensure that they remain aligned

with current sustainability ambitions and targets.

For additional information on the STIP and LTIP and other executive compensation details, please refer to the

executive remuneration report available at Odfjell.com.

ESRS 2 GOV-3-E1 Integration of climate change-related performance in incentive

schemes

Climate change-related considerations are integrated into the remuneration of Odfjell’s administrative and

management bodies through short-term and long-term incentive plans. Specifically, decarbonization

performance, tied to Odfjell's AER and GHG emission reduction targets, and adaptation of green corridors are

core components of these incentive programs.

For shore-based employees and executive management, 17% of the short-term incentive plan (STIP) is linked

to decarbonization goals within the shipping division, while the long-term incentive plan (LTIP) for executive

management dedicates 33% to decarbonization-related performance. Performance is hence linked to climate

targets.

GOV-4 Statement on due diligence


Statement on due diligence with regard to sustainability matters
Core elements of Due Diligence	Addressed under ESRS topic	Reference
a) Embedding due diligence in governance, strategy and business model	1. ESRS 2 GOV-2 2. ESRS 2 GOV-3 3. ESRS 2 SBM-3 4. ESRS 2 SBM-3-E1 5. ESRS 2 SBM-3-E2 6. ESRS 2 SBM-3-E4 7. ESRS 2 SBM-3-S1 8. ESRS 2 SBM-3- S2 9. ESRS 2 SBM-3-G1 10. ESRS 2 SBM-3-ENT1	1. ESRS 2 GOV-2 2. ESRS 2 GOV-3 3. ESRS 2 SBM-3 4. ESRS 2 SBM-3-E1 5. ESRS 2 SBM-3-E2 6. ESRS 2 SBM-3-E4 7. ESRS 2 SBM-3-S1 8. ESRS 2 SBM-3- S2 9. ESRS 2 SBM-3-G1 10. ESRS 2 SBM-3-ENT1
b) Engaging with affected stakeholders in all key steps of the due diligence	1. ESRS 2 GOV-2 2. ESRS 2 SBM-2 3. ESRS 2 IRO-1 4. ESRS 2 SBM-2-S1 5. ESRS 2 SBM-2-S2	1. ESRS 2 GOV-2 2. ESRS 2 SBM-2 3. ESRS 2 IRO-1 4. ESRS 2 SBM-2-S1 5. ESRS 2 SBM-2-S2
c) Identifying and assessing adverse impacts	1. ESRS 2 IRO-1 2. ESRS 2 SBM-3	1. ESRS 2 IRO-1 2. ESRS 2 SBM-3


d) Taking actions to address those adverse impacts	1. ESRS E1-3 2. ESRS E2-2 3. ESRS E4-3 4. ESRS S1-4 5. ESRS S2-4 6. ESRS G1-2 7. ESRS G1-3 8. ESRS 2 MDR-A-ENT1	1. ESRS E1-3 2. ESRS E2-2 3. ESRS E4-3 4. ESRS S1-4 5. ESRS S2-4 6. ESRS G1-2 7. ESRS G1-3 8. ESRS 2 MDR-A-ENT1
e) Tracking the effectiveness of these efforts and communicating	1. ESRS E1-4 2. ESRS E1-5 3. ESRS E1-6 4. ESRS E2-3 5. ESRS E2-4 6. ESRS E2-5 7. ESRS E4-4 8. ESRS E4-5 9. ESRS S1-5 10. ESRS S1-6 11. ESRS S1-9 12. ESRS S1-14 13. ESRS S1-16 14. ESRS S1-17 15. ESRS G1-4 16. ESRS 2 MDR-M-ENT1 17. ESRS 2 MDR-T-ENT1	1. ESRS E1-4 2. ESRS E1-5 3. ESRS E1-6 4. ESRS E2-3 5. ESRS E2-4 6. ESRS E2-5 7. ESRS E4-4 8. ESRS E4-5 9. ESRS S1-5 10. ESRS S1-6 11. ESRS S1-9 12. ESRS S1-14 13. ESRS S1-16 14. ESRS S1-17 15. ESRS G1-4 16. ESRS 2 MDR-M-ENT1 17. ESRS 2 MDR-T-ENT1

GOV-5 Risk management and internal controls over sustainability reporting

a. Scope, main features, and components of the risk management and internal control

processes and systems in relation to sustainability reporting

Odfjell’s risk management and internal control processes over sustainability reporting are based on the COSO

Internal Control–Integrated Framework, addressing five key components:

Control environment: Odfjell fosters a strong ethical foundation and clear governance structures, supported by

the AC and BoD. The AC oversees the effectiveness of sustainability reporting controls, ensuring alignment with

regulatory requirements (e.g., EU Taxonomy, ESRS).

Risk assessment: Risks, including data inaccuracies and regulatory non-compliance, are systematically

identified and prioritized, through a risk assessment process described in our enterprise risk management

(ERM) framework. Internal control risk over sustainability reporting is assessed in the process and aligned with

the AC.

Control activities: Policies, automated system checks, validation procedures, and regular internal audits

mitigate identified risks.

Information and communication: Effective communication systems ensure that internal functions and external

stakeholders receive timely and accurate sustainability data.

Monitoring: The internal audit team regularly evaluates control effectiveness, reporting its findings to the AC,

which informs the BoD. External auditors provide assurance over ESG reporting to further enhance credibility.

b. Risk assessment approach and risk prioritization methodology

Odfjell employs a structured methodology to assess and prioritize sustainability reporting risks:

Defining objectives: Objectives align with ESRS requirements and other sustainability and emission reporting

standards and regulations (e.g., CDP, Poseidon Principles, IMO DCS, EU MRV).

Identifying risks: Comprehensive reviews identify risks such as errors in scope 1, 2, and 3 data, pollution

reporting inaccuracies, and recycling compliance gaps.

Prioritizing risks: Risks are ranked based on their potential financial, reputational, and operational impact.

Priority is given to regulatory compliance and high-impact areas like emissions and financial disclosures.

The AC reviews the company’s risk assessment methodologies, ensuring they adequately address sustainability

reporting requirements.

c. Main risks identified and their mitigation strategies


Topic	Description	Internal control risk	Control actions in place
Climate change mitigation and energy consumption 1. Scope 1 2. Scope 2 3. Scope 3	Covers emissions and energy use for ships (Scope 1), offices (Scope 2), and value chain emissions (Scope 3).	Scope 1: Errors in emission data could affect compliance with regulations (IMO DCS, EU MRV), climate targets, and financial reporting. Scope 2: Minimal risk due to immateriality. Scope 3: Risk of incomplete data or inaccuracies in spend- based calculations, affecting total emission numbers.	Odfjell conducts annual third-party verification of Scope 1 data by IMO- assigned verifiers and uses internal calculation controls for sustainable finance data. Multiple personnel review Scope 1 datasets to ensure accuracy. For Scope 2, data is verified against historical office utility bills. For Scope 3, Odfjell collaborates with a third- party verifier and maintains robust control over fuel consumption and procurement data for spend-based calculations.
Pollution	Covers pollution risks to air, water, and the environment, including GHGs, SOX , black carbon emissions, and potential spills.	Errors in emissions and spill data could lead to regulatory non- compliance and financial penalties. Inherent risk of spills during chemical and fuel handling poses reputational and environmental risks.	Odfjell has implemented strict systems to prevent spills and mitigate their effects, including real-time monitoring, robust emergency response procedures, and compliance with international pollution prevention standards. Additionally, spill incidents are tracked and reported with immediate corrective actions, and fines are managed under a structured response framework.


Recycling	Covers vessel recycling risks related to compliance and ESG considerations.	Risk of non-compliance with recycling standards and terms, particularly concerning environmental and social obligations.	Odfjell has a recycling policy that ensures compliance through detailed control and oversight mechanisms, including mandatory third- party supervision. Recycling activities are conducted under rigorous terms of agreement, and processes are documented and reviewed for adherence to ESG considerations.
Biodiversity	Covers risk related to Odfjells reporting on the impact drivers of biodiversity loss and state of species.	Risk of inaccurate data and difference in research. It is very challenging to be concrete on the data related to biodiversity, and there is a risk that the impact is either under- or over estimated	Odfjell relies on acknowledged research in our Nature Risk assessments.
Own workforce	Covers HR metrics and information provided under S1.	Risk of incorrect workforce metrics, affecting transparency and compliance with reporting standards.	Odfjell uses dedicated HR systems to maintain data accuracy and reliability. Metrics are cross-checked against financial and payroll systems to prevent discrepancies. Regular reviews and reconciliations ensure that workforce data aligns with reporting standards.


Workers in the value chain	Covers information provided under S1, focusing on workers in the broader value chain.	Limited metrics and controls over S2 data. Risk of incomplete consideration of workers further down the supply chain, particularly with sub-suppliers to shipyards.	Odfjell incorporates contractual terms requiring suppliers to adhere to ethical and labor standards. The company conducts due diligence on key suppliers and collaborates with partners to improve visibility and accountability in the value chain. Internal systems track potential risks and escalate findings for further review.
Business conduct	Covers material G-1 topics, including compliance, ethics, and code of conduct.	Risk of undetected facilitation, bribery, or illegal activities due to lack of reporting or monitoring.	Odfjell requires annual compliance and ethics training for employees, with participation tracked. A mandatory reporting system for facilitation requests is in place, monitored at headquarters. The company has implemented whistleblower protections and conducts periodic internal audits to identify and address potential misconduct.

The identified risks are then scored on the probability of not achieving the internal control objective, and the

impact if objective is not achieved.

Legend: 1 Climate change mitigation and Energy consumption | 1a Scope 1 | 1b Scope 2 | 1c Scope 3 | 2

recycling

d. Integration of risk assessment and internal controls into internal functions and processes

Odfjell integrates risk assessment findings into internal functions and processes through:

• Embedding control activities, such as emissions monitoring and supplier evaluations, into routine

operations.

• Leveraging internal audit findings to refine policies and procedures, ensuring alignment with ESRS and

other standards.

• Using IT systems for secure and accurate data collection, with automated validation checks and audit

trails.

• Establishing a feedback loop where risk assessment results inform operational adjustments and

continuous improvement.

The AC discusses the findings with management, ensuring compliance and the effectiveness of internal

controls.

e. Periodic reporting of findings to administrative, management, and supervisory bodies

Odfjell has established robust mechanisms for reporting findings related to sustainability reporting:

AC Oversight:

• The AC reviews and evaluates the internal control framework, discussing sustainability reporting

standards (e.g., ESRS, EU Taxonomy) and their assurance processes with management

• The AC reviews the results of annual external assurance and ensures compliance with relevant

standards and regulations.

BoD:

• The AC informs the BoD about assurance results, explaining their role in ensuring the integrity of

sustainability reporting. The BoD provides strategic oversight and monitors progress against sustainability

ambitions and targets.

Internal audit:

• The internal audit team conducts periodic evaluations of corporate risks and control processes,

reporting findings to the AC and senior management.

External assurance:

• Annual assurance reviews by external auditors are discussed and reviewed by the AC to ensure data

credibility and compliance.

Through these reporting mechanisms, Odfjell upholds transparency and accountability, ensuring sustainability

reporting meets the highest standards of accuracy and reliability.

ESRS 2 SBM Strategy, business model and value chain

SBM-1 Strategy, business model and value chain

Odfjell’s strategy is to provide safe, reliable and efficient transportation and storage of hazardous and sensitive

bulk liquids, primarily chemicals, which are essential inputs to a wide range of global value chains. The

company’s core activities comprise specialised chemical tanker shipping and terminal operations in strategic

global hubs, enabling the safe movement and temporary storage of products between production sites and end

markets.

Odfjell operates a globally diversified business model, serving more than 600 customers, including major

chemical producers and industrial manufacturers, across all major geographic regions. The fleet is

predominantly composed of vessels equipped with stainless steel tanks, enabling the carriage of a wide variety

of chemical products and supporting flexibility in deployment across trades and market cycles. This technical

specialisation is a defining feature of Odfjell’s competitive positioning.

Sustainability considerations are integral to Odfjell’s strategy and business model. The safe handling of

hazardous liquids, prevention of pollution, protection of seafarers and communities, and reduction of

greenhouse gas emissions are fundamental prerequisites for maintaining the company’s license to operate and

long-term commercial viability.

Key elements of general strategy affecting sustainability matters

a. Products, markets, and workforce:

Products and services: Odfjell’s services are concentrated in one primary operating segment: deep-sea

transportation of chemicals and other bulk liquid products. Cargoes primarily consist of specialty and easy

chemicals, vegetable oils, and, in limited cases, clean petroleum products. While the fleet does not specialise in

fossil fuel transportation, such cargoes are occasionally carried and represent a minor share of total revenues.

Terminal activities are conducted primarily through joint ventures where Odfjell does not exercise operational

control, and revenues from these activities are received mainly in the form of dividends.

This focused sector exposure shapes Odfjell’s sustainability profile, particularly in relation to climate transition

risks, safety performance, hazardous substance management, and regulatory compliance.

Significant markets and customer base: We operate on a global scale, serving key markets across the

Americas, EMEA, Asia, and the Pacific. This global reach connects us with a broad spectrum of customers,

including major chemical producers, and industrial manufacturers, supporting essential sectors from food

production to construction.

Workforce composition: The composition of Odfjell’s workforce reflects the nature of our operations, divided

between seafarers and shore-based employees, as shown in the table below. Further details on workforce

composition are provided in ESRS 2-SBM-3-S1.

Workforce composition


Employee category	Number of employees 2025
Shore-based employees	380
Seafarers	1811
Total number of employees	2191

b. Revenue breakdown by sector:

Odfjell only operates in one sector, as our revenues from terminals are dividend from joint ventures where we do

not have operational control. Gross revenue from sea transport in 2025 was USD 1,113.1 million

Notably, while our fleet does not specialize in transporting fossil fuels, we occasionally transport them. Fossil

fuel revenue for 2025 was USD 17 million, up from USD 13million in 2024, representing 1.8 % of total revenues.

Odfjell has no other material sources of revenue beyond those disclosed above. The Group does not generate

revenue from additional ESRS sectors, including activities that give rise to intercompany revenues, activities in

which the undertaking develops significant operations, or activities through which Odfjell is, or may be,

connected to material sustainability impacts. Accordingly, no further sectoral disclosures are applicable.

c. Sustainability-related goals:

Odfjell’s sustainability-related goals apply uniformly across our services, customer categories, geographical

areas, and stakeholder relationships. These objectives center on decarbonization, safety, and reducing our

environmental impact, in line with our overarching climate targets outlined in the sections, see links; Climate

Targets and Progress in E1-1.

d. Assessment of products, markets, and customers in relation to sustainability goals:

Shipping remains the most energy-efficient mode of transporting large volumes over long distances. Odfjell’s

specialized chemical shipping operations play a vital role in supporting industries that produce essential goods,

including food ingredients, pharmaceuticals, and fertilizers. These products are fundamental to global food

security, healthcare, and agriculture.

Our commitment to sustainability is reflected in our adherence to stringent safety and environmental standards.

By optimizing our fleet operations, reducing emissions, and continuously improving efficiency, we enable the

safe and responsible transport of critical products while aligning with global sustainability goals.

e. Strategy elements impacting sustainability:

Odfjell’s vision is to be a world-class, preferred provider of transportation and storage for specialty bulk liquids.

Sustainability is a core pillar of our strategy, ensuring the safe and efficient handling of hazardous liquids while

supporting industries essential to global development.

A key challenge in achieving our sustainability goals is the decarbonization of shipping. This requires navigating

evolving regulations, securing access to sustainable fuels, and overcoming technological and financial barriers

—all while maintaining the highest safety standards. As regulations tighten and market expectations shift, we

must continuously adapt to ensure compliance, operational efficiency, and long-term resilience.

Odfjell’s business model is highly dependent on external sustainability-related factors, including:

• Access to compliant and increasingly low-carbon marine fuels,

• The availability of safe and technologically advanced vessels,

• International, regional and national environmental and safety regulations,

• Customer requirements related to emissions performance, safety standards and transparency.

Decarbonisation of shipping represents a central strategic challenge. While Odfjell seeks to reduce emissions

intensity and prepare for future low-carbon solutions, the pace and cost of transition are strongly influenced by

factors outside the company’s direct control, including fuel availability, infrastructure development and global

regulatory frameworks. Odfjell aims to balance regulatory compliance with its own sustainability ambitions and

to go beyond minimum requirements where feasible. However, as a global operator in a highly competitive

market, the company’s ability to absorb higher costs associated with unilateral action is limited. This reinforces

Odfjell’s support for ambitious, globally harmonised regulations that ensure a level playing field across the

shipping industry.

Our approach prioritizes sustainability as a competitive advantage, embedding it into every aspect of our

operations. By leveraging innovation, strategic partnerships, and our expertise in safe and responsible shipping,

we are committed to driving meaningful change in the industry and contributing to a more sustainable future.

Business model and value chain

Odfjell operates an integrated business model centered on chemical tanker shipping and terminal storage,

positioning us as a key link within the broader supply chain. Our business model allows for flexibility in product

handling and rapid adaptation to market changes, contributing to stability within the cyclical tanker segment. See

also our chapter in Resilience under SBM-3.

a. Inputs:

Our primary inputs include fuel and vessels designed for safe chemical transport, produced and maintained by

shipyards that meet our stringent quality standards. Terminals and voyage materials also form part of our

upstream value chain, essential for supporting our transportation and storage operations.

b. Outputs and outcomes:

Odfjell provides various services, from chemical storage and ship management to reliable and cost-effective

product transport. These services yield benefits for customers by ensuring safe, compliant delivery of essential

chemicals, contributing to investor confidence and supporting sustainable growth within the chemical shipping

sector.

c. Value chain overview:

Our value chain consists of upstream activities, such as ship production and fuel supply, and downstream

activities, such as shore-based cargo transport, terminal operations, and ship recycling. Our close relationships

with key suppliers and customers, vital to Odfjell’s value chain, enable us to serve as a lynchpin in the global

chemical supply network. This integrated structure supports a sustainable business model, providing

transparency and resilience across all aspects of our operations.

SBM-2 Interests and views of stakeholders

At Odfjell, we are committed to developing and implementing our strategy and business model by considering

the interests and perspectives of all our stakeholders. Our approach to sustainability is shaped through

proactive engagement with our stakeholders, including employees, investors, banks, customers, tonnage

providers, suppliers, regulators, and communities. This engagement fosters a comprehensive understanding of

their interests, views, and expectations, which we integrate into our strategic decisions.

Our key stakeholders comprise employees, possible employees, investors, banks, customers, regulators, and

local communities. Engagement with each group occurs through regular dialogue, facilitated by our commercial,

technical, finance, and administrative teams. These interactions are organized to cover key topics, ranging from

safety, sustainability and ethics, to efficiency, quality, and business terms. Relevant environmental, social, and

governance (ESG) topics are always covered. Specifically:

Commercial team: Engages continuously with customers and tonnage providers on efficiency, safety, and

sustainability expectations. Our commercial team with our technical team also interact with the shipyards that

are building vessels that will be on charter to Odfjell, to ensure that the vessels are efficient and meet Odfjell’s

standards for sustainability both in building and operations phase

Technical team: Regularly interacts with ships, suppliers, and service providers to drive sustainable practices in

our operations. Procurement is an integrated part of technical and commercial teams, who work with suppliers

to Odfjell.

Finance and administrative teams: Maintain a constructive dialogue with banks, investors, and community

representatives, focusing on sustainable finance and ESG commitments.

Local offices: Actively involve local stakeholders and communities to ensure our operations meet regional

expectations and contribute to local sustainability.

Each engagement is designed to not only understand stakeholder interests but also to translate them into

actionable insights. Our commitment to integrating these insights is reflected in our DMA and identified IROs,

ensuring a holistic consideration of stakeholder needs in our decision-making.

Understanding stakeholder interests and incorporation in strategy

Through ongoing stakeholder engagement and our due diligence processes, we gain valuable insights that

inform Odfjell’s strategy and business model. We benchmark our materiality assessments against industry peers

and align our approach with inputs gathered through participation in industry groups and events. We address

regulatory requirements proactively, adjusting our strategy in response to transition risks and evolving

regulations. This ongoing benchmarking and regulatory responsiveness reinforce our competitive position while

addressing stakeholder concerns.

Our structured engagements have revealed that our stakeholders are particularly focused on:

Sustainable operations: Emphasis on minimizing environmental impact through innovative practices.

Compliance and ethics: A commitment to uphold the highest standards of safety and integrity.

Operational efficiency: Delivering quality and timely services in line with global standards.

Feedback from stakeholders is regularly presented to management and incorporated into our DMA and IROs. In

addition, feedback from multiple ESG ratings, including those from banks, analytics and ratings companies,

informs our updates across reporting, communication, and key business elements. Odfjell also participates in

reporting through different parties like EcoVadis, CDP, UNGC Communication on Progress, SHE, Euronext,

Position Green, and DNV, and using guides and focus in these disclosures as a basis for continuous

improvement.

Strategic amendments in response to stakeholder views

Odfjell’s strategy is dynamically updated to reflect stakeholder feedback. For instance, we have committed to

expanding our sustainability initiatives by increasing investment in green technologies and pursuing industry

partnerships for sustainable solutions. We recognize that these steps, to be implemented over the next five

years, will strengthen our relationship with stakeholders and meet their expectations for sustainable growth. We

anticipate enhanced stakeholder satisfaction and alignment with our strategic objectives by fostering transparent

and active engagement.

Governance and stakeholder feedback

Odfjell’s BoD and management are frequently informed of stakeholders’ views, especially concerning our

sustainability impacts. Management receives regular updates, which are then used to refine our strategy and

prioritize sustainability goals. This inclusive governance approach allows us to proactively respond to

stakeholder expectations and work towards our sustainability ambitions.


Interests and views of stakeholders
	Employees	Investors	Customers	Suppliers	Community
Examples	• Own employees, potential employees, students, retirees	• Banks, shareholders, book holders • Financial market • Analysts • Insurance companies	• Oil majors, chemical producers, agriculture producers, trading houses, brokers	• Shipyards, technological providers, equipment, ship suppliers, port agents, logistic providers, ship handlers, real estate • Bunkers suppliers • Time Charter (TC) shipowners	• Government, regulations • Media, general public • Associations, seminars, conferences • International Maritime Organisation (IMO)
Key topics	• Safety • Engagement • Commitment • Collaboration • Training & development • Performance evaluations • Recruiting • Career • Diversity, Equity & Inclusion (DEI)	• ESG Performance • Emissions data • Sanctions • Due Diligence process • Anti-Money Laundering • ESG Reporting • Climate risk	• Safety • Quality performance • Emissions • Satisfaction • Use of data • Vetting data • Carbon credits/ETS • Sanctions	• Quality and performance • Contributions to emission reduction • Integrity Due Diligence (IDD) • Human Rights Impact Assessment • Sanctions • Waste • Circularity • TC contracts	• Climate and social impact • Emissions and pollution risk and mitigation • Safety and security • Energy transition • Green shipping • Governance • Compliance • Employment (jobs)


How we engage	• International communication • People managers • Surveys • Work councils • Employee board • Officers Council • Working Environment Committee • Performance management • Policies • Social interests/ sports committees • Townhalls • Whistleblowing systems • Student engagements	• Annual and quarterly reports • Presentations • Bank and Capital market days • Press and stock exchange releases • Investor meetings • IR Activities • Roadshows • Annual General Meeting (AGM)	• Emission reports • Customer meetings • Daily dialogue • Roadshows and industry events • Quarterly reporting • Customer portal • Sanction screening	• Policies • IDD • Pre-qualification/ Screening • Business review • Supplier Code of Conduct principles • Responsible procurement • Contracts • Supplier visits and audits • Event handling system • Procurement collaboration • TC owners dialogue meetings/ seminars	• Participation in associations and partnerships • Proactive Contacts with media • Signatory and collaboration with UN GC • Dialogue NGOs • Presentations • Visits • Membership in Maritime Anti- Corruption Network (MACN) • Shipowners` Association • INTERTANKO • Getting to Zero Coalition • BIMCO ESG Network • Future-Proof on Human Rights • Website and Reporting • School visits and guest lectures


Outcome of the engagement taken into account	• Focus on present safety, security and also through transition • Leadership program established in 2024 following engagement survey • Inputs from works council on several topics that have been approved • Cooperation in a large reorganization project	• New transition finance framework in place on collaboration with banks • Inputs to ESG reporting and transition plan • Dialogue and input on what is regarded as material. • Input to possible updates on SLF Framework	• ETS Clauses • Contract terms • Discussion on risk sharing • Alignment of reporting through CDP and EcoVadis	• Signatures on supplier principles • Ambitions on scope-3 reporting	• External presentations and sharing of experience and perspectives • Multiple media cases • Collaboration in industry forums and calls to actions

SBM-2-S1 Interests and views of stakeholders – own workforce

We engage with our employees in various ways, including intranet updates, town halls, workers’ councils,

working environment councils, officers’ (seafarers’) councils, employee boards, social interests/ sports

committees, annual individual performance dialogues, and bi-annual employee engagement surveys. Outcomes

from our employee engagement survey are analyzed and integrated into decision-making processes.

Our commitment to gender equality, and the prevention of discrimination, is carried out systematically and

continuously and in collaboration with employee representatives. In our drive to prepare our workforce for the

future, we have clear objectives: retain and develop our current employees, establish a diverse talent pool, and

create an inclusive workplace for all. Diversity is not the objective in itself, though. Research has shown it may

promote well-being, contribute to improved decision-making, and help attract and retain talent. In the long run,

that will contribute to the safety and quality of our operations.

Safety is more than a priority at Odfjell. It is a core value and part of our license to operate. We are relentless

about ensuring the safety of our employees, our contractors and surrounding communities by improving the way

we operate as a company. We continuously develop and monitor our safety training, and we do not compromise

on safety.

The company has no corporate assembly. The interests of the employees are safeguarded through an

agreement between the employees and Odfjell. The employees have established a permanent employee

representative body consisting of up to six representatives from the main office in Bergen and the maritime

officers' council. Employee involvement at corporate level, and in most subsidiaries abroad, is also secured by

various committees and councils in which management and employee representatives – both onshore

personnel and seafarers – meet to discuss relevant issues.

As a central group of stakeholders, engagement with our employees drives key aspects of our people strategy.

Our people's health, safety, well-being, and rights are vital to us and our business. Respect for human rights is

integral to our organization.

Employees can also raise concerns through our independent whistle-blowing mechanism see link; G1-1.

SBM-2-S2 Interests and views of stakeholders – workers in the value chain

We also recognize that our business impacts people in our supply chain. As such, we have set out clear

standards and expectations for our suppliers and partners in our corporate supplier conduct principles to ensure

people's safety and human rights. We have dedicated functions in the organization responsible for

communications with our suppliers and partners including agents, external ship managers, T/C vessel owners

and shipyards, which employ most of our value chain workers.

Workers in the value chain can also raise concerns through our independent whistle-blowing mechanism see

link; G1-1.

SBM-3 Material impacts, risks and opportunities and their interaction with strategy and

business model

Since 2020, Odfjell has conducted materiality assessments, transitioning to the concept of double materiality in

2022. In 2024, we refined this process to comply fully with ESRS standards, leveraging extensive stakeholder

engagement and internal evaluations. This systematic approach enabled us to identify material IROs, their

origins, and potential effects on our business model, strategy, and financial performance.

Brief description of material IROs and their concentration in the business model and value

chain

Through our double materiality assessment, we identified key material IROs affecting our operations, upstream

supply chain, and downstream activities. The IROs are presented in the following table, and specified under

relevant topical standard.

Legend: R – Risk, O – Opportunity

Current and anticipated financial effects of material IROs and strategic responses

Current Effects: Transition risks associated with climate change and compliance with evolving regulations, such

as the EU ETS, create financial implications in the short term. Transition costs related to scope 1

decarbonization are being managed through targeted investments and operational efficiencies and further

described in our transition plan.

Anticipated Effects: Medium- to long-term impacts include capital allocation to low-carbon technologies,

resilience investments, and potential financial penalties for non-compliance. Strategic responses include robust

mitigation plans, outlined in our transition plan (see link; ESRS E1-1), and enhanced governance oversight.

Adaptations: Odfjell has integrated sustainability risks into corporate strategy, driving adjustments in fleet

operations, procurement, and workforce management.

Approach to the identification of positive and negative impacts

In the 2024 reporting period, Odfjell SE identified certain positive impacts related to climate change mitigation,

primarily associated with actions taken to improve energy efficiency and reduce greenhouse gas emissions from

our operations.

Following the 2024 reporting cycle, and informed by the amended ESRS exposure drafts, Odfjell SE has

reassessed its interpretation of what constitutes a positive impact under ESRS. While the amended standards

are not yet formally adopted and will not be applicable before FY2027, they provide material clarification of

existing principles in ESRS 1 General Requirements. In the absence of updated official guidance, Odfjell SE has

elected to apply this clarified interpretation already in FY2025 to enhance conceptual consistency, comparability

and decision-usefulness.

Definition of positive impacts applied by Odfjell

In accordance with the amended ESRS 1, paragraph 36, Odfjell SE applies the following principles when

identifying positive impacts:

• Positive impacts are assessed in their own right and are not netted against negative impacts.

• The results of prevention, mitigation or remediation actions addressing negative impacts caused or

contributed to by the undertaking, including actions taken to comply with laws and regulations, do not constitute

positive impacts.

• Positive impacts may arise from the undertaking’s business activities, products or services that mitigate

or remediate negative impacts of another party, provided that Odfjell SE is not connected to those impacts

through its own operations or value chain.

• Identified positive impacts must be relevant and decision-useful, in line with the qualitative

characteristics of information set out in ESRS 1 Appendix B.

This interpretation is consistent with EFRAG Q&A guidance and addresses the risk of presenting actions,

controls or compliance measures as impacts.

Reclassification of climate-related impacts

Under this clarified definition, Odfjell SE has reassessed the classification of climate-related impacts.

Measures undertaken to reduce greenhouse gas emissions from our own fleet, including energy efficiency

initiatives, fuel optimisation, operational improvements and compliance with regulatory requirements, are

considered to address negative environmental impacts associated with our operations. While these measures

contribute to reducing harm and are strategically and operationally material, they do not constitute positive

impacts as defined above.

Accordingly, from FY2025 onward:

• Emissions from Odfjell SE’s operations are reported as material negative impacts on climate change.

• Actions and investments aimed at reducing these emissions are reported as mitigation measures and

performance outcomes, not as positive impacts.

This change does not reflect a reduction in ambition or performance, but a stricter application of ESRS impact

definitions.

Identification of positive impacts going forward

Odfjell SE identifies positive impacts only where its activities, products or services generate stand-alone

beneficial effects for the environment or society that are not limited to the reduction of its own negative impacts

or compliance with regulation.

Positive impacts may include, subject to the outcome of the double materiality assessment:

• Activities that enable third parties to reduce environmental harm or emissions beyond what would

otherwise occur, where Odfjell SE is not connected to the underlying negative impact.

• Contributions to humanitarian, emergency or relief operations, where Odfjell SE’s services directly

support the protection of life or essential societal functions.

• Services that contribute to the reduction or prevention of significant health or environmental harm

affecting communities or ecosystems outside Odfjell SE’s own operational footprint.

All potential positive impacts are assessed through the double materiality assessment, considering impact

severity and likelihood, and are reported only where they meet the qualitative requirements of relevance and

decision-usefulness for users of the sustainability statement.

Implications for the 2025 reporting period

As a result of applying the clarified interpretation of positive impacts:

• Certain impacts previously classified as positive in the 2024 reporting period no longer qualify as

positive impacts in FY2025.

• The distinction between negative impacts and related mitigation actions is more explicitly articulated.

The presentation of impacts more clearly separates outcomes from management responses. In our tables, we

use the term outcome to refer to activities that mitigate negative impact and cannot be classified as positive

impact.

Although the amended ESRS standards are not yet mandatory, Odfjell SE considers this approach to represent

best practice and to strengthen the credibility, consistency and transparency of its sustainability reporting.

Material impacts on people and environment and connection to business model

The following table provides a high-level overview of the material IROs identified through our materiality

assessment. These topics are regarded as having actual and/or potential positive and negative impacts on

people and the environment. Reference to our interpretation of positive impact vs outcomes. Reference table

above for further description of the IROs. Climate-related impacts are further described in the climate risk

assessment (CRA). They are further elaborated upon in the sections under IRO-1, see link; IRO-1. This table

outlines the alignment of these IROs with our strategy and business model, focusing on their implications for

Odfjell.


IRO	Negative impact on people	Negative impact on the environment	Positive outcome for people	Positive outcome for environment	Connection to business model	Reference
Climate Change Mitigation	Displacement and health issues due to climate change effects. Ref also CRA	Increased emissions contributing to global warming from Scope 1 emissions of ships.	Supporting communities by mitigating climate risks.	Reduced global temperature increase with proactive emission reductions.	Significant contributor to climate change; transition to net-zero critical for long-term sustainability.	ESRS 2 SBM-3-E1
Climate Change Adaptation	Vulnerability to climate events like storms and extreme weather impacting workers and societies.	Potential unintended effects of adaptation measures (e.g., resource- intensive measures).	Mitigate climate risk for workforce and communities.	Enhances environmental resilience and ecosystems with adaptation efforts.	Adapting operations to withstand climate impacts ensures resilience and operational continuity.	ESRS 2 SBM-3-E1
Energy	High fuel consumption impacts workers exposed to energy- intensive processes.	Carbon emissions and depletion of non-renewable energy sources.	Developing low-carbon energy technologies benefits energy efficiency and innovation.	Reduces dependency on fossil fuels and fosters cleaner energy adoption.	Transition to sustainable energy supports decarbonizatio n and cost optimization.	ESRS 2 SBM-3-E1


Pollution of Water	Health risks to communities dependent on marine ecosystems harmed by spills.	Damage to aquatic ecosystems from spills or discharges.	Measures to prevent pollution, reduce emissions, improve operational safety and protect sensitive marine areas can lead to positive environmental outcomes, including reduced pressure on ecosystems and biodiversity	Supporting ecosystem services, environmental quality and community resilience	Robust spill prevention policies ensure compliance and protect the environment.	ESRS 2 SBM-3-E2
Pollution of Air	Health risks from particulate matter and pollutants near ports and shipping lanes.	Air quality degradation from ship emissions.	As above	As above	Implementing cleaner fuels and technologies aligns with environmental and social responsibility.	ESRS 2 SBM-3-E2


Biodiversity	Disturbances to marine habitats, risks of pollution from accidental releases, underwater noise, GHG emissions climate change, which in turn affects ecosystems and biodiversity.	Impact coastal communities and other stakeholders who depend on healthy marine ecosystems for livelihoods, food security and well-being.	As for polluted water	As for polluted water	Reliance on functioning marine ecosystems and global trade routes. Maintaining healthy oceans and ecosystems is essential for the long-term resilience of maritime transport, regulatory licence to operate, and the sustainability of the value chains and communities connected to Odfjell SE’s operations.	ESRS 2 SBM-3-E4
Health and Safety	Risk of injuries and accidents to crew and workers on board ships.	N/A	N/A	N/A	Strong safety programs reduce operational disruptions and support workforce resilience.	ESRS 2 - SBM-3-S1
Diversity and Gender Equality	N/A is a R/O only	N/A	N/A	N/A	Attracting diverse talent strengthens human capital and operational creativity.	ESRS 2 - SBM-3-S1


Impact of Training	N/A	N/A	Skill development improves employability and operational excellence.	N/A	Investing in training fosters a competent and agile workforce.	ESRS 2 - SBM-3-S1
Forced Labour in the Value Chain	Exploitation and poor working conditions in supplier operations.	N/A	N/A	N/A	Strengthening due diligence and collaboration with suppliers ensures safer working environments and reduces risks.	ESRS 2 - SBM-3-S2
Health and Safety for Workers in the Value Chain	Risk of injuries and unsafe conditions in supplier operations.	N/A	N/A	N/A	Strengthening due diligence and collaboration with suppliers ensures safer working environments and reduces risks.	ESRS 2 - SBM-3-S2
Corruption and Bribery	Undermines access to fair treatment and erodes trust in institutions.	N/A	Transparent practices enhance trust with stakeholders and governments.	N/A	Integrity in operations fosters long- term relationships and regulatory compliance.	ESRS 2 SBM-3-G1


Management of Relations with Suppliers	Late payments or poor relations can harm suppliers	N/A	Timely payments and strong relations support supplier stability and community development.	N/A	Ethical supplier management ensures supply chain stability and aligns with sustainability goals.	ESRS 2 SBM-3-G1
Ship Recycling	Safety risks to workers at recycling facilities, particularly in high-risk regions.	Environmental harm from improper recycling practices, such as pollution and waste.	Promotes safer recycling standards and worker protections.	Supports circular economy principles and reduces environmental waste.	Committing to sustainable recycling aligns with regulatory and environmental standards.	ESRS 2 SBM-3 ENT1

Financial effects of material risks and opportunities

Financial position: Current risks impact financial performance through cost of regulatory compliance (e.g. EU

MRV, IMO DCS) and emission-related penalties. Opportunities arise from enhanced ESG ratings and access to

sustainable finance.

Phase in: For the 2025 reporting period, Odfjell has incorporated financial assessments of material IROs;

however, the specific financial impact assessment for each IRO is subject to a phase-in period that is also

extended due to the EFRAG Quick Fix guidance. During this phase-in, we have used a guiding scale to evaluate

anticipated financial effects, focusing primarily on qualitative assessments for this reporting cycle. Detailed

financial assessments of individual IROs are still under development and will be completed in subsequent

reporting periods. This approach aligns with the phase-in provisions outlined in ESRS 1 Appendix C and ESRS

2 SBM-3. Additionally, capital expenditure (CapEx) plans related to our transition strategies are included in the

transition plan and provide further insights into our financial planning.

Short-term effects: Increased operational costs due to regulatory requirements and decarbonization measures.

Medium- to long-term effects: Expected shifts include enhanced revenue streams from sustainable shipping

services and improved access to green finance. Investments in fleet modernization and CapEx for

decarbonization initiatives are planned and will be funded through sustainable financing.

Resilience of strategy and business model

Odfjell’s business model for seaborne chemical transportation has demonstrated resilience through decades of

operational expertise, strategic market positioning, and adaptability to evolving global dynamics. This resilience

is assessed through a combination of qualitative and quantitative evaluations, incorporating historical data,

market analysis, and climate scenario modeling.

In 2024, Odfjell conducted a comprehensive assessment of its business model’s ability to address material

impacts, risks, and opportunities. These evaluations, which are subject to continuous review, apply the

previously defined time horizons and consider potential regulatory shifts, decarbonization trajectories, and

economic fluctuations. Scenario modelling indicates that Odfjell’s strategy remains robust under multiple

plausible futures, with no identified risk of stranded assets. Fleet modernization efforts ensure compliance with

evolving regulatory requirements while maintaining operational flexibility to adapt to market developments.

A key pillar of Odfjell’s resilience lies in the flexibility of its fleet and commercial strategy. The company’s

stainless steel chemical tankers are fitted with advanced systems for heating, cooling, inert gas application, and

cleaning, enabling the transportation of a wide range of chemical and specialty liquid products. This versatility

makes the fleet highly robust to shifts in customer demand, ensuring continued relevance across a broad

customer base of more than 600 clients. Furthermore, Odfjell’s global fleet operations provide agility in adapting

to route disruptions, supply chain bottlenecks, and geopolitical shifts.

This flexibility extends to Odfjell’s commercial model, which balances long-term contracts with spot market

exposure, allowing the company to optimize market opportunities while managing commercial risks effectively.

The ability to adjust to fluctuations in demand, shifting trade patterns, and emerging market needs has been a

cornerstone of Odfjell’s business success. Highly trained crews, experienced in handling diverse and complex

cargoes, further enhance operational resilience and ensure best-in-class service reliability.

Odfjell’s long-term resilience is further supported by its industry’s strong historical correlation with GDP growth

and recovery patterns during economic downturns. While future uncertainties remain, the chemical

transportation market is deeply integrated into global supply chains, and no fundamental risks to the continuity

of core markets have been identified. The company’s track record of successfully navigating geopolitical shifts,

economic volatility, and external disruptions reinforces confidence in its ability to adapt to changing conditions.

Recognizing the inherent uncertainties in forward-looking projections, Odfjell remains committed to continuous

monitoring and adaptation. By integrating quantitative scenario analysis with qualitative risk mitigation

strategies, the company aims to sustain its resilience and ability to capture emerging opportunities, while

addressing material risks, in an evolving regulatory and environmental landscape.

Changes to the material impacts, risks and opportunities compared to 2024

Odfjell conducts continuous work to identify and assess impacts, risks, and opportunities in order to ensure that

the Double Materiality Assessment (DMA) remains up to date, reflects the company’s business activities and

operating context, and is aligned with the views of management and the Board of Directors. Throughout the

year, Odfjell gathers internal input, updates identified risks, consults external experts, and performs peer

reviews. As a result, the DMA and the associated impacts, risks, and opportunities (IROs) are subject to regular

review.

The 2024 reporting year represented Odfjell’s first Sustainability Statement prepared in accordance with the

ESRS. During the course of 2024 and 2025, Odfjell has gained additional experience with ESRS reporting and

has further considered guidance issued by EFRAG. This has informed refinements to both the assessment

process and the resulting disclosures.

Accordingly, the IROs were reviewed and updated during 2025. While most changes represent minor

refinements, two material changes have been identified compared to the 2024 reporting:

1. Odfjell has applied a more restrictive approach in assessing positive impacts. This refinement is aligned

with emerging EFRAG guidance, including the EFRAG consultative draft on ESRS updates, and reflects a more

conservative interpretation of what constitutes a positive impact under the ESRS framework. See SBM-3.

2. Odfjell has reassessed impacts, risks, and opportunities related to biodiversity and ecosystems. As a

result of this reassessment, biodiversity has been determined to be a material topic, and Odfjell has therefore

included disclosures in accordance with ESRS E4 – Biodiversity and Ecosystems.

IROs covered by ESRS disclosure requirements vs. entity-specific disclosures

Entity-Specific Disclosures: Ship Recycling, reflecting unique operational challenges in end-of-life vessel

management.

ESRS 2 IRO Impacts, risks and opportunities

IRO-1 Description of the processes to identify and assess material impacts, risks and

opportunities

Odfjell undertook a thorough process in 2023 to identify, assess, and prioritize material IROs, adhering to the

principles of double materiality as outlined in the European Sustainability Reporting Standards (ESRS). The

process ensured that the organization’s impacts on people and the environment, and the financial implications

of sustainability-related risks and opportunities, were fully considered. This process has been an integrated part

of our risk assessments and strategy work, which means that the initial IROS are also updated as reassessed

throughout the year. This disclosure outlines the steps taken, methodologies applied, and integration

mechanisms used to align with the ESRS framework.

Five phases

Odfjell conducted the DMA in five structured phases:

1. Understanding and mapping: Defined the context and scope of Odfjell’s operations and value chain.

2. Identification: Pinpointed actual and potential impacts, risks, and opportunities.

3. Assessment: Evaluated the materiality of identified IROs using qualitative and quantitative criteria.

4. Decision-making and strategy integration: Prioritized and consolidated material IROs into strategic ESG

focus areas.

5. Reassessment: Conducted reviews and refinements to ensure accuracy and relevance.

The different IRO’s are also linked to our strategy map, and the relevant medium- and short-term targets.

Process to identify, assess, prioritize, and monitor IROs

The first phase involved understanding and mapping Odfjell’s operational context, including its activities, value

chain, and business relationships. All business segments and geographic regions were analyzed to identify

areas of potential impact. This phase also included updating the stakeholder analysis to incorporate both

qualitative and quantitative feedback. Stakeholder engagement was critical to understanding Odfjell’s significant

impacts on people and the environment, and in identifying new sustainability matters.

In the second phase, Odfjell identified actual and potential impacts, risks, and opportunities through

consultations with internal and external stakeholders. The activities were mapped against ESRS topics, sub-

topics, and sub-sub-topics to ensure alignment with the reporting framework. Past materiality assessments

provided a foundation for this process, which also incorporated sector-specific and geographic considerations.

We have also considered the connections between our impacts and dependencies and the risks and

opportunities identified from these. We have not identified any clear dependencies where the dependency itself

is identified as a risk. We have integrated dependency assessments into our risk assessment in the DMA

process.

In the third phase, Odfjell assessed the materiality of the identified impacts, risks, and opportunities (IROs). The

assessment was designed to ensure strong alignment with Odfjell’s enterprise risk management (ERM)

framework, including established risk categories and impact thresholds, in order to promote internal consistency

and management ownership.

Impact materiality was assessed on a gross basis, meaning that impacts were evaluated before taking into

account any existing prevention, mitigation, or remediation measures. This approach ensured that the inherent

severity of impacts on people and the environment was fully understood, in line with ESRS requirements. The

assessment considered the scale, scope, irreversibility, and likelihood of each impact.

The scoring of impacts was not treated as a purely binary exercise. Instead, a graduated scoring methodology

was applied, reflecting the fact that sustainability impacts often exist along a continuum. As a general threshold,

impacts scoring 3 or higher were considered to indicate potential materiality and were subject to further

qualitative assessment and validation. This threshold was aligned with Odfjell’s ERM impact thresholds and

ensured consistency between sustainability and financial risk assessments.

In parallel, Odfjell also assessed impacts and risks taking into account existing mitigation and control measures.

This allowed management to understand both the inherent (gross) and residual risk profile and to assess the

effectiveness of current actions. However, the determination of materiality was primarily based on the gross

assessment, with residual considerations used as a supplementary input to decision-making.

Financial materiality was assessed by analysing the magnitude, likelihood, and nature of potential financial

effects on Odfjell’s financial position, performance, and cash flows. Climate- and nature-related risks were

assessed using scenario analysis to evaluate physical and transition risks across short-, medium-, and long-

term time horizons.

In the fourth phase, decisions were made to prioritize material IROs. This process involved multiple discussions

with senior management, the audit committee, and the board of directors. Material IROs were consolidated into

eight strategic ESG focus areas, which informed Odfjell’s corporate strategy. Internal controls and governance

processes ensured that the prioritization adhered to ESRS requirements and aligned with Odfjell’s sustainability

goals.

The fifth and final phase involved reassessment to validate and refine the materiality assessment. Peer reviews

and consultations with industry experts were conducted to benchmark findings. Minor adjustments were made to

reflect evolving regulatory and market contexts. This reassessment ensured that the identified IROs remained

accurate and relevant.

Methodologies and assumptions applied

Odfjell’s double materiality assessment applied methodologies consistent with ESRS 1. Impact materiality was

evaluated by assessing the scale, scope, irreversibility, and likelihood of impacts on people and the

environment. Financial materiality was determined by analyzing the potential magnitude, likelihood, and nature

of financial effects on Odfjell’s position, performance, and cash flows. Specific thresholds for short-, medium-,

and long-term impacts were defined, drawing on Odfjell’s enterprise risk management (ERM) system to ensure

consistency with corporate risk practices.

The criteria applied by Odfjell SE to distinguish positive impacts from mitigation of negative impacts, including

changes introduced from FY2025, are described in ESRS 2 SBM-3

Stakeholder engagement

Stakeholder engagement played a crucial role in the DMA. Internal stakeholders provided insights into potential

impacts and risks across Odfjell’s operations, while external stakeholders, including suppliers and industry

experts, contributed perspectives on value chain risks and opportunities. Interviews and workshops were

conducted to gather input, with particular focus on high-impact areas such as ship recycling and dry-docking

processes. This engagement ensured that the materiality assessment reflected a diverse range of perspectives

and addressed the most significant sustainability matters. For more on stakeholder engagement, see link ESRS

2 SBM-2.

Odfjell also took the initiative to collaborate with industry peers through the Norwegian Shipowners’ Association

in the development of a joint industry report. As part of this collaboration, Odfjell both shared insights from its

own Double Materiality Assessment (DMA) and received structured input from other companies within the

sector. This peer dialogue provided valuable benchmarking and contributed to a broader understanding of

sector-specific impacts, risks, and opportunities. The outcomes of this work were particularly relevant to Odfjell’s

reassessment and update of biodiversity-related IROs.

Integration with risk management processes

The process to identify and assess IROs was fully integrated into Odfjell’s broader risk management framework.

ESG risks identified through the DMA were incorporated into corporate risk assessments and reviewed quarterly

by the board of directors and senior management. Internal control measures were developed to ensure accurate

and consistent reporting of material IROs. The audit committee oversaw the alignment of ESG risks with

corporate governance processes, ensuring that sustainability considerations were embedded in decision-

making.

Integration of opportunities into management processes

Opportunities identified during the DMA were incorporated into Odfjell’s strategic planning and management

processes. These included opportunities such as transitioning to low-carbon operations, leveraging green

finance, green corridors and adopting innovative technologies. Each opportunity was evaluated for its alignment

with Odfjell’s long-term business goals and integrated into operational and financial planning.

Resilience and monitoring

The outcomes of the DMA demonstrated the resilience of Odfjell’s business model in addressing sustainability-

related risks and opportunities. Scenario analyses were conducted to anticipate potential impacts under different

sustainability scenarios as part of the climate risk assessments, and periodic reassessment ensured the

continued relevance of identified IROs. This approach enabled Odfjell to adapt proactively to emerging

challenges and opportunities.

Future steps

Odfjell remains committed to refining its processes for identifying and managing IROs. Annual reviews will be

conducted to ensure that the DMA reflects the latest regulatory, market, and stakeholder developments. Plans

are underway to integrate double materiality findings into Odfjell’s ERM and management systems, further

strengthening the alignment of sustainability considerations with corporate decision-making. This iterative

process underscores Odfjell’s commitment to sustainability and its alignment with ESRS standards.

IRO-1-E1 Description of the processes to identify and assess material climate change-

related impacts, risks and opportunities

Screening of activities and identification of GHG emission sources

We have comprehensively screened our activities and plans to identify actual and potential sources of GHG

emissions and other climate-related impacts. This process involved:

Value chain mapping: We analyzed our business model and mapped all activities across our operations and

the value chain. This value chain map provided a detailed overview of our operational footprint and was

instrumental in identifying IROs through a DMA. All ESRS topics and subtopics have been evaluated for all

activities in the value chain and in our business and assessed with regard to impact. We have included all GHG

emissions, black carbon, and potential other emissions for the climate-related impact.

Scenario analysis: Parallel to the value chain mapping, we conducted a climate change scenario analysis,

assessing direct and transitional risks across short-, medium-, and long-term horizons. This enabled us to

evaluate our business's resilience under varying climate and policy scenarios.

Assessment of impacts on climate change

We employed a rigorous methodology aligned with international frameworks such as the GHG Protocol to

assess our actual and potential impacts on climate change. Key aspects of this assessment included:

Scope 1 emissions: Scope 1 emissions, stemming from the direct operations of our ships in the fleet, represent

the largest source of GHG emissions. Emissions are quantified based on fuel consumption. We have

categorized our fleet as described under BP-2 Emission reporting and fleet categorization see link; BP-2.

Scope 2 emissions: constituting less than 0.1% of our total emissions, are linked to energy use in our offices.

Scope 3 Emissions: Scope 3 emissions comprise 41.7% of our total GHG emissions, with 36.8% of these

attributed to fuel production and transport of fuel. These were calculated using a spend-based and volume-

based approach and relevant carbon factors, acknowledging a degree of uncertainty.

GHG categorization: In line with the GHG Protocol, we focused on emissions of carbon dioxide (CO2), nitrous

oxide (N2O) and methane (CH4). Other GHGs were deemed irrelevant to our operations.

Black carbon and non-GHG pollutants: We also evaluated emissions of NOX, SOX, and black carbon due to

their broader environmental impacts, including climate change, acidification, and pollution. We also noted the

reduced impact of SOX emissions due to the widespread adoption of very low sulphur fuel oil (VLSFO).

Emissions of black carbon were examined due to their potential contribution to climate change and pollution.

Climate adaptation challenges: Transitioning to alternative fuels such as e-fuels will require significant green

energy inputs. This presents challenges, as increased demand for renewable energy in shipping could displace

its availability for other sectors, potentially leading to replacement emissions.

Through our systematic analysis of activities and value chain impacts, Odfjell has identified the primary sources

of GHG emissions and potential drivers of climate-related risks in our business and value chain and for the

identification of IROs.

Climate scenarios

To adopt a scientific and structured approach to climate-related risk and opportunity assessment, Odfjell applies

climate scenario analysis. Projecting climate developments over long time horizons inherently involves

substantial uncertainty; structured scenarios remain indispensable for evaluating a range of plausible futures

driven by differing emissions trajectories, policy interventions, and physical climate responses.

Odfjell continues to draw on scenarios developed by the Intergovernmental Panel on Climate Change (IPCC),

the International Energy Agency (IEA), and the Network for Greening the Financial System (NGFS) to guide its

analysis of physical and transition risks. These scenario sets provide complementary insights into climate

change hazards, transition pathways, and economic implications.

IPCC scenarios

We use scenarios from the IPCC Sixth Assessment Report (AR6) to inform assessments of climate-related

hazards, physical risk exposures, and potential long-term impacts under different socioeconomic and emissions

pathways. The scenarios applied include those aligned with intermediate and higher warming pathways. These

IPCC scenarios provide the scientific backbone for understanding future temperature trajectories, extremes, and

risk drivers relevant to physical climate risk assessments.

These were used to identify climate-related hazards. From the AR6 synthesis report, we selected:

• Intermediate scenario (SSP2-4.5) - This scenario represents a “middle-of-the-road” socioeconomic

pathway in which current development trends broadly continue, and climate policies are implemented at a

moderate pace. Emissions peak around mid-century and decline thereafter, resulting in a stabilisation of global

warming at approximately 2.5–3.0°C by 2100. The scenario implies moderate physical climate risks and reflects

a future where mitigation and adaptation efforts are uneven across regions.

• High scenario (SSP3-7.0) - This scenario is characterised by fragmented international cooperation,

strong regionalisation, and limited climate policy ambition. Emissions continue to rise for much of the century,

leading to global warming of approximately 3.5–4.0°C by 2100. Physical climate risks are high, with increased

frequency and severity of extreme weather events and significant challenges for adaptation, particularly in

vulnerable regions.

• Very high scenario (SSP5-8.5) - This scenario assumes rapid economic growth driven by energy-

intensive development and continued reliance on fossil fuels, with minimal climate policy intervention. Emissions

increase substantially throughout the century, resulting in global warming of approximately 4.5–5.0°C or higher

by 2100. The scenario is associated with very high physical climate risks, severe environmental impacts, and

widespread disruption to natural and human systems.

Consideration of a 1.5°C climate scenario

In accordance with ESRS 2 IRO-1, Odfjell has assessed climate-related transition risks and opportunities

considering scenarios consistent with limiting global warming to 1.5°C with no or limited overshoot. The

assessment formed part of the company’s internal scenario analysis and strategic planning processes used to

evaluate the resilience of its business model and transition strategy.

The analysis concluded that a 1.5°C transition scenario would primarily reflect the regulatory and technological

transition that the maritime sector is already expected to follow. In particular, the decarbonisation pathway

assumed in Odfjell’s transition plan, including improvements in operational efficiency, fleet renewal, deployment

of energy-saving technologies and gradual adoption of lower-carbon fuels, broadly reflects the direction of

international climate policy and the ambition of the IMO 2023 GHG Strategy, which aims for net-zero emissions

from international shipping by or around 2050.

As a result, the transition risks associated with a 1.5°C scenario are largely reflected in the company’s existing

transition planning and climate targets, as described in ESRS E1-1 (Transition Plan), E1-3 (Actions and

resources) and E1-4 (Targets). Odfjell therefore expects its planned transition measures to address the main

transition risks associated with such a pathway, although the company does not claim that its targets represent

a formally validated science-based 1.5°C trajectory.

For the purposes of the scenario analysis presented in this report, Odfjell has therefore focused on higher-

temperature climate scenarios to assess potential physical and indirect risks that may have a greater impact on

maritime operations and global trade patterns. These scenarios provide additional insight into potential

operational and financial exposures beyond those already addressed through the company’s transition strategy.

A 1.5°C transition scenario has thus been considered in the company’s internal assessments but is not

presented separately in this report, as it does not materially change the conclusions of our climate risk and

resilience analysis.

IEA scenarios

Odfjell’s transition risk analysis continues to reference IEA scenarios, including those featured in the World

Energy Outlook (WEO) 2025. The scenarios have therefore been updated in 2025. The WEO-2025 includes

exploratory and normative pathways, such as:

• CPS – Current Policies Scenario: A baseline “starting conditions” scenario built on policies and

measures that are already enacted in law/regulation. It is not a “business-as-usual” label so much as a

disciplined accounting of what existing legislation implies for the energy system.

• STEPS – Stated Policies Scenario - An exploratory scenario reflecting the prevailing direction of travel

based on a detailed reading of current policy settings plus stated policy intentions/targets that are backed by

credible implementing measures (i.e., it goes beyond enacted-only policies, but does not assume all pledges

are fully achieved). In WEO 2025, STEPS is one of the main scenarios used to explore how the system evolves

under today’s policy momentum.

• NZE – Net Zero Emissions by 2050 Scenario - A normative scenario that maps a pathway consistent

with achieving net-zero energy-related CO₂ emissions by 2050, aligned with limiting warming to around 1.5°C

(as framed by IEA). WEO 2025 also notes an update: NZE is described as no longer a limited-overshoot case,

with warming peaking above 1.5°C for decades before falling back below by 2100.

• APS – Announced Pledges Scenario (context for WEO 2025) - APS models a future in which all

announced national energy and climate targets (including NDCs and net-zero pledges) are met in full and on

time. However, IEA states that WEO 2025 does not include APS, because many countries had not yet

submitted/updated the next round of targets, meaning an APS update would have been incomplete; IEA

indicates these will be reflected in future analysis.

• ACCESS – Accelerating Clean Cooking and Electricity Services Scenario (new in WEO 2025) A

normative scenario introduced in WEO 2025 that maps a pathway to universal access to modern energy

services, building on the best examples of rapid historical progress. This scenario is not so relevant for Odfjell,

and has therefore not been included.

•

These IEA scenarios help frame potential future changes in energy markets, fuel mix evolution, and emissions

trajectories under differing policy landscapes, informing Odfjell’s strategic risk and decarbonisation planning.

NGFS scenarios

Odfjell has applied the Network for Greening the Financial System (NGFS) Phase V climate scenarios as part of

its climate risk assessment. The NGFS scenarios are widely used reference scenarios designed to support the

assessment of climate-related physical and transition risks by integrating climate pathways with macroeconomic

and financial variables. They provide internally consistent assumptions on emissions trajectories, temperature

outcomes, policy developments, and economic impacts over short-, medium-, and long-term horizons.

The Phase V update incorporates enhanced representations of physical climate risks, updated socioeconomic

assumptions, and refined modelling of transition dynamics. The scenarios span a range of plausible futures,

including orderly transitions aligned with climate goals, delayed or disorderly transitions with higher transition

risks, and scenarios characterised by limited climate action and elevated physical risks. As such, they are well

suited for stress testing and forward-looking risk analysis.

The NGFS Phase V scenarios were used as an input to Odfjell’s climate risk assessment, supporting the

identification and qualitative evaluation of potential climate-related risks and their transmission channels. They

were applied primarily to ensure consistency with internationally recognised risk assessment practices and to

supplement insights derived from IPCC and IEA scenarios.

However, while the NGFS scenarios informed the underlying risk assessment, they are not highlighted

separately in the reported results. This is because the assessment focuses on scenario-agnostic risk drivers and

outcomes that are robust across multiple scenario frameworks, rather than on scenario-specific quantitative

outputs. The NGFS scenarios therefore served as a methodological reference and validation tool, rather than as

a standalone basis for disclosed scenario results.

Sustainability, dependency, and climate risk

While comprehensive, IPCC scenarios are not industry-specific and require interpretation for our industry’s

unique impacts. These scenarios highlight highly interdependent risks, emphasizing the interconnectedness of

sustainability challenges.

Odfjell incorporates insights from the World Economic Forum Risk Report, which underscores the

interconnected nature of risks such as climate change, hunger, migration, and security. Recognizing that most

climate models inadequately address non-linear impacts and risk interdependencies, we have sought to capture

these complexities in our own analyses.

Identification of climate risks and hazards relevant to Odfjell

For each IPCC scenario, we identified climate impacts and adaptation challenges, as summarized in the

following table.


	Intermediate scenario (SSP2-4.5)	High scenario (SSP3-7.0)	Very high scenario (SSP5-8.5)
Emission and warming	This scenario assumes a stabilization of emissions by mid-century, followed by a gradual decline. Projected global warming by 2081–2100: approximately 2.7°C (likely range: 2.1–3.5°C) above pre-industrial levels.	This scenario envisions a significant increase in emissions due to regional competition and limited global cooperation. Projected global warming by 2081–2100: approximately 3.6°C (likely range: 2.8–4.6°C) above pre-industrial levels.	Represents a fossil fuel-intensive future with rapid economic growth and minimal climate policy. Projected global warming by 2081– 2100: approximately 4.4°C (likely range: 3.3–5.7°C) above pre- industrial levels.


Climate impacts	Heatwaves: Increased frequency and intensity, with significant health implications, particularly in urban areas. Sea-Level Rise: Moderate rise causing heightened risk of flooding in low-lying coastal regions. Ecosystems: Biodiversity loss with some species nearing adaptation limits, especially in sensitive habitats like coral reefs and Arctic ecosystems. Agriculture: Moderate declines in crop yields in tropical and subtropical regions, impacting food security.	Extreme Weather: More frequent and severe heatwaves, droughts, and heavy rainfall events. Sea-Level Rise: Accelerated rise, threatening major coastal cities and small island nations. Cryosphere: Significant loss of Arctic sea ice, glaciers, and permafrost, leading to cascading impacts on hydrology and ecosystems. Health Risks: Increased mortality due to heat stress, vector-borne diseases, and food insecurity. Food Production: Severe declines in agricultural productivity, particularly maize and wheat, leading to global supply chain disruptions.	Unprecedented Extremes: Catastrophic heatwaves, flooding, and drought events becoming commonplace. Ecosystem Collapse: Irreversible loss of biodiversity, with widespread species extinctions. Sea-Level Rise: Drastic rise, submerging low-lying islands and coastal areas. Health and Mortality: Exponentially increased risk of mortality and morbidity due to heat, air pollution, and lack of access to resources. Economic and Social Disruption: Widespread disruption of economic activities, migration, and conflict over resources.
Adaptation challenges	Gradual but insufficient adaptation efforts lead to growing disparities, particularly in vulnerable populations and regions.	Financial and governance barriers limit adaptation measures, particularly in developing countries, exacerbating inequalities.	Many systems reach hard adaptation limits, making mitigation and proactive measures critical but harder to implement.

Subsequently, we analyzed the implications of these impacts on our business model and geographic locations.

This assessment is detailed in the table below.


Topic	Intermediate scenario (SSP2-4.5)	High scenario (SSP3-7.0)	Very high scenario (SSP5-8.5)


Temperature	• Global warming of ~2.7°C by 2081–2100. • Shipping routes in Arctic may open seasonally due to ice melting. • Ports in tropical regions face +1.5–2.5°C increases, stressing cooling infrastructure and worker safety.	• Global warming of ~3.6°C. • Arctic becomes navigable for longer periods, increasing competition in northern routes. • Increased fuel consumption as ships operate under higher temperatures, reducing engine efficiency.	• Warming of ~4.4°C. • Critical risks to operations in ports near Persian Gulf, South Asia, and equatorial zones, where wet-bulb temperatures exceed 35°C, threatening outdoor work and logistics.
Rain	• Increase in extreme precipitation events by 10– 20%, especially in monsoon regions. • Delays in port operations and damage to goods due to flooding. • Stormwater systems at key ports like Singapore may need upgrades.	• Extreme rainfall events increase by 20–40%, overwhelming urban and port drainage systems. • Disruption in supply chains due to delayed loading/ unloading and damages to port infrastructure.	• Severe rainfall variability with increases of up to 50% in tropical regions. • Shipping hubs in Bangladesh, Jakarta, and similar regions face chronic disruptions due to flooding, affecting global trade flows.
Droughts	• Moderate increase in droughts, especially in Mediterranean, South Africa, and parts of Asia. • Lower water availability for hydropower at ports and increased dependency on desalination for operations in drought-affected regions.	• Severe droughts in key operational areas like California, Mediterranean Basin, and southern China. • Reduced water levels in navigable rivers (e.g., Rhine, Mississippi), limiting inland shipping and requiring costly alternatives.	• Persistent droughts in 20– 50% of the world's arid regions, severely impacting freshwater availability. • Major disruptions to Panama Canal operations, with restricted transit due to insufficient water for locks.


Tropical Cyclones/ Hurricanes	• Moderate increase in cyclone intensity, particularly in the North Atlantic, Indian Ocean, and Western Pacific. • Insurance premiums for fleets rise 10–20% due to increased storm risks.	• Cyclones become 10–20% more intense with stronger storm surges and higher wind speeds. • Major hubs like Houston, Mumbai, and Shanghai face frequent storm-related port shutdowns.	• Extremely intense cyclones (category 4–5 becoming more frequent). • Damage to port infrastructure globally, including in Singapore, Manila, and Miami. • Loss of cargo and ships during operations becomes more likely.
Sea Level Rise	• Global rise of ~0.4–0.7 meters by 2100. • Low-lying port cities like Rotterdam, New York, and Shanghai face adaptation costs to raise flood barriers and infrastructure.	• Rise of ~0.7–1.1 meters. • Shipping hubs in Bangladesh, Jakarta, and Manila experience severe disruptions, requiring relocation or elevated infrastructure. • Coastal warehouses face 30–40% higher maintenance costs.	• ~1.5–2 meters rise by 2100. Permanent submergence of key coastal ports, forcing global supply chains to restructure. • 50% of global port operations require relocation or massive investment in flood defenses.
Migration	• Displacement of 10–20 million people annually, particularly in South Asia, Sub-Saharan Africa, and Southeast Asia. • Workforce challenges due to migration pressures in port cities.	• Climate migration rises to 40–50 million people annually, with major urban centers like Dhaka, Lagos, and Jakarta heavily affected. • Increased labor shortages for shipping operations in affected regions.	• Over 100 million people annually displaced by extreme weather and sea- level rise. • Port cities like Chennai, Manila, and Miami lose significant population and workforce. • Pressure on corporate offices in heavily impacted regions (e.g., Southeast Asia).

Further, we examined the temporal dimensions of these scenarios—short-term, mid-term, and long-term—using

tools such as the Climate Impact Explorer by Climate Analytics. This analysis helped identify regions and

operational areas prone to direct climate risks. The same scenarios were employed to evaluate nature-related

risks and value chain vulnerabilities, with a focus on ports and terminals due to limited visibility into upstream

production sites.

Time horizon

The IPCC scenarios define three temporal perspectives for climate impacts:

• 2021–2040 (Near-term): Represents immediate impacts and challenges.

• 2041–2060 (Mid-term): Encompasses mid-range projections of climate risks.

• 2081–2100 (Late century): Captures long-term implications under varying warming scenarios.


Time Horizon	Intermediate scenario (SSP2-4.5)	High scenario (SSP3-7.0)	Very high scenario (SSP5-8.5)
2021–2040 (Near-Term)	• Warming reaches ~1.5°C. • Initial opening of seasonal Arctic routes. • 10–20% increase in extreme rainfall delays port operations in regions like Southeast Asia. • Some flooding at low-lying ports (e.g., Mumbai, New Orleans).	• Warming exceeds 1.5°C, approaches ~2°C. • More intense cyclones impact North Atlantic and Western Pacific routes. Operational disruptions in monsoon regions. • Insurance premiums begin to rise due to increasing weather risks.	• Warming exceeds 2°C, possibly reaching ~2.5°C. • Major flooding at ports like Bangladesh and Jakarta. • Early signs of workforce heat stress in Persian Gulf and Southeast Asia. Catastrophic cyclones become apparent in key regions.


2041–2060 (Mid-Term)	• Warming reaches ~2°C. • Arctic routes navigable for longer periods, reducing transit times. • Sea level rises by ~0.4–0.7 meters, requiring upgrades in ports like Rotterdam, Shanghai. • Moderate droughts disrupt water availability for inland waterways like the Rhine.	• Warming approaches ~3°C. 20–40% increase in extreme rainfall disrupts urban drainage systems near ports. • Cyclones intensify with 10– 20% stronger winds, damaging Houston, Mumbai. • 0.7–1.1 meters sea-level rise threatens small island ports like Malé and Port Louis.	• Warming reaches ~4°C. Severe droughts affect water-dependent hubs like the Panama Canal, reducing capacity. • Chronic flooding impacts Jakarta, New York, and Manila. • Cyclone-related disruptions occur frequently, causing massive delays and damage.
2081–2100 (Late Century)	• Warming stabilizes at ~2.7°C. 0.4–0.7 meters sea-level rise requires elevated infrastructure in key shipping cities. • Moderate flooding and heatwaves become routine, but adaptation investments mitigate severe impacts. Supply chains remain mostly functional with adequate investments.	• Warming peaks at ~3.6°C. Sea-level rise of ~1.1 meters disrupts major port operations in Southeast Asia, Gulf of Mexico, and the Pacific Islands. • Ports without upgrades face abandonment. • Infrastructure damage costs rise significantly due to extreme weather events.	• Warming exceeds ~4.4°C. Sea-level rise of ~1.5–2 meters submerges critical ports like Miami and Chennai. • Migration from low-lying coastal areas causes workforce shortages in major ports. Cyclones and extreme weather render some trade routes nonviable, forcing industry- wide restructuring.

In Odfjell's climate risk analysis, we have adopted a time horizon that aligns with our operational and strategic

planning:

• Near-term (0-5 years): This period aligns with our financial statement timelines and captures immediate

risks and opportunities.

• Long-term (5-25 years): Reflects impacts on vessel lifetimes and strategic planning. Notably, this

includes the mid-term impacts projected by IPCC scenarios.

For our IRO assessment, we have used the following three time-horizons (Anticipated financial effects

assessment is a phase-in requirement under ESRS, and not disclosed Ref ESRS2 -BP2):

• short-term (the period used in financial statements),

• medium-term (from the end of the short-term reporting period to 5 years), and

• long-term (more than 5 years).

The rationale for using these horizons lies in the limited variability in short-term climate scenarios and the need

to account for vessel lifetimes, which can extend up to 32 years. For instance, our youngest ships will operate

well into the IPCC’s mid-term scenario timeline.

Use of the risk model

Odfjell applies the TCFD risk model to categorize identified hazards within the framework. Impacts from these

hazards, along with risks and opportunities, are incorporated into our double materiality assessment and

corporate sustainability risk framework. This includes assessments of climate, nature, value chain, reputation,

and litigation risks.

Corporate climate and nature risks are analyzed for probability and consequence under the three climate

scenarios. Transition and direct risks identified via the TCFD framework are evaluated for near-term (0-5 years)

and long-term (5-25 years) impacts. Mitigating actions for these risks are integrated into our action plans.


Climate and nature risk Odfjell
CN1	Climate Transitional Risk	Ref Climate risk assessment, ie technological compliance, market, risk that emerge from the transition to ie low carbon society, includes decarbonization
CN2	Climate Direct Risk	Ref Climate risk assessment, ie direct and acute climate risk and effects of more frequent extreme weather events
CN3	Climate and Nature Litigation Risk	Litigation risk related to people and organizations seeking to hold companies to account for their impact, and negative contribution.
CN4a	Value Chain and Cross Border Direct Climate Risk	Direct nature and climate risks and Cross Border Direct Risk that can impact supply chains, migration and geopolitical risk
CN4b	Value Chain and Cross Border Transition Climate Risk	Nature and climate transition risk and Cross Border transition Risk that can impact supply chains, migration and geopolitical risk
CN5	Climate and Nature Reputation Risk	Ref Climate risk assessment. Risk of not following ambitions and goals, losing momentum as leader, greenwashing, unfavourable events like spills
CN6	Nature-Related Direct Risk	Risks related to dependence on nature. Physical risks arise when natural systems are compromised, due to the impact of climatic/geologic events.
CN7	Nature-Related Transitional Risk	Risks that result from a misalignment between strategy and management and the changing regulatory, policy or societal landscape for Nature
CN8	Nature-Related Systemic Risk	Risk that a critical natural system no longer functions e.g. tipping points are reached and the natural ecosystem collapses


Risk in 3 different climate scenarios (ref. IPCC AR6 scenarios)
Risks (codes)	Intermediate		High		Very high
Risks (codes)	Probability	Consequence.	Probability	Consequence	Probability	Consequence.
CN1	4	3	5	3	5	3
CN2	4	2	4	2	4	2
CN3	2	3	2	3	3	3
CN4a	2	2	3	2	3	2
CN4b	4	2	4	3	4	3
CN5	3	3	3	3	3	3
CN6	3	2	3	3	3	3
CN7	3	2	3	2	3	2
CN8	2	3	2	4	3	5


Scale used in risk assessment for probability level
Probability level		(organization term below could mean company, business unit, vessel, terminal, office etc.)
1	Very unlikely	May only occur in exceptional circumstances; simple process; no previous incidence of non- compliance, has happened in the industry but very seldom
2	Unlikely	Could occur at some time; less than 25% chance of occurring; non-complex process &/or existence of checks and balances, has happened in organization but very seldom
3	Possible	Might occur at some time; 25 – 50% chance of occurring; previous audits/reports indicate non- compliance; complex process with extensive checks & balances; impacting factors outside control of organization, happens in organization 1-5 times per year
4	Likely	Will probably occur in most circumstances; 50-75% chance of occurring; complex process with some checks & balances; impacting factors outside control of organization, happens in organization 5-15 times per year
5	Certain	Can be expected to occur in most circumstances; more than 75% chance of occurring; complex process with minimal checks & balances; impacting factors outside control of organization, happens in organization more than 15 times per year


Scale used in risk assessment for consequence level
Consequ ence level		People (safety and health)	Strategic	Operational	Environme nt	Financial (loss in Mio USD)	Non- compliance	Reputation
1	Insignific ant	First Aid Case		Insignificant	Spill, leakage within containment, cleanup time <12 hour	0-1	Innocent procedural breach; evidence of good faith; little impact	Non- headline exposure, not at fault; no impact
2	Minor	Medical Treatment Case, Restricted Work Case		Manageable effect of business	Spill with cleanup time > 12 hours	1-3	Breach; objection/ complaint lodged; minor harm with investigation	Non- headline exposure, clear fault settled quickly; negligible impact
3	Moderat e	Lost Workday Case	Market position affected	Affecting business operations, delays, need to find alternative less favorable solution	Pollution under reportable quantity with no irreversible effect	3-7	Negligent breach; lack of good faith evident; performance review initiated	Repeated non-headline exposure; slow resolution; Ministerial enquiry/brief


4	Major	Permanent Partial Disability or Permanent Total disability	Reduced market position	Disruption operations, causing major loss	Pollution in reportable quantity and irreversible effects in limited environment , extern resources or involvement	7-20	Deliberate breach or gross negligence; formal investigation; disciplinary action; ministerial involvement	Headline profile; repeated exposure; at fault or unresolved complexities; ministerial involvement
5	Catastro phic	Fatality	Major loss of market position	Critical for business continuity	Pollution with irreversible effects on the outer environment , significant external resources or involvement	>20	Serious, willful breach; criminal negligence or act; prosecution; dismissal; ministerial censorship	Maximum high-level headline exposure; Ministerial censure; loss of credibility

Climate-related physical risks and climate-related hazards

The analysis of hazards, derived from the aforementioned processes, informs our DMA and climate risk

assessments. The following table outlines climate-related risks and areas of sensitivity for Odfjell:

Climate risk for Odfjell – Direct CN2


				Intermediate		High		Very high
Risk area		Inherent Risk	Mitigating actions	Near Term	Long Term	Near Term	Long Term	Near Term	Long term
Physical/Direct	Acute	• Extreme weather events like heatwaves and freezes will affect infrastructure, health & safety and operations • Storms and flooding cause harm to people, infrastructure and operations/ shutdowns • Disruptions in waterway infrastructure, ie Panama Canal • Weather events cause damage to port infrastructure and Terminals	• Use climate scenarios to build resilience short and long term • Update local climate risk assessments and plans for terminals • Climate change included in project modelling for Terminals • Regulations on working in hot weather in place • Weather routing to avoid adverse weather • Routing clauses in contracts	Med	Med	Med	High	NA	High
Physical/Direct	Chronic	• Changing weather patterns and rising mean temperature and sea levels • Rising sea level creates problems for Terminals, e.g. cost of protection, regulation, and requirements in capex projects • Adaptation to storms and rising sea levels increases cost	• Use climate scenarios to build resilience in the short and long term	Low	Med	Low	High	NA	High

Climate-related transition risks and opportunities

The identification of transition risks follows the same methodology as direct risks, leveraging scenarios to

pinpoint risks and opportunities across the value chain. Key considerations include regulations, market

dynamics, and technological advancements. These findings are incorporated into the DMA and the ESRS E1-1

Transition plan.

The transition plan evaluates locked-in emission risks, EU Taxonomy alignment, and pathways to net-zero.

While no industry-wide policy exists for achieving a 1.5°C target, frameworks such as the Science Based

Targets initiative (SBTi) provide guidance. Odfjell has assessed SBTi requirements but has not yet aligned its

targets with the initiative’s guidelines.

Our transition plan is built on an IMO Net-Zero scenario, focusing on actions to achieve net-zero by 2050. Given

the regulatory environment of the shipping industry, these actions depend on advancements in technology,

infrastructure, and long-term policy development. Transition risks and opportunities are summarized in the table

below:

Climate risk for Odfjell – Transition CN1


			Intermediat e		High		Very high
Risk area	Inherent risk	Mitigating actions	Near term	Long term	Near term	Long term	Near term	Long term


Transition	Policy & legal	• Carbon pricing and allowances • New and increased reporting obligations (CSRD, CSDDD) • IMO Regulation (CII, EEXI, other) • IMO Net-Zero Framework • EU Regulation (ETS, FuelEU, other) • Scope-3 and LCA • Local regulations	• Pass through of carbon tax and FuelEU cost • EU ESRS Alignment of our reporting • Scenario analysis and Transition plan/Fleet transition plan • Technical initiatives for retrofits • Adoption of low carbon fuel • Scope-3 analysis and monitoring. LCA assessment of vessel • In house task force and competence monitor development	High	High	High	High	NA	High
	Technol ogy	• Risk of lower residual value or stranded assets with existing technology/age/ performance • Unsuccessful investment in new technologies • Increased cost of new technology • Too early/Too late decisions on propulsion technology	• Odfjell’s future Tanker concept program • Fuel flex strategy • Monitor and understand new technology • Fleet transition plan • New fleet plan with long-term TC, that reduces technology risk • Adoption of drop-in fuel	High	High	High	High	NA	High
	Market	• Changing end-user behaviour to other products (e.g. reduced use of plastics) • Customers demand more reporting and access to data – we could lose flexibility • Focus on products related to climate change/deforestation, e.g. palm oil • Customers tighten expectations to, for example, CII rating and/or age • Not able to transfer ETS cost	• Market analysis to understand development and changes • Educate customers/ brokers • Customer dialogue regarding age, EUAs and FuelEU related cos	Low	Med	Med	Med	NA	Med

Climate opportunities for Odfjell – ref. DMA (Part 1)


			Intermediate		High		Very high
Opportu nity area	Opportunities	How to capture	Near term	Lon g term	Near term	Lon g term	Near term	Lon g term
Resourc e efficienc y	• More efficient fleet than competitors, gives a competitive edge • Energy efficient/low emission fleet lowers cost for customer when CO2 is taxed and Scope-3 reporting comes into effect. Odfjell can be preferred provider • Efficient handling of waste and material reduce cost, and have a positive effect on circular economy	• Customer portal and sharing customers CO2 use • Transparency on ETS • The opportunity is short/ medium term as competitors can invest more in new ships/ upgrades • Develop projects to improve our own Scope-3 data	High	Low	High	Low	NA	High
Energy	• Energy efficiency at offices and terminals reduces cost, reduces emissions and leads to higher ratings • Use of lower-emission sources of energy, and sustainable sourced energy (e.g. at terminals and offices)	• The daily work of SM Technology department and cooperation with Tankers • Cooperation and lobbying in the industry • Business development for Terminal • Energy efficiency initiatives	High	Low	High	Low	NA	High


Technol ogy	• Digitalization and high- quality data improves decision making • Transparent data on emissions gives better data (ETS and Scope-3) to customers • Future deep-sea zero emission tanker concept as a digital twin for new technology • Test and install energy saving devices to improve efficiency	• The daily work of SM Technology department and cooperation with Tankers • Digitalization initiatives like decarbonization dashboard and customer portal • Adoption and investments in new technology	High	High	High	Med	NA	High
Products and services	• Demonstrate lower product footprint and lower emission cost for customers • Digital platform/ Customer portal/ Emission data will have value for customers	• Customer portal, Scope-3 reports • Share our analysis, data and capacity • Meet and educate customers, brokers	High	Low	High	Low	NA	High

Climate opportunities for Odfjell – ref. DMA (Part 2)


			Intermediate		High		Very high
Opportu nity area	Opportunities	How to capture	Near term	Lon g term	Near term	Lon g term	Near term	Lon g term
Procure ment	• Further develop supplier relations through sustainable procurement • Improve ESG ratings, e.g. on EcoVadis, CDP and others, where we are rated on supplier relations and sustainable procurement • Overview of our own Scope-3 emissions, support re-manufacturing and low eco-footprint products • Use the Achilles platform	• Sustainable Procurement development and develop program for supplier development • Supplier expectations for Scope-3 reporting • More suppliers on Achilles platform	High	Low	High	Low	NA	High
Markets	• Utilize our position to do sustainable financing, and to access new, beneficial financing • Access incentives/ financing under green infrastructure subsidies (e.g. the Inflation Reduction Act) • Utilize our leadership position on sustainability in dialogue with customers, for Terminals and Shipping	• Customer dialogue • Business development and relevant green projects	Low	High	Low	High	NA	High
Resilien ce	• Continue building reputational capital • Continue our fuel-flex approach and monitor closely what the industry is doing and where it is going • Build knowledge and capacity in all areas, from technical to environmental practices • Understand regulation and drivers	• Communication strategy • Raising Odfjell's profile through participation presentations and market activities, within the industry, media and community	High	High	High	High	NA	High

IRO-1-E2 Description of the processes to identify and assess material pollution-related

impacts, risks and opportunities

Pollution

Through a comprehensive assessment of our activities and value chain analysis, pollution to air and water has

been identified as a material concern. Pollution to soil, however, is not considered material, as our maritime

operations occur at sea, and our office activities do not constitute a significant source of pollution. Pollution, in

this context, is defined as the direct or indirect introduction of pollutants into air and water resulting from our

activities, which may harm human health and/or the environment or interfere with amenities and other legitimate

uses of the environment. Pollutants are substances or other contaminants present in the air and sea that may

adversely affect human health and/or the environment. For details on involvement of stakeholders please see

policies related to pollution see link; E2-1.

The analysis indicates that actual pollution arises from greenhouse gas emissions (addressed under see link;

ESRS E1), wash water from cleaning processes, and sulphur, nitrogen oxide and black carbon emissions from

combustion engines. Potential pollution risks include cargo-related fuel or substance spills. Odfjell ensures full

compliance with IMO MARPOL regulations as well as international and local pollution-related regulations. Waste

and wastewater, which may have environmental impacts, are addressed under see link; IRO-1-E5 and are

therefore excluded from IRO-1-E2.

Other forms of pollution, such as light and noise pollution, are deemed non-material. Underwater noise is

addressed under see link; IRO-1-E4. Similarly, pollution from microplastics and marine debris is considered non-

material based on findings from our LEAP analysis and DMA. Possible pollution from building and recycling of

vessels is addressed under see link; IRO-1-E5, and in the company specific IRO on ship recycling.

LEAP process and findings

Odfjell has been one of the TNFD early adopters and previously reported on nature risk in line with the TNFD

framework. Through this process, we have used the LEAP model in line with TNFD’s guidance on the

identification and assessment of nature-related issues: the LEAP approach. We have used this approach to

assess impact, risk, and opportunities related to pollution.

The table below describes the process and outcomes.


Phases	Odfjell Work	Activities and locations with actual and potential pollution


Locate	Identify Odfjell’s main interfaces with nature across its shipping operations and value chain. We mapped activities that can cause pollution and the marine and coastal environments where these activities typically occur. Given that vessels call at many ports globally, the location assessment focuses on representative operating contexts (e.g., ports/harbours, coastal waters, confined seas, canals/straits and offshore/anchorage areas) rather than specific terminals. Key upstream interfaces include fuel and lubricant supply and shipbuilding/maintenance. Key operational interfaces include navigation and port calls, cargo handling, cleaning operations and waste management. Key downstream interfaces include offloading of residues/waste to licensed reception facilities and end‑of‑life ship recycling.	Shipping activities and typical locations with actual/potential pollution • Cargo loading/unloading in ports/berths and at anchor (risk of leaks, hose/arm failure, overfill) • Bunkering (fuel transfer) in ports, anchorages and bunkering hubs (spill risk) • Ship‑to‑ ship (STS) transfer in designated STS zones/anchorages (spill risk) • Tank washing and handling of slops/residues (primarily in port via reception facilities; residual risk at sea) • Oily bilge water, sludge, grey/ black water management (onboard; discharge controls apply) • Ballast water uptake/discharge (ports, coastal waters; invasive species risk) • Exhaust gas cleaning systems (scrubber washwater where installed) (coastal waters/ports; increasing restrictions) • Anti‑fouling coatings and hull cleaning (in-water cleaning zones/ ports; paint/biocide release risk) • Accidents (collision/grounding/ fire) (high‑traffic straits/canals, coastal waters, approaches to ports) Value-chain interfaces • Shipbuilding, dry-docking and maintenance (shipyards/drydocks; paint, blasting media, wastewater) • End‑of‑life recycling (ship recycling yards; hazardous materials and waste handling)


Evaluate	Prioritise pollution‑ relevant interfaces by type of activity, likelihood and potential severity. We screened activities against exposure factors typically used in LEAP, such as proximity to sensitive habitats, hydrodynamic confinement (e.g., estuaries/bays), frequency of operations (port calls), and the hazard profile of cargoes. Outputs from this step are a shortlist of priority pollution pathways to be assessed further, including: (i) accidental releases of cargo or fuel during port/transfer operations, (ii) operational discharges regulated under IMO conventions, (iii) biofouling/ballast-mediated impacts, and (iv) pollution risks in shipbuilding/ maintenance and recycling.	Key pollution pathways prioritised (examples) • Chemical cargo spills/leaks during loading/unloading or transfer operations • Fuel oil spills during bunkering; oily residues and bilge/sludge handling • Ballast water discharge and hull biofouling (invasive species) • Waste streams: garbage, plastics, packaging; accidental loss of containers/equipment • Scrubber washwater discharges (where applicable) and port/coastal restrictions • In‑water hull cleaning and anti‑fouling paint/biocide release • Underwater noise (interaction with marine fauna) in high‑traffic corridors • Dry-dock/shipyard emissions to water/soil (paint removal, blasting, wastewater) • Recycling-stage pollution (hazardous materials, oils, residues)


Assess	Assess material pollution risks and opportunities arising from the priority pathways. This includes (a) physical risk and liability from spills/accidents, (b) transition risk from stricter discharge controls, port restrictions and customer requirements, and (c) reputational and financing impacts. Assessment is informed by incident history, near‑miss reporting, regulatory horizon scanning and the effectiveness of existing management systems (e.g., safety management, spill response, waste handling). Quantitative metrics and performance indicators (e.g., spill incidents, waste landed to reception facilities, compliance deviations) are disclosed in ESRS E2 where applicable.	Assessment focus areas • Accidental pollution: likelihood/ severity of cargo/fuel spills during port calls, STS and navigation • Operational discharges: compliance with discharge limits and controls (bilge, sewage, garbage, residues) • Port and coastal restrictions: increasing limitations on certain discharges (e.g., open‑loop scrubber washwater) • Biosecurity: ballast water and biofouling management effectiveness • Value-chain controls: supplier and contractor practices at shipyards/ drydocks and recycling yards • Emergency preparedness: response capability, training and coordination with port authorities


Prepare and report	Define actions, governance and disclosures to manage pollution-related impacts, risks and opportunities. Odfjell applies preventive and preparedness measures across ship operations and port interfaces, including operational procedures for transfers, maintenance of critical equipment, training and drills, and requirements for waste handling and reception facilities. Management controls are integrated into the company’s HSEQ and safety management systems. Disclosures include policies (e.g., zero-spill ambition), incident reporting practices, and performance metrics in ESRS E2, with continuous improvement actions informed by lessons learned.	Examples of response measures (shipping and ports globally) • Transfer management: checklists, hose/arm integrity, closed loading, overfill protection, monitoring • Spill prevention and response: onboard kits, drills, contingency plans, cooperation with port response resources • Waste and residues: segregation, documentation, delivery to licensed port reception facilities • Discharge management: compliance procedures and monitoring for regulated operational discharges • Ballast/biofouling: treatment systems, biofouling management plans and cleaning controls • Scrubber governance (where relevant): operational restrictions, monitoring and transition planning • Supplier/contractor requirements: shipyard and recycling standards, audits/clauses where feasible

Identified transition risk related to pollution


Category	Pollution-related transition risks	Relevance to Odfjell’s deep-sea shipping activities
Policy and legal	Introduction of stricter international, regional and local regulations governing air emissions and operational discharges (e.g. MARPOL Annex II and VI), increased restrictions on permitted discharges in ports and coastal waters, enhanced reporting and due diligence requirements, and exposure to sanctions or litigation in the event of pollution incidents.	Odfjell operates globally across multiple jurisdictions and is exposed to regulatory fragmentation and tightening requirements affecting fuel use, cargo residues, wash water, waste handling and emissions. Non- compliance or incidents may result in fines, operational restrictions, detentions or reputational damage.
Technology	Risk of delayed or insufficient availability of cost- effective pollution control technologies, including emissions abatement systems, ballast water treatment solutions and alternatives to substances of concern. Risk of stranded or restricted technologies as local regulations evolve.	Chemical tanker operations require high technical standards. Uneven regulatory acceptance of certain technologies (e.g. discharge-related systems) may affect vessel deployment flexibility and investment decisions.
Market	Increased operating costs linked to compliant fuels, port services and waste reception facilities; shifting customer expectations toward higher pollution prevention standards; potential volatility in demand or freight rates for operators perceived as higher pollution risk.	Customers in the chemical industry increasingly integrate environmental performance into procurement decisions. Cost increases related to compliance may affect margins if not broadly adopted across the industry.
Reputation	Heightened stakeholder sensitivity to pollution incidents, visible discharges or non-compliance, leading to loss of trust among customers, regulators, financiers or local communities.	Due to the hazardous nature of cargoes carried, any pollution incident may attract significant scrutiny and reputational impact beyond the immediate environmental damage.
Opportunities (transition- related)	Stronger alignment with emerging regulations, early adoption of robust pollution control practices, and transparent reporting can reduce transition risk and support long-term competitiveness.	Proactive compliance and industry engagement may strengthen Odfjell’s position with customers, regulators and financiers in a tightening regulatory environment.

Identified physical risk related to pollution


Type of physical risk	Description of pollution risk	Relevance to Odfjell’s operations
Acute pollution incidents	Accidental release of cargo, fuel or lubricants during port operations, ship-to- ship transfers, tank cleaning, bunkering or as a result of collisions or groundings. Accidental spills pose a severe risk to marine ecosystems, causing long-term damage to biodiversity and habitats	Chemical tanker operations involve substances that can cause significant harm to marine ecosystems. Acute incidents may result in environmental damage, port closures, cleanup obligations and liability exposure.
Operational discharges	Emissions of air pollutants (e.g. SOX , NO X, particulate matter) and permitted operational discharges (e.g. wash water, residues) that may contribute to local or regional environmental degradation. Sulphur emissions from fuel combustion may contribute to acid rain and respiratory issues in nearby populations. Nitrogen oxide emissions may lead to ozone formation and eutrophication, impacting marine biodiversity and air quality. Black carbon emissions from incomplete combustion contribute to local air pollution and can accelerate climate change and contribute to Arctic ice melting.	While regulated, cumulative impacts may lead to increased restrictions in sensitive or congested areas, affecting operational planning and vessel routing.
Environmental sensitivity of operating areas	Operations in ports, coastal waters, straits and confined seas where ecosystems are more vulnerable and where pollution impacts can be amplified.	Odfjell’s vessels regularly call at global ports and transit environmentally sensitive regions, increasing exposure to both actual impacts and heightened regulatory oversight.
Secondary effects	Disruption of access to ports or services following pollution incidents, increased insurance costs, and tighter operational controls imposed by authorities.	Physical pollution events can trigger cascading operational and financial impacts beyond the immediate incident.

Opportunities related to pollution


Opportunity category	Description	Relevance to Odfjell
Resource efficiency	Reduction of pollution through improved fuel efficiency, optimisation of cargo handling procedures, minimisation of residues and waste, and strengthened operational controls.	Lower pollutant generation per transported tonne improves environmental performance and reduces exposure to regulatory and operational risk.
Markets	Differentiation through high standards of pollution prevention, transparent performance reporting and reliable compliance across jurisdictions.	Customers increasingly value responsible operators, particularly in the chemical sector where environmental risk is material.
Financing	Improved access to sustainability-linked financing and potentially more favourable terms through demonstrated pollution risk management and performance transparency.	Pollution prevention performance is increasingly assessed by lenders and investors as part of environmental risk management.
Resilience	Increased operational flexibility and robustness through diversified compliance pathways, strong procedures and continuous improvement of monitoring systems.	Enhances Odfjell’s ability to adapt to local regulatory differences and future tightening of pollution controls.
Reputation	Strengthened trust with regulators, customers, financiers and communities through a proactive stance on pollution prevention and incident management.	Supports long-term license to operate and reinforces Odfjell’s position as a responsible deep-sea chemical tanker operator.

Considerations of commission recommendation (EU) 2021/2279 on the use of the

environmental footprint methods

Odfjell has considered the Environmental Footprint (EF) methods outlined in EU Recommendation 2021/2279 to

measure and communicate the environmental performance of the fleet throughout the lifecycle. The EF methods

provide a structured approach for evaluating and disclosing environmental impacts using life cycle assessment

(LCA) principles.

The life cycle of a ship encompasses all stages, from design and construction through to operation and

decommissioning or recycling. This life cycle has been used in the LEAP process and in the DMA to identify

environmental, social and governance IROs, and the results of these assessments are presented in the relevant

topical standards.

Odfjell initiated a study in 2023 to determine the emissions throughout the life cycle of vessels, focusing on GHG

emissions and using ISO 14040/14044 standards, a recognized method for evaluating environmental impacts

during a product's life cycle.

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Below is an outline of the key phases:


Phase	Description
1. Concept and design	• Initial design process where functional and environmental requirements are defined. • Includes feasibility studies, environmental impact assessments, selection of materials, and regulatory compliance considerations.
2. Construction	• Building the ship using multiple raw materials and products. • Includes fabrication, assembly, coatings, and installation of machinery, systems, and outfitting.
3. Operation	• The ship's active service life where it performs its intended functions (e.g., transporting goods or passengers). • Management of inventory hazards. • Includes fuel consumption, maintenance, crew operations, and port activities. • The longest and most environmentally impactful phase due to emissions and energy use.
4. Maintenance and repair	• Regular service to ensure safety, efficiency, and regulatory compliance. • Includes activities like hull cleaning, engine overhauls, and replacement of parts. • Generates operational waste such as oil, filters, and worn components.
5. End-of-life recycling	• Sale of ships to new owners. • Decommissioning the ship when it reaches the end of its operational life. • Includes dismantling, material recovery (recycling), and waste handling in line with IHM and applicable regulations. • Re-use and sale of relevant components.

IRO-1-E3 Description of the processes to identify and assess material water and

marine resources-related impacts, risks and opportunities

Introduction

Water and marine resources are indispensable for biodiversity, human communities, and economic activities.

These interconnected systems regulate the climate, provide fresh water, and sustain ecosystems, making them

vital for global sustainability. This chapter outlines Odfjell’s considerations of our impacts, mitigation measures,

and contributions to water-related global and regional sustainability ambitions.

Water and marine resources play key roles:

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• Foundational for biodiversity: Supporting ecosystems and delivering critical services essential for life.

• Essential for human needs: Ensuring access to clean water for drinking, agriculture, and industries and

supporting livelihoods through fishing and trade.

• Linked to climate resilience: Directly impacted by sea level rise, saline intrusion, and changing

precipitation patterns caused by climate change.

Linkages to other ESRS topics

Water and marine resources are closely linked to:

• ESRS E1 Climate change: Addressing risks from sea level rise and ocean acidification.

• ESRS E2 Pollution: Managing emissions to water, including microplastics.

• ESRS E4 Biodiversity: Conserving aquatic ecosystems to sustain biodiversity.

• ESRS E5 Circular economy: Promoting wastewater recycling and reducing reliance on resource

extraction.

Identification of material impacts, risks, and opportunities (IROs)

Odfjell conducted a comprehensive assessment to identify material IROs concerning water and marine

resources in its operations and across its value chain. This included:

• Assessing water use, including consumption of water on board, surface and groundwater, withdrawals,

and discharges.

• Evaluating marine resources to determine whether activities fall under extraction and associated

economic activities.

Assessment process

1. LEAP Methodology: The LEAP process, as outlined under ESRS E2 Pollution, was used to screen

sites and activities for water-related impacts, risks, and opportunities.

2. Value chain evaluation: Water-related topics and sub-topics were assessed for all activities in the

value chain as part of the DMA.

3. Water scarcity analysis: Scenarios and climate risk assessments included evaluations of water

scarcity.

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Key findings

Own operations:

• Water consumption is limited to office use (non-material)

• Freshwater on board ships is produced from seawater using reverse osmosis systems.

• No material volume of water is discharged from Odfjell’s operations.

• The company uses seawater and freshwater produced onboard for tank cleaning. Discharges are

diluted and handled in accordance with applicable MARPOL requirements.

Value chain:

• Water use includes cleaning and discharge activities at terminals, addressed under ESRS E2 Pollution.

• Water consumption at suppliers of products used in Odfjell has been assessed in the DMA, but not in

interaction with the suppliers.

Community impacts:

• Odfjell’s operations do not significantly impact local communities with regard to water, so no

consultations have been conducted with affected communities.

Marine resources:

• Activities involving the extraction and use of marine resources, as defined under ESRS E3 Water and

marine resources, are not a part of Odfjell’s operations.

Results

Based on the LEAP methodology, DMA, and climate risk assessments, water and marine resources are not

considered material topics for Odfjell. Given the limited material impacts identified, these topics are not reported

in the topical standard. However, Odfjell remains committed to ongoing monitoring and will reassess if

circumstances change.

IRO-1-E4 Description of the processes to identify and assess material biodiversity and

ecosystems-related impacts, risks and opportunities

Introduction

Biodiversity and ecosystems are essential for sustaining life on Earth, providing critical services such as food,

water, clean air, and climate regulation. These interconnected systems underpin the health of the planet and

human well-being. This chapter outlines Odfjell’s approach to managing its impacts on biodiversity and

ecosystems, mitigation actions, and alignment with global and regional sustainability ambitions.

Biodiversity and ecosystems are:

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• Foundational for ecosystem services: Supporting essential functions like nutrient cycling, pollination,

and climate regulation.

• Critical for human well-being: Providing food, medicine, and raw materials while maintaining cultural and

recreational values.

• Linked to climate resilience: Biodiversity enhances ecosystem stability, aiding in adaptation to climate

change and mitigating its effects.

Odfjell has assessed biodiversity and ecosystems (E4) as a material topic. In line with the TNFD LEAP

approach, the assessment focuses on the following material sub-topics:

1. Direct drivers of biodiversity loss, and

2. Impacts on the state of species, in relation to Odfjell’s deep-sea chemical tanker operations.

The LEAP framework is applied as a screening and structuring tool to ensure systematic identification of

impacts, dependencies, risks and opportunities across Odfjell’s operations and relevant value chain interfaces.

The outcomes of this process inform the disclosures under ESRS E4-1 and ESRS E4-2.

The interrelation to other ESRS

Biodiversity and ecosystems are closely connected to other environmental matters. The main drivers of

biodiversity and ecosystem degradation are climate change, pollution, land- freshwater- and sea- use change,

direct exploitation of organisms and invasive alien species.

• ESRS E1 Climate change: Addressing greenhouse gas emissions and energy consumption, which

impact habitats and species.

• ESRS E2 Pollution: Managing pollution to air, water, and soil, which directly affects biodiversity.

• ESRS E3 Water and marine resources: Highlighting water consumption and marine ecosystem

impacts.

• ESRS E5 Circular economy: Promoting practices that reduce resource extraction and waste

generation, supporting ecosystem preservation.

Identification and assessment of actual and potential impacts

Odfjell has through 2025 made an updated review of DMA and also updated the Nature risk assessment,

following TNFDs new draft Sector Guidance for Marine transportation, and used this to improve the reporting

under E4 in three ways:

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1. Structuring and terminology (LEAP alignment)

The disclosure is organised explicitly around the TNFD LEAP components (Locate, Evaluate, Assess, Prepare),

consistent with TNFD’s presentation of LEAP as an iterative approach that can be integrated into reporting

cycles.

2. Sector-specific screening logic (routes, biomes, sensitive locations)

The TNFD guidance was used to define:

•. Route and port-call basis for “Locate” using port-call data

•. Relevant marine and coastal biomes for deep-sea shipping exposure

•. Relevant sensitive-area categories and illustrative datasets/tools (e.g., MPAs/PSSAs/IMMAs

and route overlays).

3. Risk and opportunity completeness and measurement direction

The TNFD tables and examples were used to ensure that the ESRS risk/opportunity coverage includes:

• Transition risks (policy/legal, technology, market, reputation) and physical/systemic risks

relevant to the sector

• Measurement and disclosure direction for marine transportation, including. It is a challenge to

find relevant data, and to measure relevant data. This is an area under development.

This use of TNFD guidance supplements ESRS requirements by adding sector specificity, without replacing

ESRS materiality criteria or ESRS disclosure structure.

LEAP assessment - Locate

• Sites in or near biodiversity-sensitive areas

Odfjell’s deep-sea shipping activities interface with nature across global trade lanes and port approaches.

Consistent with TNFD sector guidance, Odfjell delineates shipping routes and port calls using AIS and port-call

information to identify where operations occur and where exposure to biodiversity-sensitive areas may arise.

To identify interfaces with sensitive locations, Odfjell’s screening considers recognised marine sensitive-area

types highlighted by TNFD, including:

• Marine Protected Areas (MPAs) (noting multiple MPA definitions),

• Particularly Sensitive Sea Areas (PSSAs),

• MARPOL Special Areas, and

• Important Marine Mammal Areas (IMMAs).

Odfjell’s operations are focused on deep-sea shipping. Vessels may operate in or near biodiversity-sensitive

areas as defined above. Odfjell’s route and port-call screening is designed to identify and prioritise such

exposures for further evaluation and assessment, with heightened attention to coastal approaches and

ecologically sensitive waterways where biodiversity impacts may be amplified.

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LEAP assessment - Evaluate

• Actual and potential impacts on biodiversity and ecosystems

• Dependencies on biodiversity and ecosystem services

TNFD identifies that marine transportation typically interfaces with multiple ocean and coastal biomes, and

specifically lists biomes relevant to deep-sea shipping, including marine shelf, open ocean waters, deep sea

floors, artificial marine systems, shoreline and coastal inlet biomes, and related coastal transition systems.

Evaluated impact is listed in table below:

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E4 sub-topic	Priority impact pathway (shipping)	TNFD relevance for marine transportation	Why relevant for Odfjell deep-sea operations
Direct drivers of biodiversity loss	Invasive alien species transfer (ballast water; biofouling)	TNFD highlights ballast water and biofouling as key pathways for transfer of species and recommends considering management response metrics (e.g., ballast exchange/ treatment; biofouling accumulation).	Global port calls and international routes increase exposure to transfer pathways; this is a priority impact driver for ocean biodiversity.
Direct drivers of biodiversity loss	Pollution pressures affecting ecosystems (hazardous cargo spills; discharges; coatings/ antifouling particulates; waste)	TNFD notes significant impacts including water/solid waste and pollution and provides marine- transport examples for oils/HNS and antifouling leakage.	Chemical tanker operations have high consequence potential for ecosystems from accidental releases; chronic pressures can also contribute to ecosystem condition degradation.
Direct drivers of biodiversity loss	Underwater radiated noise (URN)	TNFD identifies URN as a relevant impact driver and highlights measurement guidance (ISO standards; IMO URN guidelines; IACS recommendations).	Noise is an operational pressure relevant across routes, particularly in coastal approaches and where marine mammals are present.
State of species	Ship strike risk (marine mammals)	TNFD highlights overlap between busy routes and whale habitats/ migratory routes and notes speed as a key severity factor (e.g., >14 knots materially increases fatality likelihood).	Odfjell’s global trade lanes can intersect migratory corridors; risk increases where routes overlap with protected species presence and sensitivity zones.
State of species	Marine debris / entanglement and ingestion	TNFD highlights solid waste impacts (including plastics) and encourages disclosure of plastic footprint and waste management.	Marine litter contributes to species harm and ecosystem degradation and is increasingly visible to stakeholders and regulators.

LEAP assessment – Assess

• Transition and physical risks and opportunities (based on impacts and dependencies)

• Consideration of systemic risks

Assessed transition risks and opportunities

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Category	Key transition risks for Odfjell deep-sea shipping	Key transition opportunities
Policy & legal	Tightening requirements for operating in/near MPAs/PSSAs and other sensitive areas; increased enforcement and penalties for releases to the ocean realm; evolving rules for invasive species management and underwater noise; increased expectations for nature-related disclosure and evidence. TNFD highlights risk examples including increased fines in MPAs, speed limits near migratory zones, noise pollution limits, and legal liability for invasive alien species introduction.	Improve compliance resilience and reduce legal exposure by strengthening location- based operational controls, documentation, and monitoring aligned with LEAP outputs.
Technolog y	Need for investment in solutions that reduce biodiversity pressures (e.g., ballast treatment, biofouling management, URN reduction measures, monitoring). TNFD highlights the role of ship design/retrofit features in impacts (e.g., propeller cavitation driving URN).	Operational and technical measures can reduce multiple impact drivers simultaneously (e.g., efficiency measures and speed management reducing collision risk, URN and emissions). TNFD lists slow steaming as a resource-efficiency opportunity with multiple co-benefits.
Market	Increasing customer and financier expectations for nature risk management, including evidence on spills/releases, route sensitivity and invasive species measures; risk of higher cost of capital where data are insufficient. TNFD highlights rising demand for collision- related data and potential capital impacts.	Differentiation as a responsible operator through credible nature-risk controls and stronger performance transparency aligned to recognised frameworks (TNFD/ESRS).
Reputation	High sensitivity to incidents affecting species or sensitive habitats (e.g., strike events, spills, visible waste), leading to scrutiny from regulators, NGOs and coastal communities. TNFD highlights monitoring by regulators/NGOs and brand value impacts from collision numbers.	Positive stakeholder relations from proactive measures (e.g., collision prevention planning and monitoring systems; transparency on sensitive-location exposure).

Assessed physical (acute/chronic) and systemic risk

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Risk type	Description	Relevance to Odfjell
Physical – acute	Acute incidents (spills, collisions, groundings) affecting habitats/species and causing operational disruption and liabilities. TNFD provides examples of increased accident and loss risks under storm changes and highlights oils/HNS spills as a key ocean impact pathway.	Chemical tanker operations have high consequence risk; acute events may trigger port restrictions, clean- up obligations and litigation exposure.
Physical – chronic	Chronic pressures such as cumulative URN, invasive species transfer and waste/microplastic leakage contribute to ecosystem condition decline. TNFD highlights measurement challenges for coatings and notes leakage over vessel lifetime.	Chronic pressures can drive tightening local restrictions and stakeholder expectations, impacting operational flexibility.
Systemic	Cumulative shipping impacts on nature and accelerating policy responses (e.g., wider sensitive areas, more speed restrictions). TNFD highlights that sensitive areas may increase and cites transition risk related to MPAs expansion and stricter compliance expectations.	Systemic changes can affect multiple routes simultaneously, creating correlated operational and cost impacts across the fleet.

LEAP assessment - Prepare

• Biodiversity mitigating measures

The Prepare phase supports response planning and can provide the groundwork for a nature transition plan.

Odfjell has not prepared a nature/biodiversity transition plan, but the prepared analysis includes analysis

categorised using the SBTN AR3T framework (Avoid/Reduce; Restore/Regenerate; Transform). Odfjell is in the

early stage of the prepare and mitigate process, and some of the actions are not yet implemented.

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Impact driver / topic	Avoid / Reduce actions (examples)	Restore / Regenerate / Transform (where relevant)
Sensitive locations (MPAs/PSSAs/IMMAs)	Route planning and operational controls to reduce disturbance; speed management through sensitive or migratory zones as relevant. TNFD includes route adaptation and slow steaming in MPAs/PSSAs and migratory zones as examples. This is not yet adopted in Odfjell	Contribute to needed systemic change through sector collaboration where relevant (e.g., green shipping corridors concept in TNFD actions table).
Ship strikes (state of species)	Collision management planning and monitoring; use of available datasets/tools to identify overlap and manage speed/routing; prioritisation based on vessel size and speed risk factors.	Where feasible, technology roadmap for data collection and detection systems referenced by TNFD examples.
Underwater noise	Identify and manage URN where relevant, referencing recognised measurement approaches. Odfjell’s retrofits and reduced speed reduces the Underwater Noise. Ie by the use of Propeller Boss Cap Fin (PBCB) that are designed to reduce underwater noise by weakening hub vortex.	R&D / innovation and fleet- level action planning.
Invasive species (ballast / biofouling)	Ballast water measures and biofouling management;	Timebound expansion of coverage of biofouling management plans is included as an illustrative response measure.
Marine litter / waste	Waste management and documentation aligned with MARPOL record-keeping; transparency on waste pathways and port reception delivery, consistent with TNFD guidance for waste disclosure.	Improved granularity of waste data.

Consultations with affected communities

Odfjell’s deep-sea shipping does not involve long-term, site-specific extraction or comparable use of shared

biological resources. Accordingly, biodiversity materiality assessment is primarily conducted through route/port

interface screening, regulatory engagement and stakeholder inputs relevant to marine operations, together with

the industry.

Where an activity or incident could negatively affect ecosystems and ecosystem services of relevance to

affected communities (e.g., a significant pollution event near coastal communities or sensitive ecosystems),

Odfjell engages through established mechanisms involving competent authorities, port authorities, and

emergency response coordination. Avoidance of negative impacts is prioritised through prevention and

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operational controls; where impacts are unavoidable in acute incidents, response planning focuses on

minimisation and mitigation consistent with legal and operational requirements.

IRO-1-E5 Description of the processes to identify and assess material resource use

and circular economy-related impacts, risks and opportunities

Introduction

At Odfjell, we recognize the increasing importance of circular economy principles in advancing sustainable

practices globally. Circular economy, as described under ESRS E5 AR 4, encompasses resource inflows,

resource outflows, and waste management. As a provider of transportation services, Odfjell does not engage in

activities that generate significant resource inflows or outflows in the conventional sense. Consequently, our

operations produce limited waste, which is managed in compliance with all applicable regulations. Based on

these considerations, we do not regard Circular Economy as a material topic for Odfjell.

However, we have assessed its relevance through our LEAP process and other rigorous methodologies to

ensure alignment with sustainability reporting standards.

Assessment of life cycle impacts and ship recycling

A comprehensive lifecycle assessment of our vessels has been conducted, with regard to carbon emissions.

Ship recycling has been identified as a distinct topic but falls outside the scope of ESRS E5 since it does not

involve direct resource inflows, outflows, or waste as defined by ESRS E5 AR 4. Ship recycling is defined as a

company specific topic and addressed separately in ENT1 Ship recycling.

IRO-1-G1 Description of the processes to identify and assess material business

conduct-related impacts, risks and opportunities

Introduction

The shipping industry operates in a dynamic, globally interconnected environment, engaging with diverse

regulatory frameworks, cultures, and business practices. This complexity increases exposure to integrity-related

risks, such as facilitation payments and corruption. Maintaining strong business conduct practices is crucial for

ensuring compliance, fostering trust, and upholding ethical standards.

This chapter on ESRS G1 Business Conduct outlines Odfjell’s approach to business ethics, governance, and

transparency. Through comprehensive disclosures, we provide insights into our strategy, policies, and

performance, reinforcing our commitment to corporate integrity and responsible stakeholder engagement.

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Key focus areas of this standard include:

• Business ethics and corporate culture: Policies and measures addressing anti-corruption, anti-

bribery, and whistleblower protection.

• Supplier relationship management: Ensuring fair payment practices, particularly with small and

medium-sized enterprises.

• Political influence and lobbying: Transparency in commitments and activities related to political

engagement.

While human rights are integral to Odfjell’s business conduct assessments, they are covered separately under

ESRS S1 Own workforce in this report.

To proactively manage integrity risks, Odfjell employs a structured approach, utilizing various methodologies and

tools to assess and mitigate potential impacts, risks, and opportunities. By embedding ethical business conduct

into our operations, we strengthen resilience, enhance stakeholder confidence, and contribute to a responsible

and sustainable shipping industry.

Risk assessment framework

Odfjell’s integrity risk assessment draws on insights from various authoritative sources and tools, enabling a

comprehensive understanding of the risks related to corruption, human rights, and business conduct matters.

The following elements form the foundation of our approach:

1. Integrity risk assessment

• Conducted annually to map out potential risks and exposures across all operational areas and value

chains.

• Uses data from key indexes such as Transparency International’s Corruption Perceptions Index (CPI),

the Maritime Anti-Corruption Network (MACN), and various human rights indexes including the Global

Rights Index and the Global Slavery Index.

2. Geographical exposure

• Risk assessments focus on countries with low CPI scores, high MACN incident rates, and identified

human rights vulnerabilities.

• Examples include regions such as India, Egypt, and Bangladesh where facilitation payment requests

have been reported. Ports frequently visited by Odfjell in high-risk countries are also prioritized in assessments.

3. Sector and activity analysis

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• Specific activities, such as vessel operations and supply chain interactions, are assessed for integrity

risks.

• The shipping sector’s exposure to practices such as facilitation payments during port calls and customs

clearance is a focal point of our evaluations.

4. Inputs from established frameworks

• The Odfjell Anti-Corruption Framework aligns with the UK Bribery Act’s principles and the OECD’s Due

Diligence Guidance for Responsible Business Conduct.

• Human Rights Due Diligence (HRDD) follows the OECD’s guidelines, ensuring a systematic approach

to identifying and addressing potential human rights impacts. These are addressed under ESRS S1.

Criteria and methodologies for identifying IROs

To identify material IROs, Odfjell applies the following criteria:

1. Location-specific factors

• CPI scores and other risk indexes to gauge corruption

• Historical data on incidents and requests for facilitation payments in specific countries and ports.

2. Activity-specific factors

• Vessel operations and interactions at ports where integrity risks are historically prevalent.

• Supply chain activities, including procurement and relationships with suppliers.

3. Sectoral considerations

• Shipping industry-specific risks, such as customs clearance and interactions with government officials.

• Alignment with industry best practices as guided by MACN.

4. Engagement and monitoring

• Regular reporting and monitoring of integrity incidents through platforms such as the PortLog system.

• Continuous engagement with internal and external stakeholders, including whistleblower reports and

industry collaborations.

Key tools and sources

Odfjell employs a range of tools and data sources to inform its integrity risk assessment process:

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• Transparency International’s CPI: Provides country-specific corruption risk insights.

• MACN data: Offers detailed port-level integrity incident data.

• Human rights indexes: Includes the Global Rights Index, Global Slavery Index, and other metrics to

assess human rights vulnerabilities.

• Internal monitoring tools: Dashboards and reports that track facilitation payment requests, whistleblower

incidents, and compliance metrics.

Outcomes of the assessment

The outcomes of Odfjell’s integrity risk assessment have been incorporated into our broader sustainability and

compliance strategies:

1. Proactive mitigation measures

• Strengthening policies and procedures to address identified risks.

• Enhancing employee training on anti-corruption and human rights principles.

2. Stakeholder collaboration

• Engaging with industry bodies such as MACN to share best practices and drive collective action.

3. Continuous improvement

• Regular reviews of the integrity risk framework to ensure relevance and alignment with emerging risks

and regulatory changes.

Odfjell’s structured approach to assessing and mitigating risks related to corruption, human rights, and

facilitation payments underscores our commitment to upholding the highest standards of integrity and ethical

business conduct. By leveraging comprehensive methodologies and tools, we ensure that material impacts,

risks, and opportunities are identified and managed effectively, fostering trust and sustainability across our

global operations.

IRO-2 Disclosure Requirements in ESRS covered by the business’s sustainability

statement

ESRS content index list

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A list with all disclosure requirements in ESRS covered by the undertaking’s sustainability statement (Disclosure

Requirement ESRS 2 IRO-2 paragraph AR 19 & ESRS 2 Appendix C) can be found at the beginning of the

Sustainability Statement, see link; content index.

List of datapoints in cross-cutting and topical standards

A list of data points in cross-cutting and topical standards that derive from other EU legislation (Disclosure

Requirement ESRS 2 IRO-2 paragraph 56 & ESRS 2 Appendix B) can be found in Appendix A, see link;

Appendix A.

Explanation of how material information to be disclosed in relation to material impacts, risks

and opportunities has been determined

Odfjell has employed a structured process to determine the material information to be disclosed in relation to the

IROs assessed as material. This approach is in line with the criteria outlined in ESRS 1, section 3.2, on Material

Matters and Materiality of Information. Below is a detailed explanation of our methodology:

• Materiality determination process: The material topics were identified through a double materiality

assessment process. The material topics are described in detail under IRO-1 and SBM-3 of this report. This

process enabled us to identify topics deemed material to Odfjell’s business, stakeholders, and the environment.

• Mapping and assessment: Using the EFRAG Guidance Following the identification of material topics,

we used the EFRAG Guide ID 177 – Links between AR16 and Disclosure Requirement (July and Nov. 2024).

This guidance was instrumental in mapping the link between the sustainability matters listed in AR 16 and the

disclosure requirements in the topical standards. Each topic, sub-topic, and sub-sub-topic identified as material

was assessed for its corresponding data points.

• Categorization and disclosure of data points: We categorized data points based on their status as

mandatory, conditional, if applicable, or phase-in:

- Mandatory: Fully addressed in our disclosures.

- Conditional and If Applicable: Addressed where relevant to our operations.

- Phase-in: Not addressed in this reporting period, as these data points are not yet applicable.

• If policies, actions, or targets were unavailable, this has been explicitly mentioned in our comments,

ensuring transparency in our reporting. Additionally, for all required metrics, estimates have been provided

where actual figures were unavailable.

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• Use of thresholds and judgement: No fixed quantitative thresholds were applied during the materiality

assessment. Instead, professional judgement was exercised to determine applicability and materiality, ensuring

a tailored and context-specific approach to each data point.

Environmental information

EU taxonomy

Executive summary

This report provides disclosures on Odfjell’s economic activities and their eligibility and alignment with the EU

Taxonomy Regulation, in accordance with the requirements applicable for the reporting year 2025.

The EU Taxonomy is a classification system established by the European Union to determine which economic

activities can be considered environmentally sustainable. The framework is set out in Regulation (EU) 2020/852

and has been incorporated into Norwegian law through the EEA Agreement. The Taxonomy entered into force in

Norway on 1 January 2023, following its adoption under the EEA framework on 15 December 2022.

Odfjell has reported in accordance with the EU Taxonomy since the 2022 reporting year. The company’s

reporting focuses on its core activities within seaborne transportation and storage of bulk liquids, with particular

relevance to the environmental objectives of climate change mitigation and climate change adaptation.

On 8 January 2026, amendments to the EU Taxonomy Regulation and the associated disclosure requirements

were published in the Official Journal of the European Union. These amendments form part of the EU

Commission’s Omnibus simplification package, adopted in February 2025, and introduce simplified disclosure

requirements and updated reporting templates. The amendments apply to 2025 reporting periods, with an option

for undertakings to defer application until the 2026 reporting year.

Odfjell has elected to apply the amended EU Taxonomy Regulation and the new simplified disclosure templates

for the 2025 reporting period, in line with the Omnibus simplification package.

Odfjell remains in scope for EU Taxonomy reporting, as the company is subject to the Corporate Sustainability

Reporting Directive (CSRD). While the Omnibus package will result in changes to the scope of the EU

Taxonomy over time, the Taxonomy currently applies to all undertakings within the scope of CSRD.

All of Odfjell’s identified activities are Taxonomy-eligible. However, the company does not currently meet all the

technical screening criteria required for full Taxonomy alignment, primarily due to the applicable emissions

thresholds for maritime transport activities.

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The report describes Odfjell’s methodology, governance arrangements, and data collection processes for EU

Taxonomy reporting. It identifies sea and coastal freight transport and retrofitting of vessels as eligible activities

under the Taxonomy. While alignment criteria are not yet fully met, Odfjell has initiated significant investments in

fleet renewal and energy-efficiency measures, including wind-assisted propulsion technologies, which are

expected to contribute to emissions reductions and support future Taxonomy alignment.

Background and perspective on the EU taxonomy

Background

The EU Taxonomy is a classification system developed by the European Union to establish a common

framework for identifying environmentally sustainable economic activities. It was introduced as a core element of

the European Green Deal, with the objective of directing capital flows towards activities that support the

transition to a low-carbon, climate-resilient and resource-efficient economy.

The framework is established by Regulation (EU) 2020/852 (the Taxonomy Regulation), supplemented by a

series of delegated acts specifying technical screening criteria and disclosure requirements. These delegated

acts have progressively expanded the scope of the taxonomy and clarified the conditions for Taxonomy eligibility

and alignment across sectors.

The incorporation of the EU Taxonomy into Norwegian law was approved by the Storting in December 2021.

Implementation was completed following the entry into force of the Taxonomy Regulation

(taksonomiforordningen) and the Disclosure Regulation (offentliggjøringsforordningen) under the EEA

Agreement on 15 December 2022. The Norwegian legislation entered into force on 1 January 2023, through the

law entitled: “Lov om offentliggjøring av bærekraftsinformasjon i finanssektoren og et rammeverk for

bærekraftige investeringer.”

This law incorporates the EU Taxonomy Regulation and related disclosure requirements as they are amended

over time.

On 8 January 2026, amendments to the EU Taxonomy framework were published in the Official Journal of the

EU (2026/73). These amendments are part of the Omnibus simplification package, adopted by the European

Commission on 26 February 2025, which aims to reduce reporting complexity, streamline disclosures and

improve usability of the Taxonomy framework. The amendments apply to 2025 reporting periods, with an option

for undertakings to defer application until the 2026 reporting year.

Odfjell has chosen to apply the amended regulation and updated templates from the 2025 reporting year,

reflecting an early-adoption approach to regulatory simplification and consistency with CSRD reporting.

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Basis for preparation and regulatory framework

This EU Taxonomy report has been prepared as part of Odfjell’s sustainability statement in accordance with the

applicable EU sustainability reporting framework and Norwegian implementing legislation.

The report is based on Regulation (EU) 2020/852 (the EU Taxonomy Regulation), including Article 8, which sets

out the requirements for disclosure of turnover, CapEx and OpEx related to Taxonomy-eligible and Taxonomy-

aligned economic activities.

The structure, methodology and presentation of disclosures follow Commission Delegated Regulation (EU)

2021/2178 (the Disclosures Delegated Act), as amended. Amendments adopted as part of the EU Commission’s

Omnibus simplification package, published in the Official Journal of the European Union on 8 January 2026 and

applicable to the 2025 reporting period (with an option to defer to 2026), introduce simplified disclosure

requirements and updated reporting templates. Odfjell has elected to apply the amended regulation and

updated templates for the 2025 reporting period.

The assessment of Taxonomy eligibility, substantial contribution and Do No Significant Harm (DNSH) is based

on the technical screening criteria set out in Commission Delegated Regulation (EU) 2021/2139, as amended

by Delegated Regulations (EU) 2022/1214, 2023/2485 and 2024/3215.

As Odfjell is in scope of the Corporate Sustainability Reporting Directive (CSRD) (Directive (EU) 2022/2464), the

company remains subject to EU Taxonomy reporting requirements. The Taxonomy disclosures are integrated

into the sustainability statement prepared in accordance with the Accounting Directive (Directive 2013/34/EU,

Articles 19a and 29a) and the European Sustainability Reporting Standards (ESRS).

Odfjell’s EU taxonomy reporting

Odfjell has reported on the EU Taxonomy since 2022, demonstrating its commitment to sustainable maritime

operations and compliance with evolving European sustainability regulation.

This report sets out Odfjell’s approach to EU Taxonomy reporting, including:

• Identification of taxonomy-eligible activities

• Assessment of substantial contribution, Do No Significant Harm (DNSH) and minimum safeguards

• Disclosure of financial KPIs (turnover, CapEx and OpEx)

• Integration of taxonomy reporting into Odfjell’s CSRD sustainability statement, in line with the European

Sustainability Reporting Standards (ESRS)

The application of the Omnibus simplification package is reflected in the structure, level of detail and templates

used in this report.

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Relevance

The EU Taxonomy currently applies to undertakings that are within the scope of the Corporate Sustainability

Reporting Directive (CSRD). While the Omnibus package will introduce changes to the scope of the EU

Taxonomy over time, all CSRD-in-scope undertakings remain subject to EU Taxonomy reporting for the 2025

reporting year.

Odfjell SE is listed on the Oslo Stock Exchange and headquartered in Norway. The company meets the CSRD

scope criteria and is therefore required to report in accordance with the EU Taxonomy Regulation.

Odfjell meets at least two of the following size thresholds:


Requirement	Threshold	Odfjell Figures total	Odfjell's Figures iaw CSRD*
Net Turnover	Exceeding EUR 40	USD 1,203,3 million	USD 1,115.4 million
Balance Sheet Total	Exceeding EUR 20	USD 2,035.8 million	USD 1,861.8 million
Employee Count	More than 250	2191	2191

* Excluding JV where we do not have operational control iaw CSRD

Methodology and eligibility

Activities and consolidation

Odfjell’s core business includes the seaborne transportation of bulk liquids and their storage through our joint

venture terminals. These activities are relevant under the EU Taxonomy framework, particularly in relation to

climate change mitigation and adaptation objectives.

However, our EU Taxonomy reporting does not include Odfjell’s investments in terminals and its associated

activities. This is because Odfjell does not consolidate revenues from its joint venture terminals, nor does it have

operational control over these entities. While ESRS follows assets on the balance sheet plus operational control,

the EU Taxonomy solely follows how revenue, CapEx, and OpEx are recorded in consolidated financial

statements.

For reporting revenue from eligible and aligned activities, the Taxonomy's definition of the turnover KPI refers to

IAS 1 82(a), which means that sales revenue from consolidated entities is included, while revenue from

investments in associates and joint ventures (JVs) is excluded. Based on this, Odfjell’s terminals were not

included in 2024 Taxonomy reporting, and hence not in 2025.

This change was adopted in 2024, as a part of the CSRD reporting

Governance and ownership structure of terminals

Odfjell is an integrated shipping company with ownership stakes in terminals located in the United States,

Belgium, and South Korea.

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The United States and South Korea terminals are structured as joint ventures, where Odfjell holds a 50%

ownership stake. The Belgium terminal is an associated company.

In our financial reporting, Odfjell Terminals (Terminals) are accounted for using the equity method rather than full

consolidation. Although these terminals support chemical storage and transportation, they are independently

operated as public terminals and not specifically integrated into Odfjell’s shipping activities. Governance of these

terminals is managed through shareholder agreements, which allocate equal control among shareholders and

establish a board with equal representation from each shareholder. As such, Odfjell does not have operational

control over these terminals and is not a controlling owner.

Due to the lack of operational control, terminals are not consolidated in Odfjell’s financial statements nor

included in our sustainability reporting and taxonomy reporting. Instead, these terminals are considered part of

the upstream value chain for Odfjell’s activities and are accounted for as such.

Our sustainability statement includes material topics identified through the double materiality assessment,

covering upstream, core operations, and downstream activities. A value chain analysis (VCA) has been

developed to evaluate sustainability topics across the entire value chain (Ref. ESRS 1). This analysis has also

played a key role in disclosing scope 3 carbon emissions, assessing human rights impacts, and managing

supplier relationships.

The sustainability statement consolidates all controlled entities in the Odfjell Group, using the same

methodology as our financial reporting.

Data collection

The EU Taxonomy has six environmental objectives; however, well-defined criteria have only been developed

for two objectives relevant to Odfjell's activities: climate change mitigation and adaptation.

The data used in the taxonomy assessment consists primarily of qualitative evaluations under the substantial

contribution criteria, the Do No Significant Harm (DNSH) principle, and Minimum Safeguards (MS). No

quantitative data has been employed, and Odfjell does not meet the alignment criteria.

This report further details the calculations of OpEx, CapEx, and revenue. The data aligns with ESRS reporting

and is consistent with Odfjell’s financial statement, and is subject to limited assurance. Emissions data play a

crucial role in sustainability reporting and in evaluating compliance with the taxonomy criteria. These emissions

data undergo external review and verification by DNV, ensuring their accuracy and reliability.

Eligibility and compliance

Eligibility and transitional activity

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The EU Taxonomy establishes criteria to determine whether an economic activity qualifies as environmentally

sustainable. To be considered Taxonomy-eligible, an activity must fall under the environmental objectives

defined in the Taxonomy and meet the substantial contribution criteria outlined in Regulation (EU) 2020/852.

Odfjell’s possible Taxonomy-eligible activities include:

• Sea and coastal freight water transport (6.10)

• Retrofitting of sea and coastal freight and passenger water transport (6.12)

These activities align with the delegated acts adopted under Article 10(3), Article 11(3), Article 12(2), Article

13(2), Article 14(2), and Article 15(2) of Regulation (EU) 2020/852, which specify the technical screening criteria

for substantial contribution to climate change mitigation and adaptation.

The activity is a transitional activity as referred to in Article 10(2) of Regulation (EU) 2020/852, provided it

complies with the remaining technical screening criteria.

Odfjell has not had activity under 6.12 that meets the eligibility criteria in 2025. The investments in sails can in

good conditions meet the requirements of a 15% reduction in fuel consumption, but we decide to take a strict

interpretation, as this cannot be achieved when it is no wind. CapEx and OpEx related to WAPS do not meet the

material threshold of 10% under the regulation Delegated Regulation 2026/73 of 4 July 2025, and not assessed

as a separate activity under 6.12, but investments are included in 6.10

Assessment of compliance with article 3 criteria

To qualify as Taxonomy-aligned, an activity must:

• Contribute substantially to at least one environmental objective and meet the technical screening criteria

established in the delegated acts

• Do no significant harm (DNSH) to other environmental objectives

• Comply with minimum social safeguards

Odfjell assessed its activities using these compliance criteria and found that while its operations are Taxonomy-

eligible, they do not currently meet all requirements for full Taxonomy alignment. Odfjell meets the criteria for

minimum safeguards (MS) and DNSH, but as Odfjell is not in alignment with the substantial contribution criteria,

we have limited the explanation of MS and DNSH, and refer to other relevant ESRSs.

Interpretation of alignment

As described in this report, Odfjell’s Taxonomy-eligible activities have been assessed against the technical

screening criteria for Climate Change Mitigation set out in Commission Delegated Regulation (EU) 2021/2139,

as amended.

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Based on this assessment, Odfjell’s eligible maritime transport activities do not meet the applicable emission

intensity thresholds required to qualify as making a substantial contribution to the Climate Change Mitigation

objective. Consequently, no turnover associated with these activities qualifies as Taxonomy-aligned under

Environmental Objective 1.

In addition, Odfjell has assessed whether any of its economic activities may qualify as making a substantial

contribution to Climate Change Adaptation (Environmental Objective 2) in accordance with Regulation (EU)

2020/852 and the related technical screening criteria.

The criteria for substantial contribution to Climate Change Adaptation require that an activity:

• has identified the material physical climate risks relevant to the activity through a climate risk and

vulnerability assessment; and

• has implemented physical and/or non-physical adaptation solutions that substantially reduce the most

significant identified climate risks; and

• qualifies either as a Taxonomy-aligned activity in its own right or as an enabling activity within the

meaning of Article 16 of Regulation (EU) 2020/852.

Odfjell has considered whether operational measures such as weather routing systems could qualify as

adaptation solutions. While such measures contribute to operational resilience and risk management, they do

not constitute a standalone Taxonomy activity, nor do they qualify as an enabling activity as defined under the

Regulation. Accordingly, they cannot be considered Taxonomy-aligned turnover.

The potential inclusion of related CapEx or OpEx has also been evaluated in accordance with Commission

Delegated Regulation (EU) 2021/2178, which sets out the methodology and templates for Article 8 disclosures.

Any expenditures associated with such measures are limited in scale and fall below the applicable materiality

threshold for separate disclosure.

On this basis, Odfjell concludes that it does not have economic activities that meet the criteria for substantial

contribution to the Climate Change Adaptation objective, and therefore reports no Taxonomy-aligned turnover,

CapEx or OpEx under Environmental Objective 2.

Accounting principles

Accounting policy

Odfjell’s accounting principles are presented in note 2 of the Group’s financial statement. The Odfjell Group

prepares its consolidated financial statements in accordance with International Financial Reporting® (IFRS) as

adopted by the EU.

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For 2023 reporting, Odfjell included its share of joint ventures (JVs) in the taxonomy calculations. However, from

2024 reporting, terminal activities in joint ventures have been excluded as previously described. Storage is not a

screened activity under the EU Taxonomy and, therefore, is not an eligible economic activity.

Changes in reporting from 2024 to 2025

Odfjell has adopted the new guidance and new templates in line with the delegated act of 8. January 2026.

The new guidance provides changes in the way KPI is calculated. For Odfjell, this will not be any changes, as

denominator is zero both in 2024 with the old KPI, and in 2025with the new.

Odfjell do not report on Nuclear and Gas, in line with the new guidance.

Compared to 2024 reporting, we have reduced the reporting related to Do no Significant Harm (DNSH) and

Minimum Safeguards (MS) to only report for one objective, as the economic activity is not aligned. Information

related to DNSH and MS is fully described in other parts of the ESRS reporting.

Material changes in CapEx plan

Odfjell remains committed to investing in sustainable technologies, with a particular focus on retrofitting vessels

for fuel efficiency and initiating investments in wind-assisted propulsion. While Odfjell has not yet developed a

dedicated CapEx plan to ensure future EU Taxonomy alignment, ongoing investments in retrofits and fleet

renewal may support alignment in the future. As of 2025, no material CapEx investments have been reclassified

as Taxonomy-aligned, but this may change in future reporting cycles. Adopting the 10% threshold, it is unlikely

that retrofit activities under 6.12 will be material

Odfjell has initiated investments in retrofit activities, specifically for wind-assisted propulsion. While these

investments may qualify under a separate economic activity (Retrofits), they will not contribute to the alignment

of activity 6.10 (Sea and Coastal Freight Water Transport) under the EU Taxonomy.

Odfjell will continue to evaluate investment strategies to enhance sustainability while monitoring regulatory

developments for future Taxonomy alignment opportunities.

KPI contextual information

Contextual information about turnover KPI

Odfjell’s turnover is determined by gross revenue from sea transport (Ref Financial Statement, note 4).

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Odfjell does not have amounts related to Taxonomy-aligned activities pursued for internal consumption.

Odfjell has sustainability-linked loans as well as transition finance loans. Activities under these frameworks are

the same activities as the defined eligible activity. Future activities under the Transition Finance Framework may

be aligned when they meet CapEx criteria or retrofit activity criteria.


	Eligible turnover KPI	Aligned turnover	Turnover in USD million
Numerator	Turnover for Odfjell’ s taxonomy reporting is determined by gross revenue from sea transport. Odfjell has no material lease revenues.	Odfjell has zero net turnover derived from products or services, including intangibles, associated with Taxonomy- aligned economic activities, as Odfjell does not yet have such aligned activities.	Eligible turnover: USD 1,113.1 million Aligned Turnover: 0
Denominat or	Turnover for Odfjell’ s taxonomy reporting is determined by gross revenue from sea transport. Odfjell has no material lease revenues		USD 1,113.1 million
KPI			0

Contextual information about taxonomy CapEx KPI

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	Aligned CapEx KPI	CapEx KPI
Numerator	Odfjell does not have capital expenditure related to assets or processes that are associated with Taxonomy-aligned economic activities, and the CapEx of aligned economic activity is zero. Odfjell has plans to invest in zero-emission capable ships but has not yet formalized a plan to expand Taxonomy-aligned economic activities that meet the Taxonomy requirements. Plans to develop our activities are presented but under ESRS E1-1 Transition plan . The CapEx plan, under E1-1, presents an estimate but this is not a Taxonomy CapEx plan. The plans for fleet development and investments are not committed. Odfjell invests in retrofitting activities in the category but no single investment will meet the criteria to be a separate activity under 6.12. retrofits are included in 6.10 All Odfjell’s ships are capable of running 100% sustainable biofuel Odfjell has not purchased output from Taxonomy-aligned economic activities and individual measures to enable shipping or terminals to become low-carbon or to lead to greenhouse gas reductions in 2025.	0
Denominator	CapEx covers costs that are accounted based on IAS 16 and 38 The denominator covers the total CapEx for Chemical Tankers as listed in the Financial Statement Note 11 for owned vessel Investments in ships, property, plans and equipment, USD 33.7 Million Investments in newbuilding, USD 5.1 million We also include right of use of assets USD 19.1 million ref Note 7 for IFRS 16 vessels.	57.9
KPI		0

Contextual information about OpEx KPI


	Aligned OpEx KPI	OpEx KPI

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Numerator	Odfjell reports Taxonomy OpEx from three perspectives in line with regulations. Operational expenses related to assets or processes associated with Taxonomy- aligned economic activities, including training and other human resources adaptation needs, and direct non-capitalized costs that represent research and development. Odfjell does not have any Taxonomy-aligned activities, and therefore no related expenses and this OpEx component is zero. Operational expenses related to a CapEx plan to expand Taxonomy-aligned economic activities or allow Taxonomy-eligible economic activities to become Taxonomy-aligned. The transition plan under E1-1 describes CapEx. The Transition Plan is a forward-looking plan, and all actions are not committed. Odfjell do R&D in preparation of these investments, but the investments cannot yet be verified to be aligned. That is why these operational expenses are reported to be zero. Operational expenses related to the purchase of output from Taxonomy-aligned economic activities and to individual measures enabling the target activities to become low-carbon or to lead to greenhouse gas reductions. Odfjell does not purchase significant output from taxonomy aligned activities. Odfjell buy sustainable certified biofuel in line with the EU Regulation criteria (RED II) As Odfjell buy Biofuel Blend (24-30%), we will not meet the criteria of 65% GHG savings Ref break-down of OpEx in the Denominator. We focus on purchasing renewable energy for our offices where available, but this is not related to economic activity. We have established ESG reporting criteria for our suppliers, to encourage suppliers to use taxonomy-aligned activities in their production. Currently we do not have data on whether suppliers deliver supplies in an aligned activity.	0

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Denominator	The OpEx denominator includes direct non-capitalized costs that relate to research and development, short-term lease, maintenance and repair, and any other direct expenditures relating to the day-to-day servicing of assets of Odfjell or third parties to whom activities are outsourced that are necessary to ensure the continued and effective functioning of such assets. The number reported includes Technical accounts/maintenance USD 31.9 million • Hull maintenance (material protection, outfittings, deckhouse superstructure) • Cargo equipment (loading and discharging system, heating system for cargo, gasfreeing, tank cleaning, control loading system) • Ship equipment (maneuvering machinery, navigation and search equipment, anchoring and mooring equipment, etc.) • Equipment for crew (lifesaving, protection equipment, steps, ladders, furniture, galley and pantry equipment, sanitary etc.) • Main machinery components (diesel engines for propulsion, propeller and shaft, boilers) • Main engine systems (fuel, lube oil systems, compressed air and exhaust gas system) • Ship common systems (ballast, fire, bilge systems, fire fighting systems, electrical cables and lightning, etc.) Projects USD 3.4 million Projects include smaller technical or operational projects on vessels, such as bow thruster decommissioning, reverse osmosis plant installations, or AutoChief upgrades. These projects are tracked as projects internally but are expensed because they do not meet the capitalization criteria (they do not extend the vessel's useful life) Short-term leases of vessels (labelled “Time Charter Expenses” in consolidated profit and loss statement) USD 22.5 million	57.8
KPI		0

The denominator has, since 2023, been adjusted to exclude operational expenses at JV terminals.

Taxonomy criteria and alignment of environmental objectives

For the 2025 reporting period, Odfjell has assessed its activities against the technical screening criteria for

Climate Change Mitigation (Environmental Objective 1) as set out in Regulation (EU) 2020/852 (the EU

Taxonomy Regulation) and the related delegated acts.

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The assessment is based on:

• Commission Delegated Regulation (EU) 2021/2139 (Climate Delegated Act), establishing the technical

screening criteria for climate change mitigation and adaptation, as amended;

• Commission Delegated Regulation (EU) 2023/2485, which introduced amendments to the technical

screening criteria for climate objectives;

• Commission Delegated Regulation (EU) 2021/2178 (Disclosures Delegated Act), specifying the

reporting methodology, templates and key performance indicators, as amended.

Amendments adopted under the EU Commission’s Omnibus simplification package, published in the Official

Journal of the European Union on 8 January 2026 and applicable to the 2025 reporting period, have introduced

streamlined reporting requirements. In line with these amendments, Odfjell reports solely on the Climate

Change Mitigation objective for 2025.

Furthermore, following the Omnibus amendments, Odfjell is not required to disclose information relating to

activities covered by Commission Delegated Regulation (EU) 2022/1214 (gas and nuclear activities) for the

2025 reporting period.

In accordance with the updated regulatory framework, Odfjell has not reproduced the full legal text of the

technical screening criteria in this report. Instead, a concise description of the applicable criteria is provided for

clarity. For the complete and authoritative wording of the requirements, reference is made to Regulation (EU)

2020/852 and the relevant delegated acts, as amended.

Substantial contribution to objective 1 - climate change mitigation


Criteria	Comments and assessment	Meetin g criteria
1. The activity complies with one or more of the following criteria (a-f):
a. the vessels have zero direct (tailpipe) CO2 emissions;	Odfjell has no ships with zero tailpipe	No
b. until December 31, 2025, hybrid and dual fuel vessels derive at least 25 % of their energy from zero direct (tailpipe) CO 2 emission fuels or plug-in power for their normal operation at sea and in ports;	N/A	No

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c. where technologically and economically not feasible to comply with the criterion in point (a), until December 31, 2025, and only where it can be proved that the vessels are used exclusively for operating coastal and short sea services designed to enable modal shift of freight currently transported by land to sea, the vessels have direct (tailpipe) CO2 emissions	Not meeting the criteria – criteria c) is a short-sea criteria to enable change from road to sea, so we regard the criteria as not applicable for Odfjell's deep-sea operations	N/A
d. where technologically and economically not feasible to comply with the criterion in point (a), until December 31, 2025, the vessels have an attained Energy Efficiency Design Index (EEDI) value 10 % below the EEDI requirements applicable on April 1, 2022 if the vessels are able to run on zero direct (tailpipe) CO2 emission fuels or on fuels from renewable source	It is possible to meet the criteria on a ship basis on some vessels in the Odfjell fleet, but not on an activity basis	No
e. where technologically and economically not feasible to comply with point (I) from January 1, 2026, the vessels that are able to run on zero direct (tailpipe) CO 2 emission fuels or on fuels from renewable sources have an attained Energy Efficiency Design Index (EEDI) value equivalent to reducing the EEDI reference line by at least 20 percentage points below the EEDI requirements applicable on April 1, 2022, and (II) are able to plug-in at berth; for gas-fueled ships, demonstrate the use of state-of-the-art measures and technologies to mitigate methane slippage emissions.	Odfjell’s vessels are not able to plug-in at berth and are not gas fueled, so these criteria are not applicable for Odfjell	N/A
f. where technologically and economically not feasible to comply with the criterion in point (a), from January 1, 2026, in addition to an attained Energy Efficiency Existing Ship Index (EEXI) value equivalent to reducing the EEDI reference line by at least 10 percentage points below the EEXI requirements applicable on January 1, 2023(283), the yearly average greenhouse gas intensity of the energy used on board by a ship during a reporting period(284) does not exceed the following limits (I) 76,4 g CO2eq/MJ from January 1, 2026 until December 31, 2029; (II) 45,8 g CO2 eq/MJ from January 1, 2035 until December 31, 2039; (III) 30,6 g CO2eq/MJ from January 1, 2040 until December 31, 2044; (IV) 15,3 g CO2eq/MJ from January 1, 2045.	Odfjell is compliant with the EU FuelEU Maritime limits, but the Taxonomy limits go beyond the FuelEU Maritime limits, and Odfjell’s ships do not meet the criteria	No
2. Vessels are not dedicated to the transport of fossil fuels.	Meeting the criteria, Odfjell fleet is not dedicated to transport fossil fuel, but to transport organic and inorganic chemicals	Yes

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Odfjell only meets one of two criteria.

Do no significant harm criteria for climate change mitigation

(Annex 1 refers to Annex in EU 2021/2139 amended by 2022/1214, 2023/2485 and 2024/3215)

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Criteria (excerpt)	Comments	Meeting criteria
Climate change adaptation Activity complies with criteria set out in Appendix A to Annex 1 Climate Risk Assessments	Odfjell performs climate risk assessments IAW the criteria described in the regulation and presented in the ESRS reporting under ESRS2 General Disclosures.	Yes
Water and marine resources Sustainable use and protection of water and marine resources Activity complies with criteria set out in Appendix B to Annex 1	Environmental impact assessment is integrated into the double materiality assessment presented under ESRS2. Water management is regarded as not material. Water management risk and opportunities are assessed in our TNFD report, but impact, risk and opportunities are regarded as low. Odfjell’s activity does not hamper the achievement of good environmental status of marine waters and does not deteriorate marine waters.	Yes
Circular Economy Waste management Compliance with inventory of hazardous materials on board Recycled in facilities included in the European list of ship recycling facilities Protection of the marine environment from the negative effects of waste discharges from ships. Operations in accordance with IMO MARPOL	Odfjell is in compliance with all applicable regulations and specified criteria in the delegated act. More information is provided under ESRS E1/ E2 and ESRS2 IRO 1. Odfjell has not recycled any vessels in 2024.	Yes
Pollution Prevention Sulfur, IAW IMO Regulation NO X , black and grey water Toxicity of anti-fouling and biocides	Odfjell is in compliance with all applicable regulations on pollution prevention (see disclosures under ESRS2 E2).	Yes
Biodiversity Convention for the Control and Management of Ships' Ballast Water and Sediments (BWM). Prevent the introduction of non-indigenous species through biofouling of ship’s hull IMO Guidelines for the Reduction of Underwater Noise	Odfjell has fitted the fleet with Ballast Water Treatment System (BWTS) and in compliance with convention and regulations on BWTS and fouling. Odfjell follows the IMO guidelines for the reduction of underwater noise and has adopted noise-reduction devices like the Propeller Boss Cap Fins (PBCF). See Odfjell’s TNFD report 2023 and ESRS2 for 2024	Yes

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Governance and minimum safeguards

Minimum safeguards


Criteria	Odfjell’s activity and comments.	Meeting criteria
Alignment with: OECD Guidelines for Multinational Enterprises and the UN Guiding Principles on Business and Human Rights, Declaration of the International Labour Organisation on Fundamental Principles and Rights at Work International Bill of Human Rights	Odfjell operates in compliance with these regulations. How these guiding documents are implemented into Odfjell’s procedures are elaborated on under ESRS2 and ESRS S1 and S2. Odfjell also complies with the Norwegian Transparency Act, which references these guidelines, and provides human rights due diligence reporting available on the Odfjell website. Relevant policies that adopt these regulations are available on the Odfjell website.	Yes
Adhere to the principle of ‘do no significant harm’ IAW definition in Article 2, point (17), of Regulation (EU) 2019/2088	Ref. above	Yes

Minimum safeguards platform on sustainable finance criteria

The Platform on Sustainable Finance delivered its final report on minimum safeguards in October 2022, advising

on the application of minimum safeguards (MS) in relation to the Taxonomy Regulation Articles 3 and 18. It does

so by a) embedding MS in existing EU regulation, b) identifying substantive topics relating to the standards and

norms referenced in Article 18 of the Taxonomy regulation and c) presenting advice on compliance with MS. The

report highlights following indicators of non-compliance with MS.

Odfjell does not meet any of the criteria for non-compliance and therefore meets the criteria for minimum

safeguards.

Double counting

All Odfjell’s activities are regarded as eligible and related to one activity and so avoiding the risk of double

counting.

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EU taxonomy templates

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E1 Climate change

Introduction to climate change

This chapter of the Sustainability Statement addresses the reporting requirements of ESRS E1. Odfjell has

developed a transition plan for climate mitigation, which is closely linked to climate risk and impact, risk, and

opportunity (IRO) disclosures in the General Disclosures section, as well as other aspects of the topical

standard in E1.

The transition plan also incorporates considerations for a just and equitable transition, which are relevant to the

S1 and S2 disclosures. Due to the disclosure requirements of the ESRS, there is a risk of overlapping topics

related to climate change.

ESRS 2 SBM-3-E1 Material climate change-related impacts, risks, and opportunities

and their interaction with strategy and business model

The double materiality assessment outlined in ESRS IRO-1 (see link, IRO-1) identified the following material

impacts, risks and opportunities: climate change mitigation, climate change adaptation and energy consumption,

as described in the table below.


E1 Climate change	Material impacts, risks, and opportunities				Location in value chain			Time horizon
	Impact	Actual/ Potential	Risk	Opport unity	Up- stream	Own operati ons	Down- stream	Short- term	Mediu m-term	Long- term
Climate change mitigation	Negative	Actual	X	X	X	X	X	X	X	X
Climate change adaptation	Negative	Potential	X	X		X	X	X	X	X
Energy consumption	Negative	Actual			X	X	X	X	X	X

At Odfjell SE, our strategic ambition regarding climate change is rooted in a profound commitment to

sustainability and long-term value creation. Recognizing the critical importance of mitigating climate risks, we

have integrated comprehensive climate strategies into our core business operations. Our approach is guided by

the principles of transparency, accountability, and continuous improvement, ensuring that we not only meet, but

exceed regulatory requirements and stakeholder expectations. Odfjell’s climate targets you can find in our

climate change transition plan, see link E1-1 Climate targets.

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Our actual negative impact on climate change occurs in our own operations and across our whole value chain in

the short, medium and long term. Our biggest environmental impact is our emission of GHG from our operated

fleet globally on all oceans and coastal waters. The main source of GHG emissions is carbon dioxide (CO2) from

the combustion engines on our vessels (scope 1). The most significant factors for emitted CO2 are:

• Fleet size (number of operated ships)

• Efficiency of the ships (technology, fuel efficiency)

• Operation of the ships (speed, routing, port time)

These factors will vary from year to year. The most important factor for absolute emissions is the size of the

fleet. The Odfjell fleet consists of the Odfjell controlled fleet (Owned, Bareboat) and the Odfjell operated fleet

(Owned, Bareboat, Time Chartered to Odfjell and Pool), see link; ESRS 2 BP-1.

Odfjell mitigates its material climate change impacts by focusing on reducing scope 1 emissions from our

operations, improving energy efficiency in our offices, and engaging with upstream value chain partners to

address and minimize scope 3 emissions.

This actual reduction of a negative impact occurs in our own operations over the short, medium and long term

by reducing GHG emissions through optimized route planning and improved energy efficiency through retrofits.

See our fleet transition plan E1-1 for further descriptions, see link; E1-1.

Our analysis has identified an inherent risk that ships may not be able to meet emissions and energy-efficiency

requirements. For more details, see link; E1-1. However, the same analysis indicates that, due to Odfjell’s

initiatives to reduce emissions across our existing fleet and the estimated lifespan of our vessels, we do not

consider the risk of stranded assets to be significant. Reference, see link; ESRS 2 IRO-1-E1 and notes on

financial risk in Financial Statement. Despite these risks, Odfjell’s commitment to sustainability position Odfjell

as a preferred provider, offering lower costs for customers when CO2 is taxed and scope 3 emissions are

reported.

In our climate risk assessment, we have identified relevant climate physical and transitional risks, using the

TCFD framework. We have presented an analysis of the most significant risks with a potential financial impact

related to climate risk. For results, see link; ESRS 2 IRO-1-E1.

Climate change adaptation is considered a material issue due to its potential impact on our employees and

workers across the value chain. Extreme weather events—such as heatwaves and severe cold—pose risks to

infrastructure, health and safety, and operational continuity, increasing the likelihood of marine casualties. In

addition, stricter international and regional regulations on emissions (e.g., tighter sulphur limits and black carbon

restrictions) may require significant operational and technological adjustments.

Although adaptation needs are challenging to assess, short-term measures will focus on managing increased

heat and more volatile weather conditions. Building resilience into our operations is essential to ensure

continuity and reduce vulnerability to climate-related disruptions.

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Adaptation measures will also have broader societal implications. For example, transitioning to alternative fuels

such as e-fuels will demand substantial inputs of renewable energy. This creates challenges, as higher demand

for green energy in shipping could reduce its availability for other sectors, potentially leading to indirect or

replacement emissions.

Energy consumption across our value chain includes:

Scope 3: Energy embedded in the production of purchased goods and assets.

Scope 2: Indirect emissions from electricity and heating in our offices globally

Scope 1: Fuel consumption on our own vessels, externally operated ships, and transshipment activities.

Transitioning to sustainable energy sources is a key enabler for decarbonization and cost efficiency, reducing

environmental impact while supporting long-term resilience.

Resilience of our strategy and business model related to climate change related impacts.

Odfjell has assessed the resilience of its strategy and business model through comprehensive climate and

nature risk assessments, as well as a double materiality assessment. These analyses incorporate climate

scenario assessments to evaluate potential future risks and opportunities associated with climate change. Our

approach ensures a holistic understanding of how climate-related factors may impact our operations, financial

stability, and long-term strategic positioning.

The resilience of Odfjell’s business model is further supported by the flexibility of our fleet and the diversification

of our customer base. Our vessels are equipped with stainless steel tanks, enabling them to carry a wide range

of liquid cargoes and adapt to changes in product demand and regulatory requirements. Odfjell serves a broad

and diversified customer portfolio across geographies and industries, and is not dependent on a limited number

of customers or products. This flexibility reduces exposure to transition risks linked to shifts in specific value

chains or markets, supports continued fleet utilisation under different climate transition scenarios, and

strengthens the long-term resilience of our strategy and business model.

The resilience analysis has been conducted as part of our ongoing risk management and strategic planning

efforts. We have systematically assessed transition risks, direct physical risks, and financial implications using

climate scenario analysis aligned with the requirements set out in ESRS 2 IRO-1. These assessments consider

multiple time horizons to evaluate both short- and long-term risks to our fleet, business operations, and financial

performance.

Our risk assessments include evaluating the financial impact of transition risks, such as regulatory changes,

carbon pricing mechanisms, and evolving market expectations. The analysis also considers direct risks posed

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by physical climate hazards, including extreme weather events and long-term shifts in environmental conditions.

The findings from these assessments are integrated into our broader corporate strategy and sustainability

roadmap.

The results of our resilience analysis indicate that Odfjell’s business model is currently robust when considering

the impacts of climate change and transition risks as they are presently understood. Our strategic initiatives to

reduce emissions across our existing fleet, coupled with the estimated lifetime of our vessels, ensure that we do

not face a risk of stranded assets. Additionally, our approach to fleet renewal and energy-efficiency

improvements mitigates the risk of locked-in emissions, supporting our long-term decarbonization strategy.

We have developed a clear pathway to align with industry standards and achieve net-zero emissions. This

includes investments in energy-efficient technologies, operational efficiencies, and ongoing engagement with

regulatory and industry bodies to remain ahead of evolving requirements. While our current analysis supports

the resilience of our business model, we acknowledge that the regulatory landscape is continuously evolving.

New regulations could pose additional challenges, particularly if they impose restrictions that limit our ability to

trade ships. As part of our commitment to proactive risk management, we will continue to monitor and adapt our

strategy to ensure ongoing compliance and alignment with global climate objectives.

Additionally, we actively engage with stakeholders to incorporate their insights into our risk management and

strategic planning processes, ensuring our business model remains adaptable and forward-looking. Please also

see link; ESRS 2 SBM-3 Resilience of strategy and business model.

The financial effects of our material risks and opportunities on our financial position, financial performance and

cash flows were evaluated in the financial materiality assessment in the DMA process and follow our corporate

risk level definitions for consequences. Please also see link, ESRS 2 SBM-3 Financial effects of material risks

and opportunities and ESRS 2 IRO-1 Methodologies and assumptions applied.

Resilience analysis: assumptions and methodology

Odfjell has assessed the resilience of its strategy and business model in relation to climate change through

scenario analysis and risk assessments, as described under ESRS 2 SBM-3. Climate-related risks and

opportunities are integrated into the company’s strategy and enterprise risk management processes, and the

Board of Directors oversees the assessment of climate risks and the implementation of the company’s transition

plan. The resilience analysis evaluates how the transition to a lower-carbon economy and the physical impacts

of climate change may affect Odfjell’s operations, markets and long-term strategic positioning.

The analysis is based on several key assumptions regarding macroeconomic developments, energy markets

and technology deployment. It assumes continued global demand for seaborne transportation of chemicals and

sustained international trade, while recognising that the sector will operate under increasingly stringent climate-

related regulation and carbon pricing mechanisms. The analysis further assumes that the costs associated with

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the energy transition will increase over time and that customers will gradually share a greater portion of these

costs across the maritime value chain.

With regard to energy use and fuel availability, the analysis assumes a gradual transition from conventional

marine fuels towards fuels with lower lifecycle emissions. Sustainable biofuels are expected to play an important

role in the medium term due to their compatibility with existing vessel technology, while the availability of

scalable zero- or near-zero-emission fuels is expected to increase over the longer term as technologies mature

and supporting infrastructure develops.

The analysis also assumes continued improvements in vessel energy efficiency through fleet renewal, retrofit

measures and operational optimisation, as described under ESRS E1-3. Emerging technologies are expected to

be adopted gradually as they become commercially viable. Certain technologies, such as onboard carbon

capture, are currently not considered part of Odfjell’s transition pathway, while others, including nuclear

propulsion, are considered technically possible but unlikely to become commercially relevant in the near term

due to long development timelines and high costs. Shore power is expected to develop gradually but is not

considered a primary decarbonisation lever for the company’s deep-sea operations. The analysis further

recognises dependencies related to the availability of sustainable fuels, regulatory developments, access to

capital, shipyard capacity and the pace of technological development.

The resilience analysis considers short-, medium- and long-term time horizons, reflecting the typical asset

lifetime of vessels in the chemical tanker segment, which may extend up to 30 years. Short-term assessments

focus on the coming five years and primarily consider regulatory developments and operational improvements.

Medium-term assessments extend to approximately 2030–2040 and focus on fleet renewal, scaling of lower-

carbon fuels and implementation of new technologies. Long-term assessments extend towards 2050 and are

aligned with Odfjell’s net-zero target disclosed under ESRS E1-4.

For physical risk analysis, Odfjell has primarily assessed IPCC scenarios representing higher levels of warming,

as these are expected to have the most significant operational implications for maritime transport. A separate

physical risk analysis based on a 1.5°C scenario was not conducted, as it was not expected to materially

change the company’s physical risk profile. In addition, transition pathways such as the IEA Net Zero Emissions

scenario were considered as reference points for assessing long-term transition dynamics.

The resilience analysis assumes implementation of the mitigation actions and transition measures described

under ESRS E1-3 and the transition plan under ESRS E1-1, including fleet renewal, operational efficiency

improvements and the gradual adoption of lower-carbon fuels. Climate-related considerations are integrated into

strategic investment decisions, including fleet renewal, which is a key element of maintaining competitiveness

and regulatory compliance in a lower-carbon economy.

While the potential financial implications of climate-related risks and the transition are considered qualitatively as

part of the resilience assessment, long-term financial impacts remain subject to significant uncertainty due to

factors such as fuel availability, technology development, regulatory changes and market conditions. The

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resilience analysis therefore focuses on assessing the robustness of Odfjell’s strategy and transition pathway

under a range of plausible climate scenarios rather than producing precise long-term financial projections.

E1-1 Transition plan for climate change mitigation

Introduction

In line with the Corporate Sustainability Reporting Directive (CSRD) and the European Sustainability Reporting

Standards (ESRS), Odfjell presents its Transition Plan for Climate Change Mitigation. The plan outlines our

strategic approach to reducing greenhouse gas (GHG) emissions and preparing the Company for a low-carbon

future, while maintaining safe, reliable and commercially resilient operations.

The primary objective of the transition plan is to reduce emissions across our operations and contribute to global

climate goals, including those set out in the Paris Agreement. The plan describes how Odfjell manages climate-

related risks and opportunities, integrates decarbonisation into strategic decision-making, and aligns climate

targets with operational measures, capital allocation and long-term fleet planning.

Decarbonisation is embedded across our business through the integration of climate considerations into capital

expenditure (CapEx), operating expenditure (OpEx) and revenue generation. Investments focus on energy-

efficient newbuildings, fleet upgrades and retrofits, operational improvements, and the use of lower-emission

fuels. Together, these measures support near-term carbon-intensity reductions while preserving long-term

optionality as technologies and fuel pathways evolve.

Operational efficiency, stakeholder engagement and continuous monitoring are central to achieving our climate

objectives. Odfjell seeks to balance regulatory compliance, technological development and financial discipline to

ensure resilience in a regulatory and market environment that remains subject to uncertainty and change.

While sector-wide decarbonisation pathways for shipping are still evolving, Odfjell has developed a robust and

pragmatic transition plan designed to deliver sustained emissions reductions over time. Although explicit

alignment with a 1.5°C trajectory cannot currently be confirmed, the plan sets out concrete actions to reduce

carbon intensity in the short and medium term and supports the broader decarbonisation of the maritime sector.

This transition plan serves as a high-level framework. Further disclosures are provided in Odfjell’s Sustainability

Statement. Due to strategic and competitive considerations, detailed fleet-specific transition plans are not

publicly disclosed.

Regulatory developments and continuity of the transition plan 2025

In April 2025, the International Maritime Organization (IMO) took an initial vote on the Net Zero Framework

(NZF) at the Marine Environment Protection Committee (MEPC). In response, Odfjell assessed the potential

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implications of the proposed framework and updated internal fleet transition planning to ensure readiness for the

expected regulatory direction.

However, following the Extraordinary MEPC session in October 2025, the adoption of the Net Zero Framework

was postponed. As a result, no new binding international climate regulations for shipping entered into force

during the year. Consequently, Odfjell has reverted to the transition plan framework originally presented in the

Annual Report for 2025.

The transition plan included in the 2025 Annual Report is therefore largely unchanged. Climate targets remain

the same, and no material regulatory assumptions have been revised. This reflects the purpose of a transition

plan: to provide a stable, long-term strategic framework that is resilient to regulatory timing uncertainty while

remaining adaptable as new requirements are adopted.

Despite the postponement of the IMO Net Zero Framework, Odfjell remains fully committed to acting in line with

its climate targets. We continue to implement operational, technical and fuel-related measures to reduce

emissions and prepare the fleet for future regulatory developments, ensuring that the Company is positioned to

deliver on its climate ambitions irrespective of short-term regulatory delays.

Other changes for 2025 reporting

The transition plan related to capital expenditures is updated to reflect the most recent commitments.

Just and equitable transition

At Odfjell, a just and equitable transition means ensuring that the shift to low-carbon shipping is inclusive and

beneficial for all stakeholders, including workers, communities, consumers, and the broader maritime industry.

This approach recognizes that addressing climate change is not solely about reducing emissions but also about

ensuring fairness and equity throughout the transformation process.

Double materiality and social matters

Our double materiality assessment identifies impact, risk, and opportunities, highlighting the importance of

integrating social considerations into our transition strategies. Social matters, identified as material to Odfjell,

play a pivotal role in shaping our transition plan. As we work to mitigate climate change, we are committed to

addressing the social implications of our actions, ensuring that they are fair and inclusive for all.

Just transition and climate disclosures

The concept of a just transition is particularly relevant to Odfjell’s plan for climate change mitigation. A just

transition requires careful consideration of the social impacts of moving towards a climate-neutral and more

sustainable economy. It is widely recognized that this shift has significant implications for workers, communities,

and consumers across various sectors, including energy, transport, and financial services.

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Supporting workers and communities

For the shipping industry, a just transition involves supporting seafarers and other workers as we adopt new

technologies and fuels. Odfjell actively participates in initiatives like the IMO Maritime Just Transition Task

Force, which focuses on preparing the workforce for the future by prioritizing safety, education, and skills

development. Ensuring that our workforce is adequately trained and supported during this transformation is a

priority.

We are also committed to minimizing disruptions for workers and communities affected by the transition from

fossil fuels. This includes engaging with stakeholders, sourcing responsibly, and upholding human rights across

our supply chain. By addressing these challenges directly, Odfjell aims to reduce potential inequities and strive

for the benefits of decarbonization are distributed fairly.

Avoiding unintended consequences

A just transition means recognizing and addressing the broader social and economic impacts of

decarbonization. It is essential to ensure that the decarbonization of the shipping industry does not inadvertently

increase emissions in other sectors or transfer the challenges to other parties. Odfjell remains committed to a

holistic approach that prioritizes fairness and equity across the value chain, including our partnerships with

suppliers and customers.

Leadership in sustainable shipping

By embedding the principles of a just and equitable transition into our business practices, Odfjell aims to lead

the creation of a sustainable shipping industry. This involves not only addressing the urgent need for climate

action but also supporting people and communities throughout the transition. Our commitment to fairness,

equity, and inclusivity ensures that our journey toward a low-carbon future is one that leaves no one behind.

Climate targets

Greenhouse gas emissions

According to the GHG Protocol, emissions are categorized into three scopes to help organizations identify and

manage their greenhouse gas emissions comprehensively:

Scope 1: Direct emissions from sources owned or controlled by the company. For Odfjell, these primarily include

emissions from the combustion of fuel in the company’s operated vessels. Scope 1 emissions constitute

approximately 58.8% of Odfjell's total emissions.

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Scope 2: Indirect emissions from the generation of purchased electricity, steam, heating, or cooling consumed

by the company. For Odfjell, scope 2 emissions represent less than 0.1% of total emissions, reflecting the

relatively minor role of electricity consumption in the company’s operations.

Scope 3: All other indirect emissions that occur in the value chain of the company, including both upstream and

downstream activities. For Odfjell, scope 3 emissions, such as those from shipbuilding, supply chain activities,

fuel production and end-of-life disposal, account for approximately 41.2% of total emissions. 37.4% of scope 3 is

related to fuel activities (Scope 3 cat. 3).

Climate targets

Odfjell has set the following climate targets (Ref to other parts of ESRS E1-4):

1. Odfjell will cut greenhouse gas emissions by more than 57% by 2030 compared to 2008.

2. Odfjell is dedicated to pursuing a zero-emission strategy and will only order new net zero-capable

vessels.

3. Odfjell will be a net-zero company by 2050.

4. Odfjell will support initiatives to develop technology for decarbonization, energy efficiency, and net zero

emissions, promoting a fair and equitable transition.

5. Odfjell will actively collaborate with our suppliers and customers to improve energy efficiency and

reduce total emissions from our activities.

Absolute emissions

Odfjell is committed to transparency and leadership in the maritime industry's journey toward decarbonization.

As part of our climate change mitigation strategy, we recognize the importance of distinguishing between

absolute emissions and emissions intensity—two key metrics that offer distinct perspectives on our

environmental performance.

Absolute emissions represent the total volume of GHGs emitted, regardless of activity levels or fleet size. This

metric aligns with global climate goals such as the Paris Agreement, which targets absolute reductions in

emissions.

Emissions intensity, on the other hand, measures emissions per unit of transport work, such as per ton-mile.

This provides a normalized benchmark for operational efficiency, reflecting how effectively we are reducing

emissions relative to our business activities.

Odfjell reports emissions from both its controlled fleet (owned vessels) and operated fleet (chartered vessels

and pool vessels). Including time charter (TC) vessels and pool vessels in our absolute emissions ensures

comprehensive transparency. However, this approach presents a dilemma: while we strive to decarbonize, we

do not have direct control over the long-term trajectories of vessels we do not own.

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Odfjell's absolute emissions may increase if our fleet grows, either organically or through a larger operated fleet.

This growth does not imply higher emissions globally, as other owners might operate these vessels less

efficiently. By integrating these vessels into Odfjell's operations, we often achieve greater efficiency and lower

emissions on a holistic scale. Nonetheless, this limits our ability to design a clear trajectory for absolute

emission reductions since our fleet size, vessel mix, and access to decarbonization technologies are dynamic

and partly outside our control.

Navigating toward net zero

Odfjell has set an ambitious target of achieving net-zero absolute emissions by 2050. However, this pathway is

complex due to factors such as:

The reliance on external developments, including the availability and adoption of new low- and zero-carbon

fuels.

The timeline for phasing out older vessels and replacing them with ships equipped with advanced technologies.

Uncertainties in fuel pricing, infrastructure readiness, and the pace of global regulatory developments.

We anticipate that the most significant reductions in absolute emissions will occur closer to 2050 as the adoption

of alternative fuels matures and well-to-wake emissions decrease. Older, less efficient vessels will be retired,

and state-of-the-art technologies will dominate the fleet. In the meantime, intensity-based targets provide an

actionable metric for driving operational efficiency and ensuring year-on-year improvements. The historic

absolute emissions in tCO2eq and prediction pathways in the figure below illustrate this.


	2021	2022	2023	2024	2025	2040	2050
Absolute emissions in tGHGeq	2573749	2217265	2066154	1856933	2095881		0
Scope 1	1513603.1	1302233.6	1181995.0	1189279.1	1220764		0
Scope 2	107.7	203.6	146.6	176.6	285	0	0
Scope 3 category 2					308777		0
Scope3	1060079.7	914881.6	884065.2	673951.6	566085		0

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About the targets

The targets encompass relevant greenhouse gas emissions in accordance with the Kyoto Protocol, specifically

covering carbon dioxide (CO2), methane (CH4), and nitrous oxide (N2O). Other gases listed under the protocol

are not applicable to Odfjell’s operations.

The Odfjell fleet’s emission reduction target for 2030 (Target 1) is an intensity-based target, for our controlled

fleet measured using the Annual Efficiency Ratio (AER), and benchmarked against the International Maritime

Organization (IMO) standards, using 2008 as the baseline. AER calculations are conducted in accordance with

IMO regulations, specifically MARPOL Annex VI, Regulation 2.49, and the guidelines outlined in documents

MEPC.336(76), MEPC.337(76), MEPC.338(76), and MEPC.339(76). This is used for the IMO Carbon Intensity

Indicator (CII).

Emission calculations are based on the applicable carbon factors as stipulated in Regulation (EU) 2023/957,

which amends Regulation (EU) 2015/757, including Annexes I and II.

EU ESRS requires a reference baseline. The baseline for the AER target is a linear trajectory that can be

calculated from the 2008 reference and the 40% reduction in 2030. Odfjell will therefore use a reference value

based on the IMO industry standard of AER of 11.45 in 2021. Targets cover our controlled fleet, consisting of

owned, bareboat and financial lease vessels, but exclude time charter and pool vessels.

Net zero emissions for Odfjell means reducing greenhouse gas emissions across the value chain to as close to

zero as possible, with any remaining emissions neutralised through permanent removals. This is accomplished

by reducing emissions through efficiency improvements and sustainable fuels, carbon capture or shore power,

and offsetting any remaining emissions via verified carbon reduction projects. The goal is to ensure that all

emissions are addressed on a full well-to-wake lifecycle basis, targeting net zero by 2050 in line with the IMO’s

GHG reduction strategy.

Net zero capable is defined as a vessel that is technically adaptable and prepared for the retrofit of machinery

and fuel systems that can accommodate alternative fuels or emission reduction technologies, including emission

capture systems. This readiness is contingent on the commercial, environmental, and practical feasibility of such

technologies at the time of implementation. A net zero capable vessel must be equipped for the use of

alternative fuels, such as biofuels, bio-LNG, e-ammonia, and e-methanol, as and when these become viable.

Additionally, it should be prepared for carbon capture and storage (CCS) systems, if applicable, and optimized

for energy efficiency through measures like shore power integration and wind-assisted propulsion.

The net-zero emission target for 2050 reflects Odfjell’s long-term ambition to contribute to global climate goals.

However, achieving this target is subject to various uncertainties and factors beyond Odfjell’s direct control,

including but not limited to the availability, scalability, and affordability of alternative fuels and technologies,

evolving regulatory frameworks, and broader market and economic conditions. While Odfjell is committed to

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taking reasonable measures to pursue this target, there is no guarantee that all necessary conditions will be

met.

Compatibility with limiting global warming to 1.5 degrees

The Paris Agreement on climate change was agreed in 2015 by Parties to the United Nations Framework

Convention on Climate Change (UNFCCC) and entered into force in 2016. The Paris Agreement’s central aim is

to strengthen the global response to the threat of climate change by keeping a global temperature rise this

century well below 2 degrees Celsius above pre-industrial levels, and to pursue efforts to limit the temperature

increase even further to 1.5 degrees Celsius. The agreement binds states to implement actions and report on

their National Determined Contributions (NDCs). The Paris Agreement does not include international shipping,

but the IMO, as the regulatory body for the industry, is committed to reducing greenhouse gas emissions from

international shipping. Odfjell is regulated by the IMO, and complies with the regulations and strategy to reduce

greenhouse gas emissions to be net zero by 2050.

In July 2023, the IMO adopted the 2023 IMO Strategy on Reduction of GHG Emissions from Ships. The strategy

falls within a broader context that includes the Paris Agreement. The IMO Strategy aims to enhance the IMO's

contribution to global efforts by addressing GHG emissions from international shipping. International efforts to

address GHG emissions include the Paris Agreement and its goals.

IMO GHG Strategy

The IMO has set out four levels of ambition and indicative checkpoints, to reach net-zero GHG emissions from

international shipping. These targets were adopted by the Maritime Environmental Protection Committee

(MEPC) 80 7 July 2023 in resolution 377(80) - 2023 IMO Strategy on reduction of GHG emissions from ships.

The strategy is available on IMO’s website and not repeated here. The pathway is illustrated below.

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Carbon intensity

A critical metric in the pursuit of net-zero emissions is carbon intensity, which quantifies the amount of CO₂

emissions per unit of transport work. The IMO has set forth a benchmark known as the Annual Efficiency Ratio

(AER), which serves as a reference value to measure and regulate carbon intensity in line with global

decarbonization efforts. While the IMO’s targets provide a framework for carbon intensity reduction, Odfjell’s

approach surpasses these industry standards.

Odfjell has implemented a comprehensive and ongoing strategy focused on emission reduction, placing carbon

intensity at the core of our sustainability agenda. Through continuous innovation and operational efficiency

improvements, Odfjell has consistently maintained carbon intensity levels well below the benchmarks and

trajectories established by the IMO. This proactive approach has enabled us to operate with significantly lower

emissions since 2008, the IMO’s initial reference year, resulting in a performance surplus relative to the IMO

calculated baseline in tCO2/dwt-mile.

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Fuel initiatives

FuelEU Maritime regulations (FEM) were implemented in 2025 and target a reduction in the carbon intensity of

maritime fuels used within EU waters. The regulation mandates that ships reduce their carbon intensity by 2%,

escalating to 50% by 2050 for voyages within the scope of the EU regulation. The regulation incentivises the

use of low-carbon and renewable fuels such as biofuels, hydrogen, and ammonia while discouraging reliance on

conventional fossil fuels through financial penalties for non-compliance.

FuelEU Maritime will work alongside the EU Emissions Trading System (ETS), placing a price on carbon

emissions from ships, further encouraging the uptake of green fuels and energy efficiency measures.

At a global level, the IMO’s Global Fuel Intensity standard (GFI) will complement the EU’s efforts, focusing on

reducing the carbon intensity of international shipping. The GFI will be a goal-based¹ marine fuel standard

regulating the phased reduction of the marine fuel's GHG intensity as a part of the basket of measures that will

be implemented by the IMO.

¹ Goal-based standards (GBS) in the IMO are high-level standards and procedures that are to be met through

regulations, rules and standards for ships.

The IMO has also developed a Net-Zero Framework that combines economic and technical elements. The IMO

voted to postpone the implementation of this framework until October 2025, leaving some uncertainty going

forward regarding GFI and an economic element.

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IMO strategy and alignment with climate goals: a critical perspective

The IMO strategy outlines the global ambition and framework for decarbonizing shipping. These targets are

designed for the entire shipping industry and cannot be directly applied to individual ships or fleets. To achieve

the goals of the Paris Agreement, the IMO intends to follow up this strategy with updated regulations that will

establish a trajectory toward net-zero emissions.

Odfjell’s GHG reduction targets are aligned with the IMO’s net-zero strategy and, in some cases, exceed the

IMO’s intensity targets for 2030. However, despite the IMO adopting the Paris Agreement’s objectives, there is

no scientific evidence to suggest that the 50% reduction target by 2050 is sufficient to align with the 1.5°C

pathway, which requires net-zero emissions across all sectors by mid-century.

Limitations of the current IMO strategy

The IMO’s strategy does not mandate immediate or aggressive enough measures to address emissions in the

short term. This delay risks slowing the adoption of decarbonization technologies and practices that are urgently

needed. The Intergovernmental Panel on Climate Change (IPCC) has provided clear guidance on what is

required to meet the 1.5°C target:

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Global emissions must decline by approximately 45% by 2030, relative to 2010 levels, and reach net-zero by

2050

For the shipping sector, this necessitates near-complete decarbonization by mid-century, with substantial

reductions achieved by 2030.

However, under the current IMO strategy, projections indicate that absolute emissions from international

shipping will not peak until the 2030s, let alone achieve the sharp reductions required this decade. The

strategy’s reliance on efficiency improvements, while valuable, cannot deliver the absolute reductions necessary

to meet the 1.5°C pathway.

Alignment with 1.5 degrees

There are multiple standards and initiatives for setting science-based targets in line with climate science.

However, Odfjell has not yet verified its targets under any specific framework or standard. Public policies for the

shipping sector have not defined clear sectoral pathways, making it challenging to confirm whether Odfjell’s

targets are fully compatible with the 1.5°C goal. Consequently, Odfjell does not claim that its targets are aligned

with the 1.5°C pathway. This position complies with the disclosure requirements under see link, E1-4.

While the IMO strategy provides a critical foundation for global shipping's decarbonization, it falls short of the

scientific benchmarks needed to meet the 1.5°C target. Odfjell remains committed to ambitious emissions

reduction targets and continues to advocate for more aggressive action to address climate change. As the

sector evolves and public policies provide clearer frameworks, Odfjell will continue to refine its strategy and align

with best practices to ensure meaningful progress toward a sustainable future.

Decarbonization levers and key actions

Odfjell has identified several key decarbonization levers to achieve its emission reduction targets:

Fleet transition plan

Odfjell has a specific fleet transition plan that includes new ships, changes to existing ships, and recycling plans

for our managed fleet. This plan aims to meet the company’s strategic ambitions and targets, as well as

compliance with IMO and EU regulations, lifetime considerations, and capacity for renewal. The plan is

company confidential.

Transition activities

Odfjell has introduced a Transition Finance Framework (TFF), aimed to support funding our transition. The

framework offers a holistic approach to transition investments, capturing both small and large decarbonization

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projects in which Odfjell intends to invest. The framework can be used for bonds and loans and adhere to the

latest industry guidelines for use-of-proceeds and transition financing. The framework encompasses a wide

range of energy-efficiency initiatives that will support Odfjell’s journey towards a climate-neutral fleet in 2050.

The participating financial institutions will benefit from our commitment to transparency and see their funds

being directed towards a wide range of initiatives aimed at emission reduction. The plan has the following six

transition categories:

• Ship retrofit projects

• Energy-efficient solutions

• Research and development and transition strategy

• Infrastructure

• Vessel lifetime extensions

• Low-carbon and zero emissions newbuildings

For more information about our transition finance framework and sustainable finance, see our website

www.odfjell.com.

Decarbonization initiatives and possible effects

Since 2007, Odfjell has implemented and tested various technologies and initiatives to reduce emissions and

improve efficiency. While significant progress has been made, additional initiatives remain under consideration.

These measures are categorized in the graph below, with potential improvement effects estimated by DNV.

It is important to note that not all tested or evaluated activities have been or will be implemented. The decision to

proceed with any initiative is contingent upon its demonstrated ability to impact emission reductions and

operational efficiency positively, and in an economically sustainable manner.

The figure below illustrates various potential levers and actions for emission reductions, as identified by the DNV

Maritime Forecast. Additional technologies and operational measures will be incorporated as they become

available. The figure also highlights initiatives that Odfjell has already implemented or tested.

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Operational efficiency

In addition to fleet transition, we are working on improving the operational efficiency of our fleet in terms of

optimal speed, weather routing, hull cleaning, port efficiency, and utilization. This is done in combination with

improving information and digitalization for better decision support.

Indirect and value chain emissions

Odfjell is dedicated to achieving net-zero emissions across all scopes, including scope 3, as part of our long-

term sustainability ambitions and targets. To advance these goals, we are actively collaborating with suppliers to

improve scope 3 reporting accuracy by transitioning from a spend-based to an activity-based reporting

approach. More than 80% of our scope 3 emissions are attributed to fuel production. These emissions are

closely linked to our scope 1 reduction efforts, as our net-zero targets address "well-to-wake" emissions,

encompassing emissions during production, transportation, and consumption of fuel.

At present, we have not set a formal target for scope 3 emissions. Our focus remains on enhancing data quality

by collecting detailed activity-based data to replace our initial spend-based estimates.

Additionally, Odfjell is committed to reducing scope 2 emissions by implementing energy-saving measures and

increasing the use of renewable energy across our office locations, despite scope 2 emissions representing less

than 1% of our overall footprint.

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Beyond fuel-related emissions, we are working closely with our broader supplier base to enhance reporting

transparency and reduce the environmental impact of the products we source. These initiatives are integral to

our ongoing commitment to minimizing our environmental footprint and fostering sustainable practices

throughout our value chain.

Furthermore, Odfjell is engaging with the owners of our time chartered vessels to enhance efficiency and reduce

emissions. Although we do not have direct control over these ships, they are part of our operated fleet and

contribute to our scope 1 emissions. This collaboration includes knowledge sharing, as well as the

implementation of technical and operational measures to drive improvements.

Complementing these initiatives, Odfjell actively supports the development of the infrastructure and technologies

necessary to achieve a net zero-emission shipping industry. By doing so, we contribute to the decarbonization of

the maritime value chain and the broader transition towards net-zero and sustainable shipping.

Lifetime extension

An integral aspect of reducing total emissions, including those within the value chain, is evaluating the potential

for extending the lifespan of existing vessels. Shipbuilding is a significant source of emissions that are

categorized under scope 3. Extending the operational life of a vessel, however, necessitates additional

maintenance and upgrades, which also contribute to scope 3 emissions.

To better understand these dynamics, Odfjell conducted a Life Cycle Assessment (LCA) for a specific ship class.

The assessment sought to evaluate the requirements for lifetime extension, the feasibility of obtaining

certification and approval for operation beyond the design life, and the total emissions throughout the ship's life

cycle. The findings revealed that scope 1 emissions generated during the operational phase of a ship

significantly exceed the scope 3 emissions associated with its construction. This indicates that, over an

extended period, a life extension does not substantially impact the total emissions across a ship's life cycle.

These considerations will be an integral part of the transition planning.

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The implementation roadmap for the transition


Short-term (2024-2026)	Medium-term (2027-2030)	Long-term (2031-2050)
Complete ongoing fleet renewal initiatives Implement identified energy efficiency measures across the fleet Initiate R&D projects for next- generation technologies Set targets for scope 2 reduction Increase the use of activity-based scope 3 data Retrofit the first ship with suction sails and start evaluating efficiency Start using biofuel B-30 to reduce the carbon intensity of the fuel on a fleet basis IAW FEM Establish green corridor, using B-24 between Europe and Brazil Delivery of new more energy efficient ships	Scale up successful efficiency initiatives Initiate investment plan for net-zero capable ships Initiate integrating net zero- emission capable vessels into the fleet Assess sourcing of alternative fuel Fleet renewal IAW fleet transition plan Delivery of new more energy efficient ships	Progressively replace older vessels with net zero-emission capable ships Fully transition to low-carbon or net zero-emission fuels in line with FEM and GFI Continuously optimize operations to minimize emissions Pilot alternative fuel technologies Fleet renewal IAW fleet transition plan

Investments and funding

Capital expenditures

Capital expenditure and sustainable financing

Odfjell is making significant investments in its transition plan, with a strong focus on fleet renewal and

technological innovation. These investment plans are carefully aligned with the company's fleet transition

strategy, ensuring that we have the capacity to execute the necessary actions related to new vessel

acquisitions, time charter commitments, energy-saving devices, adoption of alternative fuels, and measures to

enhance operational efficiency.

To support our sustainability ambitions, Odfjell has established two sustainable finance frameworks. The first is

the Sustainability-Linked Financing (SLF) framework, which is designed for general-purpose financing. Through

this framework, Odfjell can issue bonds and secure loans linked to our sustainability targets. The SLF

framework has garnered significant interest from both investors and financial institutions, leading to strong

demand for bonds and loans issued under this structure.

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In 2024, Odfjell introduced a Transition Finance Framework (TFF), a use-of-proceeds framework that enables

the issuance of bonds and loans specifically linked to activities supporting our transition to net-zero. Both the

SLF and TFF frameworks are externally verified by a third-party organization and are fully aligned with the

principles and guidelines set forth by the International Capital Market Association (ICMA) and the Loan Market

Association (LMA).

Capital expenditure and fleet renewal

Odfjell recognises that the long-term renewal of its owned and controlled fleet, including the replacement of

large stainless steel chemical tankers (“super-segregators”), is a critical enabler of the transition to a low-carbon

future. These vessels, characterised by multiple segregations and stainless-steel cargo tanks, are designed to

serve a wide range of trades and will incorporate state-of-the-art energy-efficiency measures and fuel-ready

technologies to support future decarbonisation pathways.

Odfjell has a long track record of investing in energy-saving devices and technical upgrades across its fleet.

These investments have delivered both emissions reductions and strong financial performance, with historical

payback periods typically ranging from one to seven years, depending on operating profile, fuel prices,

regulatory developments and trade patterns. This experience underpins our disciplined approach to capital

allocation in support of the transition plan.

The Company continues to proactively test new technologies and energy-efficiency solutions with the objective

of scaling those that demonstrate satisfactory technical performance and commercially reasonable payback. In

2025, Odfjell tested wind-assisted propulsion using suction sail technology on Bow Olympus, achieving positive

operational and emissions-reduction results. Subject to final investment decisions, this forms the basis for

potential scaling and retrofitting of additional vessels.

While specific CapEx amounts related to individual transition measures are not publicly disclosed, Odfjell

expects future capital allocation to be increasingly aligned with the EU Taxonomy for sustainable activities. It is

noted that deep-sea chemical tankers are not currently taxonomy-eligible until they achieve zero tailpipe

emissions. In line with Odfjell’s sustainability objectives, all newbuildings will be net-zero capable and are

expected to be taxonomy-aligned when operating on net-zero well-to-wake fuels, as defined in Commission

Delegated Regulation (EU) 2021/2178.

Odfjell operates a diversified fleet of chemical tankers, classified as medium, large and super-segregators.

Although vessels are technically designed for operational lifetimes of 30–40 years, commercial trading

constraints typically limit market acceptance to approximately 20–30 years. Maintaining a competitive and

efficient fleet therefore requires continuous renewal, complemented by the divestment of older tonnage for

responsible and sustainable recycling.

Fleet renewal decisions are driven by technology readiness, vessel size suitability and capital efficiency. To

mitigate technology and capital risk, Odfjell has adopted a flexible fleet renewal strategy that leverages long-

standing partnerships with Japanese shipyards and vessel owners. This approach includes long-term time

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charters with purchase options, reducing exposure to large, single-cycle newbuilding programs while preserving

strategic optionality in addition to two vessels that is built for Odfjell's ownership at Japanese yards.

Through these partnerships, Odfjell has secured access to modern, energy-efficient vessels on long-term

charters, alongside selective ownership. The delivery schedule includes nine vessels in 2026, eleven vessels in

2027 and a planned three vessels in 2028, ranging from approximately 25,000 to 40,000 DWT. These vessels

incorporate advanced energy-efficiency technologies and are a central component of Odfjell’s pathway to

achieving its climate targets. Investments in wind-assisted propulsion systems and advanced rudder

technologies have also been made on selected chartered vessels to further enhance efficiency and reduce fuel

consumption.

Under IFRS 16, the bareboat charter components of these arrangements are capitalized over the lease term

and classified as (Right-of-use) Assets. The estimated capitalized assets are approximately USD 600 million

over the next three to four years.

In addition, Odfjell has established a joint venture with Nissen Kaiun to operate a combined fleet of stainless-

steel chemical tankers. Odfjell Hakata Maritime AS will initially comprise ten vessels, equally contributed by

Odfjell and Nissen Kaiun, further strengthening access to modern and efficient tonnage.

Collectively, these initiatives will materially increase the proportion of commercial trading days operated by

modern, energy-efficient vessels, enhancing emissions performance, operational resilience and the long-term

robustness of Odfjell’s transition plan.

Operational expenses

For the purpose of this ESRS E1 transition plan, Operational Expenditures (OpEx) comprise all recurring and

non-capitalized expenditures required to operate the fleet and implement Odfjell’s decarbonization pathway.

This definition differs from OpEx as defined under the EU Taxonomy Regulation and from OpEx as presented in

Odfjell’s financial statements. In this context, OpEx reflects the total operational cost required to execute the

transition plan, including voyage-related expenses, fuel, regulatory compliance costs, non-capitalized technical

measures, research and development, and relevant general and administrative expenses directly supporting the

green transition.

Fuel represents the most material operational expenditure in the transition plan. As low- and zero-carbon fuels

become commercially available, Odfjell expects a gradual shift from conventional fuels toward biofuels and, over

time, e-fuels. During the transition period, operational flexibility remains essential, and both fossil and alternative

fuels will be used in parallel. Biofuels are expected to carry a price premium compared to conventional very low

sulfur fuel oil, and future availability and pricing remain uncertain. The financial impact of the EU Emissions

Trading System (EU ETS) further increases fuel-related operating costs. To safeguard economic viability, Odfjell

applies bunker adjustment clauses and specific EU ETS clauses in its contracts, enabling cost pass-through to

customers. The company also monitors and, where appropriate, adopts emerging standardized clauses

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developed by industry bodies such as BIMCO to ensure transparent allocation of regulatory compliance costs,

including those related to FuelEU Maritime and IMO carbon intensity requirements.

In the longer term, deep decarbonization could require the adoption of e-fuels. However, current availability is

limited, and prices are multiple times higher than conventional marine fuels. Material fleet-wide adoption is

therefore expected to take time and will depend on market maturation, infrastructure development and

regulatory clarity. Odfjell continuously monitors technological and commercial developments to assess timing

and scale of implementation.

Beyond fuel, the transition plan includes operational measures that are not capitalized but contribute to emission

reductions and compliance. These include minor technical upgrades below capitalization thresholds, operational

efficiency initiatives, digital performance optimization tools, pilot testing of alternative fuels, and related data and

analytics activities. Although individually limited in scale compared to fleet renewal investments, these measures

collectively support incremental performance improvements and regulatory alignment.

The execution of the transition plan also requires sustained general and administrative expenditures related to

sustainability strategy, regulatory compliance management, emissions monitoring and reporting systems,

research and development, industry collaboration, and internal competence building. These costs are integral to

governance and implementation and form part of the total operational expenditure required to achieve Odfjell’s

climate objectives.

Operational expenditure projections are subject to uncertainty, particularly regarding future fuel price

differentials, carbon pricing trajectories and the development of global regulatory frameworks. Odfjell manages

this exposure through contractual mechanisms, fuel flexibility, active regulatory monitoring and industry

engagement. Together with the capital investments described in the preceding section, these operational

expenditures constitute the financial framework necessary to execute Odfjell’s transition plan in alignment with

ESRS E1 Climate change.

Locked-in GHG emissions and transition risk

Odfjell is fully committed to achieving net-zero emissions and ensuring that our operations align with global

climate goals. A critical part of this effort is the assessment of potential locked-in greenhouse gas emissions

from our assets and products, particularly our fleet. Based on a thorough evaluation of our current operations,

we conclude that Odfjell does not have any significant locked-in emissions that would jeopardize our GHG

reduction targets.

Our fleet currently operates on fossil fuels, including VLSFO and Marine Gas Oil (MGO). While these fuels are

associated with GHG emissions, it is essential to highlight that our existing vessels are technically capable of

operating on sustainable, net-zero fuels such as biofuels or e-fuels without requiring considerable engine

retrofits. This capability significantly mitigates the risk of locked-in emissions over the lifetime of the fleet.

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Moreover, Odfjell has committed to only ordering new vessels that are net-zero capable, which further

underscores our forward-looking approach to eliminating locked-in emissions. Therefore, the emission profile of

our current and future fleet is fully aligned with our long-term sustainability targets.

The transition to a low-carbon future presents challenges for the entire maritime industry, including the cost and

availability of sustainable fuels. However, Odfjell has developed a comprehensive fleet transition plan that

balances cost efficiency with the need to meet regulatory requirements, including compliance with the IMO

Global Fuel Standard and FuelEU Maritime regulations.

By integrating biofuels and other renewable energy sources into our operations, Odfjell has the flexibility to

achieve net-zero emissions without the need for costly retrofits. This approach ensures that our fleet remains

both competitive and environmentally responsible, minimizing transition risk.

Importantly, Odfjell’s reporting includes both owned and time chartered vessels. While an increase in the fleet

size may lead to higher absolute emissions, this does not reflect an overall increase in emissions at the global

level. In fact, Odfjell has demonstrated its ability to run ships more efficiently than others, meaning that by

managing additional vessels, we can reduce carbon intensity across the board.

As vessels reach the end of their economic life—estimated at 25-32.5 years—they will be responsibly recycled.

The recycling process will contribute to a net positive effect on GHG emissions, as recycled materials, such as

steel, reduce the need for new resources, thereby lowering life-cycle emissions.

Odfjell’s strategy to manage its existing fleet, adopt sustainable fuels, and responsibly recycle vessels ensures

that locked-in emissions are not a significant risk. Our climate targets remain within reach, and our ongoing fleet

transition plan will continue to align Odfjell with global sustainability goals, minimizing both transition risk and

environmental impact.

Alignment with EU taxonomy regulation

In an era where sustainable practices are increasingly vital for operational resilience and competitiveness,

Odfjell remains focused on embedding sustainability into our operations in line with the EU Taxonomy

Regulation and the Commission Delegated Regulation (EU) 2021/2139. As we implement our strategy, our

economic activities—including CapEx, OpEx, and revenue-generating activities—will, over time, reflect a greater

alignment with taxonomy criteria for climate mitigation and adaptation.

It is important to note that alignment with the EU Taxonomy is not the goal but rather a result of our efforts to

deliver on our sustainability strategy. By prioritizing our strategy, we ensure that the progression toward

taxonomy alignment is a natural outcome of focused and meaningful action. This approach allows us to support

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our long-term vision and the industry’s transition toward a low-carbon economy without viewing regulatory

alignment as an endpoint.

Through this strategic focus, we position ourselves to advance sustainable practices that meet the evolving

standards and reinforce our commitment to resilient and responsible maritime operations.

Odfjell operates in two primary sectors:

• Transport

• Storage/Terminals

Within the transport sector, we have identified two economic activities that fall under the scope of transitional

activities, as defined in the Delegated Act for Climate Change Mitigation. These activities are deemed

"taxonomy eligible" under the EU Taxonomy, as they are included in the current regulations:

Sea and coastal freight water transport, vessels for port operations and auxiliary activities (6.10)

Retrofitting of sea and coastal freight and passenger water transport (6.12)

While Odfjell’s activities in these areas are eligible under the taxonomy, they are not yet fully aligned with the

criteria established for zero direct emissions. Our current fleet operations, which rely on fossil fuels such as

VLSFO and MGO, do not meet the stringent requirements for zero direct emissions under the Delegated

Regulation for 6.10, and Odfjell has not had activities that meet the criteria for 6.12 in 2025, and in line with the

materiality requirement in the EU taxonomy from 2025.

Odfjell has developed a comprehensive fleet transition plan that outlines our path to net-zero, and that will align

with the EU Taxonomy, by focusing on the following key areas:

CapEx

Investments in new vessels that are net-zero capable are central to our CapEx strategy. These vessels, which

can operate with significantly reduced GHG emissions, are expected to meet the criteria for taxonomy

alignment. This includes compliance with the relevant emissions thresholds established under the Delegated

Regulation for activity 6.10. There are technical exemptions that are valid until December 2025, but Odfjell has

not planned for any new economic activity that will meet these criteria in 2025.

Additionally, retrofitting existing vessels to improve fuel efficiency and reduce emissions will contribute to

alignment. Under activity 6.12, retrofitting projects that result in a reduction of fuel consumption by more than

10% meet the taxonomy criteria. For instance, the planned installation of e-sails across our fleet is projected to

achieve fuel reductions exceeding this threshold, thus qualifying as a taxonomy-aligned investment.

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OpEx

Once new vessels begin operations and achieve net-zero emissions, the ongoing OpEx associated with these

vessels will also align with the taxonomy criteria.

Similarly, the OpEx related to retrofitted vessels, provided they meet the 10% fuel efficiency improvement

criteria, will be considered taxonomy aligned.

Revenue

As Odfjell’s fleet transitions to net-zero emissions, the revenues generated from these operations will be

classified as taxonomy-aligned under activity 6.10. This shift is anticipated to occur as new vessels enter

service, eligible ships operating on a significant level of biofuel ratio and retrofitted vessels begin operating at

reduced emissions levels.

Our retrofit strategy is a critical component of aligning with the EU Taxonomy. The installation of technologies

such as e-sails and other fuel efficiency measures are expected to deliver substantial reductions in GHG

emissions and fuel consumption. These retrofitting measures not only reduce Odfjell’s carbon footprint but also

contribute directly to meeting the criteria under activity 6.12.

In addition to retrofits, our newbuildings program will ensure that all future vessels are net-zero capable. This

proactive approach to fleet renewal ensures that Odfjell will remain at the forefront of sustainability in the

maritime industry, contributing to climate mitigation goals while remaining compliant with the evolving regulatory

landscape.

Odfjell’s approach to taxonomy alignment is centered on the transition to a net-zero emissions fleet and ongoing

investments in retrofitting technologies. While our current operations are eligible but not yet fully aligned with the

EU Taxonomy, the plans in place will support possible taxonomy alignment later.

Policy for offsetting

Odfjell is committed to prioritizing direct emissions reductions across our operations as the most effective path

toward achieving sustainability and aligning with climate objectives. Our primary focus remains on the

decarbonization of our fleet and shore-based activities through innovation, advanced technologies, and

optimized operational efficiencies. We believe that tangible emissions reductions at the source should take

precedence over external compensatory measures.

While we prioritize reducing emissions directly, we acknowledge that residual emissions may remain due to

technological or operational limitations. In these instances, we consider the use of offsetting mechanisms to

address such residual emissions. However, in compliance with the European Financial Reporting Advisory

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Group (EFRAG) guidance, we must clarify that any purchased or planned carbon credits will not be counted

toward Odfjell's gross GHG emissions reduction targets. Instead, we transparently will report these credits as

separate mitigation efforts.

Our approach to offsetting will ensure alignment with ESRS E1-7, which requires transparency on the financing

and intentions behind any carbon credits used. For projects outside our value chain that generate GHG

removals, we will disclose the scope, nature, and extent of any financed carbon credits in our sustainability

reporting, including those supporting climate mitigation projects that achieve verified GHG removals.

In line with the ESRS definitions, we distinguish between credits for GHG removals (suitable for achieving net-

zero objectives) and carbon credits related to emissions avoidance or reduction, which can only serve as

compensatory measures, not for achieving net-zero emissions. Any claims or public statements Odfjell makes

regarding GHG neutrality will detail how residual emissions are intended to be neutralized by GHG removals

and how these actions complement, rather than replace, direct emissions reduction efforts. The integrity and

credibility of the carbon credits we choose will meet the highest standards, ensuring that they do not impede or

detract from Odfjell’s commitment to achieving gross GHG reduction targets.

Odfjell remains dedicated to transparency and accountability in all offsetting activities. Our disclosures will align

with the ESRS, fully informing stakeholders—including investors, regulators, and the public—of the scope,

purpose, and impact of our offsetting initiatives.

Customers and value chain

At Odfjell, we recognize that achieving our net-zero ambition requires collaboration across the entire value

chain. As part of our energy transition strategy, we work closely with our customers to ensure a smooth,

efficient, and sustainable transformation. The journey towards net-zero emissions is a shared responsibility that

requires a collective effort across industries. Odfjell believes that the costs and risks associated with the energy

transition should not be borne by one party alone. Instead, these should be distributed across the value chain,

from our operations, to our customers, and ultimately, to the end consumers.

We aim to work closely with our customers to share the financial and operational risks of this transition. This

includes:

• Collaborating on innovative solutions to reduce emissions and improve energy efficiency.

• Cargo consolidation and port efficiency

• Co-financing initiatives that promote decarbonization, such as the adoption of low-carbon fuels

and technologies.

• Joint ventures or partnerships that spread the risk of new investments.

By working together, we can accelerate the transition while ensuring the financial burden is equitably shared.

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The costs of the energy transition are an inevitable part of achieving a net-zero future. These costs, including

investments in new technologies, compliance with emissions trading systems (ETS), operational changes, and

increased price on energy/fuel, must be passed through the value chain. We believe that:

Customers should understand that the shift to more sustainable practices will be reflected in transportation costs

due to higher fuel price, emission tax, and cost of upgrades to ensure compliance.

End consumers will also play a role in bearing these costs, as the need for sustainable solutions becomes the

market norm.

This transparent approach ensures that the true cost of sustainability is accounted for across the entire supply

chain.

While the energy transition comes with challenges, it also offers significant opportunities. Odfjell views this as an

opportunity to create value for our customers through:

Reduced ETS costs: An efficient transition will lower our customers’ exposure to ETS-related expenses as

emissions are reduced, and compliance becomes easier.

Scope 3 Emissions Reduction: By working with Odfjell, customers can benefit from our low carbon intensity in

the segment, which may help lower customers Scope 3 emissions and support their sustainability ambitions.

The transition to net-zero emissions is not just a compliance necessity; it also represents an opportunity for

Odfjell and our customers to improve operational efficiency, reduce long-term costs, and enhance our collective

sustainability performance.

Disclosure of CapEx related to fossil fuels

Odfjell is dependent on fossil fuel for the fleet, but does not have any investments in coal, oil and gas-related

economic activities per relevant NACE codes.

Exclusions

Odfjell’s activities are not excluded from the EU Paris-aligned benchmarks, consistent with the requirements in

Commission Delegated Regulation (EU) 2020/1818 (Climate Benchmark Regulation), Articles 12.1 (d) to (g) and

12.2.²

² eur-lex.europa.eu/legal-content/EN/TXT/PDF/?uri=CELEX:32020R1818

Transition governance

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Alignment of the transition plan

At Odfjell, sustainability and energy transition are deeply rooted in our core business strategy and financial

planning. Odfjell has set six long-term goals and medium-term targets. Goals and targets are aligned with the

transition plan.

Every year, Odfjell's board of directors and management conduct a comprehensive climate and nature risk

assessment following the guidelines set by the Task Force on Climate-related Financial Disclosures (TCFD) and

the Task Force on Nature-related Financial Disclosures (TNFD). This annual review identifies both risks and

opportunities related to climate change and environmental challenges, offering critical inputs into our strategic

planning. The climate transition risk assessment is a central driver of our broader climate change mitigation and

fleet transition strategy, ensuring that we proactively address regulatory and operational challenges associated

with decarbonization.

Our financial planning is linked to the fleet transition plan, enabling Odfjell to allocate the necessary resources to

execute our sustainability and fleet renewal ambitions. By aligning capital investments with the long-term needs

of our fleet transition, we ensure that the company has the financial strength to adopt greener technologies and

new fuels without compromising operational stability.

Additionally, Odfjell carries out a board-aligned double materiality assessment. This assessment helps us

identify the financial and environmental impacts of our operations, ensuring that our sustainability actions are

financially sound and aligned with broader societal goals. The results of the DMA are used to regularly update

our sustainability targets and action plans, ensuring that our strategies remain dynamic and relevant to the

evolving external environment. The transition plan will be subject to annual review by management and the

board of directors.

Sustainability is a fundamental part of our overall business strategy and a critical goal for Odfjell. This is

reflected in how we align actions to drive the energy transition and decarbonization efforts with our long-term

incentive plan for management and short-term incentive plan for all shore-based employees. By embedding

sustainability into our performance-based incentives, we ensure that our entire organization drives the transition

progress towards net-zero.

Approval of the transition plan

The transition plan has been approved by Odfjell’s management and board of directors, ensuring that it is a

central component of the company’s strategic direction. The governance structure supports the implementation

of the plan, with oversight from the chief sustainability officer and regular reporting to the board of directors.

Progress

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Odfjell has made significant progress in implementing its transition strategy. As of 2025, the company has

achieved a 55% reduction in carbon intensity compared to the 2008 baseline. Odfjell reports progress on carbon

intensity and significant energy efficiency projects in quarterly reporting. We report the GHG emission reduction

progress in tCO2/dwt-mile annually, measured against EU benchmarks.

In 2024, Odfjell set new ambitious climate targets to continue the transition towards net-zero and ensure

compliance with existing and upcoming regulations to achieve the goals of the Paris Agreement. Continuous

investment in fleet renewal, energy efficiency, and new technologies are essential parts of the transition.

E1-2 Policies related to climate change mitigation and adaptation

Odfjell’s environmental policy is part of a comprehensive framework designed to manage material IROs related

to climate change mitigation and adaptation. The policy’s general objectives include reducing greenhouse gas

emissions, enhancing energy efficiency, and supporting the transition to renewable energy sources. It addresses

key material issues such as operational emissions, regulatory compliance, and technological advancements.

The environmental policy sets Odfjell’s climate targets. The process for monitoring involves regular

assessments and reporting to ensure continuous improvement and adherence to environmental standards.

The scope of Odfjell’s environmental policy encompasses all company activities, including upstream and

downstream value chains, across all geographies where the company operates. It includes stakeholders such

as employees, customers, suppliers, and regulatory bodies. The policy excludes no significant activities or

geographies, ensuring a holistic approach to environmental management. As part of our governance structure,

the board of directors and executive management hold ultimate responsibility for overseeing the company’s

environmental strategy and ensuring adherence to this policy. The chief sustainability officer (CSO), operational

and ship management teams are tasked with implementing environmental initiatives and regularly updating the

board on progress.

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Odfjell’s environmental policy aligns with third-party standards and initiatives, such as the International Maritime

Organization (IMO) regulations and the Paris Agreement ambitions. In setting the policy, Odfjell considers the

interests of key stakeholders, including customers and regulatory authorities, to ensure it meets their

expectations and requirements. The policy is made available to all potentially affected stakeholders through the

company’s website and internal communication channels, ensuring transparency and accessibility.

The policy addresses climate change mitigation by investing in low and zero-carbon capable ships, net-zero

fuels, and optimizing route planning to reduce emissions. For climate change adaptation, Odfjell supports the

development of zero-emission technologies and infrastructure to enhance resilience. Energy efficiency is a core

focus, with continuous improvements in operational practices and technological upgrades. Additionally, the

policy promotes the deployment of renewable energy sources to further reduce the company’s environmental

footprint.

E1-3 Actions and resources in relation to climate change policies

Odfjell implements a set of climate change mitigation actions to achieve the climate targets and transition plan

described in ESRS E1-1. The company’s decarbonisation strategy combines improvements in energy efficiency

with a gradual transition to fuels with lower lifecycle carbon intensity.

Climate change mitigation actions

Odfjell’s decarbonisation pathway is structured around three main levers: fleet renewal and technical

improvements, operational efficiency measures, and the gradual transition to lower-carbon fuels.

Fleet renewal and technical improvements are a central element of Odfjell’s transition plan. The company is

gradually increasing the share of modern and energy-efficient vessels through its fleet renewal programme. New

vessels incorporate improved hull design, energy-efficient equipment and other technical improvements that

contribute to reduced fuel consumption and emissions.

In parallel, Odfjell implements a retrofit programme aimed at improving the efficiency of the existing fleet through

technical upgrades and the installation of energy-saving devices.

In 2025, Odfjell tested wind-assisted propulsion technology through the installation of suction sails on Bow

Olympus. The installation demonstrated fuel and emissions reductions of approximately 15–20% under normal

operating conditions, with higher reductions under favourable wind conditions. During the year, Bow Olympus

also completed a transatlantic demonstration voyage combining wind-assisted propulsion with 100% certified

sustainable biofuel, achieving an estimated 85% reduction in carbon intensity compared with conventional

operations. Odfjell continues to evaluate the potential for wider deployment of wind-assisted propulsion

technologies as part of its technical decarbonisation measures.

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Operational efficiency improvements represent a continuous component of Odfjell’s emission reduction efforts.

These measures include voyage optimisation, speed management, weather routing, improved vessel utilisation,

hull and propeller maintenance, and digital decision-support tools. These initiatives contribute to incremental

improvements in fuel efficiency and emissions performance across the fleet.

Fuel transition and value chain engagement constitute a third key lever. Odfjell expects a gradual shift from

conventional marine fuels towards fuels with lower lifecycle emissions, including certified sustainable biofuels

and, over time, other low-carbon or zero-emission fuels as they become commercially available. Fuel transition

is closely linked to regulatory developments such as the EU Emissions Trading System (EU ETS) and FuelEU

Maritime.

In 2025, Odfjell launched the world’s first operational deep-sea green corridor between Brazil and Europe using

certified sustainable biofuel. The initiative demonstrates the operational feasibility of low-carbon fuels and

contributes to developing scalable supply chains.

Odfjell recognises that achieving net-zero emissions requires collaboration across the maritime value chain. The

company therefore works with customers and other stakeholders to distribute the costs and risks associated

with the energy transition and to support the uptake of lower-carbon solutions.

Outcomes of climate actions

The actions implemented in 2025 contributed to further improvements in the energy efficiency of Odfjell’s fleet.

The company achieved a new record-low carbon intensity and maintained full compliance with the Carbon

Intensity Indicator (CII) framework, ensuring that all vessels achieved at least a C-rating.

The suction sail installation on Bow Olympus demonstrated fuel and emissions reductions of approximately 15–

20% under normal operating conditions, with higher reductions under favourable wind conditions. The

transatlantic demonstration voyage combining wind-assisted propulsion and certified sustainable biofuel

achieved an estimated 85% reduction in carbon intensity.

The combined effect of fleet renewal, retrofit activities, operational efficiency measures and fuel transition

contributes to Odfjell’s climate ambition of reducing fleet carbon intensity (AER) by 57% by 2030 compared with

the IMO 2008 reference level, and ultimately achieving a climate-neutral fleet by 2050.

Due to commercial sensitivity related to fleet transition planning and technology deployment, Odfjell does not

disclose detailed emission reduction contributions for individual decarbonisation levers. However, all actions

form part of the company’s integrated pathway towards achieving its climate targets.

Resources allocated to climate actions

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The implementation of Odfjell’s climate transition plan requires both capital expenditures (CapEx) and

operational expenditures (OpEx).

The most significant capital expenditures relate to fleet renewal, including the introduction of new energy-

efficient vessels through long-term charter arrangements and ownership structures. These arrangements are

capitalised as right-of-use assets under IFRS. The capitalised value of these fleet renewal commitments is

estimated at approximately USD 600 million over the next three to four years.

Odfjell also invests in retrofit programmes and energy-saving technologies for the existing fleet, including

installations of energy-saving devices and pilot projects related to wind-assisted propulsion. In the medium term,

such retrofits may represent additional investments; however, individual installations are currently not material

relative to vessel asset values. Investments in retrofit activities during the reporting year are disclosed in the

notes to the financial statements.

The fuel transition primarily affects operational expenditure rather than capital expenditure. The gradual

adoption of lower-carbon fuels and the introduction of carbon pricing mechanisms such as the EU ETS are

expected to increase operating costs over time. Under certain scenarios, the combined cost of low-carbon fuels

and carbon pricing may increase fuel-related operating expenses to approximately two to three times the cost of

conventional very low sulphur fuel oil.

Odfjell manages transition-related cost impacts through contractual mechanisms with customers and through

collaboration across the value chain to distribute the costs and risks associated with decarbonisation.

Relationship to EU Taxonomy disclosures

The relationship between Odfjell’s climate actions and the EU Taxonomy Regulation is described in the EU

Taxonomy section of this Sustainability Statement. While certain retrofit activities may potentially fall within the

scope of Taxonomy activity 6.12 (retrofit of sea and coastal freight water transport), current retrofit projects do

not meet all criteria for permanent efficiency improvements required for Taxonomy alignment.

Future investments are therefore not classified as Taxonomy-aligned at this stage. The EU Taxonomy

disclosures and related CapEx and OpEx key performance indicators are presented in the relevant section of

this report.

The implementation of Odfjell’s climate actions depends on continued access to capital, the development of

commercially viable low-carbon fuels, and the evolution of regulatory frameworks and supporting infrastructure.

Odfjell therefore applies a phased approach to the transition, combining operational improvements with gradual

adoption of new technologies and fuels.

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E1-4 Targets related to climate change mitigation and adaptation

Odfjell has established climate-related targets that support the company’s long-term decarbonisation strategy

and transition plan described in ESRS E1-1. The targets focus on reducing greenhouse gas emissions from

shipping operations through improvements in energy efficiency and the gradual transition to lower-carbon fuels.

Carbon intensity target for 2030

Odfjell has adopted a target to reduce fleet carbon intensity (AER) by 57% by 2030 compared with the IMO

2008 reference benchmark. The target applies to Scope 1 emissions from the controlled fleet, including owned

vessels and vessels under bareboat charter or financial lease arrangements. Vessels operating under time

charter or in pools are not included in the boundary of this target.

The target is measured using the Annual Efficiency Ratio (AER), which is aligned with the methodology used

under the IMO Carbon Intensity Indicator (CII) regulatory framework.

The IMO 2008 benchmark is used as the underlying baseline because it represents the reference year adopted

in the IMO greenhouse gas strategy and in the development of the CII regulatory framework. The year 2008 is

widely used in the shipping industry as the starting point for measuring decarbonisation progress.

To comply with ESRS requirements for a recent reference point, Odfjell also discloses a reference value for

2021, which reflects the company’s AER performance of 8.1. This reference point allows progress towards the

2030 target to be monitored using a more recent operational baseline while maintaining alignment with the IMO

benchmark trajectory.

In addition to Odfjell’s own target trajectory, the IMO regulatory framework requires ships to achieve a 40%

reduction in carbon intensity by 2030 compared with 2008 levels. Odfjell uses this regulatory trajectory as a

compliance baseline against which its own decarbonisation trajectory can be assessed.

Odfjell has not established a separate absolute emissions target for 2030. Absolute emissions in shipping

depend primarily on fleet size and transport demand. The company therefore uses an intensity-based target to

measure decarbonisation performance. Further explanation of the decarbonisation pathway and assumptions

underlying the target is provided in the transition plan under ESRS E1-1.

The target does not include Scope 2 emissions, although Odfjell has an ambition to achieve net-zero Scope 2

emissions by 2040 through procurement of renewable electricity and other measures.

Net-zero target for 2050

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Odfjell has adopted a board-approved target to achieve net-zero greenhouse gas emissions by 2050 across

Scope 1, Scope 2 and Scope 3 emissions.

The target covers emissions across the company’s value chain and reflects the ambition to transition the

company’s operations and supply chain towards climate neutrality over the long term. Achieving this target will

require significant technological developments, the availability of scalable low-carbon fuels and supporting

infrastructure.

The target is aligned with the direction of the IMO 2023 greenhouse gas strategy, which aims for net-zero

emissions from international shipping by or around 2050.

As a net-zero target, residual emissions that cannot be eliminated through operational improvements,

technology deployment or fuel transition may be balanced through carbon removal or verified carbon reduction

projects. The company’s approach to such mechanisms is described in the transition plan under ESRS E1-1.

Alignment with climate scenarios and transition pathway

Odfjell’s decarbonisation pathway is described in the transition plan under ESRS E1-1 and the actions

supporting the targets are described in ESRS E1-3.

The company’s climate strategy has been assessed against several climate scenarios. For physical risk

analysis, Odfjell has primarily assessed higher-warming IPCC scenarios that are expected to have a more

significant impact on maritime operations. A 1.5°C physical scenario was not separately analysed, as it was not

expected to materially change the current risk picture for the company.

For transition analysis, Odfjell has also considered the IEA Net Zero Emissions (NZE) scenario, which

represents a pathway consistent with limiting global warming to approximately 1.5°C. Odfjell does not currently

claim that its targets are fully aligned with a science-based 1.5°C pathway. Further discussion of the scenario

analysis and transition assumptions is provided in ESRS E1-1.

External verification

Odfjell’s climate targets were reviewed by the external auditor as part of the assurance of the Sustainability

Statement. In addition, DNV verified that Odfjell achieved its previous target of 50% reduction in carbon intensity

by 2023, which formed the basis for the company’s decision to adopt a new target for 2030.

Climate adaptation targets

Odfjell has not established quantified climate adaptation targets. However, the company maintains safety and

operational resilience objectives aimed at protecting seafarers, vessels and terminal operations from physical

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climate impacts. Climate-related risks and resilience measures are described in the relevant sections of this

Sustainability Statement.


Annual Efficiency Ratio (AER) for Controlled fleet (scope 1 emission reduction target)
	Retrospective					Milestones and target years
	2021 (base year)	2025	% N / N-1	2024	2023	2027	2030	2050	Annual % target / base year (2021)
AER (tCO 2/ dwt-mile)	8.1	6.8	-4.2	7.1	7.2	6.9	6.6	0.0	1.8

E1-5 Energy consumption and mix

Transportation is a high climate impact sector according to NACE Sections A to H and Section L (as defined in

Commission Delegated Regulation (EU) 2022/1288). The energy values are calculated per quantity of fuel type

with the energy consumption calculator tool by the Sustainable Energy Authority of Ireland (SEAI) since 2011. All

conversion factors in this tool are based on net calorific values. For 2025 we based the calculation of the energy

from fuel consumption from crude oil and petroleum products on the specific fuel type via our own GHG

emissions Power BI dashboard. Please find energy consumption and mix in the following table.


Energy consumption and mix   (Ref. ESRS E1 AR 34)
Energy consumption and mix	2025	2024	2023	2022

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Fossil energy	1. Fuel consumption from coal and coal products (MWh)	0.0	0.0	0.0	0.0
	2. Fuel consumption from crude oil and petroleum products (MWh)	4 256 843.3	4 286 987.6	4 240 929.5	4 640 550.2
	3. Fuel consumption from natural gas (MWh)	31.4	0.0	0.0	0.0
	4. Fuel consumption from other fossil sources (MWh)	78.7	166.0	310.9	298.5
	5. Consumption of purchased or acquired electricity, heat, steam and cooling from fossil sources (MWh)	405.87	301.5	279.8	1 868.8
	6. Total fossil energy consumption (MWh) (calculated as the sum of lines 1 to 5)	4 257 280.57	4 287 455.1	4 241 520.1	4 642 717.4
	Share of fossil sources in total energy consumption (%)	96.96	99.97	99.97	100.00
Nuclear energy	7. Consumption from nuclear sources (MWh)	0.0	0.0	0.0	0.0
Nuclear energy	Share of consumption from nuclear sources in total energy consumption (%)	0.0	0.0	0.0	0.0

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Renewable energy	8. Fuel consumption from renewable sources, including biomass (also comprising industrial and municipal waste of biologic origin, biogas, renewable hydrogen etc) (MWh)	132 388.89	32.7	74.0	0.0
	9. Consumption of purchased or acquired electricity, heat steam and cooling from renewable sources (MWh)	1 255.88	1 141.4	1 220.9	0.0
	10. The consumption of self- generated non-fuel renewable energy (MWh)	0.0	0.0	0.0	0.0
	11. Total renewable energy consumption (MWh) (calculated as the sum of lines 8 to 10)	133 644.77	1 174.1	1 294.9	0.0
	Share of renewable sources in total energy consumption (%)	3.04	0.03	0.03	0.00
Total	Total energy consumption (MWh) (calculated as the sum of lines 6, 7 and 11)	4 390 925.34	4 288 629.2	4 242 815.1	4 642 717.4

Note: all numbers, excluding Terminals JV, not comparable with earlier reported numbers in previous annual

reports


Energy intensity per net revenue	2025	% N / N-1	2024	2023	2022
Energy intensity
Total energy consumption from activities in high climate impact sectors per net revenue from activities in high climate impact sectors (MWh/USD mill)	3 945	14.9	3 434	3 559	3 549
Net revenue
Net revenue from activities in high climate impact sectors used to calculate energy intensity (USD mill)	1 113.1	-10.8	1 248.6	1 192.0	1 308.0
Net revenue (other) (USD mill)	0.0	0.0	0.0	0.0	0.0
Total net revenue (financial statements) (USD mill)	1 113.1	-10.8	1 248.6	1 192.0	1 308.0

Note: all numbers, excluding Terminals JV, not comparable with earlier reported numbers in previous annual

reports. Net revenue from activities in high climate impact sectors (Tankers) and total net revenue from annual

report 2024, Note 4 Segment information and disaggregation of revenues

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E1-6 Gross scopes 1, 2, 3 and total GHG emissions

About scope 1 emissions

The direct emissions from our vessels (scope 1) are the biggest source of emissions for Odfjell. This is the

factor that has biggest impact on the environment. The absolute emissions do not tell the full story, as it is so

dependent on fleet size. That is why Odfjell also reports on the carbon intensity for the controlled fleet. The

scope 1 GHG emissions in this reporting (see table below) contain CO2, N2O and CH4 Tank to Wake emissions

of our vessels. These emissions are calculated based on fuel consumption per fuel type with the applicable

emission factors according to EU regulation 2023/1805. For fleet categorization, please see link; Emission

reporting and fleet categorization in BP-2.

About scope 2 emissions

Scope 2 covers the indirect emissions created by the production of energy we buy (i.e power for offices). We

calculate location- and market-based scope 2 emissions for our offices in Norway, The Philippines, Singapore

and Brazil. From 2025 we also included GHG emissions reporting from our smaller offices in USA, South Korea,

South Africa, Dubai and China. The national electricity generation emission factors and/or the national electricity

residual mix factors by Carbon Footprint Ltd. from the Carbon Data Intelligence (CaDI) database were used.

Since 2023, the Bergen office in Norway has a 100% renewable energy certificate of origin. Houston office

(USA) and Sao Paulo office (Brazil) have an energy mix with electricity from renewable sources. Electricity from

renewable sources accounts for 12.8% of the total location-based scope 2 emissions. Other scope 2 emissions,

other than the consumption of electricity, came from the consumption of biofuel in the Bergen office and

consumption of natural gas for cooling in the Houston (USA) office. The emissions factor for biofuel by the

Norwegian Environmental Department (Miljødirektoratet) was used. Scope 2 emissions account only for less

than 0.1% of Odfjell’s total emissions and are therefore regarded as not material.

About scope 3 emissions

Scope 3 covers our upstream and downstream value chain emissions. Scope 3 is divided into 15 different

categories, where eight are relevant for Odfjell. See BP-2 Value chain estimation - emissions in scope 3 for

more information related to Scope-3.

Purchased goods and services (category 1) and Fuel and energy-related activities (category 3) of scope 3

emissions were included from 2022 on. The values for the 2021 baseline year were extrapolated for this report

from the years 2022-2023. Odfjell has been supported by ReFlow, a carbon footprint consultation and software

solution company (https://re-flow.io/). For more details, please see link; Value Chain Estimation – emissions in

scope 3. Scope 3 Category 1 emissions were estimated using a spend-based EEIO approach with EXIOBASE

v3.9.4 emission factors adjusted to 2025 price levels including Ship management procurement costs, provisions

– garrets, port costs, IT costs and corporate services costs (non-IT) e.g. office rent and consulting.

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For Fuel and energy-related activities (category 3), the methodology follows IPCC 2021 GWP100 factors, which

provide internationally recognized data on well-to-tank (WTT) emissions. Data was sourced from Odfjell’s

Bunker Purchase List, which details the quantity of each fuel type used in the company’s shipping operations.

The corresponding IPCC 2021 GWP100 emission factors were applied to each fuel type to calculate WTT

emissions.

Changes in calculation of emissions from Capital Goods (category 2) are described in ESRS2 BP-2 Value chain

estimation – emissions in scope 3.

Emission calculation from Upstream transportation and distribution not included in scope 1 or scope 2 (category

4) is based on a combination of spend based calculation from transport services, and activity-based calculations

related to transport of fuel, related to the direct emissions of fuel barges used in bunkering operations.

Waste generated in operations (category 5) includes waste from the main offices in Bergen, Manila, Singapore

and Sao Paulo as well as smaller the offices in USA, South Korea, South Africa, Dubai and China. Waste

emissions calculation is based on the average-data method using primary data by the garbage disposal service

providers. The emission factors for different waste types from the US EPA GHG emission factors Hub were

used. Waste amount from ships was not measured for 2025. The first measurements from ships will be available

in 2026.

Business travel (category 6) includes travel by plane and car by the crew on Odfjell managed ships and the

employees of the offices in Bergen, Manila, Singapore and Sao Paulo as well as smaller the offices in USA,

South Korea, South Africa, Dubai and China. It is calculated on the distance-based method using primary data

by the travel agencies.

Employee commuting (category 7) is calculated on the distance-based method, based on average kilometer

commute by car or public transport per employee for the offices in Bergen, Manila, Singapore and Sao Paulo as

well as smaller the offices in USA, South Korea, South Africa, Dubai and China. The emission factors for

different commuting types from the US EPA GHG emission factors Hub were used.

Investments (category 15) includes scope 1 and scope 2 emissions from JV terminals in USA and South Korea.

In 2025 the scope 1 and 2 emissions are based on reported numbers from the terminals. In 2024, these

numbers were based on estimates from reported data in 2023. The reported numbers for 2024 have been

corrected in 2025.

The following scope 3 categories are not relevant to Odfjell:

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• Upstream leased assets (category 8) – Odfjell has no leased assets.

• Downstream transportation and distribution (category 9) – Odfjell does not have downstream

transportation or distribution processes of sold products (including retail and storage).

• Processing of sold products (category 10) - Odfjell does not sell products or have processing of sold

intermediate products by third parties.

• Use of sold products (category 11) – Odfjell provides only transport and storage services for products

owned by others. We report our scope 1 emissions for these services to our customers, but we do not

sell or have any responsibility for the products that are stored or transported.

• End-of-life treatment of sold products (category 12) - Odfjell does not sell products.

• Downstream leased assets (category 13) - Odfjell has no leased assets.

• Franchises (category 14) - Odfjell does not have any franchises.

Scope 3 emissions account for 41.2% of Odfjell’s total location-based GHG emissions. 0.75% of scope 3

emissions were calculated using primary data for category 5 and 6.

GHG emissions

In 2025, the total GHG emissions reduction was 19.4%, compared to the 2021 emissions base year. The

reduction in scope 1 emissions for 2025 was 19.3%, compared to the 2021 emissions base year. The reduction

in scope 3 emissions for 2025 was 19.4%, compared with the 2021 emissions base year.


Total GHG emissions disaggregated by scope 1, scope 2 and significant scope 3 (Ref. ESRS E1 AR 48)
GHG emissions by scope	Retrospective					Milestones and target years
	2021 (base year)	2025	%N/ N-1	2024	2023	202 5	203 0	(2050 )	Annual % target / base year
Scope 1 GHG emissions Odfjell Operated fleet (tGHGeq)	1 513 603.1	1 220 735. 0	3.2	1 182 349. 0	1 181 995. 0	NA	NA	NA	NA
Scope 1 GHG emissions Financial control iaw ESRS (tGHGeq)	1 179 407.8	1 179 907. 0	3.9	1 135 519. 2	1 129 590. 2	NA	NA	NA	NA
Scope 1 GHG emissions Operational control iaw ESRS (tGHGeq)	1 513 603.1	1 234 783. 0	3.8	1 189 279. 1	1 181 995. 0	NA	NA	NA	NA

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Percentage of scope 1 GHG emissions Odfjell Operated fleet from regulated emissions trading schemes (%)	0.0	38.9	138.7	16.3	0.0	NA	NA	NA	NA
Scope 1 CO2 emissions Odfjell Owned cars (t CO 2 eq)	-	29.2	-	-	-	NA	NA	NA	NA
Total Gross scope 1 GHG emissions Odfjell Operated fleet (t GHGeq)	1 513 603.1	1 220 764. 2	3.2	1 182 349. 0	1 181 995. 0	NA	NA	NA	NA
Gross location-based scope 2 CO 2 emissions (tCO2eq)	107.7	284.6	61.1	176.6	146.6	NA	NA	NA	NA
Gross market-based scope 2 CO 2 emissions (tCO 2 eq)	313.6	178.1	4.3	170.7	137.8	NA	NA	NA	NA
Total Gross indirect (scope 3) CO 2 emissions (tCO 2 eq)	1 060 079.7	874 861.6	29.8	674 213.3	884 065.2	NA	NA	NA	NA
1. Purchased goods and services	107 035.0	212 462.9	-34.6	324 978.4	110 420.0	NA	NA	NA	NA
2. Capital goods	7 690.6	308 776.9	5 466. 4	5 547.2	6 173.9	NA	NA	NA	NA
3. Fuel and energy-related Activities (not included in scope 1 or 2)	914 751.0	319 960.8	4.1	307 232.9	731 147.0	NA	NA	NA	NA
4. Upstream transportation and distribution	2 563.5	1 674.8	-9.4	1 849.1	2 058.0	NA	NA	NA	NA
5. Waste generated in operations	15.1	33.3	-16.7	40.0	23.3	NA	NA	NA	NA
6. Business travel	3 901.5	6 385.8	-20.8	8 060.5	7 916.4	NA	NA	NA	NA
7. Employee commuting	142.0	456.5	84.5	247.5	330.6	NA	NA	NA	NA
12. End-of-life treatment of sold products	0.0	0.0	-	0.0	0.0	NA	NA	NA	NA
15. Investments	23 981.0	25 110.5	-.4	26 257.7	25 996.0	NA	NA	NA	NA
Total GHG emissions (location-based) Odfjell Operated fleet (tGHGeq)	2 573 790.5	2 095 881. 2	12.9	1 856 738. 9	2 066 206. 8	NA	NA	0	NA
Total GHG emissions (market-based) Odfjell Operated fleet (tGHGeq)	2 573 996.4	2 095 774. 7	12.9	1 856 733. 0	2 066 198. 0	NA	NA	0	NA

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Total GHG emissions (location-based) Operational control iaw ESRS (tGHGeq)	2 573 790.5	2 109 929. 2	13.2	1 863 669. 0	2 066 206. 8	NA	NA	0	NA
Total GHG emissions (market-based) Operational control iaw ESRS (tGHGeq)	2 573 996.4	2 109 822. 7	13.2	1 863 663. 1	2 066 198. 0	NA	NA	0	NA

Note: all numbers, excluding Terminals JV, not comparable with earlier reported numbers in previous annual

reports


Total GHG intensity per net revenue (Ref. ESRS E1-6 AR 53-55)
GHG intensity per net revenue for Operated fleet	2025	% N / N-1	2024	2023	2022
GHG intensity
Total GHG emissions Operated fleet (location- based) per net revenue (tGHGeq/USD mill)	1 883	26.6	1 487	1 733	1 695
Total GHG emissions Operated fleet (market- based) per net revenue (tGHGeq/USD mill)	1 883	26.6	1 487	1 733	1 695
Net revenue
Net revenue used to calculate GHG intensity (USD mill)	1 113.1	-10.8	1 248.6	1 192.0	1 308.0
Net revenue (other) (USD mill)	0.0	0.0	0.0	0.0	0.0
Total net revenue (in financial statement) (USD mill)	1 113.1	-10.8	1 248.6	1 192.0	1 308.0

Note: all numbers, excluding Terminals JV, not comparable with earlier reported numbers in previous annual

reports, Net revenue from activities in high climate impact sectors (Tankers) and total net revenue from annual

report 2024, Note 4 Segment information and disaggregation of revenues

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E1-7 GHG removals and GHG mitigation projects financed through carbon credits

Odfjell does not have any GHG removals or GHG mitigation projects financed through carbon credits.

E1-8 Internal carbon pricing

Odfjell does not apply internal carbon pricing schemes in its business.

E1-9 Anticipated financial effects from material physical and transition risks and

potential climate-related opportunities

Odfjell has opted to exercise the phase-in allowance to omit the financial effects from material physical and

transition risks and potential climate-related opportunities required in E1-9 standards. The transition plan and

climate risk assessment present a thorough insight into the risks and opportunities and financial effects.

E2 Pollution

ESRS 2 SBM-3-E2 Material pollution-related impacts, risks and opportunities and their

interaction with strategy and business model

Our double materiality assessment (DMA) determined the following pollution-related material impacts in the

table below.


E2 Pollution	Material impacts, risks, and opportunities				Location in value chain			Time horizon
	Impact	Actual/ Potential	Risk	Opportu nity	Up- stream	Own operatio ns	Down- stream	Short- term	Medium -term	Long- term
Pollution of water	Negativ e	Actual/ Potential	X		X	X		X	X
Pollution of air	Negativ e	Actual				X		X	X	X

A comprehensive assessment of our operations and value chain has identified air and water pollution as a

material issue. Soil pollution, however, is not considered material because our maritime activities occur at sea,

and our office operations do not generate significant soil contamination. Pollution, in this context, refers to the

direct or indirect release of pollutants into the air and water as a result of our activities globally on all oceans.

Such pollutants can harm human health, damage ecosystems, or interfere with environmental amenities and

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other legitimate uses. Pollutants are substances or contaminants present in the atmosphere or marine

environment that may negatively impact human health and/or the natural environment.

The analysis shows that actual significant sources of pollution include greenhouse gas emissions from

combustion engines of our vessels (addressed under ESRS E1 Climate change), wash water from cleaning

processes of tanks, and emissions of sulphur oxides, nitrogen oxides, and black carbon from combustion

engines of our vessels. Potential pollution risks include spills of fuel or cargo-related substances. Accidental

discharge of fuel or cargo into oceans or coastal waters could have severe negative impacts on ecosystems and

the environment.

For more details, please see the Description of the Processes to Identify and Assess Material Pollution-Related

Impacts, Risks and Opportunities, see link ESRS 2 IRO-1-E2.

E2-1 Policies related to pollution

Pollution of air and water

Pollution-related objectives of Odfjell’s environmental policy (see also link; E1-2) focus on eliminating accidental

pollution, minimizing emissions, and phasing out harmful substances. Specific measures include compliance

with IMO regulations (e.g., on SOX, NOX, and black carbon), implementation of advanced waste and ballast

water management systems, and ongoing monitoring of pollutant emissions using best practices and

technologies. Pollutants, or substances included in our environmental policy, are GHG, SOX, NOX and black

carbon, as well as harmful and hazardous substances and substances of very high concern. The policy is

explicit about minimizing the use of hazardous substances and phasing out those of very high concern (SVHC),

particularly in shipbuilding and maintenance processes. Odfjell adopts a "zero accidents" philosophy, prioritizing

the prevention of environmental incidents and minimizing risks.

Odfjell places strong emphasis on preventing incidents, while also recognizing the importance of maintaining

robust systems to respond effectively when emergencies occur. Our policy commits to continuous training and

preparedness drills to ensure our teams are equipped to manage potential environmental incidents and reduce

impacts on human health and ecosystems. Dedicated Emergency Response Management Teams are in place

to handle all types of emergencies and incidents, including pollution events. We also collaborate closely with

port authorities, local communities, and emergency services to develop and maintain rapid-response plans for

pollution prevention and control.

The policy targets material aspects such as emissions (air pollutants, greenhouse gases), marine pollution

(wastewater, ballast water), and hazardous substances. Its efficacy is monitored through regular reporting

aligned with frameworks like the Carbon Disclosure Project (CDP) and the Task Force on Climate-Related

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Financial Disclosures (TCFD), with progress reviewed annually in sustainability reports featuring metrics like the

IMO's Carbon Intensity Indicator (CII).

The policy encompasses Odfjell’s entire operational value chain, including its fleet and supporting logistics.

Affected stakeholders include employees, suppliers, local communities, and global maritime regulators, all of

whom are integral to implementing and monitoring the policy.

At the most senior level, the chief sustainability officer (CSO) is responsible for implementing the policy,

supported by the ship management teams and operational teams. Ultimate oversight lies with the board of

directors and executive management, ensuring alignment with the company's strategy.

The policy aligns with global standards and initiatives, such as the International Maritime Organization (IMO)

GHG Strategy, MARPOL regulations, the Paris Agreement, and the United Nations Global Compact. It also

adheres to the European Union’s Corporate Sustainability Reporting Directive (CSRD) and European

Sustainability Reporting Standards (ESRS) and national regulations.

In formulating the policy, key stakeholders such as regulators, customers, employees, and local communities

are considered. For instance, the collaboration with suppliers to reduce scope 3 emissions highlights Odfjell's

commitment to engaging with its value chain. Additionally, the company works with tonnage providers and

industry partners to ensure collective progress toward environmental goals.

The policy is available to stakeholders through Odfjell’s webpage, transparent reporting and disclosures,

including annual sustainability reporting. It is also integrated into training programs to educate employees and

other implementers, ensuring widespread understanding and adherence.

E2-2 Actions and resources related to pollution

Odfjell’s strong commitment to pollution prevention and control is demonstrated through a comprehensive suite

of actions and dedicated resources. These measures address pollution in air, water, and waste streams,

ensuring compliance with international regulations and promoting sustainable operations. The following actions

related to pollution are implemented in our own operations.

Advanced waste and ballast water management

To prevent marine pollution, Odfjell's fleet is equipped with advanced waste and ballast water treatment systems

(BWTS), aligning with the IMO Ballast Water Management (BWM) Convention. As of the end of 2025, all 48

Odfjell managed vessels within the requirements have installed BWTS. Effluent, wastewater, and oily water

management systems on all vessels meet class-approved standards and are subject to regular inspections by

authorities to ensure effective operation. Odfjell enforces MARPOL Annex V regulations through ship-specific

Garbage Management Plans (GMPs), which cover waste segregation, disposal, and record-keeping. Garbage is

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categorized into plastics, food waste, incinerator ashes, and electronic waste, among others, with compactors

implemented fleet-wide to optimize waste handling and recycling. Operational waste, including mooring lines, is

delivered to reception facilities to ensure responsible disposal.

Air emission compliance and monitoring

Odfjell adheres strictly to IMO regulations and EU directives, such as the FuelEU Maritime Regulation, to

manage air emissions, including SOX, NOX, and black carbon. Odfjell’s policy avoids retrofitting the fleet with

scrubbers, focusing instead on low sulphur fuel usage to meet sulfur regulations.

Hazardous substances and material assessment

The company prioritizes substituting non-essential hazardous substances with safer alternatives. Regular

assessments of shipbuilding and maintenance materials ensure alignment with best environmental practices,

minimizing the environmental footprint of operations.

Emergency preparedness and incident management

All vessels operate under a Shipboard Marine Pollution Emergency Plan (SMPEP), supported by regular

training and readiness drills to manage potential environmental incidents effectively. Collaboration with port

authorities, local communities, and emergency services facilitates the development of rapid response plans to

control and minimize the impact of pollution incidents.

Certification and environmental management systems

Odfjell has an environmental management system. This system is audited several times a year as part of the

Tanker Management Self-Assessment (TMSA), and this is reported to the Oil Companies International Marine

Forum (OCIMF). Among others, our vessels hold the following certifications, covering compliance with

international environmental rules and policies: the International Safety Management (ISM) certification, IOPP

(International Oil Pollution Prevention), ISPP (International Sewage Pollution Prevention), International Ballast

Water Management Certificate and IAPP (International Air Pollution Prevention) certificates. These certifications

ensure compliance with the IMO MARPOL convention and international environmental standards.

Actions for the future

Odfjell will enhance the monitoring of suppliers through the Achilles platform to improve insight into suppliers'

use of materials and actions to mitigate pollution in the value chain. We anticipate this will be refined in the

coming years.

We aim to improve how we monitor and report NOX emissions, obtaining more activity-based data.

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Odfjell is currently collecting waste data from individual vessels, and work is ongoing to enable fleet‑level

aggregation through integration of our electronic garbage logbooks with Power BI. We aim to establish reliable

data within Q1 2026, which will allow us to set a baseline and track waste streams in line with MARPOL Annex

V, including plastic waste. This improved data foundation will also support potential initiatives to remove plastic

waste from the marine environment and strengthen our overall pollution‑prevention efforts.

E2-3 Targets related to pollution

Odfjell maintains a zero-accident philosophy to avoid and minimize the impact of our activity on the

environment, as reflected in our environmental policy (see E2-1). The target is zero spills of the environment.

For our fleet, all spills of any substance, harmful or not, are registered and handled as a spill. We also register

whether the spill has been contained on board or affected the environment beyond (pollution).

We have set a voluntary target for 2025, for Odfjell managed vessels, to limit pollution to below two (total

number of cases) and a long-term target of one pollution. Odfjell managed vessels involve our own operations in

Fleet Bergen and Fleet Flumar, as well as upstream value chain operations in the external fleet Thome. The

base period for which progress is measured is per year. The targets related to pollution are not based on

scientific evidence and we have not involved stakeholders in the target setting. In 2025 the calculation of

nitrogen oxides (NO2) is calculated more precise, for more information see ESRS 2 BP-2 chapter Changes. No

other changes in targets or measurements were made.

Odfjell has not set a target for SOX, NOX, and black carbon emissions to the air, as we must adhere strictly to

IMO regulations and EU directives, such as the FuelEU Maritime Regulation regarding mandatory carbon

emission thresholds, and the IMO for sulfur content. Emission to air is closely connected to the volume of fuel

consumed and must follow the IMO MARPOL regulations. As such, no further targets have been set.

E2-4 Pollution of air and water - metrics

According to annex I of the E-PRTR regulation (EC) No 166/2006, shipping is not an included activity. Odfjell

follows MARPOL Annex I and II regarding emission into water and MARPOL Annex VI regarding emission into

air.

We are not able to monitor SO2, NO2 and black carbon emissions directly, but we can calculate a weighted

average based on all bunker delivery notes for purchase. Fuel consumption is measured, internally verified, and

then verified by DNV for external reporting according to EU MRV and IMO DCS regulations.

SO2 is sulfur dioxide and refers to SO, SO2 and SO3, which are created when sulfur is burned in the fuel

combustion process. SO2 is the predominant gas, and we therefore assume that SO and SO3 equals zero. In

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terms of calculation, there are two oxygen atoms per supermolecule. This is because oxygen is exactly half the

weight of the sulfur atom. For the calculation of sulfur oxides (SO2) we used the emission conversion factor of

1.997, regardless of fuel type. SO2 = [ton fuel]*[ton sulfur/ton fuel]*[S02/ton sulfur].

In 2025, for the calculation of nitrogen oxides (NO2) we followed the 2023 guidelines set out in NOX-fondet, as

specified in Forskrift om særavgifter § 3-19-9. (1) and (2), and the Norwegian Maritime Authority, based on

engine type and motor rotational speed from the technical file of each ship.

Black carbon emission factors vary widely, but studies suggest black carbon emissions from shipping range

between 0.2 to 0.5 grams per kilogram of fuel burned, depending on engine type, fuel quality, engine load/speed

and operating conditions. For the calculation of black carbon we used the maximal value of the average

estimated emissions factors in volume per ton of fuel burned (HFO, VLSFO and MGO) according to the

International Council on Clean Transportation (ICCT) study from 2015*.

The calculated pollutant emission values are not validated by an external body or assurance provider. Please

see table below.


Pollutant (Emission in ton)	To Air 2025	To Air 2024	To Air 2023	To Air 2022	To Water 2025	To Land 2025	Total in 2025
Sulphur oxides (SOX /SO2 )	3 074.7	2 801.0	2 941.0	3 162.0	0.0	0.0	3 074.7
Nitrogen oxides (NOX/NO 2 )	35 756.0	31 303.9	-	-	0.0	0.0	35 756.0
Black carbon* (Particulate matter PM10)	292.9	168.3	166.1	170.5	0.0	0.0	292.9

Ref.: *Black Carbon Emissions and Fuel Use in Global Shipping 2015 (icct), https://theicct.org/wp-content/

uploads/2021/06/Global-Marine-BC-Inventory-2015_ICCT-Report_15122017_vF.pdf


Accidental pollution by Odfjell managed	2025	2024	2023	2022
Number of cases	1	1	2	1

Note. Odfjell managed vessels as part of the Odfjell controlled fleet, see link; ESRS 2 SBM-3-E1 include vessels

in Fleet Bergen, Fleet Flumar and Fleet Thome (external managed vessels in our fleet).

For our fleet, all spills of any substance, harmful or not, are registered and handled as a spill. We also register

whether the spill has been contained on board or affected the environment beyond. According to ISGOTT and

MARPOL 73/78, spills are contained on board whereas pollution is when a liquid escapes into the sea or land,

regardless of the quantity, or when accidental emissions escape into the air. In 2025, we had one case of

pollution while at yard for scheduled intermediate class survey, the hydraulic winch motor of the free fall lifeboat

davit sheared off during operation. This led to hydraulic oil spill on deck and about one (1) liter into the water.

Relevant authorities were immediately notified, affected area cleaned and winch motor was later repaired. An

incident investigation was conducted.

Our shipping operations follow the main routes between major ports around the world. We follow international

and local regulations and guidance to avoid protected areas. We do not currently track time and operations in

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areas of protected conservation status in accordance with the UN Environment Programme World Conservation

Monitoring Centre (UNEP WCMC). Emission control areas (ECAs), or sulfur emission control areas (SECAs),

are sea areas in which stricter controls are established to minimize airborne emissions from ships, as defined by

the MARPOL Protocol. Odfjell follows this regulation and changes fuel in the applicable ECA areas.

Odfjell is committed to phasing out the use of harmful and hazardous substances. Odfjell does not produce,

distribute, commercialize or import/export any substances of concern or substances of very high concern, in our

own operations.

E2-5 Substances of concern and very high concern

Odfjell does not produce, distribute, commercialize or import/export any substances of concern or substances of

very high concern, in our own operations.

All our managed vessels are provided with firefighting foam, containing PFAS, which is a substance of concern.

This firefighting foam is only used in an emergency and in line with current regulations. In September 2024, the

EU Commission adopted new measures under the REACH Regulation (the EU chemicals legislation) to protect

human health and the environment by restricting the use of undecafluorohexanoic acid (PFHxA) and

PFHxA‑related substances. We plan to update the firefighting foam on board our vessels to PFAS-free

firefighting foam.

E2-6 Anticipated financial effects from pollution-related IROs

Odfjell has opted to exercise the phase-in allowance to omit the financial effects from material pollution risks and

potential pollution-related opportunities required in E2-6.

The operating and capital expenditures incurred in the reporting period, in conjunction with major incidents and

deposits, are zero.

E4 – Biodiversity and ecosystems

Introduction

Biodiversity and ecosystems are essential to the functioning and resilience of natural systems and underpin

economic activity and societal well-being. Odfjell’s operations interact primarily with marine ecosystems through

its global deep-sea shipping activities. The objective of ESRS E4 is to enable users of the Sustainability

Statement to understand how the undertaking affects biodiversity and ecosystems, how related impacts, risks

and opportunities are managed, and how these considerations interact with the company’s strategy and

business model.

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This ESRS E4 disclosure provides information on Odfjell’s material actual and potential impacts on biodiversity

and ecosystems, including the extent to which the company contributes to recognised drivers of biodiversity and

ecosystem change. These drivers include, among others, pollution pressures such as marine litter and plastic

leakage, including microplastics, which may affect marine ecosystems through pathways such as ingestion,

entanglement and habitat degradation. It also describes actions taken to prevent or mitigate material adverse

impacts, to protect biodiversity and ecosystems, and to address related risks and opportunities within the

framework of existing governance and management systems. In addition, the disclosure outlines Odfjell’s

current capacity to adapt its strategy and business model in response to evolving biodiversity-related regulatory

and policy expectations.

The disclosure further addresses the nature, type and extent of Odfjell’s material biodiversity- and ecosystem-

related risks, dependencies and opportunities, as well as the potential financial effects over the short, medium

and long term. These elements should be read together with the general disclosures in ESRS 2 SBM-1 and

ESRS 2 GOV-5, including the description of the business model, strategy and risk management processes.

Scope and interaction with other ESRS

ESRS E4 covers Odfjell’s relationship with terrestrial, freshwater and marine ecosystems, including habitats and

species diversity. Given the nature of Odfjell’s activities, the primary focus of this disclosure is on marine

ecosystems.

Biodiversity and ecosystems are closely linked to other environmental matters addressed in the ESRS. Key

drivers of biodiversity change include climate change, pollution, land- and sea-use change, freshwater-use

change, direct exploitation of organisms and invasive alien species. These drivers are addressed across the

ESRS framework and, accordingly, this disclosure should be read in conjunction with:

• ESRS E1 – Climate change;

• ESRS E2 – Pollution;

This ESRS E4 disclosure covers Odfjell SE’s deep-sea chemical tanker operations. The disclosure is consistent

with, and builds upon, the general disclosures provided under ESRS 2. Material impacts, risks and opportunities

(SBM-3) related to biodiversity and ecosystems are disclosed in ESRS 2 SBM-3 and are therefore not

duplicated here. References to governance, strategy, risk management and the business model should be read

together with ESRS 2 GOV-5 and ESRS 2 SBM-1 and with the impact, risk and opportunity identification

processes described under ESRS 2 IRO-1-E4.

SBM-3-E4 Material impacts, risks and opportunities and their interaction with strategy

and business model

This disclosure addresses the requirements of paragraph 16 of ESRS E4 and should be read in conjunction with

the general disclosures provided under ESRS 2 SBM-1 and ESRS 2 GOV-5 , including the description of

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Odfjell’s business model, value chain and risk management processes, as well as the biodiversity and pollution

risk assessment disclosed under IRO-1-E3 and IRO-1-E4.

(a) Material sites in own operations and interaction with biodiversity-sensitive areas

Through its Double Materiality Assessment (DMA), Odfjell has assessed biodiversity-related impacts, risks and

opportunities across its value chain, evaluating sustainability matters, topics, sub-topics and sub-sub-topics in

accordance with ESRS 1 AR 16. The biodiversity risks and potential impacts associated with Odfjell’s business

and industry, including a value-chain perspective, are presented in the biodiversity and pollution risk assessment

using the TNFD LEAP framework, disclosed under ESRS 2 IRO-1-E3 and IRO-1-E4.

For the purposes of topical reporting under ESRS E4, Odfjell narrows the scope to activities and operations

under its operational control. These comprise:

• Odfjell’s offices at its operating locations; and

• Odfjell’s operated deep-sea chemical tanker fleet.

Odfjell does not have offices or fixed operational sites located in biodiversity-sensitive areas as defined by

ESRS E4, such as protected nature reserves, Natura 2000 sites or UNESCO World Heritage sites. Accordingly,

no material sites in own operations are located within such areas.

Odfjell’s vessels operate primarily in the open ocean. While ships are not fixed installations and therefore do not

constitute permanent sites in biodiversity-sensitive areas, vessel operations may interact with marine

ecosystems and species, as identified through the LEAP-based assessment disclosed under IRO-1-E4.

The marine environment includes areas identified as Ecologically or Biologically Significant Marine Areas

(EBSAs), which are areas of particular ecological or biological importance due to characteristics such as habitat

significance, feeding grounds or breeding areas. These areas can occur across a wide range of marine

environments and depths. Odfjell’s vessel routes may pass through areas identified as EBSAs.

In addition, Odfjell recognises the evolving international framework for biodiversity conservation in areas beyond

national jurisdiction, including the Agreement under UNCLOS on the Conservation and Sustainable Use of

Marine Biological Diversity of Areas beyond National Jurisdiction (BBNJ Agreement). While this framework may,

over time, lead to the designation of new area-based management tools or protected areas in the high seas,

such designations are not yet operational. Odfjell therefore applies a principle-based and precautionary

approach when assessing biodiversity interactions in open-ocean operations.

Based on the DMA and LEAP assessment, Odfjell has identified the following activities with potential to

negatively affect biodiversity-sensitive marine areas or species, primarily through interaction rather than fixed

location:

Shipping-related impact drivers such as underwater radiated noise, ship strikes, accidental pollution events,

invasive species transfer via ballast water or biofouling, and marine litter arising from operational waste streams,

packaging materials generated onboard vessels, potential loss of plastic materials during cargo handling or port

operations, and microplastic emissions from coatings, ropes and other synthetic equipment wear.

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These impacts and dependencies are further described under IRO-1-E4, including their interaction with Odfjell’s

strategy and business model.

(b) Land degradation, desertification and soil sealing

Odfjell’s operations do not involve land-based activities that result in material negative impacts related to land

degradation, desertification or soil sealing. The company’s core activities are maritime in nature, and its offices

are located in developed areas without material exposure to these impact pathways. Consequently, no material

impacts related to land degradation, desertification or soil sealing have been identified.

As Odfjell’s core operations take place in the marine environment, vessel activities may interact with natural

species, including species occurring in sensitive or protected marine areas. While Odfjell does not operate fixed

sites in biodiversity-sensitive areas, shipping activities may affect marine species through the impact pathways

identified in the LEAP assessment.

Based on the DMA and LEAP-based analysis disclosed under IRO-1-E4, Odfjell has identified the following sub-

topics as material under ESRS E4:

• Direct impact drivers of biodiversity loss; and

• Impacts on the state of species.

These sub-topics reflect the potential for operational interactions with marine species, including threatened

species, and inform Odfjell’s prioritisation of biodiversity-related risks and mitigation measures within its existing

environmental and operational management systems.

Our double materiality assessment (DMA), described in IRO-1, determined the following biodiversity and

ecosystems-related material impacts in the table below. For more details, please see the Description of the

Processes to Identify and Assess Material Biodiversity and Ecosystems-Related Impacts, Risks and

Opportunities, see link ESRS 2 IRO-1-E4.


E4 Biodiversity and ecosystems	Material impacts, risks, and opportunities				Location in value chain			Time horizon
	Impact	Actual/ Potential	Risk	Opport unity	Up- stream	Own operatio ns	Down- stream	Short- term	Medium -term	Long- term
Drivers of biodi-versity and eco-system change	Negativ e	Actual				X		X
State of Species	Negativ e	Actual/ Potential				X		X

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New essential regulation - BBNJ (biodiversity beyond national jurisdiction) – overview and

future implications for shipping

The Agreement on Marine Biological Diversity of Areas Beyond National Jurisdiction, commonly referred to as

the BBNJ Agreement or the High Seas Treaty, is a landmark global environmental treaty adopted under the

United Nations Convention on the Law of the Sea (UNCLOS). The treaty’s core objective is to conserve and

sustainably use marine biodiversity in areas beyond national jurisdiction (the high seas) — the vast areas of the

ocean lying outside any country’s exclusive economic zone.

After nearly two decades of international negotiation, the BBNJ Agreement was adopted in June 2023 and

successfully reached the required threshold for entry into force when 60 Parties ratified it in September 2025.

Following a 120-day period after ratification, the Agreement entered into force on 17 January 2026 and thereby

became international law.

The treaty provides a legally binding framework for the conservation and sustainable use of high seas

biodiversity, structured around four main pillars:

1. Marine genetic resources, including fair and equitable benefit-sharing;

2. Area-based management tools (ABMTs), including marine protected areas (MPAs);

3. Environmental Impact Assessments (EIAs) for activities in or affecting the high seas; and

4. Capacity-building and transfer of marine technology to support participation by all Parties.

A central innovation of the BBNJ Agreement is the establishment of a process for Parties to propose and adopt

area-based management tools. These tools enable the creation of marine protected areas and other

conservation measures in the high seas, identified through science-based criteria and stakeholder input. Such

protection aims to bolster global biodiversity outcomes and contribute to broader international goals, such as the

“30 by 30” objective of protecting at least 30 % of the ocean by 2030.

Importantly, however, the treaty’s core implementation mechanisms — including the designation of protected

areas, establishment of institutional bodies such as a Conference of the Parties (COP), and full

operationalisation of governance structures — are still in the early phases of development. The first COP and

related subsidiary bodies must be convened to finalise processes for proposals, assessments, and decision-

making. As a result, no specific high seas protected areas or operational ABMTs have yet been adopted or

implemented under the treaty at this stage.

For the shipping sector, including Odfjell SE, the BBNJ Agreement does not immediately create new operational

restrictions. International shipping already adheres to a comprehensive suite of environmental and safety

regulations through the International Maritime Organization (IMO) — for example, the International Convention

for the Prevention of Pollution from Ships (MARPOL) and the Ballast Water Management Convention — which

continue to apply across all international waters.

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Looking forward, the BBNJ framework could complement existing regulatory regimes by enabling Parties to

adopt high seas conservation measures that might influence shipping operations where these intersect with

future protected areas or environmental priorities. In this context, marine plastic pollution and marine litter are

increasingly recognised as transboundary pressures affecting biodiversity in areas beyond national jurisdiction,

and future governance mechanisms — including marine protected areas and environmental impact

assessments — may incorporate considerations related to marine litter and waste management.

Potential future implications could include:

• Spatial management measures in designated MPAs or other ABMTs that affect routing or operations in

sensitive high seas areas;

• Enhanced environmental impact assessment expectations for activities affecting high seas biodiversity;

• Greater integration of biodiversity objectives into international governance frameworks and reporting

norms affecting maritime operators.

However, given that the treaty’s protected areas framework is not yet operational, and that specific conservation

measures have not yet been adopted, the direct regulatory impact on shipping remains prospective rather than

immediate. Odfjell will continue to monitor developments through relevant international fora (including the IMO

and the forthcoming BBNJ Conference of the Parties) and assess how emerging high seas conservation tools

may interact with shipping operations and risk management over time.

E4-1 Transition plan and consideration of biodiversity and ecosystems in strategy and

business model

Odfjell has not adopted a biodiversity or nature transition plan. Consequently, we do not disclose a transition

plan under ESRS E4-1. In accordance with ESRS requirements, this disclosure is not mandatory where such a

plan has not been developed.

Notwithstanding the absence of a formal transition plan, biodiversity and ecosystem considerations are

increasingly integrated into Odfjell’s strategic and operational decision-making. This integration occurs primarily

through the double materiality assessment process described in ESRS 2 IRO-1 and ESRS 2 SBM-3 and

through the systematic identification and assessment of nature-related impacts and risks described under

IRO-1-E4.

These processes inform management’s understanding of where deep-sea shipping operations interact with

marine ecosystems, where potential adverse impacts may arise, and how such risks are prioritised and

managed within existing operational and environmental management systems. Over time, Odfjell also intends to

further strengthen the integration of nature-related considerations in operational decision-making, including

through improved monitoring and management of marine litter, waste streams and potential plastic leakage

pathways associated with shipping activities.

E4-2 Policies related to biodiversity and ecosystems

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Odfjell does not maintain a standalone biodiversity policy. Biodiversity- and ecosystem-related commitments are

addressed through integrated environmental and operational policies applicable to deep-sea shipping

operations.

In particular, Odfjell’s corporate environmental policy establishes commitments to prevent pollution, protect the

marine environment, comply with applicable international environmental regulations, manage environmental

risks associated with shipping activities, and promote continuous improvement in environmental performance.

These policy commitments are directly relevant to biodiversity and ecosystem protection, particularly in relation

to pollution prevention, spill preparedness and response, waste management and biosecurity pathways.

Governance, implementation and oversight of these policies are described under ESRS 2 GOV-1, ESRS E1-2

and ESRS E2-1.

At the most senior level, the chief sustainability officer (CSO) is responsible for implementing the policy,

supported by the ship management teams and operational teams. Ultimate oversight lies with the board of

directors and executive management, ensuring alignment with the company's strategy. The policy is made

available to all potentially affected stakeholders through the company’s website and internal communication

channels, ensuring transparency and accessibility.

E4-3 Actions and resources related to biodiversity and ecosystems

Approach to actions addressing biodiversity and ecosystems

Odfjell’s actions related to biodiversity and ecosystems focus primarily on avoiding and reducing the

environmental pressures associated with deep-sea shipping operations, which are identified through the

company’s material impacts, risks and opportunities (IROs).

In line with the mitigation hierarchy, Odfjell prioritises avoiding and reducing impacts before they occur,

particularly through operational controls, regulatory compliance, and continuous improvement of fleet

management practices. These actions primarily address the following material impacts:

1. Direct impact drivers of biodiversity loss, including pollution, introduction of invasive species,

underwater noise and ship strikes.

2. Impacts on the state of species, particularly marine mammals and other marine organisms

potentially affected by underwater noise, ship strikes or pollution.

Odfjell does not use biodiversity offsets. The company’s approach instead focuses on preventing impacts

through operational management, compliance with international maritime regulations and improved

understanding of operational exposure to sensitive marine areas.

Key actions implemented and planned

Odfjell has implemented a range of operational measures to reduce biodiversity pressures associated with

shipping activities. These measures are embedded in the company’s safety, environmental and operational

management systems and supported through crew training, operational procedures and technical investments

where relevant.

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Odfjell recognises the need to further strengthen its understanding of operational interactions with biodiversity

and ecosystems. Several actions are therefore planned or under development to enhance monitoring and

management of biodiversity-related impacts.

Key implemented actions include:

Pollution prevention and emergency

preparedness

• Operational procedures, crew

training and emergency preparedness

systems are in place to prevent marine

pollution and ensure rapid response in

case of incidents. This includes oil spill

prevention measures, emergency drills

and pollution reporting systems.

Ballast water management

• Odfjell vessels operate ballast

water treatment systems and

management plans in accordance with

the IMO Ballast Water Management

Convention, aimed at preventing the

spread of invasive aquatic species

between ecosystems.

Biofouling management

• Biofouling management

practices are implemented to reduce the

risk of invasive species transfer and to

improve vessel efficiency.

Waste and marine litter prevention

• Onboard procedures and

compliance monitoring systems ensure

the proper handling, storage and

disposal of waste in accordance with

MARPOL requirements, preventing

marine litter and pollution.

These actions represent systematic operational

practices implemented across the fleet rather

than one-time initiatives. They are monitored

and followed-up as a part of regulatory

compliance

Planned initiatives include:

• Improved mapping of marine protected

areas (MPAs) and sensitive marine

ecosystems, incorporating updated

datasets and regional regulations.

• Enhanced identification of sensitive

areas, including areas recognised under

national regulations and emerging

international frameworks such as the

BBNJ (Biodiversity Beyond National

Jurisdiction) Agreement.

• Improved analysis of fleet exposure to

sensitive marine areas, including marine

protected areas and other ecologically

significant regions.

• Improved understanding of underwater

radiated noise from the fleet, including

assessment methodologies and

potential mitigation measures.

• Continued development of biodiversity-

related metrics and reporting

capabilities.

• Navigational awareness and

operational procedures are applied to

reduce the risk of vessel interactions

with marine mammals.

These actions aim to improve the company’s

understanding of biodiversity exposure and

strengthen its ability to manage and reduce

operational impacts over time.

Link of actions and IRO’s

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IRO category	Material impact	Key actions implemented	Planned / developing actions	Expected impact
Direct impact drivers of biodiversity loss	Marine pollution	Pollution prevention procedures, operational controls, crew training and emergency preparedness systems	Continuous improvement of monitoring and reporting systems	Reduced risk of pollution affecting marine ecosystems
Direct impact drivers of biodiversity loss	Introduction of invasive species	Ballast water treatment systems and ballast water management plans; biofouling management practices	Continuous improvement of operational management and monitoring	Reduced transfer of invasive aquatic species
Direct impact drivers of biodiversity loss	Underwater noise	Awareness of underwater noise in operational and technical decision-making	Improved understanding and monitoring of underwater radiated noise from the fleet	Improved ability to identify and reduce potential noise impacts on marine species
Impacts on the state of species	Ship strikes and disturbance to marine fauna	Navigational awareness and operational procedures	Improved mapping of sensitive areas and fleet exposure analysis	Reduced risk of interactions with marine mammals
Impacts on the state of ecosystems	Exposure to sensitive marine ecosystems	Compliance with international maritime environmental regulation	Improved mapping of MPAs and sensitive areas, including those recognised under BBNJ and national regulations	Improved avoidance and management of operations near sensitive ecosystems

Monitoring the effectiveness of actions

Odfjell monitors the effectiveness of its biodiversity-related policies and actions primarily through regulatory

compliance monitoring, operational reporting systems and environmental performance indicators.

Many biodiversity-related pressures from shipping activities are subject to international maritime regulation,

including requirements related to:

• ballast water management,

• marine pollution prevention,

• waste handling and discharge,

• and environmental incident reporting.

Compliance with these regulatory frameworks is monitored through internal management systems, audits and

operational reporting processes.

Odfjell also recognises the need to improve its monitoring of operational exposure to biodiversity-sensitive areas

and to enhance the availability of biodiversity-related data. Planned actions such as improved mapping of

marine protected areas, identification of sensitive ecosystems and better understanding of underwater radiated

noise will support the company’s ability to monitor the effectiveness of its biodiversity management approach

and further develop metrics and targets over time.

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Resources related to biodiversity actions

• The actions described above are primarily resourced through:

• operational budgets,

• crew training programmes,

• environmental management systems,

• emergency preparedness programmes,

• and targeted technical investments where relevant.

At present, biodiversity-related actions are largely integrated within existing operational and regulatory

compliance systems rather than implemented through dedicated biodiversity investment programmes.

E4-4 Targets related to biodiversity and ecosystems

Odfjell has not established formal biodiversity-specific targets in accordance with ESRS requirements, such as

targets with defined baselines, time horizons or ecological thresholds.

Target-setting will be revisited as data availability improves and as methodologies, regulatory expectations and

scientific understanding—particularly in relation to biodiversity governance in areas beyond national jurisdiction

—continue to evolve.

We have set targets for pollution and climate change, and these targets are relevant from a Biodiversity

perspective, see chapters E1-4 and E2-3.

E4-5 Impact metrics related to biodiversity and ecosystems

Odfjell recognises that biodiversity metrics applicable to deep-sea shipping remain under development at both

sector and undertaking level. Quantitative biodiversity-specific metrics are not yet consistently available across

the fleet.

Where relevant, operational metrics related to pollution prevention, waste management and environmental

incidents are disclosed under ESRS E2-4. Odfjell intends to progressively improve the availability and quality of

biodiversity-related metrics as methodologies mature and data systems are further developed.

E4-6 Anticipated financial effects from biodiversity- and ecosystem-related risks and

opportunities

At this stage, anticipated financial effects related to biodiversity and ecosystems are assessed qualitatively.

Potential financial risks include increased compliance and monitoring costs associated with evolving biodiversity

regulation, investments in technology and operational measures to reduce biodiversity pressures, and exposure

to high-consequence incidents with potential environmental liabilities and operational disruption.

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Nature-related opportunities may arise from improved resilience to regulatory change, reduced long-term

environmental risk exposure, and enhanced credibility with customers, financiers and other stakeholders.

No quantified monetary estimates are provided at this stage due to current limitations in biodiversity metrics and

attribution methodologies.

Social information

S1 Own workforce

At Odfjell, our workforce is the cornerstone of our ability to safely and efficiently transport and store chemicals

and liquids across the globe. Every team member contributes to our culture of innovation, operational

excellence, and long-term sustainability, from our dedicated seafarers to our highly skilled shore-based

employees.

As part of our commitment to responsible business practices, we continuously invest in attracting, developing,

and retaining a diverse and highly competent workforce. We foster a safe, inclusive, and engaging work

environment that supports employee well-being, professional growth, and ethical business conduct. Through

robust training programs, leadership development initiatives, and a strong focus on health and safety, we

empower our people to thrive in an evolving maritime industry.

By prioritizing our workforce, we strengthen our ability to adapt to the changing demands of global trade while

upholding our commitment to sustainable and responsible operations. Our people are at the heart of Odfjell’s

success, and their expertise and dedication drive our mission to deliver world-class services to our customers.

ESRS 2 SBM-3-S1 Material own workforce-related impacts, risks and opportunities and

their interaction with strategy and business model

Through our double materiality assessment, we have identified the following key material impacts.

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S1 Own Workforce	Material impacts, risks, and opportunities				Location in the value chain			Time horizon
	Impact (positive/ negative)	Actual/ potential	Risk	Opportu nity	Up- stream	Own operatio ns	Down- stream	Short -term	Medi um- term	Long -term
Health and safety of own workforce	Negative	Actual				X		X	X
Gender equality and diversity within own workforce			X	X		X		X	X	X
Training and skills development			X	X		X		X	X	X

Odfjell’s workforce is divided into two main categories:

Shore-based workforce: This group includes employees in Odfjell Tankers, Ship Management, and Odfjell

Brazil (Flumar), as well as Odfjell corporate and Terminals corporate staff. It also covers personnel provided by

third-party undertakings (non-employees).

Seafarers: This group comprises all employees within Odfjell’s seafarer pool: Filipino (PHP), North West

European (NWE), South African (Durban) and Brazilian (Flumar) seafarers. NWE seafarers are permanent

employees, while PHP, Durban and Flumar seafarers are employed on contractual terms for the duration of their

sailing assignments.

This disclosure includes all individuals within Odfjell’s workforce, including both shore-based personnel and

seafarers, who are materially impacted by our operations. While some topics are relevant to both categories, the

disclosure recognizes the unique characteristics and operational contexts of each group and presents the

following information accordingly. For more details on our employees, see link; S1-6.

Health and safety of own workforce

Maintaining a safe and healthy work environment is integral to Odfjell’s operations. The maritime and shipping

industry inherently involves risks, including potential injuries and fatalities, making robust safety measures and

strict adherence to health and safety standards essential.

Failure to manage these risks effectively can compromise workforce safety, disrupt operations, and undermine

organizational resilience. To address this, Odfjell takes a proactive approach to health and safety by

implementing targeted mitigation measures. These measures not only reduce the likelihood and severity of

negative impacts but also strengthen operational stability and bolster workforce resilience.

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These risks affect employees both ashore and at sea, with seafarers and those in higher-risk roles being

particularly vulnerable. Furthermore, the potential negative impacts extend to non-employees, such as

personnel provided by third-party organizations, underscoring the importance of comprehensive safety protocols

across the entire scope of operations.

Diversity and gender equality within own workforce

A diverse and gender-balanced workforce is essential to Odfjell’s operational success and long-term resilience.

Well-managed workforce diversity is associated with improved innovation and decision quality, creating

opportunities to boost operational excellence, attracts top talent, and meets evolving societal and stakeholder

expectations. Progress toward gender equality is increasingly associated with stakeholder trust and

organizational legitimacy as it reflects broader societal values and underscores a commitment to inclusivity.

These opportunities can have a direct positive impact on business results by improving competitiveness,

strengthening Odfjell’s reputation, and ensuring access to a wider talent pool. Conversely, failing to address

risks such as talent shortages or difficulties in retaining a diverse workforce could lead to increased recruitment

costs, operational inefficiencies, and potential reputational harm. By embedding diversity and gender equality

considerations into its strategy, governance, and people management practices, Odfjell seeks to realize the

potential benefits of a diverse workforce while mitigating associated human capital and operational risks.

Training and skills development

Odfjell’s training and skills development initiatives create a highly skilled, resilient, and adaptable workforce,

directly contributing to operational excellence and long-term sustainability. A cornerstone of these efforts is the

Odfjell Cadetship Program, which annually provides world-class education for cadets in the Philippines and

Norway. This program elevates training standards, enhances the skills of Odfjell’s workforce, and creates

opportunities that positively impact cadets and their families. It also supports the recruitment of cadets and

apprentices at sea, ensuring a robust pipeline of skilled personnel who from time-to-time transition into shore-

based roles. Approximately 20% of shore staff in Odfjell Tankers and Odfjell Ship Management are former

seafarers from Odfjell’s fleet.

Odfjell’s commitment to training extends beyond cadets to all employees, both ashore and at sea. By fostering

continuous learning and skill development, employees are empowered to enhance and advance their careers

and strengthen their loyalty to Odfjell, while the organization builds the capacity to meet evolving industry

demands. This comprehensive approach to training and education reinforces Odfjell’s strategic goals, however if

not properly managed this is a risk to the company’s operational resilience.

S1-1 Policies related to own workforce

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Diversity and gender equality within own workforce

Odfjell is committed to fostering diversity, equality, and inclusion as part of its strategy to enhance organizational

performance, remain relevant, and attract and retain the best people. This commitment is guided by the Human

Resource Mission and Policies (HRMP), supported by the code of conduct (detailed in see link; Business

conduct policies and corporate culture (ESRS G1-1)) and human rights policy. Odfjell is committed to ensure

that all employees are treated fairly, have equal opportunities, and work in a safe, non-discriminatory

environment. These principles extend to recruitment processes, promoting fairness and inclusivity from the

outset. The HRMP apply to the full workforce and are designed to prevent discrimination and exclusion across

all stages of employment. While the policies are uniform, Odfjell recognizes that certain groups may, depending

on context, face a higher risk of disadvantage. Where relevant, the company applies proportionate and targeted

measures to support inclusion and equal participation. The effectiveness of these measures is monitored

through employee dialogue, engagement surveys, grievance mechanisms, and regular reviews of workforce

data. The HRMP is available through Odfjell’s intranet and document library (DocMap).

The HRMP specifically seeks to mitigate discrimination and harassment while promoting equal opportunities for

all employees, regardless of gender, ethnicity, race, religion, age, sexual orientation, disability, or culture. These

policies aim to ensure equal access to skill development, new challenges, and promotions, and to foster an

inclusive work environment. Employees are encouraged to report improper conduct via the whistleblowing

policy, a core component of Odfjell’s grievance mechanisms, including among other channels Odfjell’s Reporting

hotline as whistleblowing channel(outlined in see link; Business conduct policies and corporate culture (ESRS

G1-1)). Responsibility for implementing the policies lies with the VP corporate HR and VP maritime personnel,

while the chief compliance officer monitors its efficacy through regular reviews of reported issues through the

grievance mechanisms. We regularly engage employees in discussions on diversity and gender equality matters

through Odfjell’s shore-based working environment committee (AMU, see link; Processes for engaging with own

workforce and workers’ representatives about impacts (S1-2)) and also seek employees` perspective through

surveys.

Training and development of own workforce

Skill development is a key component of Odfjell’s organizational growth. Our HRMP, as detailed under the

Diversity and Equity within Own Workforce section on the previous page, emphasize continuous learning and

skills development as essential drivers of organizational progress. The HRMP ensures equitable access to

training and professional development opportunities for all shore-based employees, aligning with Odfjell's

business needs, compliance with regulatory training requirements and customer experience requirementswhile

fostering personal and professional growth across all backgrounds and roles.

For seafarers, as part of our Ship Management department’s policies for ship and shore, we have a competence

policy addressing competence development for the organization and all individuals, with skills, abilities, and

motivation as key focus areas. The policy ensures ongoing competence development through structured,

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updated, and relevant training programs, along with monitoring of competence progression. Accountability for

the implementation of the policy lies with the chief technical officer, and its efficacy is monitored through annual

reviews and evaluations of the Ship Management business concept, goals, KPIs, and guiding principles. The

Ship Management department’s policies for ship and shore are made accessible to employees through Odfjell’s

intranet and DocMap. As foundation the seafarers training complies with the International Convention on

Standards of Training, Certification, and Watchkeeping for Seafarers (STCW Convention).

Health and safety of own workforce

Safety is a core principle of Odfjell’s operations, guiding every aspect of our activities both at sea and ashore.

This commitment is reflected in our safety and health policy, which applies to all entities, employees, directors,

and other representatives of Odfjell. The policy sets a clear objective of zero accidents by injuries through

proactive measures. It aligns with the International Association of Oil & Gas Producers’ (IOGP) Life-Saving

Rules and requires strict compliance with health and safety requirements. The policy empowers employees at

all levels to identify hazards, manage risks, and stop unsafe activities using “stop work” authority.

To support this policy, Odfjell maintains a comprehensive workplace accident prevention management system.

We conduct thorough hazard identification and risk assessments for all operations, both ashore and at sea,

proactively mitigating risks before incidents occur. Our ships’ safety management systems are certified under

the International Safety Management (ISM) Code, enabling centralized incident management that supports our

proactive HSE efforts. The IOGP Life-Saving Rules further reinforce our management systems, programs, and

policies, providing a robust safety framework throughout all our operations.

The development of this policy considers the interests of key stakeholders. We engage in regular discussions on

health and safety matters through various committees, including Odfjell’s shore-based AMU, see link; Processes

for engaging with own workforce and workers’ representatives about impacts (S1-2), ensuring that our goals and

practices remain responsive to the needs and concerns of all relevant parties. The policy is publicly available on

Odfjell’s website and accessible to employees via the intranet and DocMap.

The chief sustainability officer is responsible for implementing the policy and monitoring its efficacy. Efficacy is

assessed through regular reviews of reported issues via our grievance mechanisms (see link; Processes to

remediate negative impacts and channels for own workforce to raise concerns (S1-3)), insights from the hazard

analyses, and tracking of all Lost-Time Injuries (LTIs) and Total Recordable Cases (TRCs) (detailed in see links;

and opportunities (S1-5) and Health & safety metrics (S1-14)).

Human and labor rights

At Odfjell, respect for human rights underpins our operations, informs our relationships with suppliers, and

shapes our responsibilities toward the communities we affect. Our dedication to upholding human and labor

rights for our own workforce is embedded in our code of conduct (detailed in see link; Business conduct policies

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and corporate culture (ESRS G1-1)) and our human rights policy, both of which are approved by the BoD. The

code of conduct establishes the principles governing all aspects of our business, emphasizing high ethical

standards, respect for human rights, and compliance with applicable laws. The human rights policy builds on

these principles by explicitly addressing issues such as forced labor, child labor, and human trafficking.

Accountability for the human rights policy rests with the chief executive officer (CEO), while the BoD ensures

respect for human rights across all business activities. Together with the code of conduct, our human rights

policy aligns with key international standards, including the UN Guiding Principles on Business and Human

Rights, the International Bill of Human Rights, the OECD Guidelines for Multinational Enterprises, the

International Labor Organization’s (ILO) Declaration on Fundamental Principles and Rights at Work, and the

International Maritime Organization’s (IMO) Maritime Labour Convention (MLC). As part of compliance with the

MLC, all Odfjell vessels are issued with MLC certificates by relevant class authorities on behalf of the vessel's

flag state. Regular audits are conducted by both internal and external auditors to verify compliance. Additionally,

Odfjell has signed the Neptune Declaration on Seafarer Wellbeing and Crew Change. These frameworks

reinforce Odfjell’s commitment to ethical and socially responsible operations, both ashore and at sea.

To systematically identify, prevent, and mitigate potential human rights risks, Odfjell employs a structured human

rights due diligence (HRDD) process across its operations and supply chain. This process adheres to the OECD

due diligence guidance for responsible business conduct, which follows a structured approach to responsible

business practices. Companies begin by embedding responsible business practices into their policies and

management systems. They then identify and assess potential or actual adverse impacts on people, the

environment, and ethical business conduct. Once risks are identified, businesses take action to cease, prevent,

or mitigate these impacts. Continuous monitoring ensures the effectiveness of these measures, while

transparent communication keeps stakeholders informed. Finally, companies must provide or cooperate in

remediation efforts when negative impacts occur. This approach helps businesses proactively manage risks and

uphold ethical and sustainable practices. Odfjell has adopted this model.

A core component of this process is the annual human rights impact assessment (HRIA), which proactively

identifies risks and informs a targeted HRDD action plan. The HRIA evaluates risks related to forced labor,

compulsory labor, and child labor, among other human rights concerns, across Odfjell’s operations. This enables

the prevention, mitigation, and remediation of human rights challenges. HRIA insights are reviewed annually in

integrity updates to the board, ensuring executive oversight and accountability. Targeted employee training

further strengthens awareness, fostering a workplace culture rooted in respect for human rights.

Odfjell also directly engages with stakeholders affected by its operations, including its own workforce. Insights

from the HRIA and stakeholder feedback are regularly reviewed to assess the effectiveness of Odfjell’s human

rights policy (stakeholder engagement is outlined in see link; ESRS 2 SBM-2). Additionally, the HRIA insights

play a crucial role in assessing the risk of exploitative labor conditions within Odfjell’s direct operations globally.

The HRIA findings, along with Odfjell’s direct control over its recruitment practices and hiring fees, and its

dedicated crewing department in Manila, indicate this risk to be low. As a result, all forms of exploitative labor,

including forced, compulsory, and child labor, are considered non-material within Odfjell’s direct operations.

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Grievance mechanisms (see link; S1-3) are integral to our efforts. They enable all members of our workforce to

confidentially report concerns through a secure hotline or directly to designated compliance roles or a

designated person (DP). These channels are accessible via our website and intranet. In 2025, no incidents or

legal actions related to human or labor rights were reported.

Transparency is a core principle of Odfjell’s approach to human rights. Alongside our CSRD reporting, we

publish a dedicated human rights due diligence report. This report details our compliance efforts, actions taken,

and future plans and is approved annually by the BoD in accordance with the Norwegian Transparency Act.

In addition to internal measures, Odfjell collaborates with industry peers to promote responsible business

practices. As a signatory to the FutureProof Initiative, we work with other organizations to address human rights

challenges, share insights, and drive continuous improvement. Furthermore, we partner with the Rafto

Foundation for Human Rights to refine our policies and best practices, continuously strengthening our

commitment to ethical, sustainable, and socially responsible operations. We collaborate with their experts to

review our policies and practices, and we contribute by supporting presentations and workshops.

S1-2 Processes for engaging with own workforce and workers’ representatives about

impacts

Odfjell employs structured and tailored approaches to engage with its workforce, encompassing both shore-

based employees and seafarers. These approaches, using both direct and representative-based channels,

address material impacts such as training and employee health and safety. By integrating employee

perspectives into decision-making, Odfjell enhances positive outcomes while mitigating potential negative

impacts. The engagement practices are customized to meet the distinct needs of shore-based employees and

seafarers.

Shored-based employees:

Odfjell actively engages with its shore-based workforce through a variety of listening activities, providing

platforms for employees to share their views at different employment stages. Annual year-end performance and

development sessions between employees and their people managers, conducted through a digital system,

cover topics such as job satisfaction, workload, and career opportunities. These sessions are followed up with a

structured mid-year dialogue. This engagement is closely tied to operational decision-making processes, as the

outcomes inform development priorities, salary reviews and promotions decisions.

This direct engagement is complemented by the biennial global employee engagement survey (EES), which

gathers comprehensive feedback on key areas such as job satisfaction, goal alignment, leadership trust,

learning and development, and perceptions of diversity, equity, and inclusion. To ensure the perspectives of

potentially vulnerable or marginalized groups are captured, the EES collects feedback across demographic

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categories, including gender, age, tenure, and leadership roles (e.g., individual contributors or managers).

Timed to align with critical Q4 processes like budgeting, year-end performance reviews, strategic planning, and

salary adjustments, the EES findings are analyzed to evaluate engagement effectiveness and integrated into

decision-making. This approach allows Odfjell to identify priority areas and implement targeted actions to

continuously enhance the employee experience.

Odfjell’s AMU, consisting of both employer and employee representatives, addresses health, safety, job

development, and psychosocial conditions. AMU comprises two representatives from each side with voting

rights, with one employee serving as the main safety representative for at least two years. Quarterly meetings

ensure structured, consistent input on workforce concerns from employee representatives.

Operational responsibility for the EES lies with the VP corporate HR. Odfjell collaborates with an external

provider to ensure data privacy and protection, enhancing Odfjell’s capacity for meaningful data interpretation

and actionable planning. Findings from the EES are presented to the executive management, AMU, and

departmental teams. The VP corporate HR ensures that feedback is acted upon, reinforcing Odfjell’s

commitment to fostering a responsive and supportive workplace.

As part of Odfjell’s transition to low-carbon shipping, outlined in see link; Introduction in Transition plan E1-1, we

engage with our employees to address the impacts of this transition. Sustainability awareness initiatives,

including presentations held by management, focus on informing employees about Odfjell’s sustainability goals

and the shift towards a low carbon society.

Seafarers:

For seafarers, regular engagement with crew and officers occurs through structured activities. Conferences with

officers to address key topics such as workplace environment are regularly conducted. Additionally, bimonthly

working environment meetings are held on board with the senior management team (SMT) and safety

supervisors within each department. Action items and minutes from these meetings, as well as from the

conferences, are documented and shared with the shore organization for feedback and structured follow-up. In

2025, two officer’s conferences were held (two in Bergen).

Seafarers are also actively involved in various projects and procedural reviews. In 2024, they were involved in

the reformatting of shipboard procedures and participation in the SIRE 2.0 project. This project has continued

into 2025 to ensure we are compliant with the new regulations.

The transition from the earlier SIRE (Ship Inspection Report Programme) to SIRE 2.0, introduced by OCIMF,

represents a significant conceptual shift in how tanker inspections are conducted and how shipboard operations

are evaluated.

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Under the previous SIRE regime, inspections were largely checklist-based and equipment-focused,

emphasizing verification of compliance with established procedures, documentation, and physical conditions on

board. Inspectors typically followed a relatively standardized questionnaire, and the outcome often depended on

whether specific items met defined requirements.

SIRE 2.0, in contrast, moves toward a more human-centred and risk-based inspection model. The programme

emphasizes observed operational practices, human factors, and leadership on board, rather than only verifying

documentation and equipment status. Inspectors now conduct scenario-based discussions and observations,

assessing how seafarers understand procedures, manage risks, and respond to operational situations.

For seafarers, this shift has several implications:

• Greater focus on competence and understanding: Crew members are expected not only to follow

procedures but also to demonstrate situational awareness and explain the reasoning behind their actions.

• More interaction with inspectors: Inspections now involve conversations, demonstrations, and

operational walkthroughs rather than purely document checks.

• Increased emphasis on safety culture: Leadership, communication, and teamwork on board are

evaluated as part of the inspection.

• Higher transparency of real operations: Day-to-day practices and behavioural aspects are more visible

during inspections.

Overall, SIRE 2.0 reflects a broader industry recognition that safe tanker operations depend not only on systems

and equipment but also on the competence, judgement, and behaviour of the people operating the vessel.

While this places higher expectations on seafarers, it also better recognizes their professional role in managing

operational risk at sea

Hands-on involvement such as these, ensures that in-house expertise informs process improvements, fostering

ownership and commitment to safety protocols. Additionally, opportunities for ship-to-shore knowledge transfer

enable seafarers to transition into varied roles ashore, further enhancing operational integration.

Annual officer council mixed meetings for Northwest European and Philippine officers provide forums to discuss

crew welfare and consider seafarers’ suggestions. The elected officer councils represent their peers’ interests,

ensuring their perspectives are integrated into decision-making processes. Engagement is further supported

through over 20 senior management visits annually, along with pre-and post-contract meetings with the crew.

Odfjell subscribes to agreements negotiated by the Norwegian Shipowners Association (NSA), including

amendments to the Collective Bargaining Agreement (CBA) for NIS ships and the ITF agreement for other

flagged vessels. These agreements are established through negotiations with seafarers' unions in nations that

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supply crew to the members’ fleet. The CBAs serve as the primary employment agreements for seafarers and

are supplemented by Department of Migrant Workers (DMW) contracts for Philippine sailors. In cases where

terms differ, the most favorable conditions for the crew prevail. These agreements ensure consistent standards

for the welfare and rights of seafarers and provide Odfjell with structured channels to better understand and

incorporate the perspectives of its workforce, fostering mutual trust and alignment on key issues.

Odfjell actively engages with its workforce and workers’ representatives to address the potential impacts of its

low-carbon transition. Through initiatives such as the IMO Maritime Just Transition Task Force, the company

ensures workforce preparedness by prioritizing safety, education, and skills development. Tailored training and

upskilling programs are central to this approach, equipping seafarers with the necessary competencies to

operate in climate-neutral environments.

To mitigate potential challenges related to restructuring and employment shifts, Odfjell implements proactive

workforce planning and provides support mechanisms to facilitate a just transition. The company integrates

principles of gender and social equity into its transition strategy, ensuring fair access to opportunities for all

employees. Additionally, Odfjell upholds rigorous health and safety standards, safeguarding the well-being of its

workforce throughout the transition process.

These efforts are reinforced by ongoing stakeholder engagement, responsible sourcing practices, and a strong

commitment to human rights, ensuring that Odfjell’s transition to a greener and climate-neutral operation is both

equitable and sustainable. Further details on Odfjell’s approach to workforce engagement in this transition can

be found in see link; E1-1 Transition plan.

S1-3 Processes to remediate negative impacts and channels for own workforce to

raise concerns

Odfjell is dedicated to promoting a safe, secure, and inclusive working environment, encouraging employees to

seek support if they experience discrimination, harassment, or rights violations. The Company is committed to

preventing and mitigating negative impacts on both employees and non-employee workers, whether ashore or

at sea, and takes proactive measures to facilitate the reporting of concerns. Multiple reporting channels, such as

direct communication with a manager/superior, a human resource professional, or a compliance officer, as well

as Odfjell’s confidential and anonymous reporting hotline managed by a third party and accessible via the

website and intranet, ensure confidentiality and protect individuals who report a concern or seek support. This

framework aims to empower employees to voice concerns without fear of retaliation.

Compliance officers log, review, and investigate reported issues, taking corrective action as needed. The chair

of the audit committee and the chief compliance officer conduct biannual reviews to ensure the ongoing

effectiveness of these remedy mechanisms. Awareness of the hotline is maintained through internal

communication initiatives carried out by designated personnel, while contact details for compliance officers are

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visibly posted in publicly accessible locations within the company, on board ships, on the Odfjell website, and on

the intranet.

For seafarers, Odfjell tailors its processes to the specific conditions they face. In addition to the reporting

channels outlined above, the crew experience feedback (CEF) survey offers seafarers a platform to raise

concerns, while senior management ship visits (SMV) facilitate direct interaction between ship and shore

personnel, emphasizing employee concerns. A fair complaints procedure, aligned with flag state requirements

and the MLC, ensures that seafarers’ grievances are addressed transparently and efficiently. Copies of the

procedure are available on board for all crew members and displayed in communal areas, with seafarers also

briefed during the pre-departure orientation seminar (PDOS). Seafarers can additionally report concerns via the

Maritime Protection System’s (MPS) Safe Help service. Under the ISM Code, Odfjell also has a designated

person ashore (DPA), a role created to enhance maritime safety through effective communication and oversight

between vessels and shore-based management. Any topics related to safety can be addressed directly to the

DPA, who can be a point of contact for crew members, providing guidance and support in matters related to

safety and security.

Further information on reporting mechanisms and whistleblower protections is provided in see link; Business

conduct policies and corporate culture (ESRS G1-1).

S1-4 Taking action on material impacts on own workforce, and approaches to

managing risks and pursuing opportunities related to own workforce, and

effectiveness of those actions

Advancing diversity, equity, and inclusion at Odfjell

Odfjell recognizes that a well-functioning and diverse workforce is essential for fostering innovation, enhancing

operational success, and creating opportunities for growth. To address material risks and opportunities tied to

workforce diversity and gender equality, we have undertaken a comprehensive and systematic approach.

Central to this strategy is our target of achieving a minimum 30% gender balance at all levels of our shipping

shore-based organization by 2030, and ≈ 50% gender balance for graduate recruitment at the headquarter in

Bergen, see link; Targets related to managing material negative impacts, advancing positive impacts, and

managing material risks and opportunities (S1-5).

To achieve these targets, we have implemented systemic measures focused on recruitment, development,

promotion, work environment, and compensation equity. Leadership training on unconscious biases seeks to

raise awareness and reduce bias in recruitment and promotion practices, while ensuring diverse candidate

pools are prioritized in hiring processes. Promotions are bundled where possible, and compensation and career

progression analyses guide efforts to close disparities. Generous parental leave policies support gender

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equality, and all employees, women and men, are encouraged to become members of WISTA, a global network

of maritime professionals that aims to promote gender diversity and inclusion in the industry.

In addition to the foundational measures supporting the gender balance targets for shore-based employees, we

have expanded our efforts through complementary initiatives introduced over the years, including initiatives

supporting diversity and gender equality for seafarers. The VP corporate HR oversees initiatives for shore-

based employees, while the VP maritime personnel is responsible for initiatives affecting the seafarers. Key

actions are detailed below. Most actions have already been implemented and are part of a long-term strategy

(ref. see link; Disclosures in relation to specific circumstances (ESRS 2 BP-2)), with ongoing efforts to ensure

their effectiveness. Any actions planned for a shorter timeframe have been specifically indicated.

2019: Odfjell introduced Odfjell Leadership Training (OLT) for seafarers, where topics such as culture and work

environment, diversity, gender equality, and harassment are addressed. The OLT is detailed in the section

Training and Skills Development at Odfjell on the next page.

2021: Odfjell began annual participation in the EY SHE Index survey to drive transparency, benchmark progress

and identify areas for improvement in diversity and inclusion for shore-based employees.

2022: An arena for younger employees (≤40) was formalized to promote inclusivity, support new hires, and

attract and retain the next generation of shore-based employees.

2023: Diversity and inclusion were added as key focus areas in our EES (outlined in see link; Processes for

engaging with own workforce and workers’ representatives about impacts (S1-2)), fostering greater awareness

and transparency.

2024: Leadership training was expanded through an all-company development program for shore-based

employees, including sessions addressing both destructive leadership behavior, such as harassment, passive

and avoidant leadership, and positive leadership strategies that drive an inclusive work environment, such as

care and relationship-oriented leadership. Similarly, sessions were held for all shore-based employees tuning in

on psychological safety. Diverse voices were amplified in internal and external communications, while

representation in leadership roles, project teams, and public engagements was actively promoted.

2025: Odfjell considered whether to develop and communicate a stand-alone diversity and inclusion policy

affecting shore-based employees. Following review, the preference will be to embed this policy and to ensure it

is well captured in the HRMP and Code of Conduct.

Planned for 2026: Odfjell will replace core ERPs for HR in 2026 and this will impact the way we work with

people and organization at the Company. Ensuring that system- and data set-up and design support the DEI

targets, the HRMP, and enable ESG reporting intentionally and securely will be encompassed this initiative.

To ensure the effectiveness of these initiatives, Odfjell has established robust monitoring mechanisms. For

shore-based employees, workforce data, including metrics on promotion, recruitment, and pay equity, is

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analyzed at least annually to track progress and identify areas for improvement. Participation in the annual SHE

Index provides external benchmarking and highlights opportunities to enhance gender equality efforts.

Additionally, issues raised through grievance mechanisms, alongside insights from the biennial EES and the

annual HRIA (ref. see link; S1-1), are systematically reviewed to evaluate the impact of these actions. For

monitoring at HQ, the AMU (detailed in see link; S1-2) regularly discusses the Gender Equality and Anti-

Discrimination Act and Odfjell’s corresponding action plans.

The globally implemented actions aim to benefit employees across all regions and functions. As we conclude

2025, women represent 33% of leadership roles ashore, while we are seeing a significant increase in the

number of female cadets. Additionally, in 2023, Odfjell’s first female chief officer was promoted to captain.

Training and skills development at Odfjell

Odfjell prioritizes training and skills development to empower employees, foster continuous learning, and

support individual growth. For shore-based employees and seafarers alike, we ensure competence through

targeted initiatives. The VP corporate HR oversees initiatives for the shore-based employees, while VP maritime

personnel has the same responsibilities for initiatives affecting seafarers. For seafarers specifically, training

complies with the International Convention on Standards of Training, Certification, and Watchkeeping for

Seafarers (STCW Convention) and follows Odfjell’s matrix of learning objectives.

Key actions are tailored to the needs of employees ashore and at sea, ensuring targeted initiatives for each

group, as detailed below. Most actions have already been implemented and are part of a long-term strategy (ref.

see link; ESRS 2 BP-2), with ongoing efforts to ensure their effectiveness. Any actions planned for a shorter

timeframe have been specifically indicated.

Onboarding and individual development plans: New shore-based hires undergo a six-month training plan to

ensure they are well-prepared for their roles, with further development supported through annual development

dialogues and objectives jointly designed by the employee and their manager. Odfjell also provides financial

support for relevant external courses and education, encouraging professional and personal growth aligned with

the company’s goals. The VP of corporate HR and local HR managers collaborate with hiring managers to

provide support and training for onboarding. They also coordinate financial support for further education with the

relevant manager.

Leadership development: Shore-based Odfjell employees benefit from leadership opportunities across the

organization. The Odfjell Leadership Model was developed in 2023 in a close collaboration between the HR

function at Odfjell and a professor in work and organizational psychology at the University of Bergen (UiB). The

model is well founded in research and provided the platform for a 3-year all-company development program

described further below.

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In 2025, three employees concluded the Next Wave Leadership Program, focusing on topics such as the green

transition, digitalization, and diversity, and employees were invited to apply for participation in the 2026 One

Ocean Leadership Program aboard Statsraad Lehmkuhl (five employees participated in 2024 and 10 in 2022).

Additionally, continuing a longstanding tradition, employees and leaders participated in WISTA’s Maritime

Mentorship Program to support improved gender balance and drive inclusion within the industry. Odfjell plans to

continue participation in all programs in 2026.

Engagement and enablement development program and Odfjell leadership forum: Launched in 2024, this

program builds on the Odfjell Leadership Model and insights from the 2021,2023 and 2025 global EES (outlined

in see link; S1-2) to address key improvement areas for organizational learning through professional

development, fostering a positive work environment, and introducing a shared leadership model. The program

focuses on psychological safety, team collaboration, and emotional well-being and is designed to engage all

shore-based employees, with additional tailored modules specifically targeting managers. Seven additional

modules were conducted in 2025 and six modules are planned to cover all elements of the Odfjell Leadership

Model and adapt to evolving improvement needs. corporate HR, in partnership with a consulting partner and a

technology platform, designs the employee engagement surveys and the Engagement and Enablement

Development Program is created in collaboration between the HR function at Odfjell and the abovementioned

professor at the University of Bergen. Expert facilitators with various backgrounds lead the sessions both onsite

and online.

ELITE Leadership program: Designed specifically for seafarers, the three-stage ELITE Leadership Program

develops technical and behavioral competencies through courses for new crew members (ELITE Intro), junior

and petty officers (ELITE Evo), and senior officers preparing for captain or chief engineer roles (ELITE Pro). For

ELITE Intro and ELITE Evo, we use internal training resources. ELITE Pro training is conducted by the

Norwegian Training Centre in Manila for Filipino seafarers, while SimSea in Haugesund conducts training for

seafarers from Norway. In 2024, Odfjell scheduled ten Intro Training sessions, eleven Evo Training sessions,

and six Pro Training sessions and Assessments.

Odfjell leadership training (OLT): Introduced in 2019, OLT is conducted an average of four times per year in

Manila and Bergen. Tailored specifically for seafarers, this five-day program includes a diverse group of 12

participants, primarily on-board officers, along with 2-3 shore-based representatives. A key feature is individual

feedback sessions on soft skills, facilitated and documented by two professional instructors. The training,

conducted by the external consultancy company Seascape, aims to promote safe and efficient leadership on

board, contributing to operational excellence and fostering a positive, harmonious working environment—a

"happy ship."

Odfjell cadetship program: Since 2006, Odfjell has partnered with the Norwegian Shipowners’ Association

(NSA), in coordination with the Norwegian Training Center (NTC) in Manila, sponsoring an average of 25 cadets

annually. Selected cadets pursue their maritime education at partner universities in the Philippines, supported by

structured training and development aligned with international standards.

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The program delivers world-class education and practical sea training, forming a strong pipeline of competent

and diverse maritime professionals. It has been a cornerstone of Odfjell’s shipboard leadership development for

nearly two decades.

As of January 2025, 647 cadets have successfully completed the program and progressed into maritime

careers. Of these, 518 are actively sailing onboard Odfjell vessels, with approximately 200 currently serving in

officer positions—demonstrating the program’s sustained impact on leadership continuity and fleet performance.

Training and upskilling for low-carbon transition: refer to sections see links; Processes for engaging with

own workforce and workers’ representatives about impacts (see link; S1-2) and Just and equitable transition (in

see link; E1-1 Transition plan) for a detailed description of Odfjell’s work on a just and equitable transition.

To monitor and assess the effectiveness of these actions, both ashore and at sea, we thoroughly review insights

from the annual HRIA (ref. see link; S1-1), ensuring that any new or additional necessary actions are identified

and considered. For shore-based employees specifically, we also review the results from our biennial EES.

Ensuring health and safety at Odfjell

At Odfjell, the safety of our people and the environment is a top priority, guiding every aspect of our operations.

By maintaining rigorous safety standards, fostering a proactive safety culture, and continuously improving our

processes, we strive to mitigate material negative impacts. We aim to provide a safe, healthy, and engaging

workplace for all employees, both ashore and at sea.

Actions on health and safety in operations ashore

To strengthen workplace safety, employee engagement, and regulatory compliance, we have an HSE action

plan for shore-based employees, based on regular hazard analyses conducted at both the Bergen and Manila

offices. These analyses, together with an internal incident reporting system at the Bergen office, help identify

incidents, errors, deficiencies, or deviations, ensuring a high safety level. The responsibility for overseeing

these initiatives lies with the VP corporate HR.

The HSE action plan is reviewed annually and updated as necessary, encompassing key ongoing initiatives

categorized as detailed below. Most actions have already been implemented and are part of a long-term

strategy (ref. see link; ESRS 2 BP-2), with ongoing efforts to ensure their effectiveness. Any actions planned for

a shorter timeframe have been specifically indicated.

Initiatives specific to the Bergen office:

Quarterly Working Environment Committee (AMU) meetings: the AMU (outlined in see link; S1-2) reviews

HSE initiatives, ensures compliance with the Gender Equality and Anti-Discrimination Act §26, reviews sickness

reports from HR, and responds to employee feedback.

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Fire safety and housekeeping reviews: Regularly conducted within the building by the fire representative,

safety representative, and QHSE, to ensure a safe and well-organized work environment, with QHSE serving as

the organizer.

Annual physical work environment surveys: Organized by the AMU and completed by employees to identify

and address potential risks in the workplace.

Annual health screenings: On-site or virtual healthcare services organized by HR for all employees.

Mental and physical well-being programs: Training on mental health, stress management, and physical

activity through partnerships with reputable vendors, for all employees.

Workplace Ergonomics: Ergonomic workstations, proper lighting, and good air quality are provided for all

employees, promoting a healthy and productive work environment. A onsite lecture was provided at HQ in 2025,

followed by an offer of 1:1 guidance on workstation set-up.

Global initiatives:

All Company Development-Program including the Engagement and Enablement Program for all

employees and the Odfjell Leadership Forum for managers (new in 2024): Organized by HR through

partnerships with reputable vendors and completed by all shore-based shipping employees. The program

addresses improvement areas identified in the biannual global EES (outlined in see link; S1-2). Topics for 2025

include organizational learning, work environment free from bullying and harassment, self-leadership and

strategic leadership.

Emergency preparedness plan: The company maintains a comprehensive Security & Contingency framework,

overseen by the Chief Sustainability Officer, who ensures alignment with key corporate policies across travel,

international assignments, and IT security. A structured risk assessment identifies threats such as personal

injury, fire, vandalism, robbery, terrorism, and cyber incidents, with proactive measures outlined in dedicated

hazard and ICT security plans. At the headquarters in Bergen e.g. access control, visitor registration, and

emergency response structures—including a three-level contingency organization—ensure effective prevention,

preparedness, and coordinated action during incidents. Security events are recorded in the corporate event

management system, and regular drills and exercises are conducted to maintain workforce readiness and

ensure continuous improvement of risk-management practices.

The effectiveness of the actions is monitored through insights from the hazard analyses, as well as insights from

the incident reporting system and the annual HRIA (ref. see link; S1-1), ensuring that any new or additional

necessary actions are identified and considered.

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Actions on health and safety at sea

Odfjell has a comprehensive safety program designed specifically for seafarers, addressing the unique risks of

maritime environments. All health and safety actions at sea are grounded in insights from Odfjell’s Tanker

Management Self-Assessment (TMSA; see link; Targets related to managing material negative impacts,

advancing positive impacts, and managing material risks and opportunities (S1-5)).

The QHSSE department is responsible for overseeing the implementation of TMSA requirements, delegating

specific elements to relevant functions within Ship Management (SM). Both SM and the Shipboard Management

Teams on board are responsible for ensuring that these actions are followed up on and regularly reviewed to

maintain their effectiveness. The VP QHSSE manages the resources within the QHSSE department, while the

chief technical officer (CTO) is responsible for the SM department’s compliance with the TMSA best practice

guidance.

To address safety concerns identified through incident trends, TMSA findings, and other risk indicators, the

HSSEQ team within SM develops regular safety campaigns. These campaigns are executed on board by

Masters, reinforcing best practices and risk mitigation strategies. In addition, Odfjell fosters a proactive safety

culture through initiatives such as the Stop Work Authority (SWA), which empowers employees to halt unsafe

activities, and its collaboration with Shell’s Partners in Safety program (PinS), which aims to enhance safety

performance across the industry.

Key activities and initiatives are detailed below. Most actions have already been implemented and are part of a

long-term strategy (ref. see link; ESRS 2 BP-2), with ongoing efforts to ensure their effectiveness. Any actions

planned for a shorter timeframe have been specifically indicated.

Structured safety program: Odfjell's Safety Program, guided by an annual wheel, ensures a uniform standard

of safety activities across the fleet. It includes the implementation of safety standards in accordance with the

requirements of the flag state of vessels and Odfjell's policies, ongoing safety training to maintain high

standards and improve competencies, and a safety award system to recognize crew members demonstrating

exceptional safety attitudes. Together, these elements foster a culture of accountability, continuous

improvement, and compliance with regulatory and company-specific safety standards.

Empowering employees: Through the SWA, employees are encouraged to observe, act, report, and stop

unsafe work.

Surveys for transparency on crew welfare: In 2023, Odfjell seafarers participated in INTERTANKO's one-time

survey and Marine Benefits' annual Refresh survey on crew retention, health, and welfare. While the

INTERTANKO survey was a one-time initiative, Odfjell’s seafarers continue to participate annually in the Marine

Benefits survey. Findings from these surveys enhance transparency regarding seafarers' welfare and are

integrated into crew health and welfare action plans.

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Upgraded personal protective equipment (PPE): Continuous review and improvement of PPE to ensure

safety.

KPIs on Lost Time Injury Frequency (LTIF): Tied to shore-based management accountability to monitor and

improve safety performance.

Workplace inspections and risks assessments: Odfjell conducts ship-specific risk assessments of on-board

working environments, regularly reviewing and updating them to mitigate potential hazards effectively. These

targeted assessments are integrated with annual comprehensive evaluations that address broader risks. As part

of this process, the safety officer conducts monthly workplace inspections to identify and address potential risks,

ensuring continuous monitoring and improvement of safety measures.

Emergency preparedness: Dedicated policies, procedures, and systems supported by regular emergency

response management team (ERMT) training.

Incident handling system: An innovative system enabling centralized incident management and proactive

HSSEQ efforts, enhancing a safety reporting culture and data quality. The system follows internal requirements

and regulatory standards, including the ISM Code and OCIMF’s TMSA Guideline.

Suggestions for improvement: A system in the SM portal to collect and process improvement suggestions

from vessels.

Life-Saving Rules: Implementation of IOGP’s Life-Saving Rules to complement existing SM procedures and

embed safety as a personal value.

The HSSEQ department regularly monitors and improves the effectiveness of preventive actions at sea, while

also identifying and considering any new or additional actions needed. This is done through annual review of the

Safety Program with updated Annual Wheel, regular incident report reviews, and insights from the TMSA

process.

Actions across operations ashore and at sea

Organized by corporate QSHE and aligned with the International Labor Organization’s (ILO) World Day for

Safety and Health at Work, Odfjell’s annual global safety day involves both shore-based employees and

seafarers. Through activities like first aid training, this safety campaign promotes heightened safety awareness.

Life-Saving Rules: Implementation of IOGP’s Life-Saving Rules to complement existing procedures and embed

safety as a personal value.

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S1-5 Targets related to managing material negative impacts, advancing positive

impacts, and managing material risks and opportunities

Diversity and gender equality

Gender balance by 2030

Odfjell is committed to fostering diversity, equity, and inclusion (DEI) as a critical aspect of our organizational

strategy. A cornerstone of this commitment is our measurable target to achieve at least 30% gender balance

across all levels of our shore-based shipping operations globally by 2030.

The levels are defined using a job architecture that includes over 20 levels, grouped into four broader

categories: business support, professionals, frontline management and senior professionals, and executive and

leadership. For the categories of professionals, frontline management and senior professionals, and executive

and leadership, the goal is to achieve at least 30% female representation. In business support, where the

gender imbalance is reversed, the goal is to achieve at least 30% male representation.

Established in 2020 and based on 2020 HR data, this target reflects a linear trajectory in gender balance,

assuming a steady overall headcount. This goal underscores our belief that well-managed diversity drives

innovation, enhances organizational performance, and strengthens Odfjell’s position as an employer of choice

for current and future talent. It aligns with Odfjell’s human resource mission and policies, which emphasizes

equality, non-discrimination, and equal opportunities. Additionally, the target supports the company’s strategic

objective to attract, develop, and retain the best people for the future.

Odfjell has set a target of achieving approximately 50% gender balance in graduate recruitment at the

headquarters in Bergen. Progress toward this target is measured by the proportion of newly hired employees

who completed their studies within the last 0–2 years prior to joining the company.

In 2024, women represented 33% of all graduate hires. In 2025, the company achieved our target of female

representation among newly recruited graduates. These results demonstrate Odfjell’s continued commitment to

fostering gender balance and strengthening diversity within early career recruitment.

Employees and their representatives are involved in the setting and follow-up of diversity and gender equality

targets. For shore-based employees, relevant workforce data and priorities are discussed with the Working

Environment Committee (AMU), which includes employee representatives. Employee input is also gathered

through regular people-manager dialogues and the biennial global employee engagement survey. Insights from

these channels inform target setting, actions, and monitoring of progress, which are reviewed as part of Odfjell’s

regular governance and reporting processes.

To ensure transparency and accountability, Odfjell tracks progress quarterly and participates in external

benchmarking initiatives, such as EY's She Index. Metrics, including gender balance and gender pay gap (see

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link; S1-16), along with actions taken to address these areas. These are published on our website. Progress

against the target is as follows %male (% female):


Gender Balance in % male (% female)	2020 (base year)	2025	2024	2023	2022
Executive and Leadership	94 (6)	83 (17)	83 (17)	88 (12)	88 (13)
Front line management and senior professional	88 (12)	83 (17)	83 (17)	82 (18)	86 (14)
Professional	69 (31)	64 (36)	66 (34)	64 (36)	66 (34)
Business support	28 (72)	28 (72)	24 (76)	27 (73)	26 (74)
Total shore-based employees	60 (40)	57 (43)	57 (43)	57 (43)	58 (42)

Progress in increasing female representation among seafarers

Odfjell has not set a formal gender diversity target or a specific level of ambition for seafarers due to current

industry-specific workforce dynamics and operational constraints. However, we are committed to significantly

increasing the share of female seafarers. Progress is monitored through the TMSA process, which evaluates

compliance with performance ambition levels across key areas of ship operation and management. These levels

align with TMSA best practice guidance, with KPIs set and reviewed by executive and operational managers

during a management review and overseen by the CTO. This process is further supported by internal and

external audits.

Since 2019, Odfjell’s structured approach has resulted in a 792% increase in female seafarers, growing from 13

in 2019 to 103 in 2025, including cadets. Recruitment targets for female cadets have been consistently met, with

2 of 20 NWE cadets being women. Odfjell collaborates with vocational schools and universities, participates in

career events, and has established policies to support female seafarers, including balancing time ashore for

maternal responsibilities.

Training and skills development

While Odfjell has not set formal targets for training and skills development, we continuously track the

effectiveness of our policies and actions through structured assessments, feedback mechanisms, and external

evaluations. This approach allows us to refine training initiatives, ensure alignment with operational needs, and

drive continuous improvement. Our efforts are tailored to the specific requirements of shore-based employees

and seafarers, as outlined below.

Tracking effectiveness of training initiatives for shore-based employees

Odfjell provides annual mandatory training in relevant ethics and governance topics for all shore-based

employees. This is followed up with annual confirmation of the training and signing of the policies, which is

tracked through the compliance management system.

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Odfjell is currently testing a survey-based concept to assess the impact of training and development initiatives

before establishing formal targets and baseline values. These regular feedback surveys gather input from both

participants and non-participants to evaluate satisfaction levels, identify improvement areas, and drive

engagement in training programs. Through this approach, we aim to ensure high participation rates and

continuously enhance the quality of our training initiatives.

To support this process, we are developing a monitoring framework to systematically track participation rates

and training outcomes. This system is expected to be fully operational by the next reporting year, enhancing

accountability and enabling data-driven improvements.

Monitoring competence development at sea

Odfjell conducts an annual TMSA to monitor and track competence development against performance ambition

levels. These levels align with TMSA best practice guidance, with key KPIs set and reviewed by executive and

operational managers during a management review process overseen by the CTO. This process is further

supported by internal and external audits.

While KPIs are actively monitored, no formal targets have been set and no baseline values have been

established, as performance expectations are continuously refined through the TMSA framework and audits,

allowing for an adaptive and evolving approach to improvement. The focus remains on continuous skill

development rather than static targets. Training schedules and results are systematically recorded in Odfjell’s

crew management system, ensuring that employee competence and skill levels are continuously tracked and

assessed as part of the TMSA process.

Health and Safety

A zero-accident philosophy

Guided by our zero-accident philosophy and in alignment with our safety and health policy, Odfjell is committed

to achieving strict and ambitious targets for health and safety performance. Specifically, Odfjell has set the

following targets for all crew at Odfjell-managed vessels within its controlled fleet, such as Fleet Bergen, Fleet

Flumar (Brazil), and Fleet OSM Thome (managed by the external technical manager at OSM Thome):

• Zero Lost Time Injury Frequency (LTIF) Base Year: 2021 | Base Line: 0.08

• 1.5 - Total Recordable Case Frequency (TRCF) Base Year: 2021 | Base Line: 0.91

Definitions (as per Oil Companies International Marine Forum, OCIMF):

Lost Time Injuries (LTI): Include fatalities, permanent total disabilities, permanent partial disabilities, and lost

workday cases.

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Lost Time Injury Frequency (LTIF): Calculated by multiplying the number of lost time incidents by 1,000,000

and dividing by the number of exposure hours.

Total Recordable Cases (TRC): Include work-related fatalities, lost time injuries, restricted work injuries, medical

treatment injuries.

Total Recordable Case Frequency (TRCF): Calculated by multiplying the total number of recordable cases by

1,000,000 and dividing by the number of exposure hours.

The targets were set during the management review process (ref. see link; Training and Skills Development in

S1-5), which is arranged by the CTO and involves both executive and operational managers. To monitor

progress and ensure accountability, Odfjell tracks and reports all LTIs and TRCs. This approach reinforces our

commitment to continuous improvement and maintaining high safety standards across all shipping operations.

Exposure hours for seafarers are defined as 24 hours per day while serving on board according to OCIMF.

Exposure hours for shore-based personnel are defined as the working hours per day. For detailed metrics and

performance disclosures, please refer to see link; Health & safety metrics (S1-14).

Health and Safety at Sea

As part of the TMSA process described previously (ref. see link; Monitoring Competence Development at Sea in

S1-5), Odfjell monitors and assesses compliance with safety management systems at sea, ensuring alignment

with established KPIs. These levels follow TMSA best practice guidance, with KPIs set and reviewed by

executive and operational managers during a management review overseen by the CTO. This process is further

supported by internal and external customer audits.

While KPIs are actively monitored, no formal targets have been set for health and safety policies and

procedures, other than the LTIF and TRCF targets, and no baseline values have been established. Instead,

performance expectations are continuously refined through the TMSA framework and audits, ensuring an

adaptive and evolving approach to improvement, risk mitigation, and regulatory compliance.

Psychologically and physically safe work environment

Odfjell is committed to fostering a psychologically and physically safe, inclusive workplace for its shore-based

employees. To uphold this commitment, we have set an engagement-related ambition: to exceed general

industry benchmarks in our biennial global EES (ref. see link; S1-2). The EES provides valuable insights into

employee perceptions of safety and inclusivity, guiding further initiatives to continuously enhance the working

environment.

Given the evolving nature of workplace needs, our actions and initiatives adapt over time. As a result, no formal

targets or baseline values have been set. Likewise, the indicators used to assess progress vary to ensure they

remain relevant and aligned with the most pressing priorities at any given time.

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Odfjell Management has progressively strengthened its framework for a psychologically safe working

environment through a series of policies, procedures, training initiatives, and awareness campaigns

implemented over more than a decade. The foundation was established with the inclusion of whistleblowing

provisions in the Code of Conduct in 2013, followed by a formal Whistleblowing Policy in 2016, ensuring that

crew members have clear and confidential channels to report concerns. From 2023 onward, these mechanisms

were further embedded into shipboard procedures, accompanied by practical guidance on eliminating

harassment and bullying and the use of visual materials onboard to promote awareness and dialogue. The

company has also prioritized leadership engagement and training, including officer seminars and workshops for

Captains and Chief Engineers focused on maintaining a healthy onboard working environment. Operational

measures have since been expanded through shore-based procedures defining responsibilities for preventing

harassment, the integration of related topics into crew pre-departure briefings, and the implementation of a

Buddy System to encourage peer support and mentoring onboard. Additional guidance has been issued

addressing digital misconduct and sexual harassment, while the concept of a Psychosocial Working

Environment has been formalized in the onboard manual, providing practical tools for identifying, addressing,

and preventing bullying and harassment. Continuous improvement is supported through lessons learned

reviews of reported cases, targeted safety campaigns, and strengthened crew declarations covering drug and

alcohol use, harassment, sexual harassment, and digital misconduct, which are signed by all new hires,

trainees, cadets, and crew members. Collectively, these initiatives demonstrate Odfjell’s systematic and evolving

approach to fostering a respectful, safe, and supportive working environment across its fleet.

Absence rate

At our HQ in Bergen, we aim to maintain an absence rate of ≤2.0% for illness (FTE) among shore-based

employees, covering both physical and mental health. This target aligns with our human resource mission and

policies (ref. see link; S1-1), which emphasize ensuring healthy and safe working environments for shore-based

employees. The AMU (ref. see link; S1-3) was involved in setting this target. Annually the HSE goals for the

Bergen office like absence rate, zero occupational accidents, retention rate, number of fire drills and first aid

team trainings are updated, followed up, presented to and approved by the AMU.

In 2025, the absence rate was 1.63%, a reduction from 2.37% in 2024, though still above the baseline of 1.58%,

2018 being the base year.

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S1-6 Characteristics of the company’s employees

Headquartered in Bergen, Norway, Odfjell employs a diverse, global workforce comprising shore-based

employees and seafarers. The company prioritizes long-term employment stability, with most employees in

permanent positions. Temporary and non-guaranteed hour roles remain minimal, reflecting Odfjell’s strong

emphasis on employment security and workforce retention.

The tables below provide detailed insights into the composition of Odfjell’s workforce, including employment

types, gender distribution, and regional distribution.


Employee headcount by gender* (headcount)
	2025	2024	2023
Shore-based**
Male	215	220	208
Female	165	171	159
Other	0	0	0
Not disclosed	0	0	0
Total shore-based employees****	380	391	367
Seafarers***
Male	1708	1 665	1 712
Female	103	77	56
Other	0	0	0
Not disclosed	0	0	0
Total seafarers***	1811	1 742	1 767
Total employees****	2191	2 133	2 134

*Gender as specified by the employees themselves;

**Employment: permanent employees, temporary employees, non-guaranteed hour employees;

*** Includes all seafarers within Odfjell’s seafarer pool (Filipino (PHP), North Western European (NWE), Durban,

Flumar seafarers. NWE seafarers are permanent employees, while PHP, Durban and Flumar seafarers are

employed on contractual terms for the duration of their sailing assignments.;

**** Ref. most representative number in Note 20 in the financial statements is total average man-years

employees


Number of employees in countries with 50 or more employees representing at least 10% of total number of employees (headcount)
	2025	2024	2023
Shore-based employees*
Norway	183	187	170
The Philippines	76	78	74
Seafarers
Norway	158	136	129
The Philippines	1536	1 481	1 477
Brazil**	109	125	161
South Africa***	8	-	-

*Employment: permanent employees, temporary employees, non-guaranteed hour employees;

** Flumar seafarers;

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*** Durban seafarers


Employee headcount by employment type (headcount)
	2025					2024					2023
Shore-based	Fem ale	Male	Othe r	Not discl ose d	Tota l	F	M	O	ND	T	F	M	O	ND	T
Number of total employees (headcount)	165	215	0	0	380	171	220	0	0	391	159	208	0	0	367
Number of permanent employees (headcount)	154	210	0	0	364	159	210	0	0	369	154	202	0	0	356
Number of temporary employees (headcount)	7	5	0	0	12	8	7	0	0	15	5	6	0	0	11
Number of non- guaranteed hours employees (headcount)	4	0	0	0	4	4	3	0	0	7	0	0	0	0	0
Seafarers*	Fem ale	Male	Othe r	Not discl ose d	Tota l	F	M	O	ND	T	F	M	O	ND	T
Number of total employees (headcount)	103	1708	0	0	1811	77	1 665	0	0	1 742	56	1 712	0	0	1 767
Number of permanent employees (headcount)	103	1708	0	0	1811	77	1 665	0	0	1 742	56	1 712	0	0	1 767

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Number of

temporary

employees

(headcount)

N/A

Number of

non-

guaranteed

hours

employees

(headcount)

N/A

* Includes all seafarers within Odfjell’s seafarer pool (Filipino (PHP), North Western European (NWE), Durban

and Flumar seafarers)

Turnover rate and employees who left

Given the diversity and complexity of Odfjell’s workforce categories and employment types, turnover rates are

reported using two methodologies: the European Sustainability Reporting Standards (ESRS) method and the

INTERTANKO method. This dual approach ensures an accurate and comprehensive representation of turnover

rates and employee departures.

ESRS Method: This standardized approach includes turnover due to voluntary exits, involuntary exits,

retirement, and death, meeting European Sustainability Reporting Standards. However, this method may

overstate turnover by including categories like retirement and death, which are not traditionally considered

workforce departures in the maritime sector.

INTERTANKO Method: A standard used in the tanker shipping industry, this method focuses on voluntary and

involuntary turnover, redundancy, retirement, and death. It offers a more industry-specific and relevant

perspective on workforce dynamics, aligning with the unique employment structures of the maritime sector.

The following tables provide detailed insights into Odfjell’s turnover rates and employee departures, calculated

using the ESRS method and the INTERTANKO method, respectively.


Turnover rate ESRS method	2025	2024	2023
Turnover rate shore-based* (%)	8.3	6	9.8
Turnover rate seafarers**(%)	16.32	4	5
Left shore-based*	32	23	36
Left seafarers**	134	70	88

*Employment: permanent employees, temporary employees, non-guaranteed hour employees;

** Includes all seafarers within Odfjell’s seafarer pool (Filipino (PHP), North Western European (NWE), Flumar

seafarers)

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Turnover rate INTERTANKO method	2025	2024	2023
Turnover rate shore-based*(%)	5.2	3.6	7
Turnover rate seafarers **(%)	1.52	2	3
Left shore-based*	19	13	25
Left seafarers **	134	35	53

*Employment: permanent employees;

** Includes all seafarers within Odfjell’s seafarer pool (Filipino (PHP), North Western European (NWE), and

Flumar seafarers)

S1-9 Diversity metrics

Odfjell categorizes top management into two groups: Executive and Leadership, encompassing C-level

executives and vice presidents (VPs), respectively.


Gender balance (headcount	2025	2024	2023
Women in Executive Management	0 (0.00%)	0 (0.00%)	0 (0.00%)
Women in Leadership/VP level	5(19.23%)	5 (21.73%)	4 (14.81%)


Distribution of employees by age group* (headcount)	2025	2024	2023
Shore-based employees**
Under 30 years old	45 (11.97%)	45 (11.72%)	30 (8.17%)
Between 30-50 years old	198 (52.66%)	211 (54.95%)	211 (57.49%)
Over 50 years old	133 (35.37)	128 (33.33%)	126 (34.33%)
Seafarers***
Under 30 years old	708 (39.09%)	627 (36.53%)	645 (36.31%)
Between 30-50 years old	760 (41.97%)	784 (45.00%)	771 (43.63%)
Over 50 years old	343 (18.94%)	331 (19.10%)	351 (19.86%)

*Data for 2024, 2023 and 2022 is reported as of December 31;

**Includes permanent employees, temporary employees, and non-guaranteed hour employees;

***Includes all seafarers within Odfjell’s seafarer pool (Filipino (PHP), North Western European (NWE), Durban

and Flumar seafarers)

S1-14 Health & safety metrics

Odfjell reports all injuries and safety metrics for operations where it is responsible for health, safety, and

environmental (HSE) performance. Safety data is categorized into two main groups: shore-based employees

and crew on Odfjell controlled fleet. The latter includes Fleet Bergen and Fleet Flumar (Brazil), both with

Odfjell’s own crew, and Fleet OSM Thome (managed by the external technical manager at OSM Thome), with

crew defined by ESRS as workers in the value chain. This distinction allows us to address the specific risks

associated with each operational context, as vessel operations involve higher health and safety risks compared

to shore-based activities.

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We report on fatalities affecting our own workforce, combining data from both shore-based and vessel

operations, as well as fatalities within the value chain. Fatalities include work-related deaths due to injuries or ill

health caused by work activities. No fatalities occurred among Odfjell’s own workforce or within the value chain

in 2025.

The metrics are presented in the table below for detailed information on safety performance across different

operational categories.

For more details on specific safety metrics and performance targets, please refer to section see link; S1-5.


Safety performance
	Target	2021 (base year)*	2025	2024	2023
Workforce covered by health and safety management system (headcount, %)	N/A	N/A	100 %	100 %	100 %
Total Recordable Cases (TRC) according to OCIMF**
Shore-based employees	N/A	N/A	0	0	0
Odfjell controlled fleet	N/A	N/A	21	16	8
Total Recordable Cases Frequency (TRCF) according to OCIMF**
Shore-based employees	N/A	N/A	0.00	0.00	0.00
Odfjell controlled fleet	1.50	0.91	1.86	1.39	0.69
Lost Time Injury Frequency (LTIF) according to OCIMF**
Odfjell controlled fleet	0.00	0.08	0.71	0.61	0.09

Note: All data is provided on a headcount basis;

*Base year LTIF and TRCF;

**Oil Companies International Marine Forum (OCIMF) Marine Injury Reporting Guideline

S1-16 Remuneration metrics (pay gap and total remuneration)

Shore-Based Employees:

Odfjell complies with the requirements of §26 of the Norwegian Equality and Anti-Discrimination Act, ensuring

transparency and compliance with gender equality regulations. Data from countries with fewer than five

employees in any gender group are excluded from the metrics provided below.

For shore-based employees, we utilize a job architecture comprising over 20 levels, grouped into four broader

categories: business support, professionals, frontline management and senior professionals, and executive &

leadership. The gender pay gap is calculated based on the average annual basic salary for full-time employees.

The total gender pay gap reflects the composition of the workforce, where men hold a higher proportion of

senior-level positions. The gender pay gap shore-based employees in the table below shows the average

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income of women as a percentage of the average income of men at each level, based on full-time positions,

calculated according §26 of the Norwegian Equality and Anti-Discrimination Act and SHE index methodology.

The remuneration ratio globally is based solely on base salary for all shore-based employees globally. In 2024,

the base salary of the highest-paid individual was seven times the median base salary for all shore-based

employees globally. (2023: seven times). The remuneration ratio Norway is calculated by comparing the total

remuneration of the highest-paid individual to the median total remuneration of all employees in Norway. This

includes both female and male employees and accounts for basic salary as well as cash and non-cash benefits.

To ensure comparability, the ratio is calculated within Norway, eliminating purchasing power differences across

countries. In 2024, the total remuneration of the highest-paid individual was nine times the median total

remuneration for Norway (2023: nine times).


Gender pay gap shore-based employees	2025	2024	2023
Brazil*	33%	32%	33%
Norway
Business support	N/A	N/A	N/A
Professionals	90%	91%	88%
Front line management and senior professional	94%	91%	N/A
Executive and Leadership	N/A	N/A	N/A
Philippines
Business support	84%	78%	73%
Professionals	89%	82%	91%
Front line management and senior professional	N/A	N/A	N/A
Executive and leadership	N/A	N/A	N/A
Singapore	52%	49%	50%
USA	62%	50%	60%
Remuneration ratio globally of the highest paid individual – base salary shore-based employees globally	8	7	7
Remuneration ratio Norway of the highest paid individual shore-based employees	9	9	9

* Note on Brazil: The gender pay gap in Brazil is 33%, based on the difference in average salary between male

and female employees. The gap is primarily driven by workforce composition, with women underrepresented in

higher-paying senior roles and more concentrated in lower and mid-level positions. Within comparable roles,

pay differences exist but are smaller between 60-70%. The overall gap should therefore not be interpreted as

unequal pay for equal work

Seafarers:

For seafarers, wages are tariff-regulated through Collective Bargaining Agreements (CBA; ref. see link; S1-2),

and salary levels are linked to specific positions, ensuring equal pay regardless of gender. The gender pay gap

for seafarers is calculated according to ESRS method in S1-16.

For 2025, we computed the gender pay gap and remuneration ratio based on the nationality or their company

as they have different wage scales and bargaining agreements.

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2025	Filipino	NWE	Flumar	Durban
Seafarers*
Gender pay gap	66%	33%	10%	78%
Remuneration ratio of the highest paid individual	4.42	1.80	3.37	4.61

* Includes all seafarers within Odfjell’s seafarer pool (Filipino (PHP), North Western European (NWE), Durban

and Flumar seafarers)


	2024	2023
Seafarers**
Gender pay gap	5.3%	6.8%
Remuneration ratio of the highest paid individual	285	287

** Includes all seafarers within Odfjell’s seafarer pool (Filipino (PHP), North Western European (NWE), and

Flumar seafarers)

S1-17 Incidents, complaints, and severe human rights impacts

In 2025, a total of sixteen whistleblowing cases were filed, as reported, whether the reports are substantiated is

not reported here. Among the reported cases, one case was related to discrimination and harassment.

For substantiated cases appropriate measures were taken to resolve the incidents and prevent a recurrence.

In 2021 we implemented a new external whistleblowing system for our reporting hotline and updated our intranet

and our efforts to engage employees to raise their concerns. We experienced a rise in the use of the reporting

hotline for the right reasons, that is why we see this as a positive change.

In 2025, no actual severe incidents related to human or labor rights were reported, either within or outside the

reporting system, and no legal actions concerning human or labor rights were initiated against Odfjell. Odfjell

was not involved in providing or facilitating any remedial actions resulting from adverse severe human rights

impacts during the year. Consequently, no fines, penalties, or compensations were incurred to remedy such

issues.


	2025	2024	2023
Severe human rights incidents connected to workforce	0	0	0
Fines, penalties and compensation for damages	0	0	0
Incidents of discrimination or harassment	1	1	0
Complaints filed through Whistleblowing mechanisms (excl. incidents of discrimination or harassment)	15	10	3

S2 Workers in the value chain

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Upholding human rights in our value chain

As a global shipping company, Odfjell depends on a network of business partners and suppliers across its value

chain to support its core operations. We are committed to upholding the highest standards of safety, human and

labor rights, and ensuring that our operations, suppliers, and partners prioritize the safety and well-being of all

workers. Our approach focuses on minimizing any adverse impacts on workers throughout the value chain,

while promoting ethical practices that align with our commitment to sustainability.

As part of a complex global value chain, Odfjell acknowledges the potential risk of human rights violations in

certain parts of its business. The maritime and shipping industries operate in regions and sectors where labor

rights concerns may arise, including ship recycling, third-party supply chains, and contracted labor forces.

Recognizing these risks, Odfjell is committed to proactive due diligence to identify, assess, and mitigate adverse

human rights impacts in accordance with the OECD Due Diligence Guidelines for Responsible Business

Conduct.

Odfjell works systematically to address these risks by engaging with suppliers, conducting risk assessments,

and implementing measures to ensure responsible labor practices. We require our business partners to adhere

to international labor standards and ethical guidelines, and we monitor compliance through audits, reporting

mechanisms, and active dialogue with stakeholders.

Additionally, Odfjell is subject to the Norwegian Åpenhetsloven (Transparency Act), which mandates annual

reporting on due diligence, identified risks, and corrective actions taken to safeguard human rights in our value

chain. A dedicated report (“Account for Human Rights Due Diligence”) is published annually on our website,

outlining our findings, measures, and continuous efforts to strengthen responsible business practices.

ESRS 2 SBM-3-S2 Material impacts, risks and opportunities and their interaction with

strategy and business model

Through our double materiality assessment, we have identified the following key material impacts

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S2 Workers in the value chain	Material impacts, risks, and opportunities				Location in the value chain			Time horizon
	Impact (positive / negative )	Actual/ potential	Risk	Opport unity	Up- stream	Own operati ons	Down- stream	Short- term	Medium -term	Long- term
Forced labor in the value chain	Negativ e	Potential			X		X	X
Working conditions in the value chain	Negativ e	Potential			X		X	X

This disclosure encompasses all workers within Odfjell’s value chain who are, or can be, materially impacted by

our operations.

Working conditions and forced labor in the value chain

Odfjell recognizes the potential for its operations to negatively impact workers in the value chain. This has been

determined through our risk assessments, and the annual corporate Human Rights Impact Assessment (HRIA;

ref. see link; Policies related to own workforce (S1-1)), where we identify, assess, and monitor both potential and

inherent adverse human rights impacts.

Workers most affected by these impacts tend to be in upstream activities such as shipbuilding, maintenance,

dry-docking, and in downstream activities like recycling. In addition to these operations and their associated

sub-suppliers, concerns extend to workers at ports, external vessel crews aboard time chartered (TC) and pool

vessels, and those involved in the extraction and production of raw materials, including vessel fuel. Health and

safety issues at terminals, both external terminals and Odfjell’s own joint ventures, also demand attention. The

risk of negative impacts on workers is considered higher at external terminals, where Odfjell has limited

oversight, compared to its joint venture terminals, where it has first-hand-understanding of existing policies and

procedures.

Operations in the value chain can intensify a range of risks, including insufficient safety measures, substandard

housing, low wages, excessive working hours, and restricted labor rights, particularly in regions with poor

human rights rankings. Currently, we conduct shipbuilding in China and Japan, and dry-docking and

maintenance in China, Poland, Dubai, Oman, Brazil, and Panama, while India is relevant for ship recycling.

Changes in this will occur. Additionally, delivery pressures associated with operational demands further strain

labor rights, leaving migrant workers and young workers at shipyards especially vulnerable, as highlighted by

industry-specific studies.

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Recruitment fees, bondage labor and modern slavery are risks of forced labor in our value chain, especially at

shipyards, ports and regarding our external vessel crews aboard time chartered (TC) and pool vessels. Odfjell

recognizes also the potential of forced labor in extraction and production of raw materials for ship building.

Odfjell also acknowledges that its transition to low-carbon shipping may introduce additional risks for value chain

workers. While this transition is vital for addressing climate change, it may affect workers through changes in

sourcing, operational restructuring, and the adoption of new technologies. As outlined in the E1-1 Transition

Plan under see link; Just and equitable transition, Odfjell addresses these challenges by engaging directly with

stakeholders, ensuring responsible sourcing, and implementing measures to minimize disruptions for impacted

workers. By taking targeted action, Odfjell aims to manage this transition in a responsible and fair manner for all

stakeholders.

Through a proactive, structured approach encompassing risk assessment and mitigation, enhanced

accountability among suppliers and partners, and participation in industry initiatives, Odfjell integrates human

rights considerations into its value chain strategy. This ongoing effort supports transparency, accountability, and

continuous improvement, mitigating risks, safeguarding human rights, and fostering a socially responsible and

equitable value chain.

S2-1 Policies related to value chain workers

Working conditions and forced labor in our value chain

Odfjell is committed to ethical and socially responsible operations throughout its value chain, guided by the

principles outlined in the Corporate Supplier Conduct Principles (CSCP). Aligned with international standards

such as the United Nations (UN) Global Compact, UN Guiding Principles on Business and Human Rights

(UNGPs), the International Bill of Human Rights, and the International Labour Organization (ILO) Declaration on

Fundamental Principles and Rights at Work, the CSCP emphasizes fair labor practices and the protection of

human rights, addressing critical issues such as forced labor, inadequate working conditions, precarious work,

and human trafficking, either explicitly or through reference to these standards. The CSCP mandates that

suppliers adhere to their principles and extends this requirement to sub-suppliers, ensuring consistent ethical

standards for all workers across the value chain. Accountability for the implementation of the CSCP lies with

Odfjell’s corporate management. Further details on the principles are provided in see link; Management of

relationships with suppliers (ESRS G1-2).

Upholding human rights for value chain workers

To protect human rights throughout the supply chain, Odfjell implements a structured human rights due diligence

(HRDD) process. This includes supplier screening, continuous monitoring, and annual human rights impact

assessments (HRIA) to identify, prevent, and mitigate risks. Engagement with stakeholders ensures

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responsiveness to evolving challenges, while accessible grievance mechanisms allow all stakeholders,

including value chain workers, to confidentially report concerns and have access to remedy. This approach is

compliant with the Norwegian Transparency Act and the OECD Due Diligence Guidelines for Responsible

Business Conduct.

In cases where remedy is required, we will seek to provide fair and effective resolutions tailored to the nature

and extent of an adverse human rights impact, in line with our human rights policy (detailed in see link; S1-1).

While we do not follow a standardized remedy process, we aim to address and mitigate identified risks to ensure

that affected individuals receive appropriate support. To date, Odfjell has never been involved in any remedial

cases connected with a material impact on value chain workers, neither in 2025 nor in any previous years. As a

result, no standardized process for assessing the effectiveness of such measures has been established. Should

the need for remedy arise, effectiveness would be evaluated based on the ability of the measures taken to

address and mitigate identified harms.

Odfjell integrates HRDD into its integrity due diligence (IDD) procedures for most new customers and suppliers.

To reinforce compliance, Odfjell is enhancing supplier monitoring through audits, follow-ups, and improved

dashboards, ensuring that ethical practices are upheld throughout the value chain. As not all suppliers have

been screened, we are taking actions to include such screening for all our suppliers. This will improve going

forward. Additional details on Odfjell’s human rights initiatives can be found in see link; Human and labor rights

in S1-1.

In 2025, there were no reported cases of non-compliance with the UN Guiding Principles on Business and

Human Rights, the ILO Declaration on Fundamental Principles and Rights at Work, or the OECD Guidelines for

Multinational Enterprises related to value chain workers.

S2-2 Processes for engaging with value chain workers about impacts

Odfjell acknowledges the importance of engaging with workers throughout our value chain to promote fair labor

practices and protect human rights. Currently, we do not have a formal process in place to systematically

engage with value chain workers. However, we work very closely with the workers at our joint venture terminals.

This is a focus area for future improvement. We are committed to evaluating effective engagement mechanisms

and integrating them into our sustainability strategy while prioritizing transparency and human rights protection.

S2-3 Processes to remediate negative impacts and channels for value chain workers to

raise concerns

In cases where remedy is needed for material negative impacts on value chain workers, Odfjell will seek to

address these on a case-by-case basis, according to their nature and severity, and engage with affected

stakeholders, as outlined in see link; S2-1.

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As part of this approach, value chain workers can raise concerns and submit complaints through Odfjell’s

reporting hotline, which is accessible to all stakeholders via Odfjell’s website (“Report a concern”). This system

includes a confidential optional anonymous whistleblowing channel managed by a third party, with Odfjell’s

whistleblowing policy explicitly addressing protection against retaliation for individuals who use these channels

to report concerns or misconduct.

Odfjell’s chief compliance officer ensures that reported issues are logged, reviewed, and investigated, taking

corrective action as needed. The chair of the audit committee and the chief compliance officer conduct bi-annual

reviews of the reporting log, and the whistleblower procedure is reviewed annually by the audit committee to

ensure the ongoing effectiveness of these grievance mechanisms.

Odfjell checks whether reporting mechanisms are in place at ship recycling yards. To understand whether value

chain workers at ship recycling yards are aware of and trust these mechanisms, Odfjell engages in discussions

with yard managers. Section Business conduct policies and corporate culture (ESRS G1-1) (see link) provides

additional information on the whistleblowing process, including how confidentiality is maintained, how individuals

are protected, and how raised issues are tracked and monitored.

Odfjell’s whistleblowing system is available to all workers, including value chain workers. Odfjell’s CSCP

(outlined in see link; Management of relationships with suppliers (ESRS G1-2)) does not currently require, or

support, the availability of grievance mechanisms at the workplace of value chain workers to raise concerns or

needs. We acknowledge this as a gap and an area for potential improvement.

S2-4 Taking action on material impacts on value chain workers, and approaches to

managing risks and pursuing opportunities related to value chain workers, and the

effectiveness of those actions

Guided by our overarching target of “no violation of human rights related to our business and where we can

have an impact,” Odfjell is committed to protecting human rights, including the prevention of forced labor, and

improving working conditions across its value chain. In 2025, no severe human rights issues or incidents

connected to Odfjell’s value chain workers were reported. Our remedy process for addressing negative impacts

is detailed in section see link; S2-1.

Through collaboration with industry partners and NGOs, rigorous monitoring, and structured HRDD processes,

we concentrate on mitigating risks and driving positive change for value chain workers, ensuring their well-being

and creating opportunities for favourable outcomes. Responsibility for these efforts lies with our chief

sustainability officer, who actively contributes to these initiatives.

The following initiatives primarily aim to prevent and address adverse human rights impacts in the value chain.

Most actions have already been implemented and are part of a long-term strategy (ref. see link; ESRS 2 BP-2),

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with ongoing efforts to ensure their effectiveness. Future action plans have been specifically indicated, and

these will also be a part of our long-term strategy.

HRDD Action plan: Odfjell conducts an annual HRIA (elaborated on in see link; Policies related to own

workforce (S1-1)) to identify and assess potential adverse human rights impacts in the value chain. The findings

inform a targeted HRDD action plan with measures to prevent, mitigate, and address human rights risks. In

2025, key actions designed to benefit workers across the global value chain included

• advancing a sustainable procurement program,

• measures regarding safety and health like e.g. continually review personal protective equipment (PPE),

develop and monitor our safety training and safety hazard identification and risk assessment,

• measures regarding reduction of greenhouse gases (GHG) and mitigation of the risk of pollution,

• regarding due diligence of yards in our value chain and

• measures regarding diversity, equity and inclusion like e.g. improving collaboration between managers

and recruiters and changes to our recruitment process

Current supplier screening and ESG data collection: Odfjell systematically screens suppliers and shipyards

to ensure compliance with ethical, human rights, and environmental standards across its supply chain. This

process mitigates risks such as forced labor, substandard working conditions, and ESG non-compliance.

We have memberships to both the marine purchasing organization Incentra SA and the international Achilles

Maritime Network. Through Incentra, we collect ESG data from suppliers, covering approximately 25% of the

ship management procurement volume. Through Achilles, we collaborate with suppliers on social issues and

track the effectiveness of our CSCP and human rights actions relevant to the value chain. The share of suppliers

on the Achilles platform continues to grow, enhancing supplier transparency and due diligence.

Odfjell also conducts yard selection and assessment to ensure shipyard partners meet human and labor rights

standards. Potential shipyards undergo a pre-due diligence checklist, and regularly used dry-docking yards are

screened against human rights risks indexes, such as the Global Slavery Index (GSI) from Walk Free, the

Global Rights Index (GRI) from the International Trade Union Confederation (ITUC), and the Global Freedom

Status (GFS) from Freedom House. In addition, we maintain communication with Eksfin (Exportfinansiering

Norge), which conducts shipyard labor audits, to further ensure that our yard assessments are comprehensive.

To ensure that Odfjell's own practices do not cause or contribute to material negative impacts on value chain

workers, Odfjell conducts site visits to shipyards and hires independent supervisors at recycling yards. These

measures reinforce oversight, ensuring that human rights protections are upheld and that working conditions

meet acceptable standards.

Supplier screening measures planned for the future: For recycling yards, we will apply an external pre-

qualification process to assess compliance with human rights and safety standards. In line with our ship

recycling policy, we will conduct on-site inspections and require that relevant safety and human rights clauses

are included in the sale contract, with obligations for reporting and compliance extending beyond the sale of the

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vessel. Additionally, we will ensure that the entire recycling process is supervised by a third party, reinforcing

transparency and accountability. We will also look to develop our use of the Achilles platform and our

engagement with suppliers.

Beyond risk mitigation, Odfjell also participates in industry-wide collaborations to drive positive change for value

chain workers, advancing responsible business practices and strengthening human rights protections. The

following initiatives are primarily designed to create long-term improvements for value chain workers and the

maritime industry as a whole:

Collaboration through the Future-Proof initiative: Since 2022, Odfjell has been a signatory to the Future-

Proof Initiative, committed to collaborating with industry peers to promote responsible business practices.

Through this initiative, we focus on addressing human rights issues, sharing insights, and driving continuous

improvements across the value chain. See more on their website https://fproof.no/.

Development of Ship Lifecycle Principles: From 2020 to 2022, Odfjell collaborated with the Rafto Foundation

for Human Rights, the Institute for Human Rights and Business, and the Danish Institute for Human Rights to

create the Ship Lifecycle Principles. This framework integrates human rights considerations at every stage of a

ship’s life cycle, from design and construction to operation and recycling. The aim was to ensure that human

rights are respected throughout the value chain, particularly within shipyard operations, thereby strengthening

ethical standards and enhancing accountability across the maritime industry.

Partnership in the recruitment fee working group: As a partner to the Recruitment Fee Working Group run

by the Institute for Human Rights and Business, Odfjell collaborates on efforts to eliminate unethical recruitment

practices, such as charging recruitment fees, that contribute to forced labor and exploitation in supply chains.

S2-5 Targets related to managing material negative impacts, advancing positive

impacts, and managing material risks and opportunities

Odfjell's overarching target is to prevent any violation of human rights related to our business. While we do not

currently have specific targets for forced labor or working conditions within our value chain, we actively monitor

compliance with our CSCP through supplier visits and audits conducted by both Odfjell and third parties, as

outlined in see link; Management of relationships with suppliers (ESRS G1-2).

To enhance our ability to track and manage ESG risks, including human rights concerns, Odfjell started using

the Achilles platform in 2024, see also link; Taking action on material impacts on value chain workers, and

approaches to managing risks and pursuing opportunities related to value chain workers, and the effectiveness

of those actions (S2-4). This platform enables us to assess the effectiveness of the CSCP across our supply

chain, strengthening transparency and accountability.

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At present, the absence of standardized and consistent data limits our ability to set specific targets. However, as

we continue refining our data collection processes, we will evaluate the feasibility of establishing formal,

measurable goals to reinforce our commitment to ethical labor practices.

While long-term targets remain under evaluation, Odfjell’s reporting hotline is publicly available to all workers,

also at recycling yards. This system allows workers to raise concerns about working conditions, with reported

cases tracked as a key performance indicator (KPI). This initiative serves as an important tool in our ongoing

efforts to assess, address, and improve labor conditions across our value chain.

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Governance information

G1 Business conduct

It is Odfjell’s policy to fully comply with applicable laws in all jurisdictions where it operates, act in an ethical,

sustainable, and socially responsible manner and practice good corporate governance. We will conduct our

business consistently and in accordance with the United Nations Guiding Principles on Business and Human

Rights and the Ten Principles of the Global Compact. We are a Maritime Anti-Corruption Network (MACN)

member and adhere to MACN integrity standards. Our code of conduct sets out our expectations, commitments,

and requirements for ethical behavior. Any breach of law is likely to have serious consequences for the

company and those who work for Odfjell, not least the criminal prosecution of individuals, severe financial

penalties and damage to Odfjell's reputation.

The role and expertise of the administrative, supervisory and management bodies related to business conduct is

described in see link; ESRS 2 GOV-1-G1.

ESRS 2 SBM-3-G1 Material business conduct-related impacts, risks and opportunities

and their interaction with strategy and business model

The double materiality assessment identified the following impacts and risks, as they relate to Odfjell’s business

conduct, to be material in the table below.


G1 Business conduct	Material impacts, risks, and opportunities				Location in value chain			Time horizon
	Impact	Actual/ Potential	Risk	Opport unity	Up- stream	Own operati ons	Down- stream	Short- term	Mediu m-term	Long- term
Corruption and bribery	Negative	Actual			X	X	X	X
Management of relationship with suppliers	Negative	Actual	X			X		X

In our industry, there is still a probability of corruption, payment requests, and other facilitation requests.

Corruption stifles business progress, undermines trust, raises expenses, and creates significant legal and

reputational threats. It also boosts transaction costs, impedes long-term foreign and domestic investment, and

distorts development goals. Most countries consider corruption to be illegal and a crime.

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However, corruption impacts everyone, particularly the most vulnerable members of society, such as children,

who endure a disproportionate cost of the discriminatory effects of corruption due to their dependency on public

services and little capacity to oppose corrupt practices.

Corruption also creates an unhealthy working atmosphere and has a high psychological cost, which can lead to

humiliating, stressful, and dangerous circumstances on board. By opposing corruption, we contribute to a safer,

healthier working environment for our seafarers and marine professionals.

Engaging in corruption, apart from being illegal, can harm our businesses, harm our customer relationships,

harm us financially and last, but not least, it can compromise our safety. That is why Odfjell has a firm policy of

rejecting all types of corruption. We are a MACN member and have signed up to its principles.

By actively working to fight corruption, we can reduce the related risks and open new opportunities.

Odfjell’s global "Say No" campaign has effectively reduced demands for facilitation payments, such as those for

cigarettes, on our worldwide trade lanes in deep-sea maritime transportation, and addressed safety threats to

both crew members and vessels, particularly in high-risk areas. Despite these improvements, challenges

persist, with captains and crew members still facing occasional demands for illicit payments in exchange for

passage or routine services at certain ports and checkpoints. Corruption leads to an unsafe working

environment. By rejecting corruption, we create a safer working environment for crews by mitigating operational

risks and delays.

Odfjell’s comprehensive anti-corruption (AC) policy, coupled with robust procedures, collective actions, training,

and preventative measures, plays a critical role in combating corruption and bribery within the maritime

transportation sector. These efforts not only ensure compliance with international anti-corruption standards but

also promote ethical conduct, enhancing the company’s credibility and operational integrity.

In terms of supplier relationship management, Odfjell can positively influence the maritime industry by ensuring

fairness in procurement processes and incorporating social and environmental criteria in the selection of

suppliers, thereby setting a standard for sustainable and responsible business practices. However, sanctions

pose a material risk as do reputational risks linked to the maritime supply chain. These risks can result in higher

operational costs, delays, and potential difficulties in meeting contractual obligations, all of which could

adversely impact Odfjell’s ability to deliver services efficiently and maintain its reputation for reliability and ethical

conduct within the industry.

Odfjell is committed to ethical business practices, ensuring transparency and integrity in all stakeholder

interactions, including suppliers. Our business model is resilient and incorporates robust governance, proactive

risk management, and strict compliance measures to address corruption, bribery, and supplier-related risks

effectively.

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We set clear expectations for ethics and compliance, communicated through our code of conduct and supplier

conduct principles. Our due diligence process includes rigorous supplier screening and ongoing dialogue to

promote ethical business practices. In cases of heightened risk, we share screening results to strengthen

mitigation efforts. Through continuous engagement with suppliers, we reinforce ethical standards, enhance

compliance, and contribute to the global fight against corruption and bribery. This approach ensures our

operations remain sustainable, transparent, and aligned with best practices in responsible business conduct.

The financial impacts of our material risks and opportunities on our financial position, financial performance, and

cash flows were assessed in the DMA process using our corporate risk definitions for materiality. Please also

see links; Financial effects of material risks and opportunities (ESRS2 SBM-3) and Methodologies and

assumptions applied in ESRS 2 IRO-1.

G1-1 Business conduct policies and corporate culture

At Odfjell, our corporate culture is anchored in safety, integrity, great leadership, world-class employees and

sustainability, guided by our Odfjell Compass, consisting of our values, mission, vision, customer commitment

and sustainability, which shapes both operational and strategic decisions. Our approach is supported by policies

that address essential areas of business ethics, including anti-corruption, compliance, and fair competition. Our

commitment is reflected in our code of conduct. This framework promotes ethical conduct and fosters a culture

of transparency, accountability, and respect throughout our global operations.

Odfjell has a clearly stated zero-tolerance policy on corruption, bribe or facilitation payments in our business or

value chain. Also, we adhere to no violation of regulations and policies on sanctions and corruption.

Code of conduct

Odfjell’s Code of Conduct outlines expectations for ethical, sustainable, and socially responsible behavior,

applying to all employees, officers, directors and other representatives of the Company, or any other person

whose work is supervised by Odfjell as though that person is an Odfjell employee, irrespective of their domicile

('Odfjell personnel'). It must be read, signed, and adhered to by all to whom it applies. This Code of Conduct

also applies to all Odfjell companies, including subsidiaries and joint ventures, over which we are able to

exercise control with regard to policies and procedures. As regards those joint ventures over which the company

is unable or not in a position to exercise actual operational control through our ownership, we will endeavor to

influence their policies and practice to the best of our ability, so that they reflect the values described in the

Code.

Key focus areas include human rights, diversity, non-discrimination, conflict of interest, competition law

compliance, sanctions compliance and safe working conditions, with a strong emphasis on anti-corruption, anti-

bribery, and AML practices. The code aligns with internationally recognized standards, such as the UN Guiding

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Principles on Business and Human Rights and the Ten Principles of the UN Global Compact, for more see link;

S1-1.

Oversight of the code’s implementation is led by the chief compliance officer. The code is freely available on our

website, reinforcing transparency with all stakeholders.

Anti-corruption framework and policy

We are committed to combating bribery and corruption through a structured anti-corruption framework that

upholds ethical standards across our operations. Grounded in the UK Bribery Act and the UN Convention

against Corruption, this framework includes proportionate procedures, risk assessment, integrity due diligence

(IDD), effective communication and training, and continuous monitoring and review of the framework.

Demonstrating top-level commitment, Odfjell has established an integrity council, led by an executive

management representative, responsible for conducting annual risk assessments and implementing integrity

measures in collaboration with all business units. Oversight of compliance with the framework and reporting to

the board are managed by the chief compliance officer.

Functions at risk for bribery and corruption attempts, facilitation requests, scams, and threats in Odfjell include

the board, executive management, all managers, ship operators, captains on board, sales personnel (ship

broker), purchasing personnel, and staff of the Finance & Financial Control unit.

Our longstanding commitment to anti-corruption is further reflected in our membership of MACN since 2013,

which strengthens our anti-corruption initiatives. As part of this commitment, we have actively implemented

MACN’s "Say No" campaign on all vessels since 2017.

Our anti-corruption policy enforces a zero-tolerance approach to bribery and corruption. For more information

please see link; Prevention and detection of corruption and bribery (ESRS G1-3).

Odfjell’s policy is to provide mandatory training in anti-corruption policy and procedure. Odfjell personnel are

appropriately trained regarding compliance with anti-corruption laws, rules and regulations and the anti-

corruption policy proportionate to the identified corruption risks faced and analyzed by other sources like

Transparency International and MACN.

The anti-corruption framework, policy, and procedure are available to all employees via the intranet and our

documentation management system. Our integrity policies are also available online.

Whistleblowing policy

All employees, directors, and external stakeholders are encouraged to report concerns about misconduct,

including breaches of the code of conduct, corruption, fraud, and human rights violations. The chief compliance

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officer is responsible for overseeing the policy’s implementation, maintaining the hotlines, and for acting on any

reported compliance issues. Department managers are responsible for regularly communicating the policy to all

employees and ensuring the necessary conditions for its effectiveness.

Concerns about unlawful behavior, or behavior in contradiction of the code of conduct, can be reported on the

regular internal reporting line to several compliance officers and designated persons or via a reporting hotline,

which is an optional anonymous whistleblowing channel. This is a part of the overall implemented grievance

mechanism at Odfjell, for more please see S1-1 and S1-3. The reporting hotlines are available to outsiders

through Odfjell’s website, and internally via the intranet. The external whistleblowing channel ensures monitoring

and follow-up on reports in accordance with Directive (EU) 2019/1937. For details on the reporting hotline

please see Prevention and Detection of Corruption and Bribery see link; Prevention and detection of corruption

and bribery (ESRS G1-3).

Whistleblowers are safeguarded from any repercussions, including discharge or demotion, for reporting

concerns in accordance with Directive (EU) 2019/1937 and local labor laws. For details on how whistleblowers

are protected, please see link; Prevention and detection of corruption and bribery (ESRS G1-3).

Reported issues are investigated and monitored by designated employees. For details on how concerns are

investigated, please see link; Prevention and detection of corruption and bribery (ESRS G1-3).

Policy on supplier relationship management

Odfjell’s supplier relationship management is rooted in our commitment to corporate social responsibility (CSR)

and high standards of business ethics, as outlined in our corporate supplier conduct principles (CSCP). Please

see link; Management of relationships with suppliers (ESRS G1-2).

Additional policies supporting ethical business conduct

Odfjell’s anti-money laundering & counter-terrorist financing (AML), sanctions, antitrust/ competition compliance,

and insider trading policies further reinforce our commitment to ethical business conduct and compliance across

our operations. Applicable to all employees, directors and other representatives of Odfjell, these policies

address essential compliance risks by establishing guidelines to promote transparency, integrity, and fair

practices, particularly in areas such as financial integrity, supplier relationships, and compliance with

international trade and competition laws. Providing training and raising awareness among all relevant

employees is integral to these policies and supports adherence to Odfjell’s ethical standards. Compliance with

these policies is overseen by the chief compliance officer and monitored by senior management. Senior

management reports annually on compliance to the CEO, reinforcing Odfjell’s commitment to strong ethical

governance. The chief compliance officer (CComO) provides an integrity update annually to the full board.

Updates on integrity are also a recurring point of discussion on ESG and integrity reporting at all audit

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committee (AC) meetings. All policies are available to all employees via the Intranet and our documentation

management system.

The AML policy mitigates the risk of financial crimes by enforcing anti-money laundering and counter-terrorist

financing measures and applying a risk-based approach that includes IDD for suppliers and partners. The audit

committee (AC) is responsible for overseeing and managing any reports of confirmed or suspected money

laundering. The chief financial officer (CFO) is accountable for the implementation of the AML policy.

The sanctions policy ensures compliance with international sanctions, trade restrictions, and embargoes,

prohibiting transactions with sanctioned individuals, entities, or countries. This policy was defined by including

the interest of the banks as stakeholders and Nordiske insurance. The process of sanctions screening and

compliance is described in different corporate and business unit procedures as IDD process, KYC process,

Trading in Areas with Sanctions and Supplier Management. The CSO is accountable for the implementation of

the sanctions policy.

Meanwhile, the antitrust/ competition compliance policy supports fair competition by enforcing compliance with

competition laws and prohibiting practices such as price-fixing and market division. The CSO is accountable for

the implementation of the antitrust/ competition compliance policy.

The insider trading policy enforces strict controls over confidential and privileged information, prohibiting any

misuse of insider knowledge for personal or financial gain. The policy applies to all trading activities and restricts

the dissemination of non-public information that could impact Odfjell’s stock or financial performance. By

safeguarding the integrity of Odfjell in financial markets, this policy reinforces our commitment to transparency

and accountability as core elements of our corporate culture. The CFO is accountable for the implementation of

the insider trading policy.

Each of these policies strengthens Odfjell’s framework for ethical governance, ensuring responsible practices

across our global operations.

Establishing, developing, promoting, and evaluating Odfjell’s corporate culture

At Odfjell, we are committed to fostering a strong corporate culture that upholds our core values and strategic

goals while ensuring a safe, ethical, and high-performing work environment. Our corporate culture is built and

continuously reinforced through clear leadership, structured programs, and engagement initiatives that align

with our long-term vision.

Our corporate culture is rooted in our values and business strategy, which guide our long-term goals and

targets. Management actively communicates these principles through regular town halls, leadership meetings,

and officer conferences, ensuring alignment across all levels of the organization. Safety, performance,

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compliance, diversity and inclusion, and sustainability are fundamental to our cultural framework and are closely

monitored as part of our strategic priorities.

Strong leadership is essential for cultivating a resilient and engaged workforce. We invest in leadership

development programs, training initiatives, and structured performance management processes to ensure our

leaders set the right example. Through annual performance reviews, ethics training, and ongoing professional

development, we reinforce a culture of accountability and continuous improvement.

Open communication and employee engagement are key drivers of our culture. We conduct regular

engagement and enablement surveys to assess workplace sentiment, address concerns, and enhance team

collaboration. Town halls, group activities, and structured feedback channels provide opportunities for

employees to engage with leadership, voice their perspectives, and contribute to Odfjell’s shared vision.

Our corporate culture is further shaped by our approach to talent acquisition and retention. Our recruitment

process ensures that we attract individuals who share our values and commitment to excellence. Incentive

models are structured to reinforce positive behaviors, ethical business practices, and performance, further

embedding our culture across the organization.

A strong safety culture is a cornerstone of Odfjell’s strategic goals. Our policies and procedures prioritize safety,

ethics, and compliance, ensuring that all employees operate within a structured framework that promotes

responsible decision-making. Through continuous training, risk assessments, and proactive safety initiatives, we

maintain a workplace where safety is deeply rooted in our daily operations.

In leading by example, promoting open communication, and maintaining a strong focus on safety, ethics, and

sustainability, Odfjell ensures that our corporate culture remains resilient, forward-thinking, and aligned with our

long-term success.

G1-2 Management of relationships with suppliers

Odfjell’s supplier relationship management is rooted in our commitment to CSR and high standards of business

ethics, as outlined in our CSCP. Aligned with Odfjell’s values of integrity, safety, and sustainability, this approach

supports quality, health, safety, environmental care, human rights, non-discrimination, and anti-corruption.

Guided by the UN Global Compact principles, our processes ensure that all suppliers meet Odfjell’s ethical and

operational standards.

We apply strict guidelines for selecting, evaluating, and developing supplier relationships. New suppliers

undergo a rigorous pre-qualification process, including IDD and environmental, health and safety and social

criteria, while existing suppliers are subject to regular audits to verify ongoing compliance. The suppliers are

screened with the Achilles platform and evolving risks related to our supply chain are considered through regular

supplier meetings, where risks and performance are discussed.

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To promote an ethical culture across our supply chain, Odfjell requires all suppliers to adhere to the CSCP,

which covers fair labor practices, human rights, environmental responsibility, and anti-corruption. Compliance is

reinforced by requiring suppliers to establish management systems that align with Odfjell’s principles, with

documented proof provided upon request, as stipulated by the Norwegian Transparency Act.

Suppliers are expected to uphold the CSCP by fostering respect, responsibility, and continuous improvement in

their practices, ensuring alignment with Odfjell’s values of integrity, accountability, and ethical governance. This

commitment encourages suppliers to evolve their practices in line with both Odfjell’s standards and regulatory

requirements, strengthening our ethical and sustainable supply chain.

Corporate supplier conduct principles

The CSCP outlines Odfjell’s commitment to CSR, focusing on quality, health, safety, the environment (QHSE),

human rights, labor standards, and anti-corruption. The policy is guided by internationally recognized

frameworks such as the United Nations (UN) Global Compact and the International Labour Organization (ILO)

conventions. The CSCP establishes supplier expectations in areas like labor rights, environmental responsibility,

anti-corruption, and compliance with applicable laws and regulations.

Key material issues addressed include human rights, ethical labor practices, environmental stewardship, and

anti-bribery measures. Implementation of the CSCP involves supplier audits, ongoing monitoring, and corrective

action processes for non-compliance. Suppliers are also required to cascade these principles across their sub-

supply chains, ensuring alignment with the Norwegian Transparency Act and other applicable frameworks.

The policy applies to all suppliers, contractors, and sub-suppliers providing goods or services to Odfjell. It covers

the entire value chain but emphasizes areas where supplier operations may impact human rights, environmental

practices, or ethical conduct. Exclusions or specific limitations are not explicitly stated, but compliance is

mandatory across all operations and supplier tiers.

Ultimate responsibility for implementing the CSCP lies with the corporate management of Odfjell SE, which

oversees adherence to these principles through governance structures and audit mechanisms.

The policy adheres to globally recognized standards, including the UN Global Compact, ILO Conventions, and

Norwegian Transparency Act, ensuring suppliers operate within an ethical, sustainable, and legally compliant

framework.

In setting the CSCP, Odfjell has considered the interests of key stakeholders, including employees,

communities, regulatory authorities, and business partners. The principles aim to harmonize diverse cultural and

economic conditions encountered in Odfjell's international operations, ensuring fair practices and stakeholder

alignment.

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The CSCP are available to all affected parties, including suppliers, sub-suppliers, and their employees on our

webpage. Additionally, suppliers are encouraged to share the principles with sub-contractors and employees,

fostering widespread adoption.

Policy to prevent late payments

To ensure that late payments are reduced to a minimum, if not altogether, concerned parties must aim to

process all payment transactions within the deadline, as we describe in our procedure for payment processing.

Back-ups in the accounting and payment system are in place during employee absences to ensure continuous

processing of payments. For overdue invoices pending approval in our payment system, weekly reminders are

sent to approvers to prevent and reduce late payments.

Sustainable procurement

Sustainable procurement is important to Odfjell. Our suppliers are assessed through a combination of

prequalification, annual performance meetings, supplier visits, audits, checklists, questionnaires, and our CSCP.

The extent of the assessment depends on the supply risk, criticality, and profit impact. We conduct ESG

screening and risk assessment regarding social and environmental criteria at supplier selection, and classify our

suppliers in accordance with whether further investigation is required.

Following the transparency act, Odfjell will increase follow-up, audits and cooperation with suppliers on human

rights in the value chain and improve our supplier monitoring with ESG database and dashboards. For details,

please see link; Prevention and detection of corruption and bribery (ESRS G1-3).

G1-3 Prevention and detection of corruption and bribery

We include relevant integrity clauses in all our contracts.

Odfjell has an integrity council that coordinates all actions under the framework from all areas of our business.

We conduct an annual integrity risk assessment with all units, resulting in a corruption risk map from which we

devise an action plan on integrity, including anti-corruption work for the company. The integrity risk assessment

includes anti-corruption risk. In the risk assessment we include available data from different country indexes,

and MACN’s database.

All employees sign the code of conduct and the anti-corruption policy, among other corporate policies, in an

annual compliance sign-off campaign generated by our compliance management system. The board of directors

has annual training in anti-corruption.

The Corporate Compliance Officer (CComO) delivers a status and progress report on an integrity work to the

board's audit committee. The board of directors is involved in Odfjell's annual integrity risk assessment. Please

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also see link; The role of the administrative, management and supervisory bodies – Governance (ESRS 2

GOV-1-G1).

Our anti-corruption procedure aims to guide the interpretation and implementation of its corporate anti-

corruption policy in day-to-day operations. It emphasizes that corruption, including bribery and facilitation

payments, is a major risk to both business and society, and explicitly prohibits such practices in all forms,

whether direct or through third parties. Odfjell has strict rules regarding interactions with public officials,

prohibiting any gifts, payments, or favors beyond a low value (defined threshold), and strongly opposes

facilitation payments. The procedure also outlines the requirements for screening and due diligence when

engaging with business partners, and stresses that all commission payments must be transparent and

reasonable. Gifts and hospitality must be carefully evaluated to avoid improper advantages, with approval

required for anything exceeding our threshold.

Our annual compliance sign-off campaign is sent to all shore-based employees in the first quarter of the year

and includes the signing of our Anti-corruption policy. In 2025 the completion rate of this compliance sign-off for

shipping was 82.9%. The completion rate of our anti-money laundering training assigned to relevant functions at

risk is 80.4% in 2025.

Odfjell is a member of MACN and we have implemented and supported the MACN “Say No” campaign on all

our ships. We also track requests for facilitation globally with mandatory reporting from all port visits. We have

established a reporting hotline, available internally and externally, for the reporting of any compliance-related

matters.

Incident reporting

Facilitation payment attempts or requests at ports are reported by all vessels in our Portlog system. The cases

are investigated by our fleet management, reported to the AC and detailed in see link; Incidents of corruption or

bribery (ESRS G1-4). In addition, we have a dedicated ‘Say-No” email address, where corruption and bribery

attempts can be reported, and the reporting hotline (our whistleblowing system, see the following chapter on

reporting hotline for details), where we also follow up on corruption/bribery cases.

We have established Gifts & Hospitality and Conflict of Interest registration modules in our compliance

management system. They support employees in raising their case/concern/question and clarifying it with their

superior, or the compliance manager corporate, in a documented way.

Anti-money laundering (AML)

Odfjell has established a training module and policy on AML and counter-terrorist financing. All relevant

employees have to go through mandatory training and testing of AML risks and policy at the start of their

employment.

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Sanctions

Sanctions are measures imposed by governments and international bodies (such as the United Nations, the

United States and the European Union) to restrict dealings with certain countries, entities and individuals.

Odfjell maintains effective measures to ensure compliance with, and awareness of, our sanctions-related

obligations in the due diligence process. The responsibility for sanctions screening lies with the concerned units:

commercial, finance, legal & insurance. Odfjell has established a sanctions screening process and procedure.

Odfjell is prohibited from transacting with individuals, companies and countries that are on prescribed sanctions

lists, and will therefore screen against sanctions lists in all jurisdictions in which we operate.

Reporting hotline

Odfjell’s reporting hotline (whistleblowing system) enhances ethical governance by providing mechanisms for

reporting and protecting whistleblowers, supported by our whistleblowing policy and procedure.

All employees, directors, and external stakeholders are encouraged to report:

• danger to life, health, safety or environment

• fraud, corruption or bribery

• insider trading breaches

• breach of human rights or labor rights

• harassment or discrimination

• breach of Odfjell's code of conduct

• non-compliance to any other policy or procedure (e.g. IT security or data privacy policy)

• non-compliance to any other legal or regulatory requirement applicable to the company (e.g.

environmental regulations)

• violations or crime (e.g. competition law, money laundering)

Reports can be submitted directly to designated employees, who are separate from the chain of management,

or via the reporting hotline booth accessible through Odfjell’s website and intranet. There are three reporting

hotline channels available: “General Reporting”, “Designated Person Ashore (for Odfjell crew)” and “Terminals”.

Additionally, relevant and current contact details for the designated employees are clearly posted on our Intranet

and on our webpage.

To protect whistleblowers, the reporting hotline is optional anonymous, and all cases are handled in strict

confidence, with report details limited to essential personnel only. Additionally, the hotline is managed by a third-

party provider, ensuring confidentiality and anonymity through encrypted messaging and metadata removal.

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Reported issues are investigated and monitored by designated employees (compliance officers, designated

person and their deputies), who log, review, and then thoroughly, promptly, independently and objectively

investigate each case, documenting corrective actions as necessary.

The CComO reports to the AC on material cases. The chair of the AC and the corporate compliance officer

conduct biannual reviews to ensure the ongoing effectiveness of these mechanisms.

Further details on cases raised through the whistleblower mechanism, along with discrimination incidents,

complaints, and severe actual human rights impacts, are provided in see link; Incidents, complaints, and severe

human rights impacts (S1-17).

Sustainable procurement

We verify and ensure that suppliers follow our CSCP. Through these, we communicate our expectations on

ethics, human rights, anti-corruption and environment, among other things. All suppliers need to sign up to these

principles in the contracting process or have to provide sufficient evidence about their own compliant code of

conduct. We have set a medium-term target (2-5 years), that all material suppliers are ESG screened and have

signed the CSCP.

Odfjell is also a member of a procurement collaboration and a procurement platform that screens suppliers on

ethics, the environment, and human rights, accounting for 58% of total procurement volume at ship

management.

We have an ongoing dialogue with our major suppliers on important ESG matters. Following the transparency

act, we plan to increase audits and supplier reporting vis-à-vis human rights.

Odfjell has,since 2024, been a part of the Achilles Maritime Network (AMN). AMN supports organizations

worldwide by providing verified data and insights into supply chain management, helping companies meet

investor requirements, comply with ESG regulations, and achieve sustainability goals. By using a centralized

network, we are simplifying the reporting process for our suppliers. It allows them to submit their ESG due

diligence data on environment, social and governance in one place, rather than responding to multiple different

questionnaires from their customers. This supports our internal procedure to take social and environmental

criteria into account when it comes to supplier selection.

Odfjell also signed up as supplier in Achilles to give a good example and to learn more about the whole

screening process.

We have met with our major suppliers and have initiated requests for reporting CO2 emissions for the products

we buy. Tracking emissions in the value chain is challenging. We collaborate with our most significant suppliers

to get a better understanding of scope 3 emissions and then work to reduce them.

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Every year, Odfjell reports its status on green and sustainable procurement to EcoVadis, including information

on our interactions with our suppliers and the suppliers' performance in ESG audits, ESG clauses in contracts,

and training among other things.

G1-4 Incidents of corruption or bribery

Odfjell has a mandatory reporting system for all port calls, where all attempts or requests for facilitation

payments are reported. We had 12 registered incidents in 2025 (facilitation payment attempt/requests)

compared to 14 in 2024. All incidents are investigated by the fleet manager regarding their severity and lessons

learned. Severe cases are reported and discussed in the integrity council and AC.

There were no convictions and zero fines for violation of anti-corruption and anti-bribery laws and/or regulations

in 2025.

G1-5 Political influence and lobbying activities

Political influence and lobbying activities are not considered material according to our double materiality

assessment. Political involvement is regulated by our code of conduct. Odfjell will not participate in any party-

political activity nor will it make any political contributions anywhere in the world. Odfjell does not make political

contributions.

Odfjell is a member and/or signatory to different industry organisations. Most relevant are:

• Norwegian Shipowner Association (member of ICS/ECSA)

• INTERTANKO

• UN Global Compact

• BIMCO

• MACN

G1-6 Payment practices

On average, it took the company 32.25 days to pay its invoices, in 2025. This is calculated as the average

number of days elapsed between receipt and payment of a given invoice. We operate therewith close to our

standard payment terms, which are valid for all categories of suppliers, small and medium enterprises.

Unless otherwise agreed, Odfjell’s standard contract payment terms are payment of services received within 30

days of receipt of invoice. Such terms encompass approximately 53.52% of its annual invoices by number.

Payment on receipt of invoice constitutes about 16.27% of its annual invoices, while the same number for

payments made within 60 days of receipt of invoice is 26.77%. The remainder of its invoices are paid in 60 days

or more and constitute approximately 3.44% of annual invoices.

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The above calculations are based on all invoices received and due in the fiscal year 2025. Representative

sampling has not been used.

Odfjell has no legal proceedings for late payments currently outstanding.

ENT1 Ship recycling

ESRS 2 SBM-3-ENT1 Material ship recycling-related impacts, risks and opportunities

and their interaction with strategy and business model

Through our materiality assessment, Odfjell has identified ship recycling as a specific and significant topic due

to its potential environmental and social impacts. The ship recycling industry can have profound effects on both

ecosystems and workers, while the shipping industry itself plays a key role in influencing responsible recycling

practices. At the same time, ship recycling has regulatory and compliance implications for shipping companies,

as multiple international regulations and standards govern the process, requiring strict adherence to ensure safe

and sustainable practices.

The environmental and social impacts of ship recycling are directly linked to workers in the value chain and

broader sustainability concerns, which are further addressed in the topical standards. This entity-specific

standard outlines Odfjell’s governance approach to ship recycling, ensuring responsible oversight and

compliance with industry best practices.

To reinforce our commitment to responsible recycling, Odfjell’s governance KPIs for ship recycling are reflected

as binary KPIs in our policy, ensuring clear accountability for compliance and ethical standards. However,

recognizing the need for continuous improvement, we have also introduced two additional KPIs related to

environmental impact, aimed at enhancing transparency and driving better sustainability outcomes in our

recycling processes.

The double materiality assessment described in IRO-1, as presented in ESRS 2 SBM-3, determined the

following entity-specific material impact in the table below.

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ENT1 Ship recycling	Material impacts, risks, and opportunities				Location in value chain			Time horizon
	Impact	Actual/ Potenti al	Risk	Opportu nity	Up- stream	Own operatio ns	Down- stream	Short- term	Medium- term	Long- term
Ship recycling	Negativ e	Actual	X	X			X	X	X	X

Odfjell acknowledges the significant environmental and social impacts associated with ship recycling practices.

When executed responsibly, ship recycling contributes positively to the circular economy by enabling the reuse

and recycling of materials from decommissioned vessels, thereby reducing the demand for virgin resources and

minimizing the overall environmental footprint. Conversely, improper recycling practices can lead to

environmental degradation, resource depletion, and increased waste generation.

Refurbishing assets with remaining useful life is a key strategy in preventing premature scrapping, thereby

reducing unnecessary transportation and disposal costs. This approach aligns with circular economy principles,

promoting sustainable asset management and extending the life cycle of valuable materials. Our technical

departments are committed to evaluating the use of used and refurbished materials and prioritize the purchase

of used spare parts when feasible.

Ship recycling is an integral part of a vessel's life cycle and, when conducted responsibly, has a positive impact

by reducing the carbon footprint through the recycling and re-rolling of steel when ships are built. Shipbuilding

itself will have a negative impact, so one can say recycling is reducing the negative impact of shipbuilding.

Repurposing materials on board for reuse further enhances circularity and sustainability.

Odfjell is committed to sustainable ship recycling in accordance with our corporate policy. We adhere to the

recommendations of the Norwegian Shipowners’ Association, the European Union, and the International

Maritime Organization. Responsible and compliant ship recycling is a significant part of the circular economy,

keeping resources in use for as long as possible and minimizing waste. Ship recycling is an essential industry

for sustainable production, and it supports the developing economies of several countries.

We recognize that ship recycling has historically faced challenges related to safety, environmental protection,

and human rights. Consequently, there is an increasing array of regulations, stakeholder expectations, and

financial covenants aimed at ensuring safe and sustainable recycling practices. Non-compliance with these

standards can result in severe financial and reputational repercussions for shipowners. Even when a ship is

sold, media and regulators can hold the original shipowner responsible for subsequent recycling practices,

underscoring the importance of ensuring that recycling operations are conducted in full compliance with

environmental and social standards to mitigate both reputational and operational risks.

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As recycling presents both opportunities and risks, it has been identified as an entity-specific material topic

under the European Sustainability Reporting Standards (ESRS 1). Mitigation strategies for high-priority issues,

such as greenhouse gas emissions and pollution, are in place to ensure business continuity and strategic

alignment. The financial effects of our material risks and opportunities vis-a-vis our financial position,

performance, and cash flows have been evaluated in our financial materiality assessment, following our

corporate risk level definitions. For detailed information, please refer to see link; ESRS 2 SBM-3 and see link;

ESRS 2 IRO-1 in our sustainability report.

Odfjell remains steadfast in its commitment to responsible ship recycling and to ensuring that our practices

uphold the highest standards of environmental stewardship, safety, and human rights.

ESRS 2 MDR-P-ENT1 Policies adopted to manage ship recycling-related matters

The Odfjell ship recycling policy ensures that all ship recycling activities are conducted in a safe,

environmentally responsible, and socially ethical manner, complying with relevant international and regional

regulations. The policy applies to all vessels owned by Odfjell and emphasizes adherence to the Hong Kong

Convention, EU Regulation No. 1257/2013, and ISO 30000 standards for certified recycling facilities. It

mandates the maintenance of an inventory of hazardous materials (IHM) throughout a ship's life, updated and

certified before recycling, and the preparation of a ship recycling plan (SRP) in collaboration with certified

recycling facilities. Monitoring and auditing processes ensure environmental compliance, worker safety, and

adherence to standards through audits and third-party inspections.

The policy applies to the entire ship recycling process, including the export of vessels for recycling. It

encompasses upstream activities like pre-recycling preparation (e.g., IHM certification) and downstream

activities such as the handling and disposal of hazardous materials. However, it excludes non-Odfjell-owned

vessels and those outside the organization's control. The policy extends globally but aligns specifically with

applicable international and regional regulatory frameworks, ensuring a consistent standard of compliance

across all geographies.

Accountability for the implementation of the policy lies solely with the chief sustainability officer (CSO). The CSO

oversees adherence to its principles, regulatory compliance, and continuous improvement initiatives.

The policy commits to third-party standards, including ISO 30000 (Ship Recycling Management Systems), the

Hong Kong Convention, and relevant EU regulations. It aligns with International Labour Organization (ILO)

guidelines to safeguard workers' rights and safety at recycling facilities, ensuring fair wages, protective

equipment, and safe working conditions.

The policy considers the interests of key stakeholders, including employees, third-party contractors, and the

broader environmental and regulatory community. Stakeholder interests are reflected in the focus on health,

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safety, and environmental integrity, which are essential to the policy's objectives. Workers' rights are specifically

highlighted, ensuring that facilities adhere to international labor and safety guidelines.

The policy is made available to affected stakeholders, including contractors and recycling facilities, through

official documentation and stakeholder engagement processes. Odfjell emphasizes transparency by disclosing

its ship recycling activities and encouraging collaboration with certified recycling facilities. Assistance to

stakeholders, such as contractors, is provided to ensure they understand and adhere to the policy's

requirements.

The Odfjell ship recycling policy exemplifies a strong commitment to sustainable practices, emphasizing safety,

environmental integrity, and ethical business operations.

ESRS 2 MDR-A-ENT1 Actions and resources in relation to ship recycling-related

matters

Odfjell is committed to ensuring that ship recycling is performed in a safe, environmentally sound, and socially

responsible manner, aligning with international best practices and regulations. Responsible ship recycling is a

critical component of the circular economy, emphasizing resource preservation, waste minimization, and

extending the life cycle of materials. Odfjell follows the recommendations of the Norwegian Shipowners’

Association, the European Union, and the International Maritime Organization (IMO).

To ensure strict adherence to environmental and safety standards, Odfjell has implemented the following action

plan for ships sold for recycling:

Pre-screening and contracting:

• Pre-screening of potential recycling facilities.

• A green recycling contract, following the BIMCO RECYCLECON format, to be signed.

Supervised recycling process:

• Odfjell appoints supervisors to be present throughout the recycling process.

• Regular inspections to be carried out, alongside yard management meetings, to discuss safety, training,

monitoring, and compliance standards.

• Weekly written reports to be submitted to ensure transparency and documentation.

Compliance and protective clauses:

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• The process should incorporate clauses mandating strict adherence to the Hong Kong Convention and

UN Guiding Principles on Business and Human Rights.

• The recycling yard must provide full access to its facilities and processes, meeting Odfjell’s ESG

requirements.

Material recovery and environmental impact:

• Ensure proper recycling of materials with a focus on steel melting and reuse, which reduces the need

for new steel production and its associated carbon footprint.

ESRS 2 MDR-M-ENT1 Metrics in relation to ship recycling-related matters

Odfjell sold three vessels for recycling in 2025. We will account for the carbon emissions for these vessels in our

scope 3 emissions category 2 – capital goods when their recycling is finished, and we get the full report from the

recycling yard. In 2025, one recycling process was completed, and we have included carbon accounting in

scope 3 emissions for that year.

To ensure responsible and sustainable ship recycling, Odfjell has set out a policy for how that should be

conducted. These are not KPIs but rather policy elements that need to be in place, such as those related to

regulatory compliance, and supervision. Some elements are also a part of the review when selecting yards,

such as safety performance and quality assessments. That said, Odfjell has identified some KPIs for the actual

recycling process. These KPIs provide insight into the efficiency, environmental impact, and compliance of

recycling operations.

The primary KPIs include:

• Percentage of the total weight of the ship that has been reused/resold vs material that has to be stored

in landfill.

• Scope 1 emissions at the recycling yard – emissions generated at the facility, which are classified as

Odfjell’s scope 3 emissions under the Greenhouse Gas (GHG) Protocol.

Odfjell has recycled the Bow Clipper, IMO 9047518, in 2025 in the period 06.01 – 01.08 2025 at Priya Blue V1

shipyard. The Recycling was supervised by Grieg Green on behalf of Odfjell. The recycling of Bow Clipper was

completed in compliance with the Hong Kong Convention and EU Ship Recycling Regulation. Approximately

99% of the vessel’s lightweight was reused or recycled, with less than 0.4% sent to secure landfill. All hazardous

materials identified in the Inventory of Hazardous Materials were removed, tracked, and treated at licensed

facilities, with zero lost-time injuries and no consequential pollution events recorded during the project

249


KPI	2025 – Bow Clipper
Percentage of the total weight of the ship that has been reused/resold vs material that has to be stored in landfill.	99.4%
Scope 1 emissions at the recycling yard – emissions generated at the facility, which are classified as Odfjell’s scope 3 cat 2 emissions under the Greenhouse Gas (GHG) Protocol.	497 tonnes CO2 eq


Material route	Approx. share of LDT
Direct reuse (machinery, plates, pipelines, equipment)	~30–35%
Recycling via re-rolling mills (steel plates)	~40–45%
Recycling via melting (scrap steel & non-ferrous)	~20–25%
Landfill + incineration (total)	0.5%

Odfjell remains committed to continuously improving its ship recycling practices by closely monitoring these

KPIs, identifying best practices, and ensuring alignment with international environmental, social, and

governance (ESG) standards.

ESRS 2 MDR-T-ENT1 Tracking effectiveness of policies and actions through targets for

ship recycling-related matters

Odfjell completed the recycling of one vessel in 2025. Odfjell has sold two more vessels for recycling in 2025,

which will be recycled in line with Odfjell's policy. The recycling will be completed in 2026.

The targets for ship recycling must adhere to the key principles of our ship recycling policy regarding the

selection of a recycling facility, IHM, ship recycling plan, due diligence, monitoring and auditing. Odfjell will

closely track and review the ship recycling process as described in ESRS 2 MDR-A-ENT1 Actions and

Resources in Relation to Material Sustainability Matters contained within this chapter, ENT-1 Ship Recycling.

250

Appendix I List of datapoints in cross-cutting and topical

standards

List of datapoints in cross-cutting and topical standards that derive from other EU legislation (Disclosure Requirement (DR) ESRS 2 IRO-2 paragraph 56 &

ESRS 2 Appendix B)


Disclosure requirement (DR) and related datapoint (DP)	SFDR reference	Pillar 3 reference	Benchmark regulation reference	EU Climate law reference	material/not material	Reference
ESRS 2 GOV-1 Board's gender diversity & 21 (d)	Indicator nr. 13 of Table #1 of Annex 1		Commission Delegated Regulation (EU) 2020/1816, Annex II		material	GOV-1
ESRS 2 GOV-1 Percentage of board members who are independent & 21 (e)			Delegated Regulation (EU) 2020/1816, Annex II		material	GOV-1
ESRS 2 GOV-4 Statement on due diligence & 30	Indicator nr. 10 Table #3 of Annex 1				material	GOV-4

251


Disclosure requirement (DR) and related datapoint (DP)	SFDR reference	Pillar 3 reference	Benchmark regulation reference	EU Climate law reference	material/not material	Reference
ESRS 2 SBM-1 Involvement in activities related to fossil fuel activities & 40 (d) i	Indicators nr. 4 Table #1 of Annex 1	Article 449a Regulation (EU) No 575/2013; Commission Implementing Regulation (EU) 2022/2453 Table 1: Qualitative information on Environmental risk and Table 2: Qualitative information on Social risk	Delegated Regulation (EU) 2020/1816, Annex II		material	SBM-1
ESRS 2 SBM-1 Involvement in activities related to chemical production & 40 (d) ii	Indicator nr. 9 Table #2 of Annex 1		Delegated Regulation (EU) 2020/1816, Annex II		not material	-
ESRS 2 SBM-1 Involvement in activities related to controversial weapons & 40 (d) iii	Indicator nr. 14 Table #1 of Annex 1		Delegated Regulation (EU) 2020/1818, Article 12(1); Delegated Regulation (EU) 2020/1816, Annex II		not material	-
ESRS 2 SBM-1 Involvement in activities related to cultivation and production of tobacco & 40 (d) iv			Delegated Regulation (EU) 2020/1818, Article 12(1); Delegated Regulation (EU) 2020/1816, Annex II		not material	-

252


Disclosure requirement (DR) and related datapoint (DP)	SFDR reference	Pillar 3 reference	Benchmark regulation reference	EU Climate law reference	material/not material	Reference
ESRS E1-1 Transition plan to reach climate neutrality by 2050 & 14				Regulation (EU) 2021/1119, Article 2(1)	material	E1-1
ESRS E1-1 Undertakings excluded from Paris- aligned Benchmarks & 16 (g)		Article 449a Regulation (EU) No 575/2013; Commission Implementing Regulation (EU) 2022/2453 Template 1: Banking book Climate Change transition risk: Credit quality of exposures by sector, emissions and residual maturity	Delegated Regulation (EU) 2020/1818, Article12.1 (d) to (g), and Article 12.2		material	E1-1
ESRS E1-4 GHG emission reduction targets & 34	Indicator nr. 4 Table #2 of Annex 1	Article 449a Regulation (EU) No 575/2013; Commission Implementing Regulation (EU) 2022/2453 Template 3: Banking book - Climate change transition risk: alignment Metrics	Delegated Regulation (EU) 2020/1818, Article 6		material	E1-4

253


Disclosure requirement (DR) and related datapoint (DP)	SFDR reference	Pillar 3 reference	Benchmark regulation reference	EU Climate law reference	material/not material	Reference
ESRS E1-5 Energy consumption from fossil sources disaggregated by sources (only high climate impact sectors) & 38	Indicator nr. 5 Table #1 and Indicator nr. 5 Table #2 of Annex 1				material	E1-5
ESRS E1-5 Energy consumption and mix & 37	Indicator nr. 5 Table #1 of Annex 1				material	E1-5
ESRS E1-5 Energy intensity associated with activities in high climate impact sectors &s 40 to 43	Indicator nr. 6 Table #1 of Annex 1				material	E1-5
ESRS E1-6 Gross Scope 1, 2, 3 and Total GHG emissions & 44	Indicators nr. 1 and 2 Table #1 of Annex 1	Article 449a; Regulation (EU) No 575/2013; Commission Implementing Regulation (EU) 2022/2453 Template 1: Banking book – Climate change transition risk: Credit quality of exposures by sector, emissions and residual maturity	Delegated Regulation (EU) 2020/1818, Article 5(1), 6 and 8(1)		material	E1-6

254


Disclosure requirement (DR) and related datapoint (DP)	SFDR reference	Pillar 3 reference	Benchmark regulation reference	EU Climate law reference	material/not material	Reference
ESRS E1-6 Gross GHG emissions intensity &s 53 to 55	Indicators nr. 3 Table #1 of Annex 1	Article 449a Regulation (EU) No 575/2013; Commission Implementing Regulation (EU) 2022/2453 Template 3: Banking book – Climate change transition risk: alignment metrics	Delegated Regulation (EU) 2020/1818, Article 8(1)		material	E1-6
ESRS E1-7 GHG removals and carbon credits & 56				Regulation (EU) 2021/1119, Article 2(1)	not material	-
ESRS E1-9 Exposure of the benchmark portfolio to climate-related physical risks & 66			Delegated Regulation (EU) 2020/1818, Annex II; Delegated Regulation (EU) 2020/1816, Annex II		phase-in, omitted for 2024	-

255


Disclosure requirement (DR) and related datapoint (DP)	SFDR reference	Pillar 3 reference	Benchmark regulation reference	EU Climate law reference	material/not material	Reference
ESRS E1-9 Disaggregation of monetary amounts by acute and chronic physical risk & 66 (a) and ESRS E1-9 Location of significant assets at material physical risk & 66 (c)		Article 449a Regulation (EU) No 575/2013; Commission Implementing Regulation (EU) 2022/2453 paragraphs 46 and 47; Template 5: Banking book - Climate change physical risk: Exposures subject to physical risk.			phase-in, omitted for 2024	-
ESRS E1-9 Breakdown of the carrying value of its real estate assets by energy-efficiency classes & 67 (c)		Article 449a Regulation (EU) No 575/2013; Commission Implementing Regulation (EU) 2022/2453 paragraph 34; Template 2: Banking book -Climate change transition risk: Loans collateralised by immovable property - Energy efficiency of the collateral			phase-in, omitted for 2024	-
ESRS E1-9 Degree of exposure of the portfolio to climate-related opportunities & 69			Delegated Regulation (EU) 2020/1818, Annex II		phase-in, omitted for 2024	-

256


Disclosure requirement (DR) and related datapoint (DP)	SFDR reference	Pillar 3 reference	Benchmark regulation reference	EU Climate law reference	material/not material	Reference
ESRS E2-4 Amount of each pollutant listed in Annex II of the EPRTR Regulation (European Pollutant Release and Transfer Register) emitted to air, water and soil, & 28 e.g. Nitrogen oxides (NOX /NO 2), Sulphur oxides (SOX /SO2 )	Indicator nr. 8 Table #1 of Annex 1; Indicator nr. 2 Table #2 of Annex 1; Indicator nr. 1 Table #2 of Annex 1; Indicator nr. 3 Table #2 of Annex 1				material	E2-4
ESRS E3-1 Water and marine resources & 9	Indicator nr. 7 Table #2 of Annex 1				not material	-
ESRS E3-1 Dedicated policy on exposure to areas of high-water stress & 13	Indicator nr. 8 Table #2 of Annex 1				not material	-
ESRS E3-1 Sustainable oceans and seas & 14	Indicator nr. 12 Table #2 of Annex 1				not material	-
ESRS E3-4 Total water recycled and reused & 28 (c)	Indicator nr. 6.2 Table #2 of Annex 1				not material	-
ESRS E3-4 Total water consumption in m3 per net revenue on own operations & 29	Indicator nr. 6.1 Table #2 of Annex 1				not material	-

257


Disclosure requirement (DR) and related datapoint (DP)	SFDR reference	Pillar 3 reference	Benchmark regulation reference	EU Climate law reference	material/not material	Reference
ESRS 2- IRO 1 - E4 Activities negatively affecting biodiversity sensitive areas & 16 (a) i	Indicator nr. 7 Table #1 of Annex 1				material	-
ESRS 2- IRO 1 - E4 Land degradation, desertification, soil sealing & 16 (b)	Indicator nr. 10 Table #2 of Annex 1				material	-
ESRS 2- IRO 1 - E4 Natural species and protected areas & 16 (c)	Indicator nr. 14 Table #2 of Annex 1				material	-
ESRS E4-2 Sustainable land / agriculture practices or policies & 24 (b)	Indicator nr. 11 Table #2 of Annex 1				material	-
ESRS E4-2 Sustainable oceans / seas practices or policies & 24 (c)	Indicator nr. 12 Table #2 of Annex 1				material	-
ESRS E4-2 Policies to address deforestation & 24 (d)	Indicator nr. 15 Table #2 of Annex 1				material	-
ESRS E5-5 Non-recycled waste & 37 (d)	Indicator nr. 13 Table #2 of Annex 1				not material	-

258


Disclosure requirement (DR) and related datapoint (DP)	SFDR reference	Pillar 3 reference	Benchmark regulation reference	EU Climate law reference	material/not material	Reference
ESRS E5-5 Hazardous waste and radioactive waste & 39	Indicator nr. 9 Table #1 of Annex 1				not material	-
ESRS 2- SBM3 - S1 Risk of incidents of forced labor & 14 (f)	Indicator nr. 13 Table #3 of Annex I				material	SBM-3-S1
ESRS 2- SBM3 - S1 Risk of incidents of child labor & 14 (g)	Indicator nr. 12 Table #3 of Annex I				material	SBM-3-S1
ESRS S1-1 Human rights policy commitments & 20	Indicator nr. 9 Table #3 and Indicator nr. 11 Table #1 of Annex I				material	S1-1
ESRS S1-1 Due diligence policies on issues addressed by the fundamental International Labor Organization Conventions 1 to 8, & 21			Delegated Regulation (EU) 2020/1816, Annex II		material	S1-1
ESRS S1-1 Processes and measures for preventing trafficking in human beings & 22	Indicator number 11 Table #3 of Annex I				material	S1-1

259


Disclosure requirement (DR) and related datapoint (DP)	SFDR reference	Pillar 3 reference	Benchmark regulation reference	EU Climate law reference	material/not material	Reference
ESRS S1-1 Workplace accident prevention policy or management system & 23	Indicator nr. 1 Table #3 of Annex I				material	S1-1
ESRS S1-3 Grievance/ complaints handling mechanisms & 32 (c)	Indicator nr. 5 Table #3 of Annex I				material	S1-3
ESRS S1-14 Number of fatalities and number and rate of work-related accidents & 88 (b) and (c)	Indicator nr. 2 Table #3 of Annex I		Delegated Regulation (EU) 2020/1816, Annex II		material	S1-14
ESRS S1-14 Number of days lost to injuries, accidents, fatalities or illness & 88 (e)	Indicator nr. 3 Table #3 of Annex I				material	S1-14
ESRS S1-16 Unadjusted gender pay gap & 97 (a)	Indicator nr. 12 Table #1 of Annex I		Delegated Regulation (EU) 2020/1816, Annex II		material	S1-16
ESRS S1-16 Excessive CEO pay ratio & 97 (b)	Indicator nr. 8 Table #3 of Annex I				material	S1-16
ESRS S1-17 Incidents of discrimination & 103 (a)	Indicator nr. 7 Table #3 of Annex I				material	S1-17

260


Disclosure requirement (DR) and related datapoint (DP)	SFDR reference	Pillar 3 reference	Benchmark regulation reference	EU Climate law reference	material/not material	Reference
ESRS S1-17 Non-respect of UNGPs on Business and Human Rights and OECD & 104 (a)	Indicator nr. 10 Table #1 and Indicator nr. 14 Table #3 of Annex I		Delegated Regulation (EU) 2020/1816, Annex II; Delegated Regulation (EU) 2020/1818 Art 12 (1)		material	S1-17
ESRS 2- SBM3 – S2 Significant risk of child labor or forced labor in the value chain & 11 (b)	Indicators nr. 12 and nr. 13 Table #3 of Annex I				material	SBM-3-S2
ESRS S2-1 Human rights policy commitments & 17	Indicator nr. 9 Table #3 and Indicator nr. 11 Table #1 of Annex 1				material	S2-1
ESRS S2-1 Policies related to value chain workers & 18	Indicator number 11 and n. 4 Table #3 of Annex 1				material	S2-1
ESRS S2-1 Non-respect of UNGPs on Business and Human Rights principles and OECD guidelines & 19	Indicator nr. 10 Table #1 of Annex I		Delegated Regulation (EU) 2020/1816, Annex II; Delegated Regulation (EU) 2020/1818 Art 12 (1)		material	S2-1

261


Disclosure requirement (DR) and related datapoint (DP)	SFDR reference	Pillar 3 reference	Benchmark regulation reference	EU Climate law reference	material/not material	Reference
ESRS S2-1 Due diligence policies on issues addressed by the fundamental International Labor Organization Conventions 1 to 8, & 19			Delegated Regulation (EU) 2020/1816, Annex II		material	S2-1
ESRS S2-4 Human rights issues and incidents connected to its upstream and downstream value chain & 36	Indicator nr. 14 Table #3 of Annex 1				material	S2-4
ESRS S3-1 Human rights policy commitments & 16	Indicator nr. 9 Table #3 of Annex 1 and Indicator nr. 11 Table #1 of Annex 1				not material	-
ESRS S3-1 Non-respect of UNGPs on Business and Human Rights, ILO principles or and OECD guidelines & 17	Indicator nr. 10 Table #1 Annex 1		Delegated Regulation (EU) 2020/1816, Annex II; Delegated Regulation (EU) 2020/1818, Art 12 (1)		not material	-
ESRS S3-4 Human rights issues and incidents & 36	Indicator nr. 14 Table #3 of Annex 1				not material	-
ESRS S4-1 Policies related to consumers and end- users & 16	Indicator nr. 9 Table #3 and Indica. nr. 11 Table #1 of Annex 1				not material	-

262


Disclosure requirement (DR) and related datapoint (DP)	SFDR reference	Pillar 3 reference	Benchmark regulation reference	EU Climate law reference	material/not material	Reference
ESRS S4-1 Non-respect of UNGPs on Business and Human Rights and OECD guidelines & 17	Indicator nr. 10 Table #1 Annex 1		Delegated Regulation (EU) 2020/1816, Annex II; Delegated Regulation (EU) 2020/1818, Art 12 (1)		not material	-
ESRS S4-4 Human rights issues and incidents & 35	Indicator nr. 14 Table #3 of Annex 1				not material	-
ESRS G1-1 United Nations Convention against Corruption & 10 (b)	Indicator nr. 15 Table #3 of Annex 1				material	G1-1
ESRS G1-1 Protection of whistle-blowers & 10 (d)	Indicator nr. 6 Table #3 of Annex 1				material	G1-1
ESRS G1-4 Fines for violation of anti-corruption and anti-bribery laws & 24 (a)	Indicator nr. 17 Table #3 of Annex 1		Delegated Regulation (EU) 2020/1816, Annex II		material	G1-4
ESRS G1-4 Standards of anti-corruption and anti- bribery & 24 (b)	Indicator nr. 16 Table #3 of Annex 1				material	G1-4

263

The Board of Directors of Odfjell SE, Bergen, March 25, 2026

264

Financial Statements, Odfjell Group


Consolidated statement of profit or loss and other comprehensive income

(USD 1 000)	Note	2025	2024

Gross revenue	4, 23, 24	1 115 386	1 248 606
Voyage expenses	17	(404 727)	(424 051)
Pool distribution	3	(27 370)	(29 813)
Time-charter earnings		683 288	794 742
Time charter expenses	12	(22 544)	(9 287)
Operating expenses	12, 18	(206 859)	(206 121)
Gross result		453 885	579 334

Share of net result from joint ventures	27	9 178	11 288
General and administrative expenses	19, 20	(85 439)	(73 811)
Operating result before depreciation, amortization and capital gain (loss) on non-current assets (EBITDA)		377 625	516 812

Depreciation and amortization	11, 12	(156 289)	(161 332)
Impairment of property, plant and equipment		—	(1 021)
Capital gain (loss) on property, plant and equipment	11	3 308	22
Operating result (EBIT)		224 644	354 481

Interest income		5 270	6 847
Interest expenses	8, 12	(70 203)	(81 469)
Other financial items	21, 22	(2 760)	(116)
Net financial items		(67 693)	(74 738)

Result before taxes		156 951	279 742

Income tax expense	9	(1 627)	(1 929)
Net result		155 324	277 813

Other comprehensive income
Net other comprehensive income to be reclassified to profit or loss in subsequent periods:
Cash flow hedges changes in fair value	6	7 190	(6 680)
Cash flow hedges reclassified to profit or loss on realization	6	(6 038)	(2 955)
Translation differences on investments of foreign operations		—	(103)
Share of comprehensive income on investments accounted for using equity method	27	5 234	(9 633)

Net other comprehensive income not being reclassified to profit or loss in subsequent periods:

265


Net actuarial gain/(loss) on defined benefit plans		467	1 102

Other comprehensive income		6 853	(18 269)

Total comprehensive income		162 177	259 544

Total comprehensive income allocated to:
Equity holders of Odfjell SE		162 177	259 544

Earnings per share (USD) - basic/diluted	13	1.96	3.51

266


Consolidated statement of financial position

Assets per December 31 (USD 1 000)	Note	2025	2024
Non-current assets
Deferred tax assets	9	2 004	1 744
Real estate	11	886	836
Ships	3, 11	1 263 013	1 244 297
Newbuilding contracts	11	14 260	9 173
Right-of-use assets	12	226 965	385 448
Office equipment	11	6 051	7 111
Investments in joint ventures	27	182 922	171 529
Derivative financial instruments	6	1 647	2 488
Net defined pension assets	10	588	1 473
Non-current receivables		10 272	8 533
Total non-current assets		1 708 608	1 832 633

Current assets
Current receivables	23	129 215	140 507
Bunkers and other inventories		36 759	39 022
Derivative financial instruments	6	3 366	4 271
Loan to joint ventures	27	1 316	699
Cash and cash equivalents	16	148 608	146 505
Assets classified as held for sale		7 956	4 527
Total current assets		327 220	335 532
Total assets		2 035 828	2 168 164

267


Equity and liabilities per December 31 (USD 1 000)	Note	2025	2024
Equity
Share capital	25	27 764	27 764
Treasury shares		(931)	(947)
Share premium		172 388	172 388
Other equity		793 495	730 576
Total equity		992 716	929 781

Non-current liabilities
Deferred tax liabilities	9	10	10
Pension liabilities	10	990	1 261
Derivative financial instruments	6	—	1 367
Non-current interest-bearing debt	8	564 659	501 481
Non-current debt, right-of-use assets	8, 12	161 849	220 897
Due to Joint Ventures		4 008	—
Other non-current liabilities		6 160	11 635
Total non-current liabilities		737 677	736 651

Current liabilities
Current portion of interest-bearing debt	8	139 727	211 488
Current debt, right-of-use assets	8, 12	77 003	175 899
Taxes payable	9	1 422	518
Derivative financial instruments	6	—	28 706
Other current liabilities	8, 24	87 283	85 120
Total current liabilities		305 435	501 732
Total liabilities		1 043 112	1 238 383
Total equity and liabilities		2 035 828	2 168 164

268

The Board of Directors of Odfjell SE, Bergen, March 25, 2026

269


Consolidated statement of cash flow

(USD 1,000)	Note	2025	2024
Cash flow from operating activities
Result before taxes		156 951	279 742
Taxes paid in the period		(1 772)	(2 264)
Depreciation, impairment and capital (gain) loss fixed assets	11, 12	152 981	162 353
Change in inventory, trade debtors and creditors (increase) decrease		5 852	(14 947)
Share of net result from joint ventures	27	(9 179)	(11 289)
Net interest expenses		64 933	74 622
Interest received		5 402	6 781
Interest paid		(69 688)	(81 421)
Effect of exchange differences and changes in unrealized derivatives		1 609	86
Other current accruals		3 458	(7 611)
Net cash flow from operating activities		310 546	406 053

Cash flow from investing activities
Sale of ships, property, plant and equipment	11	37 095	5 237
Investment in ships, property, plant and equipment ¹	11	(39 860)	(42 062)
Dividend received / share capital reduction in joint ventures	27	12 281	1 272
Investment in joint ventures	28	(9 000)	—
Changes in non-current receivables		(1 740)	(2 101)
Net cash flow from investing activities		(1 224)	(37 653)

Cash flow from financing activities
New interest-bearing debt	8	359 915	90 000
Loans from joint ventures	8	4 008	—
Repayment of interest-bearing debt	8	(396 153)	(193 830)
Repayment of lease debt related to right-of-use assets ¹	8	(175 899)	(102 065)
Payment of dividend		(99 678)	(128 801)
Re-purchase / sale of treasury shares		588	517
Net cash flow from financing activities		(307 219)	(334 179)

Effect on cash balance from currency exchange rate fluctuations		—	—

Net change in cash and cash equivalents		2 103	34 220

Cash and cash equivalents per January 1		146 505	112 285
Cash and cash equivalents per December 31	16	148 608	146 505

1. In the fourth quarter of 2024, the Group exercised a purchase option for a vessel previously recognized as a right-of-use asset. The related

cash outflow has been reclassified from investing activities to financing activities (repayment of lease liabilities). The reclassification has

no impact on total net cash flow.

270


Consolidated statement of changes in equity
(USD 1 000)	Share capital	Treasur y shares	Share premiu m	Transla tion differen ces	Cash flow hedge reserve	Pension remea- sureme nt	OCI joint venture s	Retained earnings	Total other equity ¹	Total equity
Equity January 1, 2024	27 764	(959)	172 388	268	11 392	238	9 141	578 278	599 316	798 510
Other comprehensive income	—	—	—	(103)	(9 635)	1 102	(9 633)	—	(18 269)	(18 269)
Net result	—	—	—	—	—	—	—	277 813	277 813	277 813
Total comprehensive income	—	—	—	(103)	(9 635)	1 102	(9 633)	277 813	259 544	259 544
Dividend payment	—	—	—	—	—	—	—	(128 801)	(128 801)	(128 801)
Sale of treasury shares	—	11	—	—	—	—	—	517	517	528
Equity December 31, 2024	27 764	(947)	172 388	165	1 758	1 340	(492)	727 805	730 575	929 781

Equity January 1, 2025	27 764	(947)	172 388	165	1 758	1 340	(492)	727 805	730 575	929 781
Other comprehensive income	—	—	—	—	1 152	467	5 234	—	6 853	6 853
Net result	—	—	—	—	—	—	—	155 324	155 324	155 324
Total comprehensive income	—	—	—	—	1 152	467	5 234	155 324	162 177	162 177
Dividend payment	—	—	—	—	—	—	—	(99 653)	(99 653)	(99 653)
Sale of treasury shares	—	16	—	—	—	—	—	588	588	604
Other adjustments	—	—	—	—	—	—	—	(192)	(192)	(192)
Equity December 31, 2025	27 764	(931)	172 388	165	2 910	1 807	4 742	783 873	793 495	992 716

1. Total other equity represents total equity excluding share capital, treasury shares and share premium.

271

Note 1 Corporate information

Odfjell SE , Conrad Mohrs veg 29, Bergen, Norway , is the ultimate parent company of the Odfjell Group . Odfjell SE is a

public limited company traded on the Oslo Stock Exchange with the tickers ODF and ODFB. The consolidated financial

statement of Odfjell for the year ended December 31, 2025 was authorized for issue in accordance with a resolution of

the Board of Directors on March 25, 2026, and is subject to approval by the annual general meeting on May 6, 2026 The

Odfjell Group includes Odfjell SE, subsidiaries incorporated in several countries (see note 26 for an overview of

consolidated companies), and our share of investments in joint ventures (see note 27).

Odfjell is a leading company in the global market for transportation and storage of bulk liquid chemicals, acids, edible

oils and other specialty products. Through its various subsidiaries and joint ventures Odfjell owns and operates

chemical tankers and tank terminals. The principal activities of the Group are described in note 4.

Unless otherwise specified, the 'Company', 'Group', 'Odfjell' and 'we' refer to Odfjell SE and its consolidated companies.

Note 2 Summary of material accounting principles

2.1 BASIS FOR PREPARATION

The Odfjell Group has prepared its consolidated financial statements according to IFRS® Accounting Standards as

adopted by the EU. The consolidated financial statements have been prepared on a historical cost basis, except for

derivatives which are measured at fair value.

The material accounting policies applied in the preparation of these consolidated financial statements are set out

below. These policies have been consistently applied to all the years presented, unless otherwise stated.

2.2 CHANGES IN ACCOUNTING PRINCIPLES

The Group did not have any changes to its accounting principles from those applied in the consolidated financial

statements as at and for the year ended 31 December 2025.

IFRS 18 'Presentation and Disclosure in Financial Statements' will replace IAS 1 'Presentation of Financial Statements'

for annual reporting periods beginning on or after 1 January 2027.

IFRS 18 introduces new categories in the statement of profit and loss which separate operating result from result from

investing and result from financing. Result from discontinued operations and tax shall also be presented separately.

While the operating result is newly defined in IFRS 18, the net result will not change. The introduction of IFRS 18 will

also impact the cash flow statement for Odfjell Group, where the operating result will be the starting point for the

statement of cash flow.

IFRS 18 requires disclosure of Management-defined performance measures (MPM). These measures are subtotals of

income and expenses reflecting managements view of financial performance used in public communications outside

the financial statements. All MPMs are to be disclosed in a single note to the financial statement.

Odfjell is still in the process of assessing the impact of IFRS 18 with respect to the structure of the Group's primary

financial statements, statement of cash flows and additional disclosures of MPM.

272

2.3 REVENUES FROM CONTRACT WITH CUSTOMERS

The Group’s revenues from its shipping activities arise primarily from contracts for the seaborne transportation of

chemicals and other specialty bulk liquids. Revenue from contracts with customers is recognized when control of the

services is transferred to the customer at an amount that reflects the consideration to which the Group expects to be

entitled in exchange for those goods or services. The Group has generally concluded that it is the principal in its

revenue arrangements, because it typically controls the services before transferring them to the customer.

Freight revenue from transportation of liquids by sea

The Group recognizes revenue from rendering of transportation services over time, because the customer

simultaneously receives and consumes the benefits provided by the Group. The Group recognizes freight revenue over

time from load port to discharge port by measuring the progress towards complete satisfaction of the services.

Number of days sailed from load port compared to total estimated days until discharge port is used as a measure of

progress. The method applied is the one that most faithfully depicts our progress towards complete satisfaction of the

performance obligation.

Variable consideration

If the consideration in a contract includes a variable amount, the Group estimates the amount of consideration to which

it will be entitled in exchange for transferring the service to the customer. The variable consideration is estimated at

contract inception or when changes in circumstances occur and is recognized as revenue if it is highly probable that

there will not be a significant reversal of revenue in a future period. The Group is estimating demurrage revenue as a

variable consideration when delays occur and the vessel is prevented from loading or discharging cargo within the

stipulated lay time. The variable consideration based on contracted price terms and estimated excess time taken to

discharge or load are being recognized as part of the freight service revenue over time for the remaining voyage (from

the delay occur to the discharge port).

Contract balances

Contract assets: A contract asset is the right to consideration in exchange for goods or services transferred to the

customer. Contract assets are recognized revenue for freight services partly satisfied from voyages that have

commenced but are not completed and invoices that have not been issued per December 31. Contract assets are

reclassified to receivables from contracts with customers once the freight service is being invoiced to the customer, at

the latest when the voyage is completed. Contract assets include variable consideration only when it is highly probable

that there will be no significant reversal at a later date when the uncertainty related to the variable payment is

resolved. Contract assets are classified as part of current receivables in the statement of financial position..

Trade receivables: A receivable represents the Group’s right to an amount of consideration that is unconditional.

Contract liabilities: A contract liability is the obligation to transfer goods or services to a customer for which the Group

has received consideration (or an amount of consideration is due) from the customer. If a customer pays consideration

before the Group transfers goods or services to the customer, a contract liability is recognized when the payment is

made. Contract liabilities are recognized as revenue when the Group fulfills the performance obligation (s) under the

contract.

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Cost to obtain a contract

The Group has elected to apply the optional practical expedient for costs to obtain a contract, e.g. broker commissions,

which allows the Group to immediately expense such costs when the related revenue is expected to be recognized

within one year.

External pool vessels

Odfjell operates pools of ships delivering freight services to customers and external ships participate in the pools.

Under IFRS 15, Odfjell acts as a principal for the external ships in the pool since the freight service delivered to the

customer is controlled by Odfjell. Revenues generated by external ships in the pool are therefore recognized as gross

revenue in the Statement of profit and loss.

2.4 SEGMENTS

Operating segments are reported in the manner consistent with the internal financial reporting provided to the chief

operating decision-maker. The chief operating decision-maker, who is responsible for allocating resources and

assessing performance of the operating segment, has been identified as the Board and Executive Management which

makes the strategic decisions. In the internal reporting, the proportionate consolidation method is used for the Group’s

share of investments in joint ventures. The proportionate consolidation method means that we include the Group’s

share of revenue and expenses in addition to our share of assets and liabilities, based on ownership. In the

consolidated financial statements, investments in joint ventures are accounted for according to the equity method.

2.5 PROPERTY, PLANT AND EQUIPMENT

Property, plant and equipment – including ships, newbuilding contracts, real estate, office equipment and cars - are

measured at historical cost, which includes purchase price, capitalized interest and other expenses directly related to

the assets. The carrying value of property, plant and equipment represents the cost less accumulated depreciation and

any impairment charges. Newbuilding contracts include payments made under the contracts, capitalized loan interest

and other costs directly associated with the newbuilding and are not depreciated until the asset is available for use.

The investment is depreciated over the remaining useful life of the asset. We estimate residual value at the estimated

time of disposal of assets, which is generally at the end of their useful life. To assess the residual value of ships we use

the current estimated recycling value. The residual value for ships is estimated by distributing the total lightweight of

the ships in a stainless steel part and a carbon steel part. Steel are estimated to the market value of steel at year end.

Stainless steel is valued at 10% of the quoted nickel price at London Metal Exchange at the Statement of financial

position date. The residual values are measured on a yearly basis and any changes have an effect on future

depreciation.

Each component of property, plant and equipment that is significant to the total cost of the item is depreciated

separately. The Company allocates the amount initially recognized in respect of an item of property, plant and

equipment to its significant components and depreciates separately each such component over their useful lives. The

carrying amount of ships is split into three components, ships, coating and periodic maintenance.

Day-to-day repairs and maintenance costs are charged to the Statement of profit and loss in the period they are

incurred. The cost of major renovations and periodic maintenance is included in the asset’s carrying amount. At the

time of investing in a ship a portion of the purchase price is defined as periodic maintenance, and this component is

depreciated over the period until the next periodic maintenance.

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Expected useful lives of property, plant and equipment are reviewed at each Statement of financial position date, and

where they differ significantly from previous estimates, depreciation are adjusted accordingly. Changes are valid as

from the dates of estimate changes.

Capital gains and losses on disposals are determined by comparing the disposal proceeds with the carrying amount

and are included in the operating result.

Property, plant and equipment are classified as assets held for sale when their carrying amount is to be recovered

principally through a sale transaction and a sale is considered highly probable. They are stated at the lower of carrying

amount and fair value less costs to sell.

Impairment of property, plant and equipment

The carrying amount of the Group’s tangible assets is reviewed at each Statement of financial position date to

determine whether there is any indication of impairment. If any such indication exists, the asset’s recoverable amount

is estimated in order to determine the extent of any impairment loss. Where the asset does not generate cash flows

that are independent from other assets, the Group estimates the recoverable amount of the cash generating unit to

which the asset belongs. A cash generating unit is the smallest identifiable group of assets that generates cash inflows

that are largely independent of the cash inflows from other assets or group of assets. Assets held for sale are excluded

from the cash generating units and are assessed separately for impairment.

The recoverable amount is the highest of the fair market value of the asset, less cost to sell, and value in use. The

value in use is the net present value of future estimated cash flow from the employment of the asset. The net present

value is calculated using the weighted average cost of capital as discount rate. If the recoverable amount is lower than

the book value, impairment has occurred and the asset shall be revalued. Impairment losses are recognized in

Statement of profit and loss.

Impairment losses recognized in the Statement of profit and loss for previous periods are reversed when there is

information that the basis for the impairment loss no longer exists. This reversal is classified in the Statement of profit

and loss as an impairment reversal. The increased carrying amount of an asset attributable to a reversal of an

impairment loss shall not exceed the carrying amount that would have been determined (net of depreciation) had no

impairment loss been recognized for the asset in prior years.

2.6 LEASING

To a large extent, the Group's leasing activity relates to ships where Odfjell is the lessee. The leasing contract are

either bare-boat or time-charter parties. They are typically made for fixed periods of 1 year to 10 years. Lease

payments are normally fixed for the whole lease period. The Group also leases offices in various areas. Most charter

contracts entitles the Group to either extend the lease period and / or to purchase the asset after a certain period.

Bare-boat lease contracts relates to the lease of a specific ship, while time-charter contracts include the lease of the

specific ship and in addition a non-lease component (crew and maintenance; operating expense). We have separated

the non-lease component by estimating the operating expense based on internal and external sources (benchmark of

ships on external management) for ships of similar classes as ships on time-charter contracts. Therefore, only

payments for the bare-boat element are included when estimating the lease liability.

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The existence of extension options and option to purchase the ships are used to maximize operational flexibility and to

reduce residual value risks associated with legal ownership. The extension and purchase options are exercisable only

by Odfjell. Consideration payable for extension or purchasing the underlying ship are included when estimating the

lease payments and lease term only to the extent it is reasonable certain that Odfjell will exercise its options. A

significant part of the leased assets relates to ships where the minimum lease term are up to 8 years - 10 years. The

likelihood of exercising options is made at commencement date, the date when the underlying asset is made available

to Odfjell. As of 31 December 2025, no unexercised options are assessed as reasonably certain to be exercised.

If significant circumstances changes as a consequence of significant events within the control of the Group, the

likelihood of exercising the options is reassessed. Such event could be that one or more of the leased ships are needed

to fulfill the Group's contracts obligations towards customers. Refer to note 3 for further information on the

assessment of lease terms and options.

Leases are recognized as a right-of-use assets and a corresponding liability at the date which the leased asset is

available for use by Odfjell. The lease liabilities are measured as the net present value of future lease payments. The

discount rate used is the lessee's incremental borrowing rate. The incremental borrowing rate is the rate that the

Group would have to pay to borrow the funds necessary to obtain an asset of similar value to the right-of-use asset in a

similar economic environment with similar terms, security and conditions. Lease liabilities include the net present

value of the bare-boat element.

Right-of-use assets are measured at cost comprising the amount initial measurement of the lease liability, lease

prepayments and direct external cost associated with negotiation of the lease contract.

For right-of-use assets where Odfjell is obliged to ensure dry-docking, the Group capitalizes these expenses and

depreciate over the shorter period until the next scheduled dry-docking or the remaining lease term.

The non-lease element, deducted from nominal lease payments when calculating the net present value of the lease

liability, is charged to the Statement of profit and loss classified as 'Operating expenses'.

Lease payments are allocated between principal and finance cost. The finance cost is charged to profit or loss over the

lease period producing a constant periodic rate of interest on the remaining balance of the liability each period.

Payments associated with short term leases of ships, other equipment and all leases of low value assets are

recognized on a straight line basis as an expense in the Statement of profit and loss. Assets regarded as low value

assets are equipment which need electricity to operate (e.g. copy machine, coffee machine). Short term leases of ships

are classified as 'time charter expenses' in the Group's Statement of profit and loss. Other short term leases and leases

of low value assets are classified as 'General and administrative expenses'.

Short term leases are those where the lease term are 12 months or less. Options to extend the lease term are included

in assessment of the lease term once the extension is agreed.

The Group sometimes enters into sale-leaseback transactions related to ships. For these transactions, the Group

evaluates whether the transfer of the asset satisfies the requirements of IFRS 15 to account for the transfer as a sale.

For transactions where the Group retains control of the asset the transaction is accounted for as a financial

arrangement in accordance with IFRS 9. The Group has previously entered into such transactions, where the related

vessels are not derecognized and the amounts received are recognized as a financial liability. The Group has not

entered into any sale-leaseback that met the criteria to be a sale.

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The Odfjell Group is acting as pool manager for pools with external pool participants. The lease payments to external

pool participants are entirely variable and therefore not included when calculating the lease liability. The variable lease

payment, less management fee to pool manager, is charged to Statement of profit and loss as 'pool distributions'.

2.7 CONSOLIDATION

The consolidated statements consist of Odfjell SE and its subsidiaries as at December 31 each year.

Subsidiaries are fully consolidated from the date of acquisition, being the date on which the Group obtained control, and

continues to be consolidated until the date that such control ceases. Control is achieved when the Group is exposed, or

has rights, to variable returns from its involvement with the investee and has the ability to affect those returns through

its power over the investee.

Generally, there is a presumption that a majority of voting rights results in control, but the Group considers all facts

and circumstances when assessing whether it has power over the investee.

Identified excess values have been allocated to those assets and liabilities to which the value relates. Fair value

adjustments to the carrying amounts of assets and liabilities arising on the acquisition are treated as assets and

liabilities of the foreign operation and translated at the exchange rate at the Statement of financial position date.

Excess values are depreciated over the estimated useful lives for the relevant asset and liabilities.

Intercompany transactions, balances and unrealized gains on transactions between Group companies are eliminated.

When necessary, amounts reported by subsidiaries have been adjusted to conform to the Group’s accounting policies.

2.8 INVESTMENT IN JOINT VENTURES

A joint venture is a type of joint arrangement whereby the parties that have joint control have the right to the net

assets of the joint venture. Joint control is the contractually agreed sharing of control of the arrangement, which exists

only when decisions about relevant activities require unanimous consent of the parties sharing control.

An associate is an entity in which the Group has significant influence. Significant influence is the power to participate in

the financial and operating policy decisions of the investee, but is not control or joint control over those policies.

The Group’s investments in joint ventures are accounted for by using the equity method. Under this method, the

investment is initially recognized at cost. Goodwill relating the associate or joint venture is included in the carrying

amount of the investment and not tested for impairment individually.

The Statement of profit and loss reflects the Group’s share of the net result after tax of the associate or joint venture.

Any depreciation or amortization of the Group’s excess values, net of deferred tax, are included in the net result from

the joint ventures.

Any change in other comprehensive income of the associate or joint venture is presented separately in the Group’s

other comprehensive income.

The financial statements of the associate or joint venture are prepared for the same reporting period as the Group.

When necessary, adjustments are made to bring the accounting principles in line with those of the Group.

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Impairment of joint ventures

The Group determines whether it is necessary to recognize an impairment loss on its investments in joint ventures. At

each reporting date, the Group determines whether there is objective evidence that the investments are impaired. If

there is such evidence, the Group calculates the amount of impairment as the difference between the recoverable

amount and the carrying amount of the investment. Any impairment loss is recognized as ‘share of profit or loss from

joint venture’.

The recoverable amount is the higher of value in use and fair value less cost to sell. The entire carrying amount of the

investments are tested for impairment as one single asset.

2.9 CURRENCY

The consolidated financial statements are presented in USD as the Group operates in an international market where

the functional currency is mainly USD. The functional currency of the parent company is USD.

Transactions in non-USD currency are recorded at the exchange rate on the date of the transaction. Receivables and

liabilities in non-USD currencies are translated at the exchange rate on the Statement of financial position date. All

exchange rate differences are taken to the Statement of profit and loss.

The Statement of financial position of foreign subsidiaries with functional currency other than USD is translated at the

rate applicable on the Statement of financial position date, while the Statement of profit and loss is translated using the

monthly average exchange rate for the accounting period. Exchange rate differences that arise as a result of this are

included as exchange rate differences in other comprehensive income. When a foreign subsidiary is sold, the

accumulated translation adjustment related to that subsidiary is taken to the Statement of profit and loss.

2.10 FINANCIAL INSTRUMENTS

A financial instrument is any contract that gives rise to a financial asset of one entity and a financial liability or equity

instrument of another entity.

Recognition and derecognition

Financial assets and liabilities are recognized in the statement of financial position at the date the Group becomes a

party to the contractual provisions of the financial instruments. Financial instruments are recognized at fair value,

which normally equals their transaction price. Trade receivables are measured at transaction price. Transaction costs

are recognized in profit or loss, with the exception of transaction costs related to financial instruments measured at

amortized cost or fair value through OCI where transaction costs adjust the instruments carrying amount and are

amortized over the expected life of the instruments.

A financial asset is derecognized when the right to receive and retain cash flows from the asset has expired, or when

the rights to receive the cash flows from the financial asset and substantially all the risks and rewards from ownership

of the financial asset has been transferred. A financial liability is derecognized when it is extinguished, i.e. when the

financial liability is discharged, canceled or expires.

Classification and measurement

Financial assets are measured at amortized cost if their contractual cash flows are solely payment of principal and

interest on the principal amount outstanding, and they are held within a business model whose objective is to hold

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financial assets in order to collect contractual cash flows. All financial assets of the Group that are not derivatives or

equity instruments meet these conditions and are measured at amortized cost. Derivatives and equity instruments are

measured at fair value through profit or loss, with the exception of derivative instruments that are designated as

hedging instruments in qualifying hedging relationships.

The Odfjell Group has the following financial assets; loan to joint ventures, trade receivables (included in current

receivables), derivative financial instruments and cash and cash equivalents.

Financial liabilities are accounted for at amortized cost, unless they are held for trading, designated at fair value

through profit or loss or are derivatives. Financial liabilities of the Group are measured at amortized cost, with the

exception of derivatives which are either measured at fair value through profit or loss or are designated as hedging

instruments in qualifying hedging relationships.

The Odfjell Group has the following financial liabilities; Long and short term interest-bearing debt, trade and other

payables (included in 'other current liabilities' in the statement of financial position) and derivative financial

instruments.

Impairment

A simplified impairment model applies for trade receivables, where impairment losses are measured at lifetime

expected credit loss irrespective of whether credit risk has increased significantly or not.

Derivative financial instruments and hedge accounting

The Group uses derivative financial instruments to hedge interest rates and foreign currency risk. Derivative financial

instruments are forward currency contracts and interest rate swaps. Such derivative financial instruments are initially

recognized at fair value on the date on which the contract is entered into and are subsequently remeasured at fair

value. Derivatives are recognized as assets if the fair value is positive and as a liability when the fair value is negative.

For the purpose of hedge accounting, the derivatives are classified as cash flow hedges and hedges highly probable

future cash flows. Forward currency contracts hedges future highly probable cash outflows in NOK. Interest rate swaps

hedges future interest payments.

At the inception of the hedging relationship, the Group formally designates and documents the hedge relationship

aligned with the risk management objective and hedging strategy.

Until the highly probable future transaction occurs, the effective portion of the gain or loss on the hedging instrument

is recognized in other comprehensive income in the cash flow hedge reserve. Any ineffective portion is recognized in

the Statement of profit and loss immediately as other financial items. The amount accumulated in the cash flow reserve

is reclassified to profit and loss as an adjustment in the same period as the hedged cash flow affect profit and loss. The

adjustments related to forward currency contracts are recognized in operating expenses and general and

administrative expenses. Adjustments associated with interest rate swaps are included as interest expense.

Derivative financial contracts used as hedging instruments are classified as current assets or current liabilities if they

mature within 12 months after the Statement of financial position date. Derivative financial contracts maturing more

than 12 months after the Statement of financial position date are classified as non current assets or non current

liabilities.

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2.11 INVENTORIES

Bunkers, spare parts and consumables are accounted for at purchase price, on a first-in, first-out basis.

Inventories are measured at the lower of cost and net realizable value. If inventory is written down to net realizable

value, the write down is charged to the income statement.

EU emission allowances (EUAs) are measured at historical cost and included as inventory.

2.12 CASH AND CASH EQUIVALENTS

The cash flow statement is prepared using the indirect method. Cash and cash equivalents include cash in hand and in

bank, deposits held at call with banks and other short-term highly liquid investments with maturities of three months

or less from the date of acquisition.

The amount of cash and cash equivalents in the cash flow statement does not include available credit facilities.

2.13 TAXES

The shipping activities are operated in several countries and under different tax schemes, including the ordinary tax

system in Norway and, the Norwegian tonnage tax system . In addition, we operate under local tax systems, most

importantly in Brazil.

The Group’s taxes include taxes of Group companies based on taxable profit for the relevant financial period, together

with tax adjustments for previous periods and any change in deferred taxes. Withholding tax on dividend received and

withholding tax on capital gains are classified as income tax. Tax credits arising from subsidiaries’ distribution of

dividends are deducted from tax expenses.

Deferred income tax liabilities are recognized for all taxable temporary differences, except:

• in respect of taxable temporary differences associated with investments in subsidiaries, interests in joint ventures,

where the timing of the reversal of the temporary differences can be controlled and it is probable that the

temporary differences will not reverse in the foreseeable future.

Deferred tax assets are recognized to the extent that it is probable that future taxable profit will be available to offset

the temporary differences. We recognize formerly unrecognized deferred tax assets to the extent that it has become

probable that we can utilize the deferred tax asset. Similarly, the Company will reduce its deferred tax assets to the

extent that it no longer can utilize these.

Deferred tax and deferred tax assets for the current and prior periods are measured at the amount expected to be paid

to or recovered from the relevant tax authorities, using the tax rates and tax laws that have been enacted or

substantively enacted at the Statement of financial position date. Deferred tax and deferred tax assets are recognized

irrespective of when the differences will be reversed. Deferred tax and deferred tax assets are recognized at their

nominal value and are classified as non-current liabilities (non-current assets) in the Statement of financial position.

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Companies taxed under special shipping tax systems will generally not be taxed on the basis of their net operating

profit. A portion of net financial income and other non-shipping activities are normally taxed at the ordinary applicable

tax rate and presented as income tax. Taxation under shipping tax regimes requires compliance with certain

requirements, and breach of such requirements may lead to a forced exit of the regime.

Tax payable and deferred taxes are recognized directly in equity to the extent that they relate to factors that are

recognized directly in equity.

The Group is subject to the global minimum top-up tax under Pillar Two tax legislation. The legislation aims to ensure

that large multinational groups pay taxes at a minimum rate of 15% on income arising in each jurisdiction in which they

operate. Jurisdictions with revenue and net profit before tax below certain thresholds and jurisdictions where the

effective tax rate exceeds the minimum tax rate of 15% qualify for transitional safe harbour.

The Pillar Two rules contains a specific exemption for international shipping income. This income is excluded from the

calculated GloBe tax base and not part of the calculation of the 15% minimum tax.

2.14 BORROWING COST

General and specific borrowing costs directly attributable to the acquisition, construction and production of qualifying

assets, which are assets that necessarily take a substantial period of time to get ready for their use or sale, are added

to the cost of those assets, until such time as the assets are substantially ready for their intended use or sale.

All other borrowing costs are recognized in profit or loss in the period in which they are incurred.

2.15 PROVISIONS

Provisions are recognized when the Group has a present legal or constructive obligation as a result of past events, and

it is probable that an outflow of resources will be required to settle the obligation. Provisions are based on best

estimates. Provisions are reviewed on each Statement of financial position date and reflect the best estimate of the

liability. If the effect of the time value of money is material, normally more than twelve months, provisions are

discounted using a current pre-tax rate that reflects the risks specific to the liability. Where discounting is used, the

increase in the provision due to the passage of time is recognized as a finance cost.

Carbon emission liabilities are measured at historical cost at the same cost as purchased EUAs, to the extend the

accrued carbon emission do not exceed the purchased EUAs. Carbon emission expenses and liabilities in excess of

purchased EUAs are measured at fair value. The Group has a minor surplus of EU Fuel Maritime allowances. As the

surplus is not considered material, no asset has been recognized in the financial statements.

2.16 PENSION COST AND LIABILITIES

The Group operates a number of pension plans in accordance with the local conditions and practices in the countries in

which it operates. Such pension plans are defined benefit plans or contribution plans according to the customary

pension plans prevailing in the country concerned.

Defined benefit pension plans are pension plans with retirement, disability and termination income benefits. The

retirement income benefits are generally a function of years of employment and final salary with the Company. The

liability in respect of defined benefit pension plans is the present value of the accumulated defined benefit obligation at

the Statement of financial position date less the fair value of plan assets. The net pension liability is calculated based

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on assumptions with regards to interest rates, future salary adjustments etc. These assumptions are based on

historical experience and current market conditions. The cost of providing pensions is charged to income statement so

as to spread the regular cost over the vesting period of the employees. Actuarial gains and losses arising from

experience adjustments and changes in actuarial assumptions are charged or credited to equity in other

comprehensive income.

For defined contribution plans, contributions are paid to pension insurance plans. Once the contributions have been

paid, there are no further payment obligations. Contributions to defined contribution plans are charged to the income

statement in the period to which the contributions relate.

2.17 EARNINGS PER SHARE

Basic earnings per share amounts are calculated by dividing net profit for the year attributable to ordinary equity

holders of the parent company by the weighted average number of ordinary shares outstanding during the year.

2.18 COMPARATIVES

Comparative figures have been reclassified to conform to changes in presentation in the current year when there are

changes in accounting principles, corrections of errors or operations defined as discontinued.

2.19 RELATED PARTIES

In the normal course of the conduct of its business, the Group enters into a number of transactions with related parties.

The Company considers these arrangements to be on reasonable market terms.

2.20 CLASSIFICATION IN THE FINANCIAL STATEMENT

Odfjell has used a classification based on a combination of nature and function in the income statement.

Note 3 Critical accounting judgment and key sources of estimation uncertainties

The preparation of financial statements in conformity with IFRS Accounting Standards requires the use of certain

critical accounting estimates. It also requires the Management to exercise its judgment in the process of applying the

Group’s accounting policies. The areas involving higher degree and judgment or complexity, or areas where

assumptions and estimates are significant to the consolidated financial statements are:

REVENUE FROM CONTRACT WITH CUSTOMERS

The Group applied the following judgments that significantly affect the determination of the amount and timing of

revenue from contracts with customers:

(i) Timing of freight revenue

The Group generates its revenue from contract with customers from the transportation of liquids by sea. After

commencement of a sea voyage, estimated revenue is recognized and prorated over time from a cargo is loaded to the

estimated time of discharge. Estimated revenue and time from load to discharge is being updated as the voyage

progresses to include most recent data, and changes in estimates will impact revenue and contract balances. See Note

23 for information about contract balances.

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(ii) Variable consideration - demurrage

The Group is estimating demurrage revenue as a variable consideration when delays occur and the vessel is prevented

from loading or discharging cargo within the stipulated lay time. The variable consideration based on contracted price

terms and estimated excess time taken to discharge or load are being recognized as part of the freight service revenue

over time for the remaining voyage (from the delay occur to the discharge port). Changes in estimates related to

demurrage will impact revenue and contract balances.

(iii) Principal versus agent considerations

Odfjell operates pools of ships delivering freight services to customers and external ships participate in the pools. The

Group determined that it does act as a principal, not as an agent, for those external ships in the pool since the

operations of the external vessels and the freight service delivered to the customer is controlled by Odfjell. Revenues

generated by external ships in the pool are therefore recognized as gross revenue in the income statement.

CLIMATE AND REGULATORY RISK

In preparing the financial statements, the Group considers transition to a low carbon economy and the potential impact

of climate change.

A new Strategy on Reduction of Greenhouse Gas Emissions (GHG) from Ships was adopted by the International

Maritime Organization (IMO) in 2023. This Strategy includes reinforced targets aimed at addressing harmful emissions.

The revised IMO GHG Strategy includes an enhanced common ambition to reach net-zero GHG emissions from

international shipping by or around, 2050, a commitment to ensure an uptake of alternative zero and near-zero GHG

fuels by 2030, as well as indicative checkpoints for international shipping to reach net-zero GHG emissions for 2030 (by

at least 20%, striving for 30%) and 2040 (by at least 70%, striving for 80%). The Strategy envisages a reduction in

carbon intensity of international shipping by at least 40% by 2030 compared to 2008. The regulations to achieve these

ambitions are under development within the IMO, with implementation envisaged from 2027.

The Carbon Intensity Indicator (CII) is a mandatory operational rating scheme under the International Convention for

Prevention of Pollution from Ships (MARPOL), Annex VI that entered into force on 1 January 2023. It assesses a ship’s

annual operational carbon intensity performance and assigns a rating on a scale from A to E. Ships that receive a D

rating for three consecutive years or an E rating in a single year are required to develop and implement a corrective

action plan as part of their Ship Energy Efficiency Management Plan (SEEMP) to improve its performance.

The Group has worked consistently over several years with propulsion efficiency measures and other initiatives to

improve the fuel efficiency for the vessels. As a result, internal analysis indicates that all our owned vessels are in

compliance with the carbon Intensity Indicator (CII), achieving a C-rating or better in 2025. To achieve the same ratings

in 2030, the analysis shows that for some vessels we will either have to increase the fuel efficiency further by investing

in additional energy-saving devices, use sustainable biofuel or alternatively adjust the speed for these vessels.

The shipping industry has been subject to the EU Emissions Trading System (EU ETS) since 2024 requiring the Group

to purchase EUAs to offset its regulated greenhouse gas emissions. As a consequence, the Group's voyage expenses

increases. Odfjell has successfully been able to offset this cost by an increase in revenue. The EU ETS has been phased

in over time, from 40% coverage in 2024, 70% in 2025 to 100% coverage in 2026 of applicable emissions.

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The FuelEU Maritime Regulation entered into force in 2025, introducing mandatory requirements for the greenhouse

gas (GHG) intensity of energy used on board ships calling at EU ports. The regulation applies to all vessels

commercially operated by Odfjell that fall within its scope and aims to progressively reduce the carbon intensity of

marine fuels used within the EU. The required reduction increases over time with the objective of achieving substantial

decrease in emissions from maritime transport within EU and contributing to the EU's climate neutrality ambition by

2050.

Odfjell plans to meet these requirements through a combination of measures, including the use of sustainable biofuels

and investments in energy efficiency improvements. Building on positive operational experience, the Group has decided

to expand investments in wind-assisted propulsion systems for several Japanese newbuildings, some of which will

also be equipped with energy-efficient gate rudders. Biofuels are more expensive than conventional fuels, and Odfjell

expects to apply a similar strategy as under the EU ETS by passing the increased cost on to the charterer.

The future impact from climate change may encompass an increase in extreme weather resulting in re-routing,

increased risk of port and infrastructure damages causing disruption to regular operations for both the Group and its

customers, lower productivity and increased operational cost. These sources of uncertainties are primarily related to

our vessels including right-of-use assets impacting the:

• Useful life of vessels

• Residual value of vessels

• Cash inflows from continuing use of the Group's vessels when assessing the recoverable amount.

In the sections 'Depreciation and residual value of ships' and 'Estimation of useful life of vessels' we have described our

assessment of the useful life of vessels and recycling values and consequences of changes in these assumptions. When

assessing the residual value of vessels, we assume that the vessels are recycled according to prevailing regulatory

requirements and at the location where the best recycling price is achieved.

Management has evaluated the useful life of vessels in conjunction with the existing regulatory framework and

concluded that the estimated useful life of vessels are kept unchanged compared to previous periods.

DEPRECIATION AND RESIDUAL VALUE OF SHIPS

Ships are recognized at historical cost less accumulated depreciation and any impairment charges. The cost of the

ships includes the contract price, expenses related to site team and pre-delivery borrowings incurred. The cost less

residual value is depreciated on a straight-line basis over the ships estimated useful life.

The cost of the ships is divided into separate components for depreciation purposes. Estimated cost of first time dry-

docking is deducted from the cost of the ship and depreciated separately over a period until the next dry-docking. The

residual value of these the dry-docking components is zero.

Residual value is estimated based upon the latest available steel-price/stainless steel price and the lightweight of the

ships. Stainless steel part of the lightweight of the ships is separately assessed and valued as part of the total residual

value. Residual values are updated once a year.

Estimated useful life of the ships is 25-30 years. Estimated cost of dry-docking is depreciated over an estimated period

of 5 years for ships not older than 15 years. Capitalized dry-docking for ships older than 15 years are depreciated over

2.5 years.

284

If actual useful life of the ships differs from estimated useful life an impairment loss could occur.

If residual value is incorrect, the future depreciation would be affected, either as a reduction if residual value is

understated or as an increase in deprecation if residual value is overstated.

For vessels where the Group's intended use is shorter than its economic life, the estimated sales price less cost of

disposal is used as residual value.

ESTIMATION OF USEFUL LIFE OF VESSELS

The useful life of the Group's owned vessels is the expected economic life of the vessels. Economic life is the period

over which it is economic profitable to use the vessel. Wear and tear, technical and commercial obsolescence and

environmental requirements are factors affecting the assessment of the useful life.

Over the last years, fuel efficiency initiatives have improved the fuel efficiency and also made our vessels more

competitive than the industry at large. Internal assessments show that owned vessels will, over their remaining useful

life, be compliant with current IMO requirement of carbon emission reductions.

Investments due to new environmental requirements, if any, and periodic dry-dockings are conducted to comply with

requirements from various stakeholders.

Odfjell Group has applied 25-30 years as estimated useful life of its owned vessels consistently over the years.

If useful life is shortened, the annual depreciation will increase and value in use calculated when testing assets for

impairment would be reduced.

DETERMINATION OF THE LEASE TERM FOR RIGHT-OF-USE ASSETS

In determining the lease term, management considers all facts and circumstances that create an economic incentive to

exercise an extension option, or not exercise a termination option. Extension and purchase options (or periods after

termination options) are only included in the lease term if the lease is reasonably certain to be extended (or not

terminated). Future technological development increases the likelihood of not exercising the options to extend and not

to exercise purchase options. Thus, it is assessed that exercising the options is not reasonably certain. The nominal

amount of lease payments are not included in the lease liability (estimated operating expense) is included in Note 12 .

ASSESSMENT OF IMPAIRMENT TRIGGERS CHEMICAL TANKER VESSELS

The chemical tanker fleet is reviewed for impairment whenever events or changes in circumstances indicate the

carrying amount of the fleet may not be recoverable. Management measures the recoverable amount of an asset or

Cash Generating Unit (CGU) by comparing its carrying amount to the higher of its fair value less cost of disposal or

value in use that the asset or CGU is expected to generate over its remaining useful life.

In determining fair value less cost of disposal we use indicative broker values from independent ship brokers. In

assessing value in use, the estimated future cash flows are discounted to their present value using an average

weighted cost of capital that reflects current market assessments.

CGU is the smallest identifiable group of assets that generates cash inflows that are largely independent of the cash

inflows from other assets or group of assets. The Group has identified one CGUs within the chemical tanker segment,

the deep-sea trade together with the regional South America trade. The Group's right-of-use assets in the vessel

category are included in the deep-sea CGU.

285

As the Odfjell vessels are interchangeable through a logistical system / fleet scheduling and that customer contracts

are not linked to a specific vessel, cash inflows are therefore dependent of this scheduling and chemical tankers

vessels are seen together as a portfolio of vessels. In addition, the pool of officers and crew are used throughout the

fleet. Odfjell has a strategy of a total crew composition and how the crew is dedicated to the individual vessels varies.

Changing the crew between two vessels can change the net present value per vessel without any effect for the Group.

Vessels will only be impaired if the total recoverable amount of the vessels within the CGU is lower than the carrying

amount related to the CGU.

If an asset or CGU is considered to be impaired, impairment is recognized in an amount equal to the excess of the

carrying amount of the asset or CGU over its recoverable amount. A previously recognized impairment loss is reversed

only if there has been a change in the assumptions used to determine the asset's recoverable since the last impairment

loss was recognized. Any reversal is limited so that the carrying amount of the asset does not exceed its recoverable

amount, nor exceed the carrying amount that would have been determined, net of depreciation, had no impairment loss

be recognized for the asset in prior years.

Factors that indicates impairment which trigger impairment testing may be significant decline in chemical tanker

freight rates, significant decline in market values of vessels, significant underperformance compared to projected

operating results, change in strategy for the business, significant negative industry or economic trends, significant loss

of market share, significant unfavorable regulatory decisions. In addition, the company's market capitalization below

the book value of equity would be an indicator of impairment.

At the end of 2025, the Group has carefully considered both internal and external trigger events (an indication of

possible impairment). This consideration did not reveal any need for detailed impairment assessment.

IMPAIRMENT ASSESSMENT OF INVESTMENTS IN JOINT VENTURES

According to the equity method, the Group determines whether it is necessary to recognize an impairment loss on its

investments in joint ventures. At each reporting date, the Group determines whether there is objective evidence that

the investments are impaired. At the end of 2025, the Group has assessed both external and internal sources of

information in assessing whether there is any indication that the investments in terminal joint ventures would be

impaired. The Group concluded that no such indicators existed and therefore did not conduct any detailed impairment

test.

286

Note 4 Segment information and disaggregation of revenues

The operating segments are organized and managed separately according to the nature of the products and services

provided, with each segment representing a strategic business unit that offers different products and serves different

markets. The Company has two reportable operating segments: Chemical Tankers and Tank Terminals.

The Chemical Tankers involve a 'round the world' service, servicing ports in Europe, North and South America, the

Middle East and Asia, Australia and Africa. Our fleet composition enables us to offer both global and regional

transportation.

The Tank Terminals segment offers storage of various chemical and petroleum products and is operated through joint

ventures with our share owned by the subsidiary Odfjell Terminals BV. In addition, this segment plays an important

operational role in our cargo-consolidation program so as to reduce the time our vessels spend in ports, reduce

thereby emission in port, and enable us to be one of the world-leaders in combined shipping and storage services.

Pricing of services and transactions between operating segments are set on an arm’s length basis in a manner similar

to transactions with third parties. Segment revenue, segment expenses and segment results include transactions

between operating gross segments. Such transactions are limited to a clearly non-material amount, as further

described in Note 14.

The Group provide geographical data for revenue and total assets, as the reliability measurement criteria cannot be

met for other items. The Group’s activities are mainly divided among the following regions: Europe, North and South

America, the Middle East and Asia, Australia and Africa. Vessels and newbuilding contracts are not allocated to specific

geographical areas as they generally trade worldwide.

The Chemical Tankers segment also includes Corporate functions for the Group. Investments in joint ventures are

presented according to the proportionate consolidation method in the segment reporting, and according to the equity

method in the consolidated income statement and Statement of financial position.

287

OPERATING SEGMENT DATA (according to the proportionate consolidation method):


	Chemical Tankers		Tank Terminals		Eliminations		Total
(USD mill)	2025	2024	2025	2024	2025	2024	2025	2024
Gross revenue	1 113	1 247	90	88	—	—	1 203	1 335
Voyage expenses	(405)	(424)	—	—	—	—	(405)	(424)
Pool distribution	(27)	(30)	—	—	—	—	(27)	(30)
Time charter expenses	(22)	(9)	—	—	—	—	(22)	(9)
Operating expenses	(207)	(206)	(32)	(31)	—	—	(238)	(237)
General and administrative expenses	(72)	(71)	(26)	(13)	—	—	(99)	(85)
Other operating income / expenses	—	—	—	—	—	—	—	—
Operating result before depreciation (EBITDA)	380	506	33	44	—	—	412	550
Depreciation	(100)	(94)	(24)	(23)	—	—	(124)	(117)
Depreciation, IFRS 16	(56)	(67)	(—)	(—)	—	—	(57)	(67)
Impairment	—	(1)	(—)	(1)	—	—	(—)	(2)
Capital gain/loss on fixed assets/sale of business	3	—	(—)	—	—	—	3	—
Operating result (EBIT)	226	344	7	19	—	—	234	363
Interest income	5	7	1	1	—	—	6	7
Interest expenses	(50)	(62)	(6)	(5)	—	—	(57)	(67)
Interest expenses, IFRS 16	(20)	(20)	(—)	(—)	—	—	(20)	(20)
Other financial items	(3)	—	—	(1)	—	—	(3)	(1)
Net finance	(68)	(74)	(6)	(5)	—	—	(74)	(80)
Income taxes	(1)	(2)	(3)	(4)	—		(5)	(6)
Net result	157	268	(2)	10	—	—	155	278

Non current assets	1 536	1 661	321	310	—	—	1 857	1 971
Cash and cash equivalents	145	139	24	22	—	—	169	161
Other current assets	171	178	18	25	(1)	(2)	187	202
Assets Held-for-sale	8	5	—	—	(—)	—	8	5
Total assets	1 860	1 983	362	357	(1)	(2)	2 221	2 338

Equity	811	745	181	185	—	—	993	930
Non-current interest-bearing debt	565	501	121	21	—	—	686	522
Non-current debt, right-of-use assets	162	221	2	2	—	—	164	223
Other non-current liabilities	9	14	26	27	—	—	36	41
Current interest-bearing debt	150	211	4	100	—	—	155	312
Current debt, right-of-use assets	77	176	1	—	—	—	78	176
Other current liabilities	86	114	27	22	(1)	(2)	112	134
Total equity and liabilities	1 860	1 983	362	357	(1)	(2)	2 221	2 338

Reconciliations:
Total segment revenue	1 113	1 247	90	88	—	—	1 203	1 335
Segment revenue from joint ventures	—	—	(89)	(87)	1	1	(88)	(86)

288


Consolidated revenue in income statement	1 113	1 247	1	1	1	1	1 115	1 249

Total segment EBIT	226	344	7	19	—	—	234	363
Segment EBIT from joint ventures	(—)	—	(18)	(20)	—	—	(19)	(20)
Share of net result from joint ventures	—	—	9	11	—	—	9	11
Consolidated EBIT in income statement	226	344	(2)	11	—	—	225	354

Total segment asset	1 860	1 983	362	357	(1)	(2)	2 221	2 338
Segment asset in joint ventures	(16)	—	(352)	(342)	—	—	(368)	(342)
Investment in joint ventures	9	—	174	172	—	—	183	172
Total consolidated assets in statement of financial position	1 853	1 983	184	187	(1)	(2)	2 036	2 168

Total segment liabilities	1 049	1 238	181	173	(1)	(2)	1 229	1 409
Segment liability in joint ventures	(7)	—	(178)	(170)	—	—	(185)	(170)
Total consolidated liabilities in statement of financial position	1 042	1 238	3	3	(1)	(2)	1 043	1 238

Capital expenditure	(160)	(78)	(26)	(26)	—	—	(186)	(104)

289

GROSS REVENUE AND ASSETS PER GEOGRAPHICAL AREA (according to the equity method)

Shipping revenue is allocated on the basis of the area in which the cargo is loaded. Total assets are allocated to the

area where the respective assets are located while ships and new building contracts are not allocated to a certain area

as the ships sail on a worldwide basis.


	Gross revenue		Assets
(USD 1 000)	2025	2024	2025	2024
USA	348 305	351 567	17 726	14 937
Other North America	28 345	46 742	—	—
Brazil	133 950	169 381	27 793	22 142
Other South America	74 881	106 104	317	317
Norway	4 155	1 697	279 787	295 102
The Netherlands	56 385	73 277	10 821	5 630
Other Europe	67 703	71 254	—	—
Saudi Arabia	158 685	148 331	—	—
China	58 730	89 127	—	—
Other Middle East and Asia	129 173	138 581	10 342	12 164
South Africa	47 430	46 601	1 882	2 898
Other Africa	7 643	5 943	—	—
Total	1 115 386	1 248 606	348 668	353 190
Investment in joint ventures:
Belgium			44 498	39 027
USA			91 228	96 803
South- Korea			38 312	35 699
Other			8 883	—
Total investment in joint ventures			182 922	171 529
Unallocated ships and newbuilding contracts			1 504 239	1 643 445
Total	1 115 386	1 248 606	2 035 828	2 168 164

DISAGGREGATION OF REVENUE (according to the equity method)

The Group's gross revenue (Chemical Tankers segment only) has been disaggregated and presented in the tables

below:


(USD 1 000)	2025	2024

Revenue from contract with customers	1 105 103	1 236 270
Other revenue	10 283	12 335
Gross revenue	1 115 386	1 248 606

Revenue from contract with customers disaggregated by type of contract:
Charter of Affreightment contracts	629 909	655 223
Spot contracts	475 194	581 047
Revenue from contract with customers	1 105 103	1 236 270

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Note 5 Financial Risk Management

Financial risk management is carried out by the Group's treasury function. The Group has an active approach to

managing financial risk, through systematic monitoring and management of risks related to currencies, interest rates,

emission allowances and bunkers. Financial derivatives are used to reduce unwanted fluctuations in net result and

cash flows caused by movements in currencies and interest rates to which the Group is exposed to. Similarly, financial

derivatives may be used to lock-in a target return on an investment, financing, project or contract. This may also limit

the Group's upside potential from favorable movements in the same financial risks.

Derivatives may not be used for speculative arbitrage or investment purposes, and may not be leveraged.

Financial hedging instruments used are presented in Note 6 .

SENSITIVITY ANALYSIS PER DECEMBER 31, 2025:


Cost component	Net result effect before hedges	Effect of hedges	Net result effect after hedges	Impact on fair value of derivatives included in other comprehensive income	Net impact on equity including OCI ^¹
Interest rates, 1% increase	(7.0)	1.5	(5.5)	5.2	(0.3)
Currency, USD 10% decrease vs NOK	(8.7)	6.5	(2.1)	6.5	4.4

SENSITIVITY ANALYSIS PER DECEMBER 31, 2024


Cost component	Net result effect before hedges	Effect of hedges	Net result effect after hedges	Impact on fair value of derivatives included in other comprehensive income	Net impact on equity including OCI^¹
Interest rates, 1% increase	(7.3)	3.0	(4.3)	4.5	0.1
Currency, USD 10% decrease vs NOK	(8.6)	5.0	(3.6)	5.0	1.4

1. Sum of net result effect after hedges, invoicing coverage and impact on derivatives in the statement of financial position

The table below shows sensitivities to the Group’s net result before taxes from increased bunkers cost, before and

after bunkers adjustment clauses (BAC), as well as effect from increased cost of EUAs. The amounts are estimated

effects if cost of bunkers and EUAs had been higher throughout the whole year 2025 and 2024.

291

SENSITIVITY ANALYSIS 2025:


Cost component	Net result effect before hedges	Effect of hedges	Net result effect after hedges	Impact on fair value of derivatives included in other comprehensive income	Net impact on equity including OCI ¹
Bunkers, USD 50 per tonne increase	(19.3)	11.6	(7.7)	—	(7.7)
Emissions, EUR 25 per tonne increase	(5.7)	4.8	(0.9)	—	(0.9)

1. Sum of net result effect after hedges and BACs, invoicing coverage and impact on derivatives in the statement of financial position.

SENSITIVITY ANALYSIS 2024:


Cost component	Net result effect before hedges	Effect of hedges	Net result effect after hedges	Impact on fair value of derivatives included in other comprehensive income	Net impact on equity including OCI^¹
Bunkers, USD 50 per tonne increase	(18.7)	11.2	(7.5)	—	(7.5)
Emissions, EUR 25 per tonne increase	(3.4)	3.1	(0.3)	—	(0.3)

1. Sum of net result effect after hedges and BACs, invoicing coverage and impact on derivatives in the statement of financial position.

As of 31 December 2025, no financial derivatives for hedging of bunkers were outstanding. For transported cargo

volume related to contracts of affreightment, variations in bunkers price is compensated through specific bunker

adjustment clauses (BAC) No financial hedging instruments were used for EUAs. Instead, EUAs were purchased in the

spot market to cover approximately 90-110% of the estimated emission exposure.

CREDIT RISK

Credit risk includes the risk that a counterparty will not meet its obligations under a financial instrument or customer

contract, leading to a financial loss. The Group is exposed to credit risk from its operating activities (primarily trade

receivables) and from its financing activities, including deposits with banks and financial institutions, foreign exchange

transactions and other financial instruments.

Customer credit risk is managed by assessing the credit quality of all customers. Outstanding customer receivables

and contract balances are regularly monitored, and an impairment analysis is performed at each reporting date on

outstanding trade receivables and demurrage claims. The Group considers the concentration of risk with respect to

trade receivables as low.

292

Credit risk from balances with banks and financial institutions is managed by the Group’s treasury function in

accordance with the Group’s policy for financial risk management, deposits and placements. The Group maintains a low

risk profile in its placement of surplus funds, and considers the concentration of risk with respect to financial

derivatives and placements as low.

Maximum credit risk exposure is the carrying amount of derivatives and financial assets at amortized cost. See note 6

for details.

LIQUIDITY RISK

The Group' strategy is to ensure sufficient liquidity is available at all times to withstand prolonged adverse conditions

in the markets where we operate. Surplus liquidity is placed in deposits or money market funds. The Group also has

revolving credit facilities with undrawn commitments of USD 196 million as of December 31, 2025 (USD 83 million in

2024).

Total nominal interest-bearing debt (excluding IFRS 16 leases) as of December 31, 2025 was USD 709 million, while

cash and cash equivalents amounted to USD 149 million, both figures excludes joint venture companies not

consolidated in the Group's accounts. The equity ratio was 48.8% compared to 42.9% per December 31, 2024.

See note 8 for information about interest-bearing debt maturities.

CURRENCY RISK

Currency risk relates mainly to the net result and cash flow from voyage related expenses, ship operating expenses,

general and administrative expenses and financial expenses denominated in non-USD currencies, mainly NOK and

EUR. As of December 31, 2025, approximately 75% of the estimated recurring NOK exposure in FY2026 and

approximately 29% of estimated recurring NOK exposure in FY2027 are covered by forwards. For further information

on currency exposure, see notes 6 and 23.

BUNKERS RISK

Bunkers is the single largest component of voyage related expenses, and the Group makes physical purchases of

bunkers worldwide. A substantial part of the Group's exposure is hedged through bunkers adjustment clauses in

contracts of affreightments.

INTEREST RATE RISK

The Group uses financial interest rate derivatives, mainly interest rate swaps, to reduce the variability of interest

expenses on loans that arises because of changes in the US SOFR. Per 31 December, 2025, interest rate payments

corresponding to USD 300 million of loans has been swapped from floating to fixed rate (USD 300 million per December

31, 2024) covering approximately 43 % of interest-bearing debt.

EMISSION ALLOWANCES RISK

Shipping was included in EU Emission Trading Scheme (EU ETS) in 2024. Our vessels call EU ports on a regular basis,

and as a commercial operator we are economically liable for ETS and will compensate vessel owners who have the

legal responsibility to surrender emission allowances to the EU. In 2025, we were liable for approximately 159

thousand tonnes allowances in EU ETS. The main part of our exposure is hedged through ETS clauses in our contracts

of affreightments, while for spot voyages and contracts without an ETS clause, the estimated ETS cost is added to the

agreed freight rate in the chartering terms upon fixture. Financial hedging of emission allowances may be considered

to reduce price inefficiencies.

293

Note 6 Financial assets and financial liabilities

Assets and liabilities are classified in the Statement of Financial position sheet as follows:

CLASSIFICATION OF ASSETS AND LIABILITIES AS AT DECEMBER 31, 2025:


(USD 1 000)	Other current financial assets through profit and loss	Derivativ es held as hedge instrume nt ¹	Derivativ es at fair value through profit and loss ¹	Financial assets at amortized cost	Financial liabilities at amortized cost	Non- financial assets/ liabilities	Carrying amount 2025
Assets
Cash and cash equivalents	—	—	—	148 608	—	—	148 608
Derivative financial instruments	—	3 616	1 396	—	—	—	5 012
Current receivables	—	—	—	117 202	—	12 013	129 215
Non-current receivables	—	—	—	10 240	—	588	10 828
Loan to joint ventures	—	—	—	1 348	—		1 348
Other non-financial assets ²	—	—	—	—	—	1 732 861	1 732 861
Assets held for sale	—	—	—	—	—	7 956	7 956
Total assets	—	3 616	1 396	277 398	—	1 753 418	2 035 828

Liabilities
Other current liabilities	—	—	—	—	81 532	5 751	87 283
Derivative financial instruments	—	—	—	—	—	—	—
Interest-bearing debt	—	—	—	—	943 238	—	943 238
Loans from joint ventures	—	—	—	—	—	4 008	4 008
Other non-current liabilities	—	—	—	—	6 160	—	6 160
Other non-financial liabilities	—	—	—	—	—	2 422	2 422
Total liabilities	—	—	—	—	1 030 931	12 181	1 043 112

1. Items measured at fair value.

2. Includes EUAs of USD 8.3 million held to cover the Group’s compliance obligations.

The Group holds EUAs to cover its compliance obligations under the EU ETS. As at 31 December 2025, allowances of

USD 8.3 million are recognized as inventory within other non-financial assets (USD 5.9 million as at December 2024).

The corresponding compliance obligation of USD 9.5 million is recognized as a provision (see Note 24).

294

CLASSIFICATION OF ASSETS AND LIABILITIES AS AT DECEMBER 31, 2024:


(USD 1 000)	Other current financial assets through profit and loss	Derivative s held as hedge instrumen t ¹	Derivative s at fair value through profit and loss ¹	Financial assets at amortized cost	Financial liabilities at amortized cost	Non- financial assets/ liabilities	Carrying amount 2024
Assets
Cash and cash equivalents	—	—	—	146 505	—	—	146 505
Derivative financial instruments	—	6 760	—	—	—	—	6 760
Current receivables	—	—	—	139 178	—	1 329	140 507
Non-current receivables	—	—	—	8 500	—	1 473	9 973
Loan to joint ventures	—	—	—	731	—	—	731
Other non-financial assets ²	—	—	—	—	—	1 859 161	1 859 161
Assets held for sale	—	—	—	—	—	4 527	4 527
Total assets	—	6 760	—	294 914	—	1 866 490	2 168 164

Liabilities
Other current liabilities	—	—	—	—	79 630	5 490	85 120
Derivative financial instruments	—	4 884	25 190	—	—	—	30 074
Interest-bearing debt	—	—	—	—	1 109 765	—	1 109 765
Other non-current liabilities	—	—	—	—	4 644	6 991	11 635
Other non-financial liabilities	—	—	—	—	—	1 789	1 789
Total liabilities	—	4 884	25 190	—	1 194 039	14 271	1 238 383

1. Items measured at fair value.

2. Includes EUAs of USD 8.3 million held to cover the Group’s compliance obligations.

FAIR VALUE OF FINANCIAL INSTRUMENTS

The Group classifies fair value measurements using a fair value hierarchy that reflects the significance of the inputs

used in making the measurement. The measurement used by Odfjell is either level 1 or 2, where level 1 is quoted

prices (unadjusted) in active markets for identical assets or liabilities that the entity access at the measurement date,

and level 2 is input other than quoted prices that are observable for the asset or liability, either directly or indirectly.

For derivatives classified as level 2, fair value is calculated by using observable forward curves. For interest rate

swaps, fair value is determined by the expected cash flows for the floating rate leg using the forward interest rate

curve at the Statement of financial position date, less fixed rate payments. Currencies and commodities are determined

based on the current forward rate compared to contractual rates for the same time period. For some non-derivative

financial assets and liabilities we consider carrying amount to be the best estimate of fair value due to short maturity

date and valid terms, i.e. interest-bearing debt except bond loans, current receivables and payables.

295

The fair value of the financial assets and liabilities are included at the amount at which the instrument could be

exchanged in a current transaction between willing parties, other than in a forced or liquidation sale. Derivative

financial instruments are recognized in the Statement of financial position at the fair value at the Statement of financial

position date. For cash and cash equivalents and current liabilities the carrying amount is considered to be a

reasonable estimate of fair value of these instruments due to the short maturity date. Receivables are measured at

nominal value reduced by any impairment. Carrying amount is considered to be a reasonable estimate of fair value due

to short maturity date and valid terms. Fair value of bonds is calculated based on quoted market prices.

The Group's bond debt constitutes one bond, ODF12, with a carrying amount of USD 99 million (NOK 1000 million). The

market value per December 31, 2025, was USD 100.6 million.


	2025		2024
(USD 1000)	Level 1	Level 2	Level 1	Level 2
Recurring fair value measurement
Financial assets at fair value:
Derivatives instruments - non hedging	—	1 396	—	—
Derivatives instruments - hedging	—	3 616	—	6 760
Other current financial assets	—	—	—	—
Financial liabilities at fair value:
Bond debt	100 641	—	75 111	—
Derivatives instruments - non hedging	—	—	—	25 190
Derivatives instruments - hedging	—	—	—	4 884

CASH FLOW HEDGING

The Group's currency, interest and bunkers exposure is long-term, visible and relatively stable. Derivatives used to

hedge these expenses is usually classified as cash flow hedges and accounted for at fair value. Changes in fair value

prior to maturity are accounted for under assets or liabilities and other comprehensive income. At maturity, the result

of the hedging transactions is accounted for in the account to the underlying exposure e.g. voyage-, operating-, general

and administrative-, or financial expenses.

CURRENCY

Future expenses in the major non-USD currencies are estimated based on actual periodic expenses, adjusted for

anticipated changes. Expected cash flows are hedged in accordance with the Group's guidelines, primarily by the use of

forward exchange contracts for a period of up to two years.

Significant non-recurring exposures relating to e.g. dividends, investments or sales, can be hedged as the obligation is

fixed and definite, but would typically not qualify for hedge accounting and thus be classified as non-hedging.

BUNKERS

A substantial part of the Group's bunkers exposure is covered through bunkers adjustment clauses in contracts of

affreightments. Bunkers consumption from contracts without bunkers adjustment clauses and spot volumes are

considered for financial hedges using forward purchase contracts and options for a period of up to two years. Bunkers

adjustment clauses in new contracts for larger volumes or longer contract periods can be hedged in the financial

markets on a case-by-case basis.

296

INTEREST RATES

The Group uses financial interest rate derivatives, mainly interest rate swaps for a period of up to ten years, to reduce

the variability of interest expenses that arises because of changes in the US SOFR on mortgaged loans, other financial

liabilities and unsecured bonds.

FAIR VALUE HEDGING

From time to time, the Group will issue non-USD denominated debt instruments and swap interest payments and

principal back to USD if the combined cost of the debt instrument and swap is deemed lower than issuing the same in

USD. These cross-currency derivatives are classified as fair value hedges and measured at market value with a

corresponding offsetting change in market value of the underlying debt instrument.

Per December 31, 2025, unsecured NOK bonds ODF12 of total NOK 1000 million has been hedged to USD 97.1million

(NOK 850 million was hedged to USD 100 million per December 31, 2024 for ODF11 repaid at maturity in 2025).

NON HEDGING

Changes in market value prior to maturity for derivatives that do not qualify for hedge accounting, and the result of the

derivative transaction at maturity, are accounted for under Other financial items in the Group's net result.

THE BELOW OVERVIEW REFLECTS STATUS OF HEDGING AND NON-HEDGING EXPOSURE

DECEMBER 31, 2025 (figures in 1 000):


							Time to maturity – USD amounts
Currency	Sold		Bought		Avg. rate ³	MTM ¹	<1 year	1 – 5 years	> 5 years	Total
Cash flow hedging	USD	78 818	NOK	820 000	10.4	2 325	55 227	23 591	—	78 818
Cash flow hedging	USD	—	EUR	—	—	—	—	—	—	—


					Time to maturity – USD amounts
Interest rate swaps	Sold		Avg. rate ³	MTM ¹	<1 year	1 – 5 years	> 5 years	Total
Cash flow hedging	USD	300 000	2.81%	1 292	200 000	100 000	—	300 000


						Time to maturity – USD amounts
Cross currency interest rate swaps	Sold			Avg. rate ³	MTM ¹	<1 year	1 – 5 years	> 5 years	Total
Fair value ²	USD	97 087	From NOK to USD	3.21%	1 396	—	97 087	—	97 087

1. Mark to market valuation

2. Related to NOK bonds issued by Odfjell SE

3. SOFR adjusted by way of ISDA fallback or bilateral conversion agreements

297

THE BELOW OVERVIEW REFLECTS STATUS OF HEDGING AND NON-HEDGING EXPOSURE

DECEMBER 31, 2024 (figures in 1 000):


							Time to maturity – USD amounts
Currency	Sold		Bought		Avg. rate ³	MTM ¹	<1 year	1 – 5 years	> 5 years	Total
Cash flow hedging	USD	73 851	NOK	785 000	10.63	(4 616)	48 201	25 650	—	73 851
Cash flow hedging	USD	9 670	EUR	9 000	1.07	(268)	9 762	—	—	9 762


					Time to maturity – USD amounts
Interest rate swaps	Sold		Avg. rate ³	MTM ¹	<1 year	1 – 5 years	> 5 years	Total
Cash flow hedging	USD	350 000	2.43%	6 760	100 000	200 000	50 000	350 000


						Time to maturity – USD amounts
Cross currency interest rate swaps	Sold			Avg. rate ³	MTM ¹	<1 year	1 – 5 years	> 5 years	Total
Fair value ²	USD	100 000	From NOK to USD	6.39%	(25 190)	100 000	—	—	100 000

1. Mark to market valuation

2. Related to NOK bonds issued by Odfjell SE

3. SOFR adjusted by way of ISDA fallback or bilateral conversion agreements

Negative value MTM of the cross currency swap related to the outstanding bond loan ODF12 swapped to USD 97.1

million (USD 100 million in 2024 for ODF11 repaid at maturity in 2025) amounts to USD 1.4 million per December 31,

2025 (USD 25.2 million in 2024 related to ODF11). Accumulated currency gain booked related to the same bond loan per

December 31, 2025 amounts to USD 1 million (USD 25 million in 2024 related to ODF11).

Derivative financial instruments recognized as assets/liabilities on the Statement of financial position:


(USD 1000)	2025	2024
Currency	2 325	(4 884)
Basis swaps (interest and currency)	2 688	(18 430)
Derivative financial instruments	5 012	(23 314)

HEDGING RESERVE RECOGNIZED IN STATEMENT OF OTHER COMPREHENSIVE INCOME

The table below shows fluctuations in the hedging reserve in the statement of other comprehensive income from cash

flow hedges (see Statement of other comprehensive income) divided between the different types of hedging contracts:

298


(USD 1 000)	Interest rate swaps	Currency exchange contracts	Total hedging reserve
Balance sheet as at January 1, 2024	2 059	9 334	11 392
Fluctuations during the period:
- Gains/losses due to changes in fair value	(6 680)	—	(6 680)
-Transfer to income statement	(5 435)	2 480	(2 955)
Balance sheet as at December 31, 2024	(10 056)	11 814	1 758
Fluctuations during the period:
- Gains/losses due to changes in fair value	7 190	—	7 190
-Transfer to income statement	(3 863)	(2 175)	(6 038)
Balance sheet as at December 31, 2025	(6 729)	9 639	2 910

Note 7 Capital management

The main objective of the Group’s capital management policy is to maintain healthy capital ratios and ensure sufficient

liquidity to support the general business and take advantage of investment opportunities. Further, we aim to ensure

the Group has a robust capital structure that can withstand prolonged adverse conditions in the chemical- and financial

markets. To achieve this, we have an active approach capital management and will make adjustments to our capital

structure depending on the current economic conditions. This may include extraordinary debt repayments or additional

debt issuance, adjustments to our dividend policy, and share transactions including share buybacks, redemption of

treasury shares and issuance of new shares.

Our primary capital key performance indicators are book equity ratio and available liquidity. Available liquidity includes

cash and cash equivalents and available undrawn commitments under bank loan facilities. The Group’s policy is to

maintain an equity ratio between 30% and 40% and available liquidity of minimum USD 100 million throughout market

cycles.


(USD 1 000)	2025	2024
Equity	992 716	929 781
Total assets	2 035 828	2 168 164
Equity ratio (equity method)	48.8%	42.9%
Current ratio ¹	1.1	0.7

Cash and cash equivalents	148 608	146 505
Undrawn loan facilities	195 698	82 986
Total available liquidity	344 306	229 491

1. The current ratio is calculated as the short-term portion of assets divided by the short-term portion of liabilities.

For liquidity risk see note 5.

299

Note 8 Total debt

Total debt includes interest-bearing debt and Debt related to right-of-use of assets. Interest-bearing debt includes

mortgage loans from financial institutions, other financial liabilities that originated from sale-leaseback with

repurchase options which led to this being pure finance transactions with no derecognizing of the sold vessels and

unsecured bonds denominated in the issuing currency. Interest rates are generally floating rate while Debts related to

Rights of use of assets are fixed rate.


(USD 1 000)	Interest rate year end ¹	2025	2024
Mortgaged loans from finance institutions	5.96%	551 188	482 806
Other financial liabilities ²	5.70%	61 043	162 629
Unsecured bonds	7.41%	99 399	74 968
Lease liabilities, right-of-use assets	6.53%	238 852	396 796
Loans from joint ventures		4 008	—
Subtotal debt	6.21%	954 490	1 117 199
Debt transaction fees ³		(7 244)	(7 434)
Total debt		947 246	1 109 765
Current portion, interest-bearing debt		(139 727)	(211 488)
Current portion, right-of-use assets		(77 003)	(175 899)
Non-current total debt		730 516	722 378

1. Interest rate is the weighted average of interest rates (margin plus benchmark), excluding hedges, per end of 2025

2. Other financial liabilities that originated from sale-leaseback with repurchase options which led to this being pure finance transactions

with no derecognizing of the sold vessels.

3. Amortized and included in interest expenses over the term of the respective loan facilities

Mortgaged loans from finance institutions include debt from nine different facilities backed by ten different lenders and

covers 34 vessels with an average age of 13.4 years. Seven of the facilities are sustainability-linked whereby the

margin is linked to the Annual Efficiency Ratio (a measure of carbon intensity related to emission) performance of the

Group, while one facility includes a Transition Finance element supporting our decarbonization investments. Both

instruments are measured annually, reflecting the Group's commitments to meet our 2030 and 2050 sustainability

ambitions. Other financial liabilities are made up from seven bilateral facilities financing seven vessels with an

average age of 19.1 years. Unsecured bonds include one senior unsecured Norwegian bond issue, denominated in NOK

and swapped to USD.

In 2025, the Group established a new bank debt facility, refinancing six vessels in our operating fleet. Four of these

vessels were previously leased (right-of-use assets) and two had been financed through sale-leaseback structures with

repurchase options. In June, USD 100 million was used towards extraordinary repayments of drawn amounts under

existing revolving credit facilities, funded by the proceeds from the new USD 97m bond loan (swapped from NOK)

issued in June. In November, an additional USD 30 million extraordinary repayment was made under an existing

revolving credit facility.

New interest-bearing debt totaled USD 355 million during the year, while balloon installments amounted to USD 182

million. Extraordinary repayments under existing revolving credit facilities totaled USD 130 million. Scheduled loan

and lease installments were USD 80 million. Overall, total nominal debt was reduced by USD 36 million in 2025.

300

Lease liabilities related to IFRS16 right-of-use assets is mainly related to 17 time charter- and bareboat agreements

with tenors longer than 12 months from delivery. Total debt related to right-of-use of vessels per December 31, 2025

was USD 226 million. Lease obligations from long-term office rental agreements totaled USD 13 million. During 2025,

debts related to right-of-use assets decreased with total USD 158 million. Capital repayments totaled USD 176 million,

while new and extended agreements totaled USD 19 million.

Transaction expenses from financing transactions are charged to net result over the life of the underlying debt facility

using the effective interest rate method, or in full at repayment if repaid ahead of maturity. During 2025, transaction

expenses charged to the net result totaled USD 4.6 million (USD 2.7 million in 2024).

SUMMARY OF CHANGES IN TOTAL DEBT DURING 2025:


Changes in liabilities arising from financing activities (USD 1 000)	Jan 1, 2025	Cash inflows	Cash outflows	Foreign exchange movement s	Changes in fair values	New leases	Other ¹	Dec 31, 2025

Current interest- bearing loans and borrowings	211 488	—	(211 488)	—	—	—	139 727	139 727
Current lease liabilities, right-of-use assets	175 899	—	(175 899)	—	—	—	77 003	77 003
Non-current interest- bearing loans and borrowing	501 481	359 915	(184 665)	225	—	—	(112 297)	564 659
Non-current lease liabilities, right-of-use assets	220 897	—	—	—	—	19 122	(78 170)	161 849
Derivatives	30 074	—	1 609	—	(31 683)	—	—	—
Dividends payable	—	—	(99 678)	—	—	—	99 678	—
Total liabilities from financing activities	1 139 839	359 915	(670 121)	225	(31 683)	19 122	125 941	943 238
Loans from joint ventures classified as other current liabilities (see note 27)	—	4 008	—	—	—	—	—	4 008
Total	1 139 839	363 923	(670 121)	225	(31 683)	19 122	125 941	947 246

1. Other includes movements between non-current and current liabilities due to the passage of time, approval of dividends.

301

SUMMARY OF CHANGES IN TOTAL DEBT DURING 2024:


Changes in liabilities arising from financing activities (USD 1 000)	Jan 1, 2024	Cash inflows	Cash outflows	Foreign exchange movement s	Changes in fair values	New leases	Other ¹	Dec 31, 2024

Current interest- bearing loans and borrowings	165 954	—	(165 954)	—	—	—	211 488	211 488
Current lease liabilities, right-of-use assets	94 313	—	(102 064)	—	—	—	183 650	175 899
Non-current interest- bearing loans and borrowing	658 239	90 000	(27 885)	(8 344)	—	—	(210 538)	501 481
Non-current lease liabilities, right-of-use assets	154 297	—	—	—	—	250 169	(183 569)	220 897
Derivatives	17 728	—	—	—	12 346	—		30 074
Dividends payable	—	—	(128 801)	—	—	—	128 801	—
Sale of treasury shares	—	—	517	—	—	—	(517)	—
Total liabilities from financing activities	1 090 531	90 000	(388 641)	(8 344)	12 346	390 275	(46 327)	1 139 839
Loans from joint ventures classified as other current liabilities (see note 27)	—	—	—	—	—	—	—	—
Total	1 090 531	90 000	(388 641)	(8 344)	12 346	296 256	47 693	1 139 839

1. Other includes movements between non-current and current liabilities due to the passage of time.

Financial covenants are aligned across all debt agreements, and debt agreements do not contain restrictions on the

Group's dividend policy. The Group shall at all times maintain free liquid assets of the minimum the higher of USD 50

million and 6% of interest-bearing debt (excluding debts related to rights of use of assets). The Group's leverage shall

not at any time exceed 75% (excluding right-of-use assets and debts related to rights of use assets).

The Group was in compliance with its financial covenants throughout 2025 and 2024.

302

MATURITY OF TOTAL DEBT AS AT DECEMBER 31, 2025:


(USD 1 000)	2026	2027	2028	2029	2030	2031+	Total
Mortgaged loans from financial institutions	123 593	99 126	91 895	55 756	180 818	—	551 188
Other financial liabilities	16 134	8 404	9 539	4 346	12 360	10 260	61 043
Unsecured bonds ¹	—	—	—	—	99 399	—	99 399
Lease liabilities, right-of-use assets	77 003	39 426	35 110	35 675	28 715	22 922	238 852
Loans from joint ventures	—	—	—	4 000	—	—	4 000
Subtotal debt	216 730	146 956	136 544	99 777	321 292	33 182	954 482
Estimated interest payable ²	48 803	41 995	32 444	24 589	8 238	4 449	160 519
Total debt	265 533	188 952	168 988	124 366	329 531	37 632	1 115 001

1. Values excluding hedging effects from interest and currency swaps which is recognized as derivative financial instruments in the

statement of financial position

2. See note 12 for estimated interest payable on right-of-use asset liabilities included in this line

MATURITY OF TOTAL DEBT AS AT DECEMBER 31, 2024:


(USD 1 000)	2025	2026	2027	2028	2029	2030+	Total
Mortgaged loans from financial institutions	34 934	69 758	177 395	132 291	68 428	—	482 806
Other financial liabilities	101 586	16 134	8 404	9 539	4 346	22 620	162 629
Unsecured bonds ¹	74 968	—	—	—	—	—	74 968
Lease liabilities, right-of-use assets	175 899	70 347	31 273	33 105	34 678	51 494	396 796
Subtotal debt	387 388	156 239	217 072	174 935	107 452	74 114	1 117 199
Estimated interest payable ²	58 399	38 821	31 698	18 692	6 430	6 675	160 688
Total debt	445 761	195 060	248 769	193 627	113 917	80 789	1 277 887

1. Values excluding hedging effects from interest and currency swaps which is recognized as derivative financial instruments in the

statement of financial position

2. See note 12 for estimated interest payable on right-of-use asset liabilities

The average maturity of the Group’s total interest-bearing debt is 3.2 years (2.9 years in 2024). Average maturity on

mortgaged loans from financial institutions is 2.8 years (2.3 years in 2024), other financial liabilities mature on average

in 5.4 years (6.6 years in 2024) and unsecured bonds mature on average in 4.4 years (0.1 years in 2024). Debts related

to right of use of assets have an average maturity of 3.9 years.

Security for mortgaged loans from financial institutions is made through first priority vessel mortgages, Group

guarantees, and assignments of earnings and insurances for the relevant vessels. Other financial liabilities are secured

by Group guarantees and assignment of earnings and insurances for the relevant vessels. Bonds and debts related to

rights of use of assets are guaranteed by the Group, but otherwise unsecured.

303

THE TABLE BELOW PROVIDES AN OVERVIEW OF THE CARRYING AMOUNT OF VESSEL FINANCING

AND RELATED ASSETS:


(USD 1 000)	2025	2024
Mortgaged loans from financial institutions	551 188	482 806
Other financial liabilities	61 043	162 629
Lease liabilities, right-of-use assets	238 852	396 796
Nominal amount preferred vessel financing	851 083	1 042 231

Carrying amount, assets under mortgaged loans	1 070 404	863 094
Carrying amount, assets under other financial liabilities	122 636	282 792
Carrying amount, right-of-use assets	226 965	385 448
Total carrying amount of assets financed	1 420 005	1 531 334

Other financial liabilities, vary from 5 to 14 years from inception. In addition to the payment of interest rates and

installments, the Group has obligations relating to the insurance and maintenance of the relevant vessels, similar to

owning the vessels. Based on the terms of the agreement, they are considered financial arrangements in accordance

with IFRS 9. These financial arrangements have embedded purchase options to the Group.

THE TABLE BELOW SUMMARIZES TOTAL DEBT BY CURRENCY:


(USD 1 000)	2025	2024
USD	855 091	1 042 231
NOK ¹	99 399	74 968
Debt transaction fees	(7 244)	(7 434)
Total debt	947 246	1 109 765

1. Unsecured bond ODF 12, nominal amounts. Swapped to USD 97.1 million (USD 100 million in 2024 for ODF11 repaid at maturity in 2025)

INTEREST EXPENSES ON TOTAL DEBT:


(USD 1000)	2025	2024
Interest expense, interest-bearing debt	(50 545)	(61 706)
Interest expense, right-of-use assets	(19 658)	(19 764)
Total interest expense	(70 203)	(81 469)

304

Note 9 Taxes


(USD 1 000)	2025	2024
Change in deferred tax, Norway – ordinary tax	—	—
Change in deferred tax, other jurisdictions	259	242
Taxes payable, other jurisdictions	(1 886)	(2 172)

Total tax income (expenses)	(1 627)	(1 930)


(USD 1 000)	2025	2024
Result before taxes	156 951	279 742
Tax calculated at Odfjell’s statutory income tax rate 22%	(34 529)	(61 543)
Tax effect of:
Income and expenses not subject to tax due to tonnage tax	31 254	57 582
Share of result from joint ventures	2 019	2 483
Withholding tax	—	(93)
Differences in tax rates	(203)	(166)
Other differences	(168)	(192)
Tax income (expenses)	(1 627)	(1 929)

Effective tax rate	1.04%	0.69%

305

SPECIFICATION OF DEFERRED TAXES (deferred tax assets):


(USD 1 000)	2025	2024
Temporary differences - basis for deferred tax and tax assets
Short term liabilities	2 167	1 587
Long term liabilities	3 726	3 541
Sum temporary differences giving rise to deferred tax asset	5 893	5 128
Tax rate for deferred tax asset	34%	34%
Recognized deferred tax asset	2 004	1 744

Deferred tax liability recognized, related to temporary differences related to fixed assets	10	10


Overview of temporary differences for which no deferred tax asset is recognized	2025	2024
Loss carry forward in related to entities subject to corporate tax in Norway ¹	350 458	312 765
Non-deductible interest carried forward related to entities subject to corporate tax in Norway ²	60 548	55 001

Loss carry forward in related to entities subject to tonnage tax in Norway ¹	31 209	37 278
Non-deductible interest carried forward related to entities subject to tonnage tax in Norway ²	637	565
Subtotal	442 852	405 609

Other differences, net	22 614	26 436

Sum total temporary differences for which no deferred tax asset in recognized	465 466	432 045

1. Tax losses carried forward may be carried forward indefinitely. For entities subject to corporate tax, tax losses can be offset against

taxable profit in wholly owned group entities subject for corporate tax.

2. Non-deductible interest relates to interest expenses limited under the Norwegian interest limitation rules. Such disallowed interest may

be carried forward and deducted in future years within the available interest deduction capacity, but expires if not utilized within ten years.

Any distribution of dividend to Odfjell SE’s shareholders does not affect the Company’s payable or deferred tax.

306

Note 10 Pension liabilities

The Group operates different types of pension schemes for the employees.

DEFINED BENEFIT PLAN EXPENSES


(USD 1 000)	2025	2024
Defined benefit plan cost - Overseas offices	2 014	1 768
Total	2 014	1 768

DEFINED CONTRIBUTION PLAN EXPENSES


(USD 1 000)	2025	2024
Defined contribution cost - Norway	2 516	1 572
Defined contribution cost – overseas offices	348	419
Total contribution	2 863	1 991
Number of employees	416	407

In the Norwegian companies all employees are included in a defined contribution plan. The Odfjell Group pays a fixed

percentage of the salary as contribution to the plan limited to 12 times the base amount (G). In addition, Executive

Management are entitled to additional annual contribution limited to 18G. Several of the Group foreign subsidiaries

have defined contribution plans in accordance with local legislation.

PENSION LIABILITIES


(USD 1 000)	2025	2024
Other - Norway	41	36
Overseas offices	949	1 225
Total	990	1 262

Some of the Group’s Norwegian subsidiaries are bound to have mandatory occupational pension scheme pursuant to

the Norwegian law of Occupational pension scheme. The Group's pension scheme meets the requirements of this Act.

In 2025, the additional pension contribution payment (18G) to Executive Management was secured by payment to an

insurance company instead of holding a secured bank account. Bank deposit was transferred to the insurance company

and the pension liability removed from the Statement of financial position. The contribution / benefit was not changed.

Other - Norway' in the table above relates to one former employee. For pension expenses for the Executive

Management, see note 20.

307

Note 11 Property, plant and equipment


(USD 1 000)	Real estate	Ships and newbuilding contracts	Periodic maintenance	Office equipment	Total
Net carrying amount January 1, 2024	860	1 265 148	14 208	6 788	1 287 004
Investment	4	10 738	18 860	3 320	32 922
Investment in newbuildings	—	9 173	—	—	9 173
Purchase of former leased bareboat vessels	—	35 500	—	—	35 500
Sale at book value	—	(3 287)	—	—	(3 287)
Depreciation 2024	(28)	(67 721)	(23 601)	(2 997)	(94 347)
Impairment 2024	—	(1 021)	—	—	(1 021)
Reclassified to assets held for sale (book value)	—	(4 527)	—	—	(4 527)
Net carrying amount December 31, 2024	836	1 244 003	9 467	7 111	1 261 417

Investment	135	8 446	23 220	1 892	33 694
Investment in newbuildings	—	5 072	—	—	5 072
Purchase of former leased bareboat vessels	—	121 486	—	—	121 486
Sale at book value	—	(29 205)	—	—	(29 205)
Depreciation 2025	(85)	(78 333)	(18 929)	(2 952)	(100 299)
Reclassified to assets held for sale (book value)	—	(7 956)	—	—	(7 956)
Net carrying amount December 31, 2025	886	1 263 514	13 758	6 051	1 284 210

Cost	4 665	2 816 346	88 806	40 108	2 949 925
Accumulated depreciation	(3 890)	(1 575 904)	(99 135)	(35 756)	(1 714 685)
Investment	85	70 716	24 537	2 436	97 774
Sale	—	(46 010)	—	—	(46 010)
Net carrying amount January 1, 2024	860	1 265 148	14 208	6 788	1 287 004

Cost	4 750	2 841 053	113 343	42 544	3 001 690
Accumulated depreciation	(3 918)	(1 644 646)	(122 736)	(38 753)	(1 810 054)
Investment	4	55 411	18 860	3 320	77 595
Sale	—	(3 287)	—	—	(3 287)
Net carrying amount December 31, 2024	836	1 244 003	9 467	7 111	1 261 417

Cost	4 754	2 885 481	132 203	45 864	3 068 302
Accumulated depreciation	(4 003)	(1 719 810)	(141 665)	(41 705)	(1 907 184)
Investment	135	135 005	23 220	1 892	160 253
Sale	—	(29 205)	—	—	(29 205)
Reclassified to assets held for sale (book value)	—	(7 956)	—	—	(7 956)
Net carrying amount December 31, 2025	886	1 263 515	13 758	6 051	1 284 210

308

DEPRECIATION PERIODS

Property, plant and equipment are depreciated on a straight-line basis over their estimated useful lives as follows (in

years):


Real estate	up to 50
Ships	25 - 30
Periodic maintenance of ships	2.5 - 5
Office equipment	3- 5

DEPRECIATION

Starting from fiscal year 2021, the Group has elected to present depreciation expense from property, plant and

equipment and right-of-use assets as a single line item in the income statement. The amount of depreciation expense

from each item is as follows.


(USD 1000)	2025	2024
Depreciation property, plant and equipment	(100 299)	(94 347)
Depreciation right-of-use assets	(55 990)	(66 985)
Total	(156 289)	(161 332)

PLEDGED ASSETS


(USD 1000)	2025	2024
Carrying amount of vessels pledged as security for liabilities	1 218 630	1 194 223
Carrying amount of vessels for which no pledge exists	44 885	49 780

Note 12 Leases


(USD 1 000)	Real estate	Ships	Periodic Maintenan ce	Total
Capitalized right-of-use assets January 1, 2025	2 882	377 509	5 056	385 448
Additions ¹	11 217	7 905	—	19 122
Remeasurement	—	(193)	—	(193)
Purchase of leased vessels ²	—	(121 480)	—	(121 480)
Depreciation	(2 107)	(53 811)	(13)	(55 931)
Carrying amount right-of-use assets December 31, 2025	11 993	209 930	5 043	226 965

1. During 2025, additions real estate completed the renewal of the lease agreement for its headquarters office building in Bergen.

2. Is related to contracts with purchase options. At the end of 2024, the Group declared / gave notice of exercise of the purchase options

which was recognized as additions to right of use assets in 2024. During 2025, three of four of these vessels were purchased, the fourth to

be purchased in 2026.

309


(USD 1 000)	Real estate	Ships	Periodic Maintenan ce	Total
Capitalized right-of-use assets January 1, 2024	4 989	228 855	3 876	237 720
Additions ¹	30	248 807	1 332	250 169
Purchase of leased vessels	—	(35 500)	—	(35 500)
Depreciation	(2 137)	(64 652)	(152)	(66 941)
Carrying amount right-of-use assets December 31, 2024	2 882	377 509	5 056	385 448

1. Additions include declared purchase options for four vessels.

Variable lease payments made in 2025 are related to pool distributions to external participants in the pools. The total

amount distributed in 2025 equals USD 27.4 million, including non-lease component (USD 29.8 million in 2024).


Information about lease payments made	2025	2024
Total nominal lease payments (including short term, long term and variable leases)	160 166	161 022
Of which short term lease expenses (including non-lease component)	22 544	9 287


Information about commitments for commenced leases (not included in lease liability)	2025	2024
Lease commitments associated with short term leases (undiscounted)	59 308	1 612
Non-lease component (OPEX) right-of-use assets, not included in lease liability (undiscounted)	133 940	164 210

The non-lease component refers to time-charter contracts including a service element. Refer to note 2.6 for a

description of the Group's accounting policies related to said contracts.


Information about extension options	2025	2024
Extension options (undiscounted) not included in lease liability, bare-boat element vessels	103 587	51 416
Extension options (undiscounted) not included in lease liability, OPEX element vessels	58 807	23 002
Extension options (undiscounted) not included in lease liability, office buildings	7 890	7 890
Total extension options (undiscounted) not included in lease liability	170 284	82 308

Nominal payments of time-charter hire for right of use assets not yet commenced 2025:


(USD 1 000)	2026	2027	2028	2029	Thereafter	Total
Nominal time charter hire	43 054	99 154	146 241	161 953	796 847	1 247 249

Odfjell Group has signed long-term time charter agreements for a total of twenty newbuildings to be delivered to the

Group between 2026 and 2029. Two new contracts for newbuildings were concluded during the fourth quarter 2025.

The table above includes the minimum / fixed payments for twenty long-term time charter vessels. Five of these

contracts include additional variable elements depending on earnings from these five vessels, which is not included in

the amounts in the table above.

310

Right of use assets (bareboat element) and the corresponding liability will be included in the Statement of financial

position once the vessels are delivered to the Odfjell Group.

Nominal payments of time-charter hire for right of use assets not yet commenced 2024:


(USD 1 000)	2025	2026	2027	2028	Thereafter	Total
Nominal time charter hire	1 480	45 469	81 828	118 631	722 719	970 128

Odfjell Group has signed long-term time charter agreements for a total of sixteen newbuildings to be delivered to the

Group between 2025 and 2029. The table above includes the minimum / fixed payments for sixteen time charter

vessels. Two of these contracts include additional variable elements depending on earnings from these five vessels,

which is not included in the amounts in the table above.

Right of use assets (bareboat element) and the corresponding liability will be included in the balance sheet once the

vessels are delivered to the Odfjell Group.

The table below shows how the nominal time charter hire will impact the balance sheet for Odfjell Group in the coming

years. From the total nominal amount of USD 1,246.7 million, estimated operating expense is deducted to arrive at an

estimated nominal bareboat element. We have used Odfjell Group's incremental borrowing rate at the end of 2025 to

estimate the net present value of the bareboat element. The total net present value is estimated to USD 624.6 million,

of which USD 236.5 million will be capitalized in 2026 upon commencement of the lease agreements.

The incremental borrowing rate at commencement of each lease contract will be used when capitalizing the right of

use assets. This rate can differ from the estimated incremental borrowing rate estimated at the end of 2025.

Future right-of-use assets for long-term time charter hires not yet commenced per December

2025:


(USD 1000)	2026	2027	2028	2029	Total
Right-of-use assets addition	236 495	277 464	71 339	39 266	624 565

Future right-of-use assets for long-term time charter hires not yet commenced per December

2024:


(USD 1000)	2026	2027	2028	2029	Total
Right-of-use assets addition	235 860	198 880	32 068	—	466 809

MATURITY OF DEBT RELATED TO RIGHT-OF-USE ASSETS PER DECEMBER 31, 2025:


(USD 1000)	2026	2027	2028	2029	2030	2031+	Total
Installments	77 003	39 426	35 110	35 675	28 715	22 922	238 852
Interest expense	12 265	9 460	7 195	5 006	2 856	2 309	39 091
Sum	89 268	48 886	42 305	40 681	31 572	25 231	277 943

311

MATURITY OF DEBT RELATED TO RIGHT-OF-USE ASSETS PER DECEMBER 31, 2024:


(USD 1000)	2025	2026	2027	2028	2029	2030+	Total
Installments	175 899	70 347	31 273	33 105	34 678	51 494	396 796
Interest expense	19 579	10 955	8 600	6 627	4 503	3 609	53 873
Sum	195 478	81 302	39 873	39 732	39 181	55 103	450 669

Refer to note 8 for an analysis of the maturity of total debt.

Note 13 Earnings per share

The basic earnings per share are calculated by dividing the net profit for the year attributable to ordinary equity

holders of the parent by weighted average number of ordinary shares outstanding during the year. Basic and diluted

earnings per share are the same, as the Company has no convertible bond loan or stock option plan.


(USD 1 000/1 000 shares)	2025	2024
Profit/(loss) and diluted profit for the year due to the holders of ordinary shares	155 324	277 813
Weighted average number of ordinary shares for basic earnings per share /diluted average number of shares outstanding ¹	79 116	79 050
Basic/diluted earnings per share	1.96	3.51

1. The weighted average number of shares are adjusted for the time weighted average effect of changes in treasury shares during the year.

See note 25.

Note 14 Transactions with related parties

The Group has carried out various transactions with related parties. All transactions have been carried out as part of

the ordinary operations, based on the arm-length principle. Transactions with related parties are settled on a regular

basis and the balances per December 31, 2025 were immaterial.

The Odfjell Group shares offices in Brazil with a local terminal company related to Chair of the Board, Laurence Ward

Odfjell. The Chair's family also has ownership interest in a company, which acts as Brazilian port agent for Odfjell. In

addition to reimbursement of actual expenses and expenditures incurred, Odfjell Tankers AS and Flumar Transportes

de Quimicos e Gases Ltda paid these companies USD 0.9 million in agency fees in 2025 (USD 1.3 million in 2024), while

Flumar Transportes de Quimicos e Gases Ltda and Odfjell Brazil – Representacoes Ltds paid USD 0.2 million for

administrative services in 2025 (USD 0.1 million in 2024).

In addition, the Group has income from terminal JV's in Houston, USA, USD 1.0 mill in 2025 (USD 0.9 mill in 2024).

Odfjell Management AS rent offices in Norway from a company related to Chair of the Board, Laurence Ward Odfjell.

The annual lease for 2025 was USD 1.7 million (USD 1.6 million in 2024).

312

Note 15 Commitments, guarantees and contingencies

CAPITAL COMMITMENT

As of December 31, 2025 , Odfjell Group has total capital commitments of USD 117.8 million. This includes commitments

related to two newbuilding contracts:

– One 25,900 dwt chemical tanker scheduled for delivery in mid 2027, with the first installment to the shipyard

paid in April 2024.

– One 25,000 dwt chemical tanker scheduled for delivery in mid 2026.

These commitments collectively represent the Group’s total capital obligations as of year end.


(USD 1 000)	2026	2027	Total
Declared purchase options	36	—	36
Newbuilding	55	28	82
Total capex commitment	90	28	118

Guarantees


(USD 1 000)	2025	2024
100% owned subsidiaries (third party guarantees)	—	11
Joint ventures (credit facilities)	—	—
Total guarantees	—	11

See also note 27 for guarantees within the joint venture structure.

CONTINGENCIES

The Group maintains insurance coverage for its activities consistent with industry practice. The Group is involved in

claims typical to the Chemical Tanker and Tank Terminal industry, but no claims have resulted in material losses to the

Group.

Note 16 Cash and cash equivalents

A substantial part of the Group's cash and cash equivalents are held by overseas offices, management companies and

pools as part of normal working capital. The main Norwegian entities are included in a cash pool that allows for

automatic borrowing between entities and currencies. In order to earn a higher rate of interest on excess liquidity, we

seek to minimize the top balance in the cash pool through placements in other financial instruments.

Excess liquidity is defined as cash in excess of normal working capital, and include funds earmarked upcoming bank

payments, CAPEX and dividends. The Group considers the end-use of our cash and cash equivalent balance and match

the risk, tenor and liquidity of placements accordingly. As an example, funds earmarked for working capital is usually

placed in regular bank and cash pool accounts with up to a week's tenor, while funds earmarked for debt repayments,

yard installments, and dividends, are usually split on various time deposits and in money market instruments.

313


(USD 1 000)	2025	2024
Cash at banks and in hand	115 932	102 313
Time deposits and Money Market instruments	32 677	44 192
Total cash and cash equivalents	148 608	146 505

Restricted cash consists of USD 1.7 million (USD 1.3 million in 2024) in funds for withholding taxes relating to

employees in Odfjell Management AS and Odfjell Maritime Services AS.

Note 17 Voyage expenses

Voyage expenses are expenses directly related to the ship voyage.


(USD 1 000)	2025	2024
Port expenses	105 000	99 119
Canal expenses	18 863	18 885
Bunkers expenses	217 300	243 364
Transshipment expenses	9 623	9 323
Commission expenses	34 209	38 019
Other voyage related expenses	19 733	15 341
Total voyage expenses	404 727	424 051

Note 18 Operating expenses

Operating expenses consist of expenses for operating ships (for example wages and remunerations for crew and

operational personnel, and materials and equipment for ships).


(USD 1 000)	2025	2024
Crew expenses	80 351	79 267
Other ship management expenses	90 119	88 719
Currency hedging	(1 080)	894
Other	270	317
Total operating expenses excluding service element of leases	169 660	169 198
Service element of leases	37 200	36 923
Total operating expenses	206 859	206 121

314

Note 19 General and administrative expenses

General and administrative expenses consist of expenses for headquarter activities and activities internationally for

brokerage and agency.


(USD 1 000)	2025	2024
Salary expenses	55 883	52 639
Other expenses	30 651	19 586
Currency hedging	(1 095)	1 586
Total general and administrative expenses	85 439	73 811

INCLUDING IN THE ABOVE IS AUDITOR’S REMUNERATION FOR (exclusive of VAT):


(USD 1 000)	2025	2024
Statutory auditing	547	471
Other assurance services	211	104
Tax advisory services	34	29
Other non-audit services	11	10
Total remuneration	804	614

Note 20 Salary expenses, number of employees and benefits to Board of Directors and

management

Salary expenses are included in ship operating expenses and general and administrative expenses according to the

activity.


(USD 1 000)	2025	2024
Salaries	115 239	113 144
Social expenses	15 404	14 336
Pension expenses defined benefit plans (note 10)	2 014	1 768
Pension expenses defined contribution plans (note 10)	2 863	1 991
Other benefits	714	667
Total salary expenses	136 234	131 906

AVERAGE MAN-YEARS OF EMPLOYEES INCLUDING CREW:


(USD 1 000)	2025	2024
Europe	321	276
North America	25	26
Southeast Asia	1 641	1 604
South America	142	165
Other	14	14
Total average man-years of employees	2 143	2 085

315

AT THE END OF 2025 THE BOARD OF DIRECTORS CONSISTS OF SIX MEMBERS. COMPENSATION

AND BENEFITS TO THE BOARD OF DIRECTORS:


(USD 1 000)	2025	2024
BoD Remuneration	390	357

For more specification – see Odfjell SE note 11.

COMPENSATION AND BENEFITS TO THE MANAGEMENT GROUP, PAID AND EARNED IN 2025:


(USD 1 000)	Salary	Bonus ¹	Pension cost	Other benefits	Total
CEO, Harald Fotland	597	544	27	29	1 197
CFO, Terje Iversen	313	232	27	25	597
CSO, Øistein H. Jensen	223	165	27	24	439
Managing Director Terminals, Adrian Lenning	267	236	27	24	554
CCO, Bjørn Hammer	332	246	27	24	630
CTO, Torger Trige	231	171	27	31	459
Total	1 963	1 595	159	159	3 876

1. The bonus relates to earned amount in 2025 for both short and long term incentive scheme.

COMPENSATION AND BENEFITS TO THE MANAGEMENT GROUP, PAID AND EARNED IN 2024:


(USD 1 000)	Salary	Bonus ¹	Pension cost	Other benefits	Total
CEO, Harald Fotland	540	535	25	26	1 126
CFO, Terje Iversen	271	222	25	23	541
CSO, Øistein H. Jensen	206	169	25	22	422
Managing Director Terminals, Adrian Lenning	247	202	25	22	496
CCO, Bjørn Hammer	287	235	25	22	569
CTO, Torger Trige	213	175	25	28	441
Total	1 764	1 538	148	143	3 593

1. The bonus relates to earned amount in 2024 for both short and long term incentive scheme.

In 2025, the bonus related to the long-term incentive program, net of withholding tax, have been used to acquire

Restricted Shares in accordance with the long-term incentive program. The shares received under this long-term

incentive program are restricted for a period of three years.

Only the CEO of the Executive Management has a defined agreement with regard to severance pay. In case the

Company terminates the employment, the CEO is, in addition to payment of salary and other remuneration during the

notice period, also entitled to 6 months’ base salary.

Refer to our Report on Salary and other Remuneration to Leading Personnel in Odfjell SE for the financial year 2025.

The Report will be published on the Company's website once approved by the General Meeting.

316

Note 21 Other financial items


(USD 1 000)	2025	2024
Financial assets and liabilities at fair value through profit or loss statement	1 447	(7 671)
Realized gain/losses on other current financial assets	—	—
Currency gains (losses) – see note 22	(3 304)	7 810
Other financial income	594	562
Other financial expenses	(1 497)	(817)
Total other financial items	(2 760)	(116)

See note 6 for overview of hedging exposure, and note 22 for specification of currency gains (losses).

Note 22 Currency gains and losses


(USD 1 000)	2025	2024
Currency gains (losses) on non-current receivables and liabilities	(157)	8 347
Currency gains (losses) on cash and cash equivalents	(2 596)	(1 724)
Currency gains (losses) on other current assets and current liabilities	(551)	1 187
Total currency gains (losses)	(3 304)	7 810

See note 6 for overview of currency hedging exposure.

Note 23 Current receivables


(USD 1000)	2025	2024
Trade receivables from contract with customers	85 150	94 843
Other receivables	19 847	31 746
Contract asset (accrued revenues)	14 686	14 897
Prepaid costs	12 013	1 329
Allowance for expected credit losses	(2 481)	(2 309)
Total current receivables	129 215	140 507

Trade receivables are for a major part related to revenue from contract with customers with payment terms shortly

after bill of lading to upon delivery. Allowance for expected credit losses relates to trade receivables; see Note 5 for

information on credit risk management.

Contract assets are recognized revenue for freight services partly satisfied from voyages that have commenced but are

not completed and invoices that have not been issued per December 31. Contract assets are reclassified to receivables

from contracts with customers once the freight service is being invoiced to the customer, at the latest when the voyage

is completed (at the latest a few months after it commences). Contract assets include variable consideration only when

it is highly probable there will be no significant reversal at a later date when the uncertainty related to the variable

payment is resolved.

As the voyages and related contracts have a duration of less than a year, the Group does not disclose separately the

transaction price related to partially unfulfilled contracts at the reporting date, refer to IFRS 15.121.

317

At the end of 2025, the group recognized gross revenues of USD 70 million related to voyages in progress. The

remaining freight services (performance obligations) for voyages in progress at year-end 2025, which will be

recognized as freight income in 2026, is estimated to USD 69 million.

AS AT DECEMBER 31, THE AGING ANALYSIS OF TRADE RECEIVABLES, CONTRACT ASSETS AND

OTHER CURRENT RECEIVABLES ARE AS FOLLOWS:


				Days past due ²
(USD 1000)	Total ¹	Contract asset	Current	<30 days	30-60 days	60-90 days	>90 days
2025	119 682	14 686	47 460	31 751	3 552	7 217	15 017
2024	141 486	14 897	45 727	53 564	9 153	6 141	12 003

1. Not including prepaid cost and allowance for expected credit losses

2. A significant portion of receivables classified as past due relates to demurrage claims. The Group has historically experienced very limited

credit losses on such receivables.

THE TABLE BELOW SUMMARIZES TOTAL CURRENT RECEIVABLES INTO DIFFERENT CURRENCIES:


(USD 1 000)	2025	2024
USD	118 192	135 436
EUR	3 835	1 173
SGD	212	73
Other currencies	6 976	3 826
Total current receivables	129 215	140 507

Note 24 Other current liabilities


(USD 1000)	2025	2024
Trade payables	21 680	26 861
Accrued voyage expenses	13 679	14 902
EU allowances	9 507	5 259
Accrued expenses Ship Management	4 985	7 056
Accrued interest expenses	2 018	4 921
Other accrued expenses	10 513	10 566
Employee taxes payable	5 751	5 490
Working capital liabilities to pool partners	5 576	6 596
Other current liabilities	13 573	3 469
Total other current liabilities	87 283	85 120

318

THE TABLE BELOW SUMMARIZES THE MATURITY PROFILE OF THE GROUP’S OTHER CURRENT

LIABILITIES:


(USD 1000)	Total	On demand	< 3 months	3-6 months	6-9 months	> 9 months
2025	87 283	70 881	13 642	256	47	2 456
2024	85 120	65 597	17 546	1 492	220	265

THE TABLE BELOW SUMMARIZES OTHER CURRENT LIABILITIES INTO DIFFERENT CURRENCIES:


(USD 1 000)	2025	2024
USD	67 805	68 094
EUR	942	1 073
SGD	2 284	591
Other currencies	16 252	15 361
Total current liabilities	87 283	85 120

Note 25 Share capital and premium


	Number of shares (1 000)		Share capital (USD 1 000)		Share premium (USD 1 000)
	2025	2024	2025	2024	2025	2024
A-shares	60 464	60 464	21 057	21 057	130 748	130 748
B-shares	19 256	19 256	6 706	6 706	41 640	41 640
Total	79 720	79 720	27 763	27 763	172 388	172 388

Per December 31, 2025 Odfjell SE holds 92 032 A - shares and 491 771 B - shares.

The shares are all authorized, issued and fully paid. Nominal value is NOK 2.50, equivalent to USD 0.25 per December

31, 2025. All the shares have the same rights in the Company, except for B-shares which have no voting rights.

SHARES OWNED/CONTROLLED BY MEMBERS OF THE BOARD OF DIRECTORS, CEO AND OTHER

MEMBERS OF THE EXECUTIVE MANAGEMENT (INCLUDING RELATED PARTIES) ARE:


	2025		2024
	A-shares	B-shares	A-shares	B-shares
Chair of the Board of Directors, Laurence Ward Odfjell	29 463 964	8 474 676	29 463 964	7 724 160
Director, Jan Kjærvik	—	—	—	—
Director, Christine Rødsæther	5 300	1 880	1 800	1 880
CEO, Harald Fotland	102 606	4 000	85 715	4 000
CFO, Terje Iversen	68 793	1 844	63 634	507
CSO, Øistein Jensen	62 576	627	57 954	—
CTO, Torger Trige	21 093	190	16 335	190
CCO, Bjørn Hammer	37 645	—	30 871	—
MD, Adrian Lenning	16 973	—	15 422	—

319

Note 26 List of subsidiaries

THE FOLLOWING SUBSIDIARIES ARE FULLY CONSOLIDATED IN THE FINANCIAL STATEMENTS

PER DECEMBER 31, 2025


Company	Country of registration	Ownership share	Voting share
Odfjell Argentina SA	Argentina	100 %	100 %
Flumar Transportes de Quimicos e Gases Ltda	Brazil	100 %	100 %
Odfjell Chile Ltd	Chile	100 %	100 %
Odfjell Korea Ltd	Korea	100 %	100 %
Odfjell Terminals BV	Netherlands	100 %	100 %
Odfjell Terminals Management BV	Netherlands	100 %	100 %
Norfra Shipping AS	Norway	100 %	100 %
Odfjell Chemical Tankers AS	Norway	100 %	100 %
Odfjell Chemical Tankers II AS	Norway	100 %	100 %
Odfjell Chemical Tankers III AS	Norway	100 %	100 %
Odfjell Chemical Tankers IV AS	Norway	100 %	100 %
Odfjell Insurance & Properties AS	Norway	100 %	100 %
Odfjell Management AS	Norway	100 %	100 %
Odfjell Maritime Services AS	Norway	100 %	100 %
Odfjell Tankers AS	Norway	100 %	100 %
Odfjell Terminals AS	Norway	100 %	100 %
Odfjell Terminals US Holdings AS	Norway	100 %	100 %
Odfjell Terminals Global Holdings AS	Norway	100 %	100 %
Odfjell Peru S.A.C.	Peru	100 %	100 %
Odfjell Ship Management Philippines Inc	Philippines	100 %	100 %
Odfjell Asia II Pte Ltd	Singapore	100 %	100 %
Odfjell Singapore Pte Ltd	Singapore	100 %	100 %
Odfjell Terminals Asia Holdings Pte Ltd	Singapore	100 %	100 %
Odfjell Terminals Asia Pte Ltd	Singapore	100 %	100 %
Odfjell Terminals China Pte Ltd	Singapore	100 %	100 %
Odfjell Durban South Africa Pty Ltd	South Africa	100 %	100 %
Odfjell Mazibuko SA Pty Ltd	South Africa	55 %	55 %
Odfjell Middle East DMCC	United Arab Emirates	100 %	100 %
Odfjell USA (Houston) Inc	United States	100 %	100 %
Odfjell Terminals Management Inc	United States	100 %	100 %
Odfjell Terminals Americas LLC	United States	100 %	100 %

320

Note 27 Investments in joint ventures

Odfjell Terminals BV, is acting as holding company for the Group's investments in terminals. In Odfjell Terminals BV,

the terminal investments are structured as joint ventures, with a separate holding company owned by the respective

joint venture partners.

Odfjell Terminals US Holding AS, an indirectly, wholly owned subsidiary of Odfjell Terminals B.V., owns 51% of Topco

LLC, while Northleaf owns the remaining 49% of the shares.

The holding company for the Asia terminal is Odfjell Terminals AS. Odfjell Terminals AS owns 50% in the terminal in

Korea.

The investment in Noord Natie Odfjell Terminals NV is owned directly by Odfjell Terminals BV.

Odfjell and its joint venture partner continues to share control over the investments, thus the investments in the

terminal holding companies are accounted for as investments in joint ventures, applying the equity method.

In 2025 Odfjell invested in a joint venture owned by the fully owned subsidiary Norfra Shipping AS and Nissen Kaiun.

Norfra Shipping AS owns 45% of the joint venture Odfjell Hakata Maritime AS, while various Japanese shareholders

own 55%.

321

THE INVESTMENT IN JOINT VENTURES INCLUDES THE FOLLOWING COMPANIES ACCOUNTED

FOR ACCORDING TO THE EQUITY CONSOLIDATION METHOD DURING 2025:


Joint ventures	Country of registration	Business segment	Ownership share

Tank Terminals:

Tank Terminal entities in Europe
Noord Natie Odfjell Terminals NV	Belgium	Tank Terminals	25.0 %

Tank Terminal entities in USA
Topco LLC	United States	Tank Terminals	51.0 %
Odfjell Holdings (USA) Inc	United States	Tank Terminals	51.0 %
Odfjell Terminals (Charleston) LLC	United States	Tank Terminals	51.0 %
Odfjell Terminals (Houston) Inc	United States	Tank Terminals	51.0 %
Odfjell USA Inc	United States	Tank Terminals	51.0 %

Tank Terminal entities in Asia
Odfjell Changxing Terminals (Dalian) Co Ltd	China	Tank Terminals	40.0 %
Odfjell Terminals (Korea) Co Ltd	South Korea	Tank Terminals	50.0 %


Chemical Tankers:
Odfjell Hakata Maritime AS	Norway	Chemical tankers	45.0 %

322

THE SHARE OF RESULT AND STATEMENT OF FINANCIAL POSITION ITEMS FOR INVESTMENTS IN

JOINT VENTURES ARE RECOGNIZED BASED ON EQUITY METHOD:


	2025					2024
(USD 1 000)	Tank Termin als Europe	Tank Termin als USA	Tank Termin als Asia	Chemic al tankers	Total	Tank Termin als Europe	Tank Termin als USA	Tank Termin als Asia	Total
Gross revenue	69 892	117 927	22 919	1 308	212 046	63 426	117 563	22 304	203 292
EBITDA	39 854	53 759	12 140	1 232	106 985	35 267	58 422	11 645	105 335
EBIT	19 621	21 704	7 585	166	49 076	18 313	27 044	7 039	52 396
Interest income	—	800	171	58	1 029	—	862	64	927
Interest expenses	(2 358)	(11 348)	(158)	(57)	(13 921)	(2 051)	(8 385)	(333)	(10 769)
Income tax expense	(4 416)	(2 651)	(1 654)	—	(8 721)	(4 159)	(4 564)	(1 412)	(10 135)
Net result	12 856	7 561	5 975	168	26 559	12 114	13 970	5 432	31 517

Odfjell owner interest	3 214	3 856	2 987	79	10 137	3 029	7 125	2 716	12 869
Depreciation excess values net of deferred tax	(905)	(52)	—	—	(957)	(895)	(52)	(634)	(1 581)
Group's share of profit for the year	2 309	3 804	2 987	79	9 178	2 134	7 073	2 082	11 288
OCI	4 880	(301)	655	—	5 234	(2 448)	(1 890)	(5 296)	(9 633)
Net result including OCI	7 189	3 503	3 642	79	14 412	(314)	5 183	(3 214)	1 655

Dividend received	1 667	9 078	1 399	—	12 144	—	—	1 272	1 272

Non-current assets	172 669	331 594	84 575	28 333	617 171	147 835	337 388	73 999	559 222
Cash	3 592	22 005	2 754	14 907	43 258	1 538	24 402	3 231	29 170
Other current assets	10 516	25 230	4 057	1 690	41 493	8 139	25 515	5 142	38 796
Total assets	186 776	378 829	91 387	44 930	701 922	157 511	387 305	82 372	627 188

Non-current liabilities	91 648	237 792	4 134	—	333 574	84 128	45 792	5 016	134 935
Current liabilities	23 559	36 354	9 141	24 755	93 810	15 474	225 376	4 113	244 963
Total liabilities	115 207	274 146	13 276	24 755	427 384	99 602	271 168	9 129	379 898

Total equity closing balance	71 569	104 682	78 111	20 175	274 537	57 909	115 511	73 243	246 664

Odfjell owner interest	17 892	53 388	38 312	8 883	118 476	14 477	58 911	35 699	109 087

Excess values	26 606	37 840	—	—	64 446	24 550	37 893	—	62 443
Carrying amount	44 498	91 228	38 312	8 883	182 922	39 027	96 803	35 699	171 529

Capital expenditure, Odfjell share	(6 754)	(13 297)	(6 217)	—	(26 268)	(10 283)	(15 283)	(572)	(26 138)

323

The table above illustrates that Odfjell owns its terminal investments through separate joint ventures. Tank Terminals

Europe include financial information for the Noord Natie Terminals NV. Tank Terminals USA represent the summarized

financial information from the consolidated US Holdings Inc. Similar, Tank Terminals Asia represent the summarized

financial information for the Odfjell Terminals Korea Co Ltd.

The Group received dividend from Noord Natie Terminals NV in 2025 USD 1.7 million (0,- in 2024), from Odfjell

Terminals Korea Co. Ltd USD 1.4 million in 2025, (USD 1.3 million in 2024) and from Odfjell Holdings (USA) Inc USD 9.1

million in 2025 (0,- in 2024).


(USD 1000)	2025	2024
Loan to joint ventures	4 008	—

All transactions between the Group, Joint Ventures are considered being at reasonable commercial market terms.

Note 28 Contingent liabilities

In the ordinary course of business, the Group is party to certain disputes etc. of various scopes. The resolution of these

disputes etc. is associated with uncertainty, as they depend on legal proceedings, such as negotiations between the

parties affected. At the end of 2025 and 2024, neither the parent company nor its consolidated subsidiaries were

involved in disputes etc. where the likely outcome could be material for the Group.

Note 29 Held for sale

Per December 31, 202 5, four barges were classified as held for sale. Per December 31, 2024 the vessel Bow Oceanic

were classified as held for sale and the vessel was delivered to new owners during the first quarter of 2025.

Note 30 Subsequent events

Based on the second half year of 2025 net result, the Board approved a dividend of USD 39.6 million, corresponding to

USD 0.50 per outstanding share.

15 January 2026, Odfjell took delivery of Bow Hercules, a vessel formerly on bareboat charter. The purchase price was

USD 35.5 million, see note 4 'Capital commitments'.

Recent developments involving the United States and Iran have further heightened uncertainty, particularly with

respect to regional stability and global energy markets.

Note 31 Exchange rates of the Group’s major currencies against USD


	Norwegian kroner (NOK)		Euro (EUR)		Singapore dollar (SGD)
	Average	Year-end	Average	Year-end	Average	Year-end
2025	10.38	10.06	0.89	0.85	1.31	1.29
2024	10.74	11.34	0.92	0.96	1.34	1.36

324

Financial Statements, Odfjell SE


Statement of profit or loss and other comprehensive income

(USD 1 000)	Note	2025	2024

General and administrative expenses	6, 11	(9 705)	(10 428)
Operating result (EBIT)		(9 705)	(10 428)

Financial income (expenses)
Reversal impairment shares	12	—	—
Income on investment in subsidiaries	8	7 359	422 424
Interest income	8	2 089	4 871
Interest expenses	8	(5 823)	(15 863)
Other financial items	8	2 667	(4 019)
Currency gains (losses)	9	2 879	5 414
Net financial items		9 171	412 827

Result before taxes		(534)	402 399

Income taxes	4	—	—
Net result		(534)	402 399

Total comprehensive income		(534)	402 399

325


Statement of financial position

Assets per December 31 (USD 1 000)	Note	2025	2024

Non-current assets
Newbuilding contracts		9 210	9 173
Shares in subsidiaries	12	939 218	939 218
Loans to subsidiaries	10	—	—
Derivative financial instruments	2	1 647	2 488
Total non-current assets		950 074	950 880

Current assets
Current receivables		346	14
Derivative financial instruments		3 366	4 271
Receivables from subsidiaries	15	18 864	17 016
Cash and bank deposits	15	111 338	109 946
Total current assets		133 915	131 247
Total assets		1 083 989	1 082 127

326


Equity and liabilities per December 31	Note	2025	2024
Equity
Share capital	5,13	27 764	27 764
Treasury shares	5,13	(931)	(947)
Share premium	5	172 388	172 388
Other equity	5	572 036	671 635
Total shareholders' equity		771 257	870 839

Non-current liabilities
Derivatives financial instruments	2	—	1 367
Long-term interest-bearing debt	3	97 792	—
Total non-current liabilities		97 792	1 367

Current liabilities
Derivative financial instruments	2	2 325	23 823
Current portion of long term interest-bearing debt	3	—	74 945
Other current liabilities		—	1 533
Loans from subsidiaries	15	212 616	109 620
Total current liabilities		214 941	209 920
Total liabilities		312 732	211 288
Total equity and liabilities		1 083 989	1 082 127

Guarantees	14	602	633

The Board of Directors of Odfjell SE, Bergen, March 25, 2026

327


Statement of cash flow

(USD 1 000)	2025	2024
Cash flow from operating activities
Result before taxes	(534)	402 399
Effect of currency loss/(gain)	225	(8 344)
Unrealized changes in derivatives	4 021	11 268
Dividends and (gain)/loss from sale of shares	(7 359)	(422 424)
Other short-term accruals	(1 636)	664
Net cash flow from operating activities	(5 282)	(16 437)

Cash flow from investing activities
Investment in new building	(37)	(9 173)
Dividend received	7 359	422 424
Loans to/from subsidiaries	101 149	(237 954)
Net cash flow from investing activities	108 470	175 297

Cash flow from financing activities
New interest-bearing debt	97 104	—
Repayment of interest-bearing debt	(99 851)	—
Dividend payment	(99 653)	(128 707)
Repurchase/sale of treasury shares	604	517
Net cash flow from financing activities	(101 796)	(128 190)

Effect on cash balances from currency exchange rate fluctuations	—	—

Net change in cash balances	1 393	30 670
Cash balances per January 1	109 946	79 276
Cash balances per December 31	111 338	109 946

328

Note 1 Accounting principles

The parent’s separate financial statements have been prepared in accordance with the simplified IFRS, ref Norwegian

Account Act § 3-9 (5).

The functional and presentation currency of the company is USD. The accounting principles are based on the same

accounting principles as the Group financial statement with the following exceptions:

INVESTMENTS IN SUBSIDIARIES

Subsidiaries are presented according to the cost method. Group relief received is presented as dividend from

subsidiaries. Group contribution and dividends from subsidiaries are recognized in the year for which it is proposed by

the subsidiary to the extent the parent company can control the decision of the subsidiary through its shares holdings.

Shares in subsidiaries are reviewed for impairment whenever events or changes in circumstances indicate that the

carrying amount may exceed the recoverable amount . The recoverable amount is the higher of the investments fair

value less cost to sell and its value in use.

Accordingly, a reversal of that impairment loss is recognized to the extent that the recoverable amount of the

investment subsequently increases.

The Company has assessed both internal and external sources for impairment indicators and concluded that theres is

no need to conduct a detailed impairment assessment of shares in subsidiaries.

DERIVATIVE FINANCIAL INSTRUMENTS

The Company uses various derivative financial instruments to reduce fluctuations in earnings and cash flow caused by

volatility in foreign exchange rates and interest rates. Derivatives are classified as current asset/liability if payments

occur within 12 months after the Statement of financial position date. Derivatives where payment takes place more

than 12 months after the Statement of financial position date are classified as non-current.

Changes in fair value of derivatives are recognized in the income statement together with changes in the fair value of

the hedged item. This also applies to derivatives that qualify for hedge accounting in the Group financial statements.

See Note 5 to the Group Financial Statements for more details regarding risk management.

INCOME TAXES

Deferred tax is calculated using the liability method on all temporary differences arising between the tax base of the

assets and liabilities and their carrying amount in the financial statements.

Deferred tax is determined using the tax rate and laws which have been enacted on the Statement of financial position

date. Deferred tax asset is recognized to the extent that it is probable that future taxable profit will be available.

Deferred tax asset/deferred tax is not calculated on temporary differences arising on investments in subsidiaries.

329

Note 2 Financial assets and financial liabilities

CLASSIFICATION OF FINANCIAL ASSETS AND LIABILITIES AS AT DECEMBER 31, 2025:


(USD 1000)	Other current financial assets through profit and loss	Derivative s held as hedge instrument ¹	Derivatives at fair value through profit and loss	Financial assets at amortized cost	Financial liabilities at amortized cost	Non- financial assets/ liabilities	Carrying amount 2025
Assets
Cash and cash equivalents	—	—	—	111 338	—	—	111 338
Derivative financial instruments	—	3 616	1 396	—	—	—	5 012
Current receivables	—	—	—	19 210	—	—	19 210
Loan to Group companies	—	—	—	—	—	—	—
Other non-financial assets	—	—	—	—	—	948 428	948 428
Total assets	—	3 616	1 396	130 548	—	948 428	1 083 989

Liabilities
Other current liabilities	—	—	—	—	97 792	—	97 792
Loan from subsidiaries	—	—	—	—	212 616	—	212 616
Derivative financial instruments	—	2 325	—	—	—	—	2 325
Interest-bearing debt	—	—	—	—	—	—	—
Total liabilities	—	2 325	—	—	310 408	—	312 732

1. Items measured at fair value.

330

CLASSIFICATION OF FINANCIAL ASSETS AND LIABILITIES AS AT DECEMBER 31, 2024 :


(USD 1000)	Other current financial assets through profit and loss	Derivatives held as hedge instrument ¹	Derivatives at fair value through profit and loss	Financial assets at amortized cost	Financial liabilities at amortized cost	Non- financial assets/ liabilities	Carrying amount 2024
Assets
Cash and cash equivalents	—	—	—	109 946	—	—	109 946
Derivative financial instruments	—	6 760	—	—	—	—	6 760
Current receivables	—	—	—	17 030	—	—	17 030
Other non-financial assets	—	—	—	—	—	948 391	948 391
Total assets	—	6 760	—	126 976	—	948 391	1 082 127

Liabilities
Other current liabilities	—	—	—	—	1 533	—	1 533
Loan from subsidiaries	—	—	—	—	109 620	—	109 620
Derivative financial instruments	—	—	25 190	—	—	—	25 190
Interest-bearing debt	—	—	—	—	74 945	—	74 945
Total liabilities	—	—	25 190	—	186 098	—	211 288

1. Items measured at fair value.

FAIR VALUE OF FINANCIAL INSTRUMENTS

Odfjell SE classifies fair value measurements using a fair value hierarchy that reflects the significance of the inputs

used in making the measurement. The measurement used by Odfjell is either level 1 or 2, where level 1 is quoted

prices (unadjusted) in active markets for identical assets or liabilities that the entity can access at the measurement

date, and level 2 are inputs other than quoted prices that are observable for the assets or liabilities, either directly or

indirectly. For some non-derivative financial assets and liabilities, we consider carrying amount to be the best estimate

of fair value due to short maturity date and valid terms, i.e. current receivables and payables.

The fair value of the financial assets and liabilities are included at the amount at which the instrument could be

exchanged in a current transaction between willing parties, other than in a forced or liquidation sale. Derivative

financial instruments and available-for-sale-investments are recognized in the Statement of financial position at the

fair value at the Statement of financial position date. The fair value is obtained from active markets or based on third

party quotes. For cash and cash equivalents and current liabilities the carrying amount is considered to be the best

estimate of fair value of these instruments due to the short maturity date. Receivables are measured at nominal value

reduced by any impairment. Carrying amount is considered to be best estimate of fair value due to short maturity date

and valid terms. For dividend payable the carrying amount is considered to be best estimate of fair value due to short

maturity date and valid terms. Fair value of bonds is calculated based on market values on the bonds.

The Company's bond debt constitutes one bond, ODF12, with a carrying amount of USD 99 million (NOK 1000

331

million). The market value per December 31, 2025, was USD 100.1 million. The bond was swapped at issuance to USD

97.1 million. The carrying amount in 2024 was 75 million (For ODF11 NOK 850 million repaid at maturity in 2025). The

market value per December 31, 2024 was USD 75.1 million.


(USD 1 000)	2025		2024
Recurring fair value measurement	Level 1	Level 2	Level 1	Level 2
Financial assets at fair value:
Derivatives instruments - hedging	—	3 616	—	6 750
Derivatives instruments - non-hedging	—	1 396	—	—

Financial liabilities at fair value:
Bond debt	100 641	—	75 111	—
Derivatives instruments - hedging	—	2 325	—	—
Derivatives instruments - non-hedging	—	—	—	25 190

HEDGING

The Company uses various derivative financial instruments to reduce fluctuations in earnings and cash flow caused by

volatility in foreign exchange rates, interest rates and bunker prices. Derivatives are classified as current asset/

liability if payments occur within 12 months after the Statement of financial position date. Derivatives where payment

takes place more than 12 months after the Statement of financial position date are classified as non-current asset/

liability.

See note 6 in the Group Financial Statements for more details regarding risk management.

BELOW OVERVIEW SHOWS STATUS OF HEDGING EXPOSURE PER DECEMBER 31, 2025 (figures in

1 000):


(USD 1 000)					Time to maturity – USD amounts
Interest rates	Sold		Avg. rate ³	MTM ¹	<1 year	1 – 5 years	> 5 years	Total
Cash flow hedge, interest rate swaps	USD	300 000	2.81%	1 292	200 000	100 000	—	300 000


						Time to maturity – USD amounts
Cross currency interest rate swaps	Sold			Avg. rate ³	MTM ¹	<1 year	1 – 5 years	> 5 years	Total
Fair value/Non hedge ²	USD	97 087	From NOK to USD	3.21%	1 396	—	97 087	—	97 087

1. Mark to market valuations

2. Related to NOK bonds issued by Odfjell SE

3. SOFR adjusted by way of ISDA fallback or bilateral conversion agreements

332

BELOW OVERVIEW SHOWS STATUS OF HEDGING EXPOSURE PER DECEMBER 31, 2024 (figures in

1 000):


(USD 1 000)					Time to maturity – USD amounts
Interest rates	Sold		Avg. rate ³	MTM ¹	<1 year	1 – 5 years	> 5 years	Total
Cash flow hedge, interest rate swaps	USD	350 000	2.43%	6 760	100 000	200 000	50 000	350 000


						Time to maturity – USD amounts
Cross currency interest rate swaps	Sold			Avg. rate ³	MTM ¹	<1 year	1 – 5 years	> 5 years	Total
Fair value/Non hedge ²	USD	100 000	From NOK to USD	6.39%	(25 190)	100 000	—	—	100 000

1. Mark to market valuation

2. Related to NOK bonds issued by Odfjell SE

3. SOFR adjusted by way of ISDA fallback or bilateral conversion agreements

Positive value MTM of the cross currency swap related to the outstanding bond loan ODF12 swapped to USD 97.1

million (USD 100 million in 2024 for ODF11 repaid at maturity in 2025), amounts to USD 1.4 million per December 31,

2025 (USD 25.2 million in 2024 related to ODF11). Accumulated currency gain booked related to the same bond loan

per December 31, 2025 amounts to USD 1 million (USD 25 million in 2024 related to ODF11).

In addition to the derivatives above, Odfjell SE has entered into currency forward contracts on behalf of subsidiaries.

These contracts are recognized in the respective subsidiaries. Fair values of these contracts are:


(USD 1 000)	2025	2024
Currency	2 325	(4 884)
Derivative financial instruments	2 325	(4 884)

Note 3 Interest-bearing debt

Long-term debt per December 31, 2025 consists of one unsecured bond issued in the Nordic bond market. Interest is

based on floating US SOFR. See note 8 to the Group Financial Statements for more information about interest-bearing

debt and covenants.


(USD 1 000)	Interest rate year end ¹	2025	2024
Bonds – unsecured	7.41%	99 399	74 968
Subtotal interest-bearing debt	7.41%	99 399	74 968
Debt transaction fees		(1 601)	(23)
Total interest-bearing debt		97 798	74 945

1. Average interest rate is the weighted average of interest rates, excluding hedging, per end of 2025.

333

MATURITY OF INTEREST-BEARING DEBT PER DECEMBER 31, 2025:


(USD 1 000)	2026	2027	2028	2029	2030	2031+	Total
Mortgage loans from financial institutions
Bonds – unsecured ¹	—	—	—	—	99 399	—	99 399
Subtotal interest-bearing debt	—	—	—	—	99 399	—	99 399
Estimated interest payable	6 346	6 217	6 356	6 479	3 273	—	28 671
Total interest-bearing debt	6 346	6 217	6 356	6 479	102 672	—	128 070

1. Values excluding hedging effects from interest swaps which is recognized as derivative financial instruments in the statement of financial

position

MATURITY OF INTEREST-BEARING DEBT PER DECEMBER 31, 2024:


(USD 1 000)	2025	2026	2027	2028	2029	2030+	Total
Mortgage loans from financial institutions
Bonds – unsecured ¹	74 968	—	—	—	—	—	74 968
Subtotal interest-bearing debt	74 968	—	—	—	—	—	74 968
Estimated interest payable	2 970	—	—	—	—	—	2 970
Total interest-bearing debt	77 938	—	—	—	—	—	77 938

1. Values excluding hedging effects from interest swaps which is recognized as derivative financial instruments in the statement of financial

position

The average maturity of the Company’s total interest-bearing debt is not applicable in 2025 (0.1 years in 2024).

LONG TERM INTEREST-BEARING LOANS TO AND FROM SUBSIDIARIES:


	Currency	2025	2024
Loans from Group companies	USD	—	7 319
Loans to Group companies	USD	—	—

Loans to and from Group companies generally have no fixed repayment schedule. Repayment is based on available

liquidity. Loans to and from Group companies are priced on an arms-length basis.

334

Note 4 Taxes


(USD 1 000)	2025	2024
Taxes payable related to withholding tax on received dividend	—	—
Prior years adjustments	—	—
Total tax expenses (income)	—	—
Effective tax rate	N/A	N/A

TAXES PAYABLE:


(USD 1 000)	2025	2024
Result before taxes	(534)	402 399
Permanent differences	10 804	(468 178)
Changes temporary differences	(22 523)	12 188
Basis taxes payable	(12 253)	(53 591)
Group contribution with tax effect (received)	—	—
Utilization of carried forward losses	—	—
Losses brought forward	12 253	53 591
Basis taxes payable after Group contribution	—	—

SPECIFICATION OF DEFERRED TAXES (deferred tax assets):


(USD 1 000)	2025	2024
Non-current assets	608	599
Other long-term temporary differences	627	695
Financial instruments/finance expenses	(21 905)	(17 285)
Tax-loss carried forward	(337 728)	(311 106)
Non-deductible interest	(57 090)	(48 096)
Net temporary differences	(415 488)	(375 193)
Tax rate	22%	22%
Total deferred tax (deferred tax assets)	(91 407)	(82 542)
Total deferred tax assets not recognized	91 407	82 542
Deferred tax assets	—	—

Deferred tax asset is not accounted for due to uncertainty of future utilization of temporary differences. Temporary

differences are translated to USD from NOK at closing rate. Basis for calculating taxes payable is average exchange

rate, while deferred tax/deferred tax assets are calculated using end exchange rate.

335

Note 5 Shareholders’ equity


	Share capital	Treasury shares	Share premium	Other equity	Total equity
Shareholders' equity per January 1, 2024	27 764	(959)	172 388	397 425	596 618
Comprehensive income	—	—	—	—	—
Sale / deletion of treasury shares	—	11	—	517	528
Dividend paid	—	—	—	(128 707)	(128 707)
Net result	—	—	—	402 399	402 399
Shareholders' equity per December 31, 2024	27 764	(947)	172 388	671 634	870 839
Comprehensive income	—	—	—	—	—
Sale / deletion of treasury shares	—	16	—	588	604
Dividend paid	—	—	—	(99 653)	(99 653)
Net result	—	—	—	(534)	(534)
Shareholders' equity per December 31, 2025	27 764	(931)	172 388	572 035	771 257

Note 6 Related parties

In the normal course of the conduct of its business, Odfjell enters into a number of transactions with related parties.

The Company considers these arrangements to be according to arm-length principles and on commercially reasonable

market terms. Please see note 15 for specification of outstanding balances per December 31, 2025 .

Odfjell SE also has service fee agreements and several financial transactions with Group companies, all considered

being at commercial reasonable market terms. Management fee from wholly owned subsidiaries is charged with USD

8.3 million (USD 8.6 million in 2024).

Note 7 Subsequent Events

Subsequent events are events that occur between the end of the reporting period and the date when the financial

statements are authorized for issue.

On February 11th 2026, the Board approved, based on proxy granted by the General Meeting, a dividend of USD 0.50

per share, totaling USD 39.6 million. The dividend was paid out February 24, 2026.

Refer to note 30 in the Group financial statements for subsequent events for the Group as a whole.

336

Note 8 Financial income and expenses


(USD 1 000)	2025	2024

Dividend/Sale of shares/Group contribution	7 359	422 424

Other interest income bank deposit	2 089	4 871
Total interest income	2 089	4 871

Interest expenses, loans	(5 823)	(15 863)
Total interest expenses	(5 823)	(15 863)

Guarantee income from subsidiaries	6 713	6 720
Other financial income	—	562
Other financial expenses	(24)	(33)
Financial assets and liabilities at fair value through net result	(4 021)	(11 268)
Sum other financial income/expenses	2 667	(4 019)

Net currency gains (losses) - see note 9	2 879	5 414
Net financial items	9 171	412 827

Note 9 Currency gains (losses)


(USD 1 000)	2025	2024
Non-current receivables and debt	(225)	8 344
Cash and cash equivalents	(1 983)	(1 615)
Other current assets and current liabilities	5 087	(1 316)
Total currency gains (losses)	2 879	5 414

Note 10 Loans to Group Companies


(USD 1 000)	Currency	2025	2024
Odfjell Chemical Tankers AS	USD	—	—
Total loans to subsidiaries		—	—

337

Note 11 Salaries, number of employees, benefits to Board of Directors, CEO, other members of the

Management Group and auditor’s remuneration

For 2025 the Company has no employees and the Company is not bound to have mandatory occupational pension

scheme pursuant to the Norwegian law of Occupational pension scheme.

COMPENSATION AND BENEFITS PAID TO BOARD OF DIRECTORS IN 2025:


(USD 1 000)	Compensation	Other benefits	Total
Laurence Ward Odfjell (Chair)	107	—	107
Jannicke Nilsson	58	—	58
Nils Petter Dyvik ¹	26	—	26
Christine Rødsæther	57	—	57
Erik Nyheim	46	—	46
Tanja Jo Ebbe Dalgaard	50	—	50
Jan B. Kjærvik ²	46	—	46
Total	390	—	390

1. Served as board memeber until May 7 2024

2. Served as board memeber from May 7 2024

AUDITOR’S REMUNERATION (exclusive of VAT):


(USD 1 000)	2025	2024
Statutory auditing	99	162
Other assurance services	160	65
Tax advisory services	—	—
Non-audit services	—	—
Total remuneration	259	227

338

Note 12 Shares in subsidiaries

Subsidiaries and activities under joint control are included in the parent company financial statement based on

historical cost.

SUBSIDIARIES


	Registered office	Share/voting rights	Book value	Result 2025	Equity 2025
Odfjell Argentina SA ¹	Argentina	90%	129	—	195
Odfjell Brasil - Representacoes Ltda	Brazil	100%	983	104	—
Odfjell Terminals BV ²	Netherland	100%	199 172	9 100	174 039
Norfra Shipping AS	Norway	100%	694 630	16 318	657 225
Odfjell Insurance & Properties AS	Norway	100%	6 090	1 480	18 732
Odfjell Management AS	Norway	100%	21 858	(2 304)	19 751
Odfjell Maritime Services AS	Norway	100%	1 929	351	1 637
Odfjell Tankers AS	Norway	100%	9 858	(1 212)	8 536
Odfjell Peru	Peru	100%	195	—	70
Odfjell Ship Management (Philippines) Inc	Philippines	100%	2 600	140	2 323
Odfjell Singapore Pte Ltd	Singapore	100%	13	283	1 689
Odfjell Korea Ltd	South Korea	100%	43	41	(3)
Odfjell Middle East DMCC	United Arab Emirates, Dubai	100%	1 717	73	947
Odfjell USA (Houston) Inc	USA	100%	—	2 023	14 506

Total			939 218

1. The company Odfjell Argentina SA is directly and indirectly 99% owned by Odfjell SE.

2. Odfjell Terminals BV became a subsidiary in December 2018. Odfjell's terminal activity is operated through joint ventures owned by Odfjell

Terminals BV. The result and equity presented are consolidated figures for the terminal segment (see note 4 to the Group Financial

Statements).

The Company has tested investments for impairment in accordance with requirements in IAS 36. No impairment has

been recognized for 2025.

Note 13 Share capital and information about shareholders


	Number of shares	Nominal value (NOK)	(NOK 1 000) 2025	(NOK 1 000) 2024
A-shares	60 463 624	2.50	151 159	151 159
B-shares	19 256 222	2.50	48 141	48 141
Total	79 719 846		199 300	199 300

All shares have the same rights in the Company, except that B-shares have no voting rights.

339

20 LARGEST SHAREHOLDERS PER DECEMBER 31, 2025 ACCORDING TO VPS:


	Name	A shares	B shares	Total	Percent of votes	Percent of shares
1	Norchem A/S	25 966 492	7 811 664	33 778 156	43.01%	42.37%
2	Stolt-Nielsen Norway AS	8 233 612	5 055	8 238 667	13.64%	10.33%
3	Rederiet Odfjell AS	3 497 472	—	3 497 472	5.79%	4.39%
4	B.O. Steen Shipping AS	285 000	2 349 500	2 634 500	0.47%	3.30%
5	Pareto Aksje Norge Verdipapirfond	2 563 372	—	2 563 372	4.25%	3.22%
6	Ingeborg Agnete Berger	892 400	464 800	1 357 200	1.48%	1.70%
7	Carl Berger	891 500	460 900	1 352 400	1.48%	1.70%
8	Lgt Bank AG ¹	745 000	355 000	1 100 000	1.23%	1.38%
9	Kontrari AS	500 000	500 000	1 000 000	0.83%	1.25%
10	Forsvarets Personellservice	889 900	—	889 900	1.47%	1.12%
11	Ubs Switzerland AG ¹	573 572	288 600	862 172	0.95%	1.08%
12	Svenska Handelsbanken AB ¹	535 270	215 680	750 950	0.89%	0.94%
13	Odfjell SE	92 032	491 771	583 803	²	0.73%
14	Frode Tobiasson	375 100	194 100	569 200	0.62%	0.71%
15	Norchem Lwo Holding As	—	563 012	563 012	—%	0.71%
16	Bjørn Arvid Olsen	143 789	313 652	457 441	0.24%	0.57%
17	Petter Goldenheim	5 000	395 000	400 000	0.01%	0.50%
18	Ten Commandments AS	246 000	140 000	386 000	0.41%	0.48%
19	Intertrade Shipping AS	75 000	256 050	331 050	0.12%	0.42%
20	Verdipapirfondet Heimdal Utbytte	325 000	—	325 000	0.54%	0.41%
	Total 20 largest shareholders	46 835 511	14 804 784	61 640 295	77.43%	77.32%
	Other shareholders	13 628 113	4 451 438	18 079 551	22.57%	22.68%
	Total	60 463 624	19 256 222	79 719 846	100.00%	100.00%
	International shareholders	34 455 275	11 198 437	45 653 712	22.57%	57.27%

	Treasury shares ²	92 032	491 771	583 803	—	0.73%

1. Nominee account

2. No voting rights for own shares ref. Public Limited Companies Act §5 -4 . During 2025, Odfjell SE sold 61,260 A-shares for total sum of NOK

5,825,583 and 5,863 B-shares for a total sum of NOK 539.687 to Odfjell employees. These transactions were part of the managements

annual Long-Term Incentive Program and the semi-annual Employee Share Purchasing Program. These shares combined amounts to

0.08% of the total shares in the company.

Source: Norwegian Central Securities Depository (VPS).

For an analysis of the 20 largest shareholders of December 31, 2025, see text in section Shareholder Information. See

note 25 in the Group Financial Statements for details regarding shares owned by members of the Board and Executive

Management (including related parties).

340

Note 14 Guarantees


(USD 1 000)	2025	2024
100% owned subsidiaries (credit facilities)	602 317	632 608
100% owned subsidiaries (third party guarantees)	—	—
Total guarantees	602 317	632 608

Odfjell SE issues guarantees on behalf of subsidiaries as part of our day-to-day business.

Per December 31, 2025 , the Company has issued guarantees on behalf of 100% owned subsidiaries for credit facilities

totaling USD 602 million (USD 633 million in 2024).

Guarantees to and from Group companies are entered into on arms-length basis.

Note 15 Cash and cash equivalents

The Group uses a cash pool arrangement with Odfjell SE as the legal entity maintaining the accounts. Other

participants deposits into the arrangement are considered intercompany balances and are presented as such in the

financial statement.

341

Responsibility statement

We confirm that, to the best of our knowledge, the financial statements for the period January 1 to December 31, 2025 ,

have been prepared in accordance with current applicable accounting standards, and give a true and fair view of the

Group and Company's consolidated assets, liabilities, financial position and results of operations, and that the Report

from the Board of Directors provides a fair view of the development and perforce of the business and the position of the

Group and the Company, together with description of the principal risks and uncertainties facing the Company and the

Group.

We also confirm that the sustainability statement is prepared in accordance with the Corporate Sustainability

Reporting Directive (CSRD) and the European Sustainability Reporting Standards (ESRS) as required by amendments

to the Norwegian Accounting Act as well as article 8 in the EU taxonomy regulation.

The BOARD OF DIRECTORS OF ODFJELL SE

Bergen, March 25, 2026