2023
Annual report
Euronav - Annual Report 2023
Table of Contents
Table of Contents
Key figures
Financial calendar 2024
About this report
Information about the structure of the report
Reporting approach
Data measurement methods and assumptions
Assurance
Representation by the persons responsible for the financial statements
and for the management report
Shareholder letter
About Euronav & CMB.TECH
Company profile
Company strategy
Innovation Euronav & CMB.TECH
Group structure
Information
until 31 December 2023
Milestones 2023
Key Highlights 2023
Products and services
FSO and FPSO market
Overview of the market
Tanker markets
Fleet evolution - large tanker market
Euronav fleet
Stakeholder engagement
Activities and achievements
Sustainability report
Letter from the CEO
Our approach to sustainability
Sustainability key figures 2023
Materiality
UN Sustainable Development Goals Euronav
Active engagement with financial institutions on ESG
Environment
Decarbonisation: from strategy to implementation
Water and Marine Biodiversity preservation
Overview initiatives and collaborations - Environment
EU Research and Development
Social and human capital
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55
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Euronav - Annual Report 2023
People approach
Transparency and ethical behaviour
Managing our impact on people and our environment
Employee engagement
Talent attraction
Training and development
Performance management
Diversity and equality
Communication channels
HR accomplishments and KPIs
Collaborations and contributions - Society
Health
Safety
Our approach to health
Policies
Mental health
Physical health
Safety is paramount at Euronav
Health, Safety, Quality and Environmental protection (HSQE)
Management System
Preparing for emergencies
Raising Safety Standards
Communication channels
Approach to armed guards and piracy
Our safety performance
Security
Cybersecurity and data protection
Our governance
Approach
Code of Business Conduct and Ethics
Transparency and accountability
Webber Research Ranking
GUBERNA
Internal Control & Risk Management
Corporate Governance Statement
Introduction
Capital, shares and shareholders
Supervisory Board
Supervisory Board Committees
Evaluation of the Supervisory Board and its Committees
Management Board
Remuneration report
Information to be included in the annual report as per article 34 of the
royal decree of 14 November 2007
Appropriation of profits
Appropriation accounts
Measures regarding insider dealing and market manipulation
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Information until 31 March 2024
Events occurring after the end of the financial year ending 31 December,
2023
Risk Relating to the CMB.TECH transaction
Market prospects for 2024
Bocimar: dry-bulk vessels
Bochem: chemical tankers
Euronav: crude oil and product tankers
Delphis: container vessels
Windcat: offshore wind support vessels
CMB.TECH – other vessels
Fleet of the Euronav Group as of 31 March 2024
Owned VLCCs and V-Plus
Owned Suezmax vessels
Owned FSO’s (Floating, Storage and Offloading)
Owned Newcastlemaxes
Owned Post-panamaxes
Owned Feeders
Owned Chemical carriers
Owned CSOVs
Owned Coasters
Owned Hydro vessels
Owned Windcat vessels (CTV)
Owned Bitumen Tankers
Glossary
Registered office
4
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Key figures
CONSOLIDATED STATEMENT OF PROFIT OR LOSS 2019 - 2023
(In thousands of USD)
2023
2022
2021
2020
2019
Revenue (A)
EBITDA (B)
EBIT
Net profit
TCE (C) year average
VLCC
Suezmax
Spot Suezmax
In USD per share
Number of shares (D)
EBITDA
EBIT
Net profit
In EUR per share
Rate of exchange
EBITDA
EBIT
Net profit
History of dividend per share
Dividend
Of which interim div. of
1,235,127
1,190,186
969,146
858,027
2023
47,600
30,500
55,700
854,669
534,429
311,832
203,251
2022
27,600
30,400
31,000
419,770
85,796
(259,198)
(338,777)
2021
10,273
29,721
10,157
1,210,341
864,019
544,268
473,238
2020
52,902
38,644
36,579
914,711
540,668
202,966
112,230
2019
34,834
37,747
24,119
2023
2022
2021
2020
2019
201,901,743
201,747,963
201,677,981
210,193,707
216,029,171
5.89
4.80
4.25
2023
1.1050
5.33
4.34
3.85
2023
6.64
2.07
2.65
1.55
1.01
2022
1.0666
2.48
1.45
0.94
2022
1.13 E,F
0,03
0.43
(1.29)
(1.68)
2021
1.1326
0.38
(1.13)
(1.48)
2021
0.09 E,F
0.09
4.11
2.59
2.25
2020
1.2271
3.35
2.11
1.83
2020
1.40
1.40
2.50
0.94
0.52
2019
1.1234
2.23
0.84
0.46
2019
0.35
0.06
A The Company has decided to reclassify certain cost & revenue elements without impact on EBITDA, EBIT and net income. This
voluntary change has been adopted in 2021 and has been applied retrospectively.
B EBITDA (a non-IFRS measure) represents operating earnings before interest expense, income taxes and depreciation expense
attributable to us. EBITDA is presented to provide investors with meaningful additional information that management uses to
monitor ongoing operating results and evaluate trends over comparative periods. We believe that EBITDA is useful to investors as
the shipping industry is capital intensive which often brings significant cost of financing. EBITDA should not be considered a
substitute for profit/(loss) attributable to us or cash flow from operating activities prepared in accordance with IFRS as adopted by
the European Union or as a measure of profitability or liquidity. The definition of EBITDA used here may not be comparable to that
used by other companies.
C Time Charter Equivalent
D Excluding 17,790,716 shares held by the Company in 2023 (2022: 18,241,181 and 2021: 18,346,732 shares)
E The total gross dividend paid in relation to 2023 of USD 2.07 per share is the sum of the interim dividend paid in June 2023,
September 2023 and December 2023.
F Ratio is based on the actual exchange rate EUR/USD on the day of the dividend announcement if any.
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CONSOLIDATED STATEMENT OF FINANCIAL POSITION 2019 - 2023
(In thousands of USD)
31.12.2023
31.12.2022
31.12.2021
31.12.2020
31.12.2019
ASSETS
Non-current assets
Current assets
TOTAL ASSETS
LIABILITIES
Equity
Non-current liabilities
Current liabilities
TOTAL LIABILITIES
1,787,543
1,631,737
3,362,014
3,309,116
3,235,366
3,362,594
607,059
459,407
451,873
802,249
3,419,280
3,969,073
3,768,523
3,687,239
4,164,843
2,357,373
637,154
424,753
2,173,465
1,541,270
254,338
1,960,582
1,486,908
321,033
2,311,786
1,171,859
203,594
2,311,855
1,536,938
316,050
3,419,280
3,969,073
3,768,523
3,687,239
4,164,843
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Financial calendar 2024
8 May 2024
Announcement of first quarter results 2024
16 May 2024
Annual General Meeting of Shareholders
1 August 2024
Announcement of second quarter results 2024
7 August 2024
Half year report 2024 available on website
7 November 2024
Announcement of third quarter results 2024
6 February 2025
Announcement of fourth quarter results 2024
The Euronav share
Figure 1: Share price evolution 2023
Figure 2: Daily volume traded shares 2023
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About this report
Information about the structure of the report
2023 has been a transformative year for Euronav. With the recent acquisition of CMB.TECH, we have decided to divide
the annual report into three parts.
The first part is the current description of the Company, including CMB.TECH. This part contains our company profile,
our new strategy, innovation within Euronav and CMB.TECH, and more.
The second part ‘Information until 31 December 2023’ includes all disclosed information from Euronav for 2023.
CMB.TECH is not included in this part as the acquisition was concluded in February.
The last part, ‘Information until 31 March 2024 entails an overview of what happened after 31 December, our current
fleet list, risks relating to CMB.TECH and our forward looking statements for 2024.
Reporting approach
This 2023 report has been prepared in accordance with the EU Directive on disclosure of non-financial and diversity
information and is based on the International Integrated Reporting Framework as developed by the
International Integrated Reporting Council (IIRC). The CSRD is not compulsory for Euronav yet however the group is
preparing the approach which will be mandatory as from accounting year 2025, reported early 2026 onwards.
Euronav NV, its subsidiaries and joint ventures are referred to as Euronav (or the Group) in this report, which covers
the activities and performance of Euronav for the financial year ended 31 December 2023 (FY2023). The report also
includes any material events that occurred after this date, up to the date of publication.
The report outlines our corporate and sustainability strategy and provides a baseline for measuring the progress we
make towards achieving our goals, linking with our most material topics. Details of our material matters can be found
on page 43 of this report.
Our sustainability related disclosures have been guided by the GRI (Global Reporting Initiative) Standards, and SASB
(Sustainability Accounting Standards Board). Euronav’s sustainability strategy is also aligned to the United Nations’
Sustainable Development Goals (UNSDG). Euronav also disclosed information on sustainable and responsible
investments following the Carbon Disclosure Project (CDP).
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Data measurement methods and assumptions
Euronav’s current organisational boundary for greenhouse gas (GHG) reporting is defined based on the operational
control approach. Our reported GHG emissions data are calculated based on the Greenhouse Gas Protocol: A
Corporate Accounting and Reporting Standard (Revised Edition).
Assurance
This report uses third party assurance in the following aspects:
– Our external auditor, BDO - BEDRIJFSREVISOREN-BDO REVISEURS D'ENTREPRISES, provides assurance on the
audited financial results.
–
Each of our vessels’ fuel consumption and relevant activity data have been verified by one of the following third
parties: Lloyds Register, DNV, American Bureau of Shipping (ABS). These parties confirmed that the data were
collected and reported in accordance with the methodology and processes set out in the Ship Energy Efficiency
Management Plan Part II (SEEMP Part II) as required by Regulation 22A of Annex VI of MARPOL Convention.
Representation by the persons responsible for the financial
statements and for the management report
Mr Marc Saverys, Chairman of the Supervisory Board, Mr Alexander Saverys, CEO and Mr Ludovic Saverys, CFO, hereby
certify that, to the best of their knowledge,
(a) the consolidated financial statements as of and for the year ended 31 December 2023, which have been prepared
in accordance with International Financial Reporting Standards (IFRS) as adopted by the European Union, give a true
and fair view of the assets, liabilities, financial position and results of Euronav NV and the entities included in the
consolidation.
(b) the integrated annual report gives an accurate account of the activities, status and results of Euronav NV and the
entities included in the consolidation, and describes the main risks and uncertainties they may face.
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Shareholder letter
Dear Shareholders and Stakeholders,
2023 has been a crucial year for Euronav, leading to a major transformation of your company.
Let me first express my sincere feelings of gratitude.
I would like to thank my predecessor Grace Reksten Skaugen and her colleagues in the Supervisory Board for their
assistance and constructive approach in finding a solution for the structural deadlock, whilst protecting the interests
of all Euronav stakeholders.
I would like to thank Famatown and Frontline for having worked positively towards a way out of our disagreements.
I would like to thank our shareholders for having approved the proposed transactions with an overwhelming
majority.
And last but not least, I would like to thank all my Euronav colleagues for their patience in a year of uncertainty.
The tanker markets have been very positive during 2023, and we remain hopeful that they will stay positive in the
medium term, given the historically low order book, sustained demand and increase of ton-miles.
Diversification, Decarbonisation and Optimisation are the key objectives of the New Euronav.
The acquisition of CMB.TECH is a first and major step in the execution of this strategy. Together with CMB.TECH,
Euronav now represent a group of around 150 ocean-going vessels (including newbuildings) in dry bulk, container,
chemical, off-shore wind supply and crude oil.
We will continue our efforts to develop low-carbon engines, fuel supply systems and the production of low-carbon
fuels. We believe that using hydrogen for smaller ships, and ammonia for larger ones will play a major role in making
shipping greener. We will optimise and modernise our fleet by divesting less efficient tankers and re-invest the
proceeds in future-proof newbuildings or second-hand vessels including technical upgrades and energy saving
devices
We want to become the benchmark for sustainable shipping and are happy and proud to lead your company to a
prosperous and sustainable future.
Marc Saverys,
Chairman of the Supervisory Board
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About Euronav & CMB.TECH
Company profile
Euronav and CMB.TECH together represent a group with
around 150 ocean-going vessels (including newbuildings) in dry
bulk, container shipping, chemical tankers, offshore wind
vessels and oil tankers. The group focuses on large marine and
industrial applications of hydrogen or ammonia. They also offer
hydrogen and ammonia fuel to customers, through their own
production or third-party producers.
It's also working on developing eco-friendly
industrial
applications like trucks, locomotives, and straddle carriers. The
group believes that using hydrogen for smaller ships and
ammonia for larger ones could play a major role in making
shipping greener. These fuels don't emit CO₂, and if they're
made using renewable energy, they could help ships operate
without adding to carbon emissions.
Euronav is planning to propose to its shareholders to change its
name to CMB.TECH. However, Euronav will remain the name
for the tanker division. The focus lies on diversification,
decarbonisation and optimisation of the fleet. The goal is to
become the benchmark in sustainable shipping, with a special
emphasis on using hydrogen and ammonia to achieve this. The
company’s tagline says it all: "Decarbonise Today, Navigate
Tomorrow."
Euronav is listed on Euronext Brussels and on the NYSE under
the symbol EURN. The company is headquartered in Antwerp,
Belgium, and has offices across Europe and Asia.
Current company profile including CMB.TECH
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Current company profile including CMB.TECH
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Our culture, ethics and values
We have defined a core set of values for the organisation, refining these into key behaviours we see as exemplary for
both employees and management. By seeking to align our values with the actions and attitudes we display both
inside and outside the company, we hope to successfully execute our corporate objectives.
The updated Euronav and CMB.TECH values translate what we stand for into a set of guiding principles. They define
how we do business.
–
–
Entrepreneurship: The entrepreneurial mindset will fuel growth. Both shareholders and wider society will benefit
from the end results. We are decisive with a strong can-do attitude.
Family: The way we do business, our ethics and the interaction with our stakeholders are inspired by strong
family values: honesty, hard work, openness, solidarity and long-term value creation.
– Growth & innovation: We are pioneers in greening shipping, adapting to changing environments by developing
future-proof products and solutions. We dare to invest in the future, even in the direst of times.
– Commitment: Through our values, we show our commitment to our industry, our customers, our employees and
–
–
the world we live in. We are reliable and loyal.
Sustainability: We think about the wider impact of our actions on society, the environment, and the company. We
lead change by promoting the use of green hydrogen and green ammonia.
Efficiency: We are committed to working as efficiently as possible in our day-to-day operations to maximise the
value creation of everything we undertake.
These values serve as our compass, guiding us in our interactions with stakeholders and reinforcing our dedication to
responsible, ethical, and effective business practices.
Company strategy
The new envisaged strategy of Euronav was agreed upon in December 2023. The company aims, together with
CMB.TECH, to become the benchmark in sustainable shipping by focusing on:
(i) Diversification of the fleet
Diversify the fleet of Euronav into different shipping segments to decrease the dependence on the transportation of
crude oil. This does not mean exiting the tanker business altogether, but gradually decreasing the share of revenues
coming from pure crude oil transportation by adding different shipping asset types to the Euronav portfolio. The
acquisition of CMB.TECH was a first step in the diversification. CMB.TECH and Euronav now represent a group with
around 150 ocean-going vessels (including newbuildings) in dry bulk, container shipping, chemical tankers, offshore
wind vessels and oil tankers.
(ii) Decarbonisation of the fleet
Dedicate significant amounts of capital to the development of low-carbon engines, fuel supply systems and the
production of low-carbon fuels. We want to offer our customers the best ships to lower their greenhouse gas
emissions.
(iii) Optimisation of the fleet
Optimise and modernise the fleet by divesting less efficient/older tankers and re-investing the proceeds in future-
proof newbuildings/modern second-hand vessels or technical upgrades (e.g. energy saving devices). Future-proof, in
our view, means efficient low-carbon emitting ships and/or ships powered by hydrogen and/or ships powered by
ammonia. We want to optimise Euronav’s large fleet of tankers to continue offering the best fleet to its customers.
Current company profile including CMB.TECH
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Innovation Euronav & CMB.TECH
Overview
The future of our industry must be greener and cleaner. We believe that we can make a significant contribution to this
change by investing in industry-changing innovations. Digitisation and innovation are at the heart of Euronav’s
company strategy and ensure our future relevance. We invest in the latest technologies and eco-vessels, driving
improvements to meet the ambitious decarbonisation targets that our industry will have to reach to comply with the
Paris Agreement.
CMB.TECH has developed a dual fuel technology that uses hydrogen in combination with traditional fuel. This
technology uses combustion engines adapted to use hydrogen. The dual fuel technology significantly reduces
emissions.
Digitisation and innovation update 2023
Sensor data collection has been successfully established across all Euronav vessels, now centralised in an easily
accessible cloud-based big data platform. The FAST platform has undergone enhancements with the integration of
voyage and port call optimisation modules.
The Weather Routing module enables our vessels to utilise a cutting-edge multi-objective algorithm for safer, more
cost-efficient, and environmentally conscious navigation. This module will evolve in future developments towards a
holistic Voyage Optimisation approach, enhancing the overall commercial processes encompassing chartering,
operations, and non-commercial aspects such as technical and crewing. The Port Call Planning process, once
managed through diverse communication channels, has now transitioned to the FAST platform.
For environmental reporting purposes, FAST has implemented an automated reporting system for IMO DCS, EU MRV,
and CII, significantly reducing manual workload and enhancing the quality of our environmental reporting data.
The Euronav Data Landscape has been further streamlined and centralised, to facilitate seamless access for business
reporting and ‘dashboarding’, AI modelling, and integration with systems like the future ERP system or any other
partner.
The improved connectivity provided by a successful pilot with Starlink has notably eased these and other initiatives.
Current company profile including CMB.TECH
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Initiatives & partnerships Euronav &
CMB.TECH at 31 March 2024
Euronav engages in R&D projects to
underpin shipping decarbonisation
Shipping decarbonisation is expected to be a long and
costly process and the industry needs to work hand-in-
hand with other hard-to-abate sectors to accelerate the
transition to zero-emission shipping.
At Euronav, we realise that collaboration and innovation
are key to identifying R&D gaps and filling them by
developing new, zero-emission technologies at scale. To
achieve this, we have engaged in new research and
innovation projects funded by the European Union under
the Horizon Europe programme.
OPTIWISE
The OPTIWISE project aims to improve and demonstrate
energy savings using wind propulsion and hydrodynamic
improvements in propulsion. The EU has called for 10%
single energy savings and 20% combined using wind
propulsion as well as other hydrodynamic improvements.
Euronav is part of Work Package 3: Investigating the
installation of Ayro soft sails on an existing vessel and on a
newbuilding. Installation of sails on newbuilding vessels
requires a more holistic approach to vessel design since the
installed propulsion power and the installation of sails
means the rudder system must be optimised. This cannot
be achieved on vessels have that already been built
because their design cannot be changed drastically.
The consortium meets every 6 months, the last General
assembly (virtual) was 15th December 2023 – 4th General
Assembly (virtual), the next GA will be in Genoa Summer
2024.
For more information: https://www.optiwise-project.eu/
DT4GS
The Digital Twin for Green Shipping (DT4GS) project will
create realistic digital representations of ships with the aim
of improving navigation, machinery and hull optimisation
and energy management. Euronav will represent the tanker
industry in leading the tanker ‘Living Lab’ of the project and
contribute to the development of vessel operational
profiles to feed the Digital Twin model.
(ESDs),
together with
Euronav is focusing on simulation exercises that may help
us to predict the effects of installing of potential energy
the gradual
savings devices
incorporation of alternative-green fuels. The effect ESD
implementation and alternative fuels have on a vessel’s
operational profile, the related fuel costs, savings, and
regulatory impact will also be included in the modelling
aspect of the project. For more information visit: https://
dt4gs.eu/.
Euronav will engage with partners
including MARIN,
INLECOM, Wartsila, AYRO, DANAOS, Starbulk, RINA, ANEMOI
and other valued maritime industrial and research players
over the course of the OPTIWISE and DT4GS projects. Both
projects began in June 2022 and will last three years.
Current company profile including CMB.TECH
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Strategic Partnership - FAST Forward
Euronav is excited to announce the next phase in the evolution of its digital platform, FAST, through a strategic
partnership with ZeroNorth. 'FAST Forward,' is set to enhance our digitalisation efforts and ensure sustained growth.
From 1 April, ZeroNorth took over the management of the FAST platform, a move that represents a significant
milestone in our innovation journey. We reassure our stakeholders that Euronav will continue to utilise the FAST
platform on our vessels without any interruption to its current functionalities.
Euronav will manage the FAST platform, working towards a smooth transition to ZeroNorth. This transition has been
planned to guarantee a seamless handover, after which ZeroNorth will integrate FAST into their suite of offerings and
continue its development in line with Euronav's established roadmap. This collaboration will benefit various
stakeholders and external partners, emphasising collective growth and innovation.
Following the handover, Euronav will retain a license to use the FAST code and Intellectual Property Rights for
onshore transportation modes, focusing on data management and analysis capabilities for the CMB.TECH platform.
The strategic partnership with ZeroNorth was motivated by the evolution of FAST since its launch in 2018 and the
need to adapt to the rapidly advancing maritime digital landscape. This collaboration will enable the integration of
FAST's functionalities into a broader platform, offering significant benefits to Euronav and CMB.TECH.
Vessel Connectivity Improvements with Starlink and 4G Antennas
Euronav is improving vessel connectivity for their fleet by implementing enhancements through Starlink satellite
internet and 4G antennas. A successful Proof of Concept exercise was carried out on six nominated vessels using
Starlink's Low Earth Orbit (LEO) satellites and showed that the new system offers significant advantages as compared
to traditional VSAT systems.
Additionally, Euronav is installing more powerful 4G antennas on the vessels, which will reinforce connectivity near
shorelines and ports, allowing for faster communication compared to satellite connections when in range of 4G-
signals.
The reliable and high-speed internet connectivity provided by Starlink has streamlined various operational processes
to improve innovative Smart Shipping solutions. This technology is positioned to continue powering connectivity-
reliant innovations onboard our vessels in the future. Furthermore, crew members aboard Euronav vessels now enjoy
enhanced access to online resources, entertainment, and communication services, contributing to higher morale and
job satisfaction.
Open Data Architecture
One of the key components of our innovation landscape involves gathering up to 400 sensor values on our vessels.
These sensors generate a significant amount of data, with values being produced up to every second. To ensure the
quality and manageability of this extensive data, we have established a big data platform in collaboration with our
partners. The data platform serves as an intermediary between the comprehensive "data lake" containing all the
telemetry data and the various business applications that utilise this data, not limited to dedicated projects .
Centralised Fleet Administration and Monitoring
Implementation of a centralised fleet management and monitoring system to modernise administration fleet-wide
has been completed. Our fleet's performance and maintenance requirements can now be efficiently tracked. By
consolidating these vital operational aspects, we can ensure each vessel's optimal performance while addressing any
potential issues promptly.
The new system offers an improved remote access tool to both internal and external teams, including FAST Support,
DAS team, and external vendors. Initial feedback from both internal and external teams has been very positive,
indicating a substantial improvement compared to the previous tool in use. The enhanced remote access capabilities
of the new system will enable us to respond more quickly to issues on the vessels.
Joint Development Program
In 2021 Euronav NV announced a Joint Development Program (JDP) with the largest shipbuilder in the world,
Hyundai Heavy Industries (HHI) and classification societies Lloyd’s Register and DNV, to help accelerate the
development of dual fuel ammonia (NH3) fitted VLCC and Suezmax vessels. The initial term of the JDP is three years.
The Joint Development Program brings together specialist parties and ensures that Euronav and its partners
maintain control over what developments are pursued, responding to the need to apply new technologies, whilst
simultaneously addressing challenging emission reduction objectives and maintaining the highest safety standards
in a fluctuating market. The program will ensure that Euronav and its partners gain control, yet retain flexibility in
Current company profile including CMB.TECH
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Euronav - Annual Report 2023
17
developing future specifications for a new generation of crude tankers. Emissions compliance is critical to Euronav’s
stakeholders.
The current project and others across the sector are part of an essential starting point for the build-up of a market for
zero-carbon bunker fuels. And with shipbuilding capacity likely to be constrained for the construction of large crude
tankers until at least 2025, Euronav believes this will deliver the Company a competitive advantage within its existing
sustainability structure.
CMB.TECH: A Sustainable Future
In a strategic push towards diversification and decarbonisation, Euronav has taken a significant step by acquiring
CMB.TECH, a frontrunner in maritime cleantech solutions. This acquisition marks a crucial milestone for Euronav. The
incorporation of green technologies into our fleet signifies the Company's commitment to an innovative and low-
carbon future.
Partnerships CMB.TECH:
CMB.TECH has numerous partnerships with Original Equipment Manufacturers and other companies to fast-track the
development of low-carbon solutions for shipping:
MAN Engines
MAN Engines is our go-to partner for efficient engines, axles, and transfer cases in the performance range of 37 kW to
1,471 kW (50 hp to 2,000 hp). Their team of expert engineers has developed cutting-edge engine solutions to meet the
ever-changing needs of their customers.
One of the most notable achievements of our joint endeavour with MAN Engines, is the 749kW strong dual fuel
engine, which is based on the 24 litre V12 - MAN D2862 LE428. The engine was co-developed by MAN Engines and
CMB.TECH for dual fuel use and retrofitted with a hydrogen injection system, which injects hydrogen just in front of
the
is double-walled and manufactured with the latest 3D additive
manufacturing technology.
intercooler. The hydrogen manifold
Volvo Penta
Volvo Penta is a world-leading and global manufacturer of engines and complete power systems for marine and
industrial applications.
Building on a successful collaboration that began in 2017, CMB.TECH and Volvo Penta have expanded their
collaboration. The primary objective is to scale up the implementation of dual fuel technology in the industry,
thereby enabling the market to effectively reduce greenhouse gas emissions.
WinGD
WinGD develops low speed two-stroke engines for marine propulsion. In a partnership with WinGD, CMB.TECH is
developing ammonia-fuelled two-stroke engines. This partnership will showcase the ammonia dual-fuel X72DF
engine in a series of 210,000DWT bulk carriers and the first ship to be fitted with this engine will sail at the beginning
of 2026
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ATS
Antwerp Terminal Services (ATS) is a joint venture between MSC PSA Europe Terminal (MPET) and PSA Antwerp
(PSAA). In 2015, PSA Antwerp and MPET jointly set up ATS to bring different operations together under one roof. ATS
supports both companies with technical services, HSSE and Barge Planning.
CMB.TECH, together with ATS, launched the world’s first hydrogen dual fuel straddle carrier at the Port of Antwerp.
The hydrogen dual-fuel straddle carrier, designed with state-of-the-art hydrogen dual-fuel combustion engines, is not
just a remarkable achievement, but also a reflection of the shared commitment between CMB.TECH and ATS to
advancing sustainability in port operations.
CMB.TECH is committed to supporting ATS in achieving their goal of a 50% reduction in carbon emissions by 2030,
with the intention of achieving net-zero emissions for all terminals by 2050. Our hydrogen dual-fuel straddle carrier is
a significant milestone along this trajectory, demonstrating our joint dedication to a sustainable future.
Port of Antwerp-Bruges
Port of Antwerp-Bruges is Europe’s second largest port, with over 300 scheduled services to more than 800
destinations. International connections and sustainable growth play an important role in maintaining their role as a
world port.
In a groundbreaking collaboration, Port of Antwerp-Bruges and CMB.TECH introduced the world’s first hydrogen-
powered tugboat, the Hydrotug 1. This initiative aligns with the port’s vision of achieving climate neutrality by 2050
and exemplifies their dedication to environmental governance. With the Hydrotug 1, powered by combustion engines
that burn hydrogen in combination with traditional fuel, Port of Antwerp-Bruges and CMB.TECH set new standards in
emission reduction and sustainable maritime transportation. This partnership signifies a shared commitment to
driving progress towards a cleaner, greener future.
Boeckmans
With offices in Belgium and the Netherlands, Boeckmans specialises in maritime logistics solutions, specifically in the
area of smaller general cargo vessels in Europe.
Together with Boeckmans, we’re leading the development of four future-proof hydrogen-powered 5.000dwt general
cargo vessels. These vessels will revolutionise maritime transportation and significantly reduces greenhouse gas
emissions.
BeHydro
ABC engines and CMB.TECH joined forces to create BeHydro, a producer of medium speed monofuel and dual-fuel
hydrogen engines. BeHydro engines are used in the Hydrotug 1 and the engines can also be used as generators for
off-grid electricity production.
Cleanergy Solutions Namibia
Cleanergy Solutions Namibia, a joint venture between CMB.TECH and the Ohlthaver & List Group, has launched
Namibia’s first green hydrogen production plant, to be built in the Erongo region. It will develop green hydrogen
production projects in Namibia. The aim is to produce green hydrogen from solar power and distribute this clean fuel
to heavy-duty applications such as trucks, locomotives, mining equipment and ships.
JPNH2YDRO
JPNH2YDRO is the joint venture between CMB.TECH TSUNEISHI FACILITIES & CRAFT and Kambara Kisen.
JPNH2YDRO is actively working on the development of hydrogen internal combustion engine (H2 ICE) solutions in
Japan.
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Continued R&D and Innovation through the Plug & Play platform
Throughout 2023, subjects such as Emission Reduction Technologies, Digital Twins in shipping, Port Call
Optimisation, and the Enhancement of Safety Culture have taken centre stage in Deal Flows and Deep Dive sessions.
These sessions provided a platform for multiple start-ups to present their innovative solutions, resulting in valuable
insights and progress within these domains.
The Expo Day aimed to accelerate and promote the Plug and Play (PnP) platform, fostering connections between
international corporations and top startups through specialised maritime programs. Euronav, along with founding
partners including the City of Antwerp, CMB, DXC Technology, and Port of Antwerp-Bruges, strives to pilot startup
technologies and drive R&D and innovation within the maritime industry.
Inventory Management Project
Inventory management is a cumbersome, yet crucial task on board ships. It is key from both an operational and a
financial perspective to have a correctly updated inventory and control of the actual stock of spare parts onboard our
vessels. In 2020 Euronav initiated the Inventory Management Project (IMIP).
Following fleet-wide implementation, we streamlined the processes to all managed vessels further optimising the
inventory value across all our vessels; most Purchase Orders received on board are recorded by scanning QR codes;
and our crew reduced the average time for locating a spare on board ship by proper logging in the ERP system. Spare
part consumption declarations have significantly improved, and the inventory stocktake accuracy is secured through
quarterly PMS jobs.
Frequent training and visits on-board ships, as well as close monitoring by tailor-made KPI metrics complement the
inventory management. Our main forwarding partner supports the process by tagging spare parts orders across 6
hubs before delivering on board.
Maritime Campus Antwerp (MCA)
Euronav & CMB.TECH are partners of Maritime Campus Antwerp (MCA). The aim of MCA is to build coalitions within
and outside the maritime industry with a global focus on innovation and sustainability. It brings the worlds of
industry, technology, business and innovation together.
The MCA Community is an ecosystem in which different stakeholders (public, private, research and individuals)
innovate in the maritime sector. In the MCA Community everyone is brought together and informed in order to define
the key areas of interest.
These areas of interest will be turned into more focused and open innovation challenges by engaged MCA members
and other relevant partners and presented to a broad spectrum of parties to garner input and cooperation.
In the past year, Euronav has exchanged knowledge and expertise, and strengthened relationships with the
ecosystem of MCA, for example, by attending events and giving presentations. More information can be found on the
website: https://mca.be/nl
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Group structure
Figure 3: Structure of the Group at 31 March 2024
Euronav Ship Management Hellas Ltd.
Euronav Ship Management (Hellas) Ltd., was established in 2005 in Piraeus, Greece, and moved to offices in the
centre of Athens in 2017. It is a branch office of a fully owned subsidiary of Euronav NV that engages in the ship
management of the ocean-going oil tankers of Euronav and the supervision of the construction of newbuildings. Ship
management
includes crewing, technical support, procurement, accounting, health, safety, environmental
protection and quality assurance, legal advice, claims handling support, as well as fleet IT support.
Euronav Ship Management SAS
Euronav Ship Management SAS, with its head office in Nantes, France, and a branch office in Antwerp, Belgium, is,
besides the traditional shipping activities, responsible for the management of vessels of our offshore activities and
Euronav’s offshore projects. This includes participation in tendering projects, conversion works, as well as supervising
and managing these projects, including crewing, technical procurement, accounting and quality assurance. The
Nantes office and the Antwerp office also provide crew management for Euronav’s trading oil tankers.
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Euronav (UK) Agencies Ltd. & Euronav NV, London
branch
Having a London presence enables Euronav to work closely with world-wide
clients and international brokers. As London is a major centre for tanker
shipping, the commercial activities of the group are conducted by the local
team in cooperation with the head office in Antwerp.
Euronav Hong Kong Ltd.
Euronav Hong Kong Ltd. is the holding company of three wholly owned
subsidiaries and two 50% joint venture companies . The wholly owned
subsidiaries that fall under Euronav Hong Kong Ltd. are (i) Euronav Ship
Management (Hellas) Ltd. (see short summary above), (ii) TI Asia Ltd. and (iii) TI
Africa Ltd. TI Asia Ltd. and TI Africa Ltd. are owners of respectively the FSO Asia
and the FSO Africa, both currently employed at the Al Shaheen field offshore,
Qatar. The 50% joint venture companies are Bastia Shipholding Limited and
Bari Shipholding Limited. Both are 50% owned by Ridgetuf LLC and previously
owned respectively Suezmaxes Bastia and Bari. As both vessels are sold, the
companies are currently in the process of being wound up.
Euronav Shipping NV
Following the acquisition of 15 VLCCs in January 2014, Euronav Shipping NV and
Euronav Tankers NV were incorporated as subsidiaries of Euronav NV, in
January and February 2014 respectively. The Euronav Group gradually
centralised its ship management activities within Euronav Shipping NV. Over the
course of 2019, the two French subsidiaries Euronav SAS and Euronav Ship
Management SAS (including its Antwerp Branch), as well as the Hong Kong
subsidiary Euronav Hong Kong Ltd. were transferred to Euronav Shipping NV.
With the purpose of further simplifying and standardising the group structure,
Euronav Shipping NV and Euronav Tankers NV merged with effective date 1 July
2021, with Euronav Shipping NV being the surviving corporation. In addition in
Q1 2023 Euronav Shipping NV purchased 100% of the shares of Euronav
Singapore Pte. Ltd. and E.S.M.C. Eur-Ocean Ship Management (Cyprus) Limited
in Q1 2023 from Euronav Hong Kong Ltd.
Euronav Luxembourg S.A.
Euronav Luxembourg S.A. was incorporated in Luxembourg in May 1995 and is a
100% subsidiary of Euronav NV. Euronav Luxembourg S.A.’s is engaged in the
purchase, the sale, the chartering and nautical management of sea-going
vessels. The company operated 4 vessels in 2023, one on the spot market and
three vessels were placed on time charter. The company is also performing intra
group financial activities. In 2021 the company issued a Nordic bond which
replaced the existing Nordic bond from 2017.
Euronav MI II Inc.
In the fourth quarter of 2017, Euronav NV incorporated a new wholly-owned
subsidiary, Euronav MI Inc., a company incorporated and existing under the laws
of the Republic of the Marshall Islands, for the purposes of the upcoming merger
(the ‘Merger’) with Gener8 Maritime Inc. (‘Gener8’). Pursuant to the merger
agreement entered into between Euronav and Gener8 on 20 December 2017,
Euronav MI Inc. merged with and into Gener8 upon closing the Merger on 12
June 2018, with Gener8 being the surviving corporation wholly owned by
Euronav NV. At the same time, the name of the surviving corporation was
changed into Euronav MI II Inc.
As the ultimate parent company of the Gener8 group prior to the closing of the
Merger, Euronav MI II Inc. still owns certain direct and indirect subsidiaries, most of which served as special purpose
ship-owning companies within the Gener8 group. Following the sale of the assets held by them (to Euronav NV or, in
case of non-core assets, to third party buyers) Euronav is in the process of simplifying the group’s corporate structure
by liquidating the said subsidiaries.
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Tankers UK Agencies Ltd. (TI Pool)
In 2017 the corporate structure of ‘Tankers International Pool’ (TI Pool) was rationalised. Under the new structure, the
shares of Tankers UK Agencies Ltd. (TUKA), fully held at the time by Tankers International LLC (TI LLC), an entity
incorporated under the laws of the Marshall Islands, have been distributed to the two remaining founding members
of the TI Pool (namely Euronav NV and International Seaways Inc.), to form a 50-50 joint venture.
Additionally, two new companies, Tankers International Ltd. (TIL) and Tankers International (Singapore) Pte. Ltd.,
were incorporated under respectively the laws of the United Kingdom and the laws of Singapore, and are now fully
owned by TUKA. TIL became the disponent owner of all of the vessels in the TI Pool, as all the vessels are now time
chartered to TIL at a floating rate equivalent to the average spot rate achieved by the pool multiplied by the pool
point assigned to each vessel. This new structure allowed the TI Pool to arrange for a credit line financing to lower the
working capital requirement for the Pool participants and potentially attract additional pool participants. Tankers
International (Singapore) Pte.Ltd. was incorporated to support vessel operations East of Suez and to provide
assistance to the Group’s clients based in the East.
Euronav NV, Antwerp, Geneva Branch
In April 2019 Euronav NV established a branch office in Geneva (Switzerland), Euronav NV, Antwerp, Geneva Branch.
This new branch office was set up in anticipation of the coming into force of IMO 2020 and focuses on the
procurement of compliant fuel and related services.
CMB.TECH NV (as of February 2024)
In February 2024, Euronav concluded the acquisition of CMB.TECH NV (‘CMB.TECH’) following the approval of the
transaction at the SGM on 7 February. CMB.TECH builds, owns, operates and designs large marine and industrial
applications that run on hydrogen and ammonia. CMB.TECH also offers hydrogen and ammonia to its customers,
either through own production or by sourcing it from third party producers. CMB.TECH is active throughout the full
hydrogen value chain through its different divisions: Marine, Technology & Development Centre, H2 Infra and
Industry.
CMB.TECH International NV, CMB.TECH Belgium NV & CMB.TECH
Netherlands BV
In the course of 2021 and 2022, CMB.TECH incorporated CMB.TECH International NV, CMB.TECH Belgium NV and
CMB.TECH Netherlands. These entities own and operate different vessels from the new building programme
(container and dry bulk vessels, chemical tankers and CSOVs).
Windcat Group
In December 2019, CMB NV entered into a binding definitive sale and purchase agreement to acquire Windcat
Workboats Holdings Limited (‘Windcat’) from SEACOR Marine. The Windcat group is among the leading offshore wind
support providers in Europe, and owns & operates, directly or through its joint ventures, a fleet of more than 50 CTVs
in the European offshore wind sector. Besides its activities in the Netherlands, the UK and Belgium, Windcat is also
active in the German, French and Polish markets through its joint venture partners, FRS Windcat Offshore Logistics,
TSM Windcat and FRS Windcat Polska respectively.
CMB.TECH Technology and Development Centre Ltd.
CMB.TECH Technology & Development Centre is the heart of the innovation and development activities. The team
has over 60 skilled and passionate engineers who work on the latest state-of-the-art technologies for our industrial
and marine applications; The team has access to a workshop for prototyping and retrofitting.
In combination with the model studio, computer aided design and engineering, a wide variety of applications are
being developed, built and tested. The testing facilities include three dyno test cells equipped with a hydrogen supply
where high speed engines up to 1MW can be tested. Our engineering team has an extensive and proven 20 year track
of developing low and zero-carbon solutions for the marine and land-based industry.
CMB.TECH Industry NV
CMB.TECH Industry NV is a provider of scalable dual fuel platforms for heavy-duty applications. Its advanced
technology allows the conversion of existing diesel engines into dual fuel and mono fuel engines. CMB.TECH Industry
has developed applications for the use in, amongst other things, trucks, port equipment, agricultural tractors and
gensets. In December 2022, CMB.TECH Industry NV launched its dual fuel workshop to convert heavy duty
applications into dual fuel hydrogen applications. In this workshop, new ICE (Internal Combustion Engine) trucks are
converted with CMB.TECH’s dual fuel hydrogen technology as on today.
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JPN H2YDRO CO. Ltd (50%)
JPN H2YDRO is a joint venture between CMB.TECH, Kambara Kisen and Tsuneishi Facilities and Craft. JPN H2YDRO
develops hydrogen applications and produces hydrogen for the Japanese market. In addition, it also owns and
operates the HydroBingo, a hydrogen powered ferry using dual-fuel hydrogen-diesel internal combustion engines.
The vessel was launched in 2021 and is deployed in the Japanese inland sea. Finally, a state-of-the-art hydrogen
research and development facility is being built in Tsuneishi as on today.
Be Hydro BV (50%)
Be Hydro is a 50/50 joint venture between CMB.TECH NV and Anglo Belgian Corporation NV located in Ghent,
Belgium. Be Hydro builds dual-fuel diesel hydrogen and monofuel hydrogen engines for the marine, railway and
power industry.
H2 Infra NV
H2 Infra NV offers hydrogen and ammonia fuel to its customers, either through its own production or by sourcing it
from third party producers. Besides owning the first multimodal hydrogen refuelling station which is located in
Antwerp, H2 Infra is also the 49% shareholder in Cleanergy Solutions (Namibia) (Pty) Ltd.
Cleanergy Solutions (Namibia) (Pty) Ltd (49%)
During 2022, the Group incorporated Cleanergy Solutions (Namibia), a joint venture with Ohlthaver & List, a Namibian
company. Cleanergy is currently constructing the Hydrogen Demonstration Hub in Namibia which will produce green
hydrogen for local applications such as trucks, locomotives, and port & mining equipment.
CMB TECH Namibia (Pty) Ltd
Through its wholly owned subsidiary CMB TECH Namibia (Pty) Ltd, CMB.TECH is represented in Namibia and
promotes its hydrogen and ammonia production projects and applications.
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Information
until 31 December 2023
Milestones 2023
9 January 2023
Frontline informed Euronav of its intention to no longer proceed with the combination agreement between the two
companies announced in July 2022.
11 January 2023
Euronav took delivery of the VLCC newbuilding Cassius (2023 – 299,158 dwt).
26 January 2023
Euronav was included in the Bloomberg Gender-Equality Index (GEI) for the sixth consecutive year, since the Index
was established in 2018.
28 February 2023
Euronav took delivery of the VLCC newbuilding Camus (2023 – 299,158 dwt).
10 March 2023
Euronav announced it had signed an agreement with the United Nations (UN) to sell the Nautica, a VLCC, as part of a
wider salvage operation for the FSO Safer located in Yemen.
23 March 2023
Euronav held a Special General Meeting for Shareholders. The Shareholders voted to maintain independent directors
Grace Reksten Skaugen, Anita Odedra, Carl Trowell and to terminate the mandates of Anne-Hélène Monsellato and
Steven Smith. The shareholders also approved the appointments of four new directors: John Fredriksen and Cato H.
Stonex, representing Famatown; and Marc Saverys and Patrick De Brabandere, representing CMB.
16 May 2023
Euronav announced the departure of its CEO Hugo De Stoop with immediate effect by mutual agreement. Mr. De
Stoop was succeeded by Lieve Logghe, the Group’s CFO, who was appointed as CEO ad interim.
17 May 2023
Euronav held their Annual Shareholder meeting with Supervisory board members Carl Trowell and Anita Odedra
stepping down. Julie de Nul and Ole Henrik Bjorge were voted onto the Board by the shareholders as independent
board members.
30 May 2023
Euronav took delivery of the VLCC newbuilding Clovis.
30 May 2023
Euronav received an award at the first-ever ESG Shipping Awards in Greece.
19 July 2023
Euronav announced the sale of the VLCC Nautica (2008 – 307,284 DWT).
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16 August 2023
Euronav announced the order of a VLCC newbuilding at Qingdao Beihai Shipyard in China. The vessel is expected to
be delivered in 2026.
9 October 2023
Euronav announced that its two reference shareholders, CMB NV (“CMB”) and Frontline plc/Famatown Finance
Limited (“Frontline”), have reached agreement on a transaction involving the Company.
12 October 2023
Euronav announced an agreement to lift the option for a second VLCC newbuilding at Qingdao Beihai Shipyard in
China for delivery in 2026.
21 November 2023
Euronav held a Special General Meeting. Consequently, the following transactions became effective:
–
–
the sale of 24 VLCCs to Frontline
the mandatory takeover offer by CMB NV for all outstanding shares of the Company
22 November 2023
Euronav announced changes in the Supervisory and Management Board.
The resulting composition of the new Supervisory Board is as follows: Julie De Nul (independent), Catharina Scheers
(independent), Patrick Molis (independent), Marc Saverys (non-independent - Chair), Patrick De Brabandere (non-
independent) & Bjarte Bøe (non-independent).
The Supervisory Board unanimously decided to appoint the following Management Board members upon
recommendation of the Corporate Governance & Nomination committee.: Alexander Saverys (Chief Executive
Officer), Ludovic Saverys (Chief Financial Officer), Michael Saverys (Chief Chartering Officer), Maxime van Eecke (Chief
Commercial Officer) & Benoit Timmermans (Chief Strategy Officer).
7 December 2023
Euronav lifted the option for one more VLCC newbuilding at Qingdao Beihai Shipyard in China and ordered two
Suezmaxes at Daehan Shipbuilding in South Korea, all for delivery in 2026.
22 December 2023
Euronav announced that it had entered into a share purchase agreement for the acquisition of 100% of the shares in
CMB.TECH NV (“CMB.TECH”) subject to approval of a Special General Meeting in February 2024.
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Key Highlights 2023
Figure 4: Key highlights 2023
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Figure 5: Company and sustainability highlights 2023
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Products and services
In-House ship management
Euronav manages most of its fleet of modern crude oil carriers in-house and has well-proven experience in managing
oil tankers. The mix of Suezmaxes, VLCCs, and FSOs in-house, are covered across three wholly owned subsidiaries:
Euronav Ship Management SAS, Euronav SAS and Euronav Ship Management (Hellas) Ltd. Euronav has an office in
Singapore, Euronav Singapore Pte Ltd., to enhance the support offered to those vessels that call frequently at Asian
ports.
Euronav maintains an integrated ship management approach by providing:
–
Experienced officers and crews with professional credentials.
Euronav’s personnel includes seagoing officers, crew, shore-based staff, skilled and experienced captains, and
marine engineers, as well as maritime university and college graduates. This gives the Company a competitive edge
in high quality maintenance and operation of the vessels, as well as project development and execution.
– Professional relationships based on merit and trust;
Vessel and crew performance is assessed by the management team, superintendents, internal and external shipping
auditors, and customers, as well as national and international regulatory bodies. Euronav has excellent relationships
with all oil majors. We nurture our people and our business through performance planning and appraisal, training
and development, and encouraging promotion from within, while also offering opportunities to talented
professionals from outside to join the Company.
–
Safety and quality assurance including training, auditing and vetting.
Euronav’s fleet trades worldwide in some of the most difficult weather conditions and sea states and for charterers
with the strictest requirements. All our services are provided with the ultimate regard for the health, safety, security,
environmental and quality standards applicable to the maritime transportation industry. Our organisation and our
vessels have successfully passed numerous internal and external audits, oil major Tanker Management and Self-
Assessment (TMSA) reviews and vetting inspections, as well as port state control inspections.
– Design and maintenance standards that increase safety and operational performance as well as asset value;
–
Euronav
implementing innovation for environmental performance (emissions reduction and biodiversity);
long-term asset protection and upgrade, while researching, assessing and
is committed to
– Modern and effective computer-based management and training systems and hands-on technical management
backed by the latest software platforms and communication systems.
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The Euronav Group provides a full range of ship management services, including:
Full technical management;
Fleet personnel comprising experienced motivated officers and crew;
–
–
– Comprehensive integrated health, safety, quality and environmental protection management system; certified for
ISM, ISO 9001, 14001, 45001, 50001;
Insurance claims handling;
–
– Global sourcing of bunkering, equipment and services for optimum synergies, pricing and quality;
–
Financial, information technology, human resources and legal services to support the Group’s assets’ values;
– Project management for newbuilding supervision, including pre- and post-contract consultancy and technical
support;
– Dry dockings, retrofits and upgrade of assets for emission reduction (e.g. hull coating etc.) and compliance with
new rules and regulations and/or improved operational efficiency;
– Commercial management;
– Operational (post- fixture) management.
Euronav uses a set of clearly defined leading and lagging Key Performance Indicators (KPIs) for its ship management
services as well as standardised inspection reports which facilitate the measurement of:
– Health & Safety performance;
Environmental performance;
–
–
Security (including Cybersecurity) performance;
– Crew and shore staff retention and well-being;
–
IT & Innovation solutions
– Navigation performance;
–
–
–
– Planned and condition-based maintenance;
– Dry docking planning, upgrades and repairs ;
– Procurement efficiency; and operational competitiveness
We carry out quarterly management review meetings, bi-monthly table top exercises, monthly safety and
environmental protection meetings, bi-weekly management coordination meetings and weekly fleet management
coordination meetings.
Vessel reliability;
Vessel energy efficiency;
Vetting and port state controls;
Euronav ship management partners
In addition to the in-house managed fleet, Euronav maintains close relations and cooperation with high quality third
party ship managers that manage a small part of our fleet. A dedicated Euronav team monitors these partners and
ensures that the services rendered to Euronav vessels are in accordance with Euronav standards. These relationships
offer opportunities for interaction and knowledge sharing between the Euronav Ship Management and Ship
Management partners, providing potential for growth, adaptability and flexibility.
Information until 31 December 2023
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Tanker Shipping
Euronav is a vertically integrated owner, operator and manager, able to provide complete shipping services in
addition to the carriage of crude oil on its fleet of modern large tankers. The crude oil seaborne transportation market
is cyclical and highly volatile, requiring flexible and proactive management of assets in terms of fleet composition and
employment. On 31 December 2023 the Euronav core fleet (owned and operated) had an average age of 11.7 years.
Euronav operates its fleet on both the spot and period markets.
VLCC Fleet
The Tanker International (TI) Pool
Euronav’s 100% owned VLCC fleet flies Belgian, French, Liberian and Marshall Islands flags. Euronav is a founding
member of the TI Pool, which commenced operation in January 2000. The pool was established with other leading
tanker companies to meet the global transportation requirements of international oil companies and other major
charterers and now operates one of the largest modern fleets in the world with 39 VLCC under its control. Within this
fleet Euronav had 15 VLCCs participated in the pool on 31 March 2024.
Participating in a pool enables Euronav and its customers to benefit from the economies of scale inherent in such an
arrangement. Furthermore, the TI Pool has been able to enhance vessel earnings by improved utilisation (increased
proportion of laden days versus ballast days) through use of combination voyages, contracts of affreightment and
other efficiencies facilitated by the size and quality of its modern VLCC fleet. By operating together, the TI Pool always
aims to have a modern, high quality VLCC available in the right place at the right time.
*Please note that all VLCCs that have been sold to Frontline are not included in the calculations of the visual
Suezmax Fleet
Euronav’s 100% owned Suezmax fleet flies the Belgian, Greek and Liberian Flags. The use of a national flag, together
with operational and maintenance standards in terms of age and performance that are higher than the industry
norm, enable Euronav to employ part of its fleet on time charter. Employing a part of our Suezmax fleet on long-term
time charter allows the Company to benefit from a secure, steady and visible flow of income. Another part of the
Suezmax fleet is traded on the spot market. On 31 December 2023 Euronav owned 22 Suezmaxes (with two additional
newbuildings due to be delivered in 2024 and two due to be delivered in 2026). The fleet of 22 Suezmax has mixed
employment: 16 vessels are traded in the spot market whilst 6 are on time charter.
Figure 6: Average age profile of our VLCC fleet
Figure 7: Average age profile of our Suezmax fleet
Information until 31 December 2023
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FSO market
FSOs are floating storage and offloading units for areas where the offshore production platforms have no or
insufficient storage capabilities (fixed platform, mobile offshore production units (MOPU), SPAR (Spar Buoy) tension
leg platform (TLP), semi-sub), and no pipeline infrastructure to the shore or another terminal. They are ideal for such
situations because they have a very large storage capacity and can be moored in almost any water depth. With no
process topsides (as with FPSOs), they are relatively simple to convert.
FSOs provide field storage ranging from 60,000 to 3 million barrels and offloading in a variety of situations. Most of
them store oil although there are a few LPG or LNG FSOs.
The cost of a converted FSO ranges from USD 30 million to USD 200 million, depending on the size, field location,
mooring and design life. A newbuild FSO can range from USD 100 million to USD 300 million.
There is an established market for leasing FSOs, which can help commercialise remote or marginal fields. The
offshore industry is a highly technical one with many risk factors but with an equally high reward.
Euronav’s initial exposure to the FSO market was with VLCC deployments in the Gulf and in West Africa back in 1998.
We engaged in the Maersk Oil Qatar (MOQ) project because of the specific assets that we owned in joint venture with
International Seaways Inc. (INSW): two of the only four V-Plus vessels (also known as ULCCs – Ultra Large Crude
Carriers) that exist in the world, the TI Asia (which belonged to Euronav) and the TI Africa (which belonged to INSW). In
2017 the field operations of Al-Shaheen (Qatar) were transferred from MOQ to NOC (North Oil Company – see below)
and the FSO contracts were extended until 2022.
In November 2020, Euronav's joint venture with International Seaways signed a ten year contract extension for the
FSO Asia and FSO Africa. This is a direct continuation of their current contractual service with North Oil Company
(NOC), the operator of the Al-Shaheen oil field since 2017, whose shareholders are Qatar Petroleum Oil & Gas Limited
and Total E&P Golfe Limited. The extended FSO contracts now run until 21 July 2032 and 21 September 2032
respectively.
In 2022, Euronav announced that it had become the sole owner of the FSOs previously held in its 50-50 joint venture
with INWS. Euronav obtained full control of the project in June 2022.
The FSO Africa and FSO Asia are both high specification and long duration assets. They entered service on the Al-
Shaheen field in 2010 and have a potential service life (without major modifications) to 2042.
Offshore units are unique because of the logistical requirements and additional engineering needed to design,
transport, install and operate facilities in remote offshore environments, as opposed to onshore production or
storage plants. Each offshore unit is specifically designed for the field's environmental and geological characteristics.
Information until 31 December 2023
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32
FSO and FPSO market
In January 2024, there were 431 floating production systems in service or available worldwide, among which were 169
FPSOs*and 111 FSOs* (96 Oil, 15 LNG). This does not include 14 FPSOs that are available for reuse. In addition, there
are two FSOs and one FPSO that are out of service for extended repairs.
Forty-nine production floaters, seven FSOs and two Mobile Offshore Production Units are currently on order. For the
remainder of 2024, 16 production units are scheduled for delivery (9 FPSOs, 2 FLNGs, 2 FSOs, 1 FSO LNG, 1 SEMI, and 1
MOPU). If all these units are delivered as planned, the backlog should remain in the 40’s for the rest of the year.
Currently, there are 182 floater projects in the appraisal – either at the planning, bidding or final design stage – that
may require a floating production or storage system. Of these projects, 56 are at the bidding or final design stage and
another 90 are in the planning stage. The major hardware contracts for these projects are planned for between 2025
to 2026. However, studies are still ongoing to assess the economic viability of the projects, particularly those in deep
water and harsh environments. The remaining 36 projects are in the appraisal stage.
Southeast Asia is the most active region for future projects with 44 potential floater projects in the planning cycle,
closely followed by Africa with 42 projects. Brazil has 26 projects, which may require 38 floaters, as fields like Buzios
and Mero will require multiple units. The next largest regions are the Gulf of Mexico and Southwest Asia/Middle East
with 14 projects each, and Northern Europe and Australia each has 10 projects. The remaining regions have fewer
potential projects: the Mediterranean has 8 projects, South America 7, China 4, and Canada 3.
Over 70% of active FPS facilities are in Asia, with 40% in China, 20% Southeast Asia and 10% Korea. The newly merged
Keppel and Sembcorp is the busiest yard by far, with well over ten large projects underway. In January 2024, there
were 431 floating production systems in service or available worldwide, among which were 169 FPSOs*and 111 FSOs*
(96 Oil, 15 LNG). This does not include 14 FPSOs that are available for reuse. In addition, there are two FSOs and one
FPSO that are out of service for extended repairs.
*Floating storage and offloading / floating production storage and offloading market.
Source: EMA – Energy Maritime Associates
Information until 31 December 2023
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Overview of the market
The large crude tanker market continued to recover during 2023 from the structural and political drivers that boosted
earnings during the previous year. VLCC rates caught up with Suezmax rates in a year marked by a number of
counter-seasonal rallies in activity and earnings, reflecting the tight dynamic between vessel supply and crude
demand.
The structural dislocation caused by Russia’s invasion of Ukraine in February 2022 has driven additional ton miles,
especially in smaller tanker segments (Aframax & Suezmax) and has become embedded in market dynamics.
Recovering demand for crude during the first half of 2023 helped drive two notable rises in freight rates as well as
tanker activity in March/April and June. In both periods, freight rates pushed toward USD 60-80,000 per day (source:
Clarksons) fuelled by an annual crude consumption growth of 2.2 million barrels per day to a total of 101.7 mb/d in
2023. (source: IEA)
The trend for limited recycling activity continues, again driven by increasingly buoyant freight rates, but also due to
the growing “dark fleet” – vessels trading sanctioned business. Highlighted in last years report, this trade has
expanded due to the conflict in Ukraine, as has provided potential scrap candidates with opportunities to earn more
lucrative rates.
However, tanker market fundamentals remain constructive. Whilst there has been reasonable flow into the Suezmax
order book during the past year and an uptake of VLCC contracting, it remains limited with orderbook-to-fleet ratios
remaining at historical lows. Global fleet ages for the VLCC and Suezmax sectors are at the highest levels since 2000,
augmented by around one third of both current fleet reaching over 15 years of age over the next five years. Current
and scheduled regulations will continue to impact older tonnage hardest and it is notable that despite a freight rate
background similar to 2019/2020 larger tanker speeds are 7% slower than that period. Regulations are beginning to
bite in terms of their operational and environmental impact.
Tanker markets
Table 1: VLCC and Suezmax rates
In USD per day
VLCC
Average spot rate (in TI pool)*
Average time charter rate**
SUEZMAX
Average spot rate***
Average time charter rate
Full Year
2023
Full Year
2022
47,600
48,500
55,700
30,500
27,600
42,900
31,200
30,400
*Euronav owned ships in TI Pool (excluding technical offhire days and TI Administration costs)
**Including profit share where applicable
*** Including profit share where applicable (excluding technical offhire days)
Information until 31 December 2023
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Fleet evolution - large tanker market
Vessel contracting picked up progressively in the Suezmax sector but ordering of new capacity remained very
restrained in the VLCC space. Suezmax contracts were 62 for the year to December 2023 but just 22 for VLCC units.
During 2023 the large crude tanker market grew by just 2.3% within the VLCC segment and 1.1 for Suezmaxes – the
lowest growth in a decade. This growth reflects the vessel contracting background of two years ago. (source:
Clarksons)
Regulatory uncertainty, constrained shipyard capacity (other shipping segments filled yards with orders) and high
prices continue to drive slower contracting. At the year end, 908 VLCC and 661 Suezmax were trading globally with an
average age of the global fleets at 23-year highs (VLCC 11.51 years average age, Suezmax 11.77 years). Calendar 2023
saw 21 VLCC delivered to the global fleet with just 6 additional Suezmax vessels delivered. Both segments recorded
zero exits as owners looked to run vessels for longer in buoyant market conditions. (source: Clarksons)
Figure 8: Orderbook remains well below long term averages,
with the lowest activity in the last 10 years
Figure 9: VLCC & Suezmax global fleet ages at 23 year highs,
and getting older by the year
Source: Clarksons
Information until 31 December 2023
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35
Euronav fleet
Figure 10: Euronav’s tonnage profile, including on charter on 31 December 2023
*The majority of Euronav’s VLCC fleet is operated in the Tankers International Pool (the ‘TI Pool’) in the voyage freight market. The
TI Pool is one of the largest modern fleets worldwide and comprises 48 vessels on 31 December 2023, of which 29 are owned by
Euronav
* Our two VLCCs and five Suezmax newbuildings on 31 December 2023, currently under construction, are not included in the above
calculations. As they are due for delivery in 2024.
The vast majority of Euronav’s vessels are managed in-house, which positions its fleet at the top of the market for
tanker assets and services. The benefits that are derived from in-house management lie in quality asset maintenance,
enhanced customer service and risk management. Charterers are more than ever seeking to do business exclusively
with superior quality operators, whether through fixed rate long-term business or principally in the spot market.
Information until 31 December 2023
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Stakeholder engagement
Figure 11: Stakeholder engagement
Information until 31 December 2023
36
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37
Activities and achievements
Overview of the year 2023
The first quarter
For the first quarter of 2023, the Company realised a net gain of USD 175,0 million or USD (0.87) per share (first quarter
2022: a net loss of 43.4 USD million or USD (0.22) per share). Proportionate EBITDA (earnings before interest, taxes,
depreciation and amortisation – a non-IFRS measure) for the same period was USD 258.5 million (first quarter 2022:
USD 42.9 million). The average daily time charter equivalent (TCE) obtained by the Company’s fleet in the TI Pool was
approximately USD 51,400 per day, whereas in the first quarter of 2022 this was USD 13,750 per day. The TCE of the
Euronav VLCC fleet fixed on long-term charters, including profit shares when applicable, was USD 48,500 per day (first
quarter 2022: USD 48,300 per day). The average daily TCE obtained by the Suezmax spot fleet was approximately USD
70,600 per day (first quarter 2022: USD 15,500 per day). The TCE of the Euronav Suezmax fleet fixed on long-term time
charters, including profit shares when applicable, was USD 31,700 per day (first quarter 2022: USD 30,500 per day).
January
In January 2023, Euronav was included in the Bloomberg Gender-Equality Index (GEI) for the sixth year since the Index
was established in 2018. In 2023, our score sequentially improved from 2022.
On 9 January, 2023, Frontline unilaterally terminated the Combination Agreement.
On 11 January, 2023, Euronav took delivery of the VLCC newbuilding Cassius (2023 – 299,158 dwt).
On 16 January, 2023, Euronav received a letter from CMB requesting that the Supervisory Board convene a general
meeting of Euronav to replace the entire Supervisory Board . A Special General meeting (‘SGM’) of shareholders was
convened for the 23rd of March in accordance with the Belgian Code of Companies and Associations.
On 18 January, 2023, Euronav announced that it had filed an application request for urgent interim and conservatory
measures in relation to Frontline’s unilateral action in pursuing the termination of the Combination Agreement.
On 30 January, 2023 Euronav announced that it had filed an application request for arbitration on the merits in
relation to Frontline’s unilateral action in pursuing the termination of the Combination Agreement.
Information until 31 December 2023
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February
On 7 February 2023, a judgement in the pending emergency arbitration proceedings was provided. The emergency
arbitrator dismissed Euronav’s request for provisional and interim measures on the basis of the specific and
procedural rules applicable to the emergency proceedings and in particular a lack of urgency for Euronav in
obtaining the requested interim and provisional measures.
On 14 December, 2022, the Company sold the Suezmax Cap Charles (2006 - 158,881 DWT) for USD 40.5 million. This
vessel was accounted for as a non-current asset held for sale as at 31 December, 2022. The vessel was delivered to her
new owner on 16 February, 2023. A capital gain of USD 22.1 million has been recognised in the consolidated
statement of profit or loss in the first quarter of 2023.
On 28 February 2023, the VLCC Camus (2023- 299,158 dwt) was delivered.
March
On 10 March, 2023, Euronav announced it had signed an agreement with the United Nations (UN) to sell the VLCC
Nautica, as part of a wider salvage operation for the FSO Safer located in Yemen. The vessel will replace the FSO Safer
(1976 – 406,639 dwt) and will stay there. Euronav will help operate the vessel including after the transfer of the oil for
several months afterwards.
On 23 March, 2023, Euronav held a Special Meeting of Shareholders to vote on resolutions submitted by Famatown
Finance Ltd. and CMB NV.
On 28-29 March, 2023, the Appeal Court hearing for the Sienna claim took place. The Management Board believes
that it followed well-established standard working practices and that it has valid defence arguments. Based on
external legal advice, the Management Board believes that it has strong arguments that the risk of an outflow is less
than probable and therefore no provision was recognised.
The second quarter
For the second quarter of 2023, the Company realised a net gain of USD 161.8 million or USD 0.80 per share (second
quarter 2022: a net loss of 4.9 USD million or USD 0.02 per share). Proportionate EBITDA (a non-IFRS measure) for the
same period was USD 247.6 million (second quarter 2022: USD 74.9 million). For the second quarter of 2023 the
average daily TCE obtained by the Company’s fleet in the TI pool was approximately USD 55,000 per day (second
quarter 2022: USD 17,000 per day). The TCE of Euronav’s VLCC fleet fixed on long-term charters, including profit
shares when applicable, was USD 50,750 per day. During the second quarter of 2022 this was USD 45,500 per day. The
average daily TCE obtained by the Suezmax spot fleet was approximately USD 68,000 per day (second quarter 2022:
USD 20,000 per day). The TCE of the Euronav Suezmax fleet fixed on long-term time charters, including profit shares
when applicable, was USD 30,500 per day (second quarter 2022: USD 30,500 per day).
April
In April 2023, Sofie Lemlijn, who joined Euronav in 2019 as Senior Legal Counsel and progressed to Secretary General
in 2022, became a member of the Management Board.
In April 2023, Michail Malliaros, who joined Euronav Ship Management Hellas in 2005 and was promoted to General
Manager in June 2022, became a member of the Management Board.
Information until 31 December 2023
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39
May
On 16 May 2023, Euronav announced the departure of its CEO Hugo De Stoop with immediate effect.
On 17 May 2023, Euronav held its annual General Meeting of Shareholders, at which the shareholders approved the
appointments of two new independent directors: Julie De Nul and Ole Henrik Bjørge.. Mr Carl Trowell and Mrs Anita
Odedra, having come to the end of their terms, decided not to stand for re-election.
On 30 May 2023, Euronav received an award at the first-ever ESG Shipping Awards. Euronav was the winner of the
Silver Environment Award.
On 30 May, 2023, Euronav held a naming ceremony for the VLCC newbuilding Clovis (2023 – 299,158 dwt) and the
Suezmax newbuilding Brugge (2023 - 156,851 dwt).
On 30 May 2023, Euronav took delivery of the newbuilding VLCC Clovis (2023 – 299,158 dwt) .
The third quarter
For the third quarter of 2023, the Company realised a net gain of USD 114.6 million or USD 0.57 per share (third
quarter 2022: a 16.4 million or USD 0.08 per share). Proportionate EBITDA (a non-IFRS measure) for the same period
was USD 209.6 million (third quarter 2022: USD 99.6 million). The TCE obtained by the Company’s VLCC fleet in the TI
Pool was approximately USD 42,250 per day, whereas in the third quarter of 2022 this was USD 22,250 per day. The
TCE of the Euronav VLCC fleet fixed on long-term charters, including profit shares when applicable, was USD 48,250
per day. In the third quarter of 2022, the amount was USD 47,000 per day. The average daily TCE obtained by the
Suezmax spot fleet was approximately USD 42,750 per day (third quarter 2022: USD 34,000 per day). The TCE of the
Suezmax fleet fixed on long-term time charters, including profit shares when applicable, was USD 30,250 per day
(third quarter 2022: USD 30,500 per day).
July
On 19 July 2023, Euronav announced that it had sold the VLCC Nautica (2008 – 307,284 DWT). The Nautica is debt free
and was delivered to her new owner on 17 July 2023.
August
16 August 2023
Euronav announced the order of a VLCC newbuilding at Qingdao Beihai Shipyard in China. The vessel is expected to
be delivered in 2026.
The fourth quarter
For the fourth quarter of 2023, the Company had a net profit of USD 410.9 million or USD 2.03 per share (fourth
quarter 2022: USD 234.7 million or USD 1.17 per share ). Proportionate EBITDA (a non-IFRS measure) for the same
period was USD 477.7 million (fourth quarter 2022: USD 317.8 million). The TCE obtained by the Company’s fleet in
the TI pool was for the fourth quarter approximately USD 41,700 per day, whereas in the fourth quarter of 2022 this
was USD 57,400 per day. The TCE of the Euronav VLCC fleet fixed on long-term charters, including profit share when
applicable, was USD 47,500 per day (fourth quarter 2022: USD 34,400 per day). The TCE obtained by the Suezmax
spot fleet, including profit shares when applicable, was approximately USD 42,800 per day for the fourth quarter
(fourth quarter 2022: USD 57,800 per day). The earnings of the Euronav Suezmax fleet fixed on long-term charters,
were USD 30,700 per day. In the fourth quarter of 2022, this was 30,400 per day.
Information until 31 December 2023
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40
September
On 7 September 2023 Euronav announced it had concluded a two-year time charter with a blue chip partner for the
VLCC Donoussa (2016 dwt – 299.999).
October
On 9 October 2023 Euronav announced that its two reference shareholders, CMB NV (“CMB”) and Frontline plc/
Famatown Finance Limited (“Frontline”), have reached agreement on a transaction involving the Company.
The transaction comprises three interdependent agreements:
– CMB will acquire Frontline’s 26.12% stake in the Company for $18.43 per share (the “Share Sale”);
–
–
Frontline will acquire 24 VLCC tankers from the Euronav fleet for $2.35 billion (the “Fleet Sale”);
The Company’s pending arbitration action against Frontline and affiliates will be terminated (the “Settlement
Agreement”).
On 12 October 2023 Euronav announced an agreement to lift the option for a second VLCC newbuilding at Qingdao
Beihai Shipyard in China for delivery in 2026.
November
On 21 November 2023 Euronav held a Special General Meeting. Consequently, the following transactions became
effective:
–
–
the sale of 24 VLCCs to Frontline
the mandatory takeover offer by CMB NV for all outstanding shares of the Company
On 22 November 2023 Euronav announced changes in the Supervisory and Management Board.
The resulting composition of the new Supervisory Board is as follows:
–
Julie De Nul (independent)
– Catharina Scheers (independent)
– Patrick Molis (independent)
– Marc Saverys (non-independent - Chair)
– Patrick De Brabandere (non-independent)
– Bjarte Bøe (non-independent)
The Supervisory Board unanimously decided to appoint
recommendation of the Corporate Governance & Nomination committee.:
following Management Board members upon
–
Alexander Saverys is the CEO of the CMB group and serves on the Euronav Management Board as CEO as well. He
founded Delphis in 2004, a short sea container shipping company, and has been the CEO of CMB since September
2014.
Ludovic Saverys is the CFO of Euronav and CMB NV, also serving as the General Manager of Saverco NV.
–
– Michael Saverys is the Chief Chartering Officer on the Euronav Management Board. He joined CMB in 2009 as
Chartering Director of Bocimar International and is currently a Board and Executive Committee member at CMB
NV.
– Maxime Van Eecke is the Chief Commercial Officer at Euronav. He began at CMB group in 2005 as Legal Counsel,
later becoming the Managing Director of Delphis in 2014. Appointed as CCO of CMB in 2021, he’s been an
executive Board Member since 2022.
– Benoit Timmermans serves as the Chief Strategy Officer at Euronav, overseeing the Chemical division and zero
carbon fuel procurement. He is also an executive board member of CMB NV.
December
On 7 December 2023, Euronav lifted the option for one more VLCC at Qingdao Beihai (China) and ordered two
Suezmaxes at Daehan Shipbuilding (South Korea), all for delivery in 2026. Euronav now has three VLCC’s on order at
Qingdao Beihai following the ordering of two VLCC’s earlier in the year.
Furthermore, Euronav has concluded two newbuilding ice classed Suezmax orders at Daehan Shipbuilding. These
two new ships have been long term time chartered to Valero.
On 22 December 2023 Euronav announced that they entered into a share purchase agreement for the acquisition of
100% of the shares in CMB.TECH NV (“CMB.TECH”) (the “Transaction”) for a purchase price of USD 1.150 billion in
cash. On 7 February, a Special General Meeting was held to vote for approval.
Information until 31 December 2023
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41
Sustainability report
Letter from the CEO
Dear Shareholders,
2023 has been a transformational year for Euronav. At the end of the year, we redefined our strategy away from being
a pure-play tanker company towards becoming a diversified shipping platform with a strong focus on
decarbonisation. The first big step in this journey was the acquisition of CMB.TECH in February of 2024.
Sustainability has always been part of our DNA and following the implementation of our new strategy, it will sit at the
centre of everything we do.
Through CMB.TECH, we are investing in and developing innovative technologies that have the power to redefine the
future of shipping. While many low and zero carbon technologies are still in their nascent stages, we are confident in
their ability to deliver zero-carbon shipping solutions in the foreseeable future. We have hydrogen powered vessels
on the water, today – and have an extensive order book with state-of-the-art future proof tonnage to run on hydrogen
and ammonia. Euronav & CMB.TECH not only follow the 2023 IMO GHG strategy trajectory – but lead the way.
The 2023 sustainability report provides an overview of the 2023 sustainability achievements of Euronav as a stand-
alone (without CMB.TECH), next year’s report will contain the many achievements CMB.TECH will have realised in
2024.
Decarbonise Today, Navigate Tomorrow.
Yours sincerely,
Alexander Saverys
CEO
Information until 31 December 2023
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42
Our approach to sustainability
We are on it
Whilst shipping is currently the most carbon efficient way of transporting goods across countries, the industry can still
do more to contribute towards the global decarbonisation efforts.
The regulatory landscape is also changing fast. Member States of the IMO, meeting at the MEPC 80, have adopted the
2023 IMO Strategy on Reduction of GHG Emissions from Ships, with enhanced targets to tackle 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 check-points for 2030 and 2040.
In addition, the maritime sector is included in the EU Emissions Trading Scheme, the upcoming FuelEU Maritime
regulation, the global fuel standard, and many upcoming sustainability reporting standards will continue to put
pressure on delivering emissions reductions.
At Euronav, we have dual responsibility in the sustainable energy transition: (i) the cargo shipped, and (ii) the
emissions from our shipping operations.
Recent history has clearly shown us that a stable energy supply is an essential component of a functioning modern
civilisation. Clear too, is that the world wants and needs a better and more balanced energy system. One that is more
flexible and resilient to supply and demand shocks, one that delivers energy that is secure and affordable as well as
lower carbon. These three facets are known as the energy ‘trilemma’. Euronav has a role to play to ensure energy
security and affordability today - whilst gradually diversifying into adjacent maritime segments to ensure that the
energy transition does materialise overtime.
Reducing the emissions from our shipping operations starts today - not by 2030 or 2050. Euronav’s proven track
record was built around continuous fleet rejuvenation with investment in future proofed eco-tonnage, adhering to
the ambitious Poseidon principles, creating a detailed roadmap to decarbonisation, making the necessary CAPEX
investment, and by implementing operational measures that have an immediate impact.
Figure 12: Euronav’s ESG
rates/index
Information until 31 December 2023
42
Euronav - Annual Report 2023
43
At Euronav, we have a dedicated team working on voyage optimisation, leveraging weather routing and other
operational efficiencies. Our innovation teams are working on complex digital solutions such as the FAST platform
which provide the data for accurate decision-making and offer real-time performance improvements. Our operations
and chartering people are leading coalitions in the industry that focus on short-term actions aimed at significantly
reduce the industry’s emissions. Our technical teams are joining forces with engine designers and manufacturers to
ensure that the latest energy-saving technologies are part of our vessels.
Outcomes will hinge on many parameters, such as vessel design and future fuels availability. We need pragmatism
today, and to that end have created a defined pathway for each Euronav vessel - in cooperation with DNV. This will be
key to avoiding economically unattractive or stranded assets. In order to adhere to our customised vessel-specific
decarbonisation roadmap, our ship management team is taking advantage of dry-docking time to install energy
management and saving technologies on our vessels. At least 82 green retrofit projects are scheduled for the period
2022-2027 - keeping our carbon intensity (measured by AER) in line with the Poseidon Principles AER trajectory.
Last but not least, the acquisition of CMB.TECH will fast-track and greatly enhance the roll-out of low-carbon
technologies to our existing and newbuild fleet.
We are on it.
Reporting frameworks
The disclosures in this report provide investors and other stakeholders with sustainability and ESG information. The
Sustainability report is populated by voluntary non-financial data reporting in the absence of mandatory ones. The
reporting structure follows the Global Reporting Initiative (GRI) which is a global practice to report economic,
environmental and social impacts of the company. It also follows the principles laid out by the TCFD (Task Force for
Climate-related Financial Disclosure) which is a framework to report governance, risk management and climate-
related targets and strategies. It mainly focuses on the financial impact of ESG risks and leverages existing reported
processes. The Sustainability Accounting Standards Board (SASB) for Marine Transportation sector is used to provide
financial sustainability information. Emissions information provided under this report is also aligned with data
reporting requirements of GHG protocol. In view of the upcoming mandatory European Sustainability Reporting
Standards (ESRS) falling under the Corporate Sustainability Reporting Directive, we also incorporate some of the
sector-agnostic ESRS data requirements already in our 2023 report. Euronav also disclosed information on
sustainable and responsible investments following the Carbon Disclosure Project CDP). Finally, Euronav’s
sustainability strategy is aligned with many of the 17 United Nations’ Sustainable Development Goals (UN SDG). The
report and data cover the period from 1 January to 31 December 2023.
Information until 31 December 2023
43
Euronav - Annual Report 2023
44
Sustainability key figures 2023
Table 2: Sustainability key figures 2023
METRIC
UNIT
GHG emission management
See page
2023
pages 48-52
Gigajoules, Percentage (%) 1) 27,636,524 (excluding TC
Metric tons (t)
out consumption)
2) 65%
3) 0%
1) 64,409
2) 5,992
Number, Cubic meters (m3)
or Metric tonnes
0
2022
p 58-62
1) 30,610,912
2) 72%
3) 0%
1) 59,486
2) 5,701
0
Number
1) Deficiencies: 46
2) Detentions: 0
1) Deficiencies: 52
2) Detentions: 0
Number
16
16
See page
p 49
p 58
Energy Mix
(1) Total energy consumed;
(2) percentage heavy fuel oil;
(3) percentage renewable
Air emissions of the following
pollutants:
(1) NOx (excluding N2O),
(2) SOx
Number and aggregate volume
of spills and releases to the
environment
Port state control
Number of
(1) deficiencies and
(2) detentions received from
regional port state control (PSC)
organisations.
Corruption risk
Number of calls at ports or net
revenue in countries that have
the 20 lowest rankings in
Transparency International’s
Corruption Perception Index
Policies and targets
Description of main policies and
targets
Table 3: Sustainability key figures 2023
ACTIVITY METRIC
Number of shipboard employees
UNIT
Number
2023
3,000
REFERENCE
STANDARD
2022
3,278 TR-MT-000.A
Total distance travelled by vessels
Nautical miles
4,213,571
4,046,580 TR-MT-000.B
Operating days
Days
24,474
23,807 TR-MT-000.C
Deadweight tonnage
Thousand deadweight tons
17,129,865
16,690,929 TR-MT-000.D
Number of vessels in total shipping fleet Number
68
70 TR-MT-000.E
Number of vessel port calls
Number
1,553
1,852
TR-MT-000.F
Information until 31 December 2023
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Euronav - Annual Report 2023
45
Materiality
Double materiality assessment under CSRD
CSRD (Corporate Sustainability Reporting Directive) directed the creation of the ESRS (European Sustainability
Reporting standards) which was developed by EFRAG (European Financial Reporting Advisory Group) as part of the of
the European Green Deal.
The double materiality assessment is the foundation and starting point for reporting according to the ESRS and will
define what Euronav should report on going forward. In January 2024, a detailed double materiality assessment was
initiated in order to identify Euronav’s most material ESG topics and to develop policies, actions and targets to
minimise negative impacts, mitigate risks and seize opportunities. Both the perspective of impact materiality (inside-
out perspective) and financial materiality (outside-in perspective) will be taken into consideration.
Impact materiality identifies the impacts (actual or potential, positive or negative) the company has on people or the
environment over the short-, medium-, or long-term time horizons. Financial materiality identifies the risks and
opportunities that trigger effects on the company’s cash flows, development, performance, position, cost of capital or
access to finance in the short-, medium-, or long-term time horizons.
The initial list of material ESG topics was based on benchmark and peer-analysis, the current reports based on GRI,
SASB, CDP & SDG’s and the SASB materiality matrix. Based on this internal exercise, the following material topics
were defined: climate change, solution, biodiversity & ecosystems, circular economy, own workforce, workers in the
value chain, and business conduct. The next step (Q2 2024) will be to have the initial list of potential material topics
rated by Euronav’s stakeholders - both on (i) potential opportunities/risks and impacts, and (ii) relevance for Euronav.
Once all impacts, risks and opportunities have been assessed, Euronav will create separate ranked lists (high to low
materiality score) for negative impacts, positive impacts, risks and opportunities. By applying a threshold or cut-off
point these lists can be split in material (top) and not material (bottom) impacts, risks and opportunities. The final
outcome will be the materiality matrix that will be used for the subsequent fit gap analyse.
Information until 31 December 2023
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UN Sustainable Development Goals Euronav
In 2015, the United Nations launched 17 Sustainable Development Goals (SDGs) to end poverty, fight inequality and
injustice, and tackle climate change by 2030. Euronav’s sustainability policy aligns with the purpose of a ‘shared
blueprint for peace and prosperity for people and the planet, now and into the future’. To that end, the Company is
proud to have identified the UN Sustainable Development Goals where it can have an impact.
Figure 13: Euronav SDGs
Information until 31 December 2023
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Active engagement with financial institutions on ESG
Euronav has been proactive in positioning for the future with its financing profile. Since 2020, Euronav has started to
convert its existing credit facilities into credit facilities with specific targets for emission reduction. These loans
included terms with clear targets to reduce its Greenhouse Gas (GHG) emissions over their duration. The targets were
effective immediately, with compliance over the first 12 months being rewarded with a reduced interest coupon.
Approach
Sustainable financing
Euronav approaches each financing opportunity through a ‘sustainable lens’, together with its syndicate of partner
banks that share the same values.
Four out of six ESG linked facilities have been repaid in 2023. The remaining ESG linked facilities include following
KPI’s:
–
A reduction in the Annual Efficiency Ratio (AER). In each loan agreement, a table is added with the average target
AER for both VLCCs and Suezmaxes. These tables are based on the Poseidon principles V3 minus 2%, or on the
principles V4 minus 2% .
– Consumption Cap. This KPI is specific for the loan linked to the FSO vessels. For each quarter, a target fuel
consumption is calculated. All fuel consuming aspects are considered, as well as the amount of crude oil that is
processed. This KPI is achieved when the actual fuel consumption of a vessel is below the target fuel
consumption.
In addition, the bareboat leases with Ocean Yield contain a sustainability KPI based on the CII performance of the
vessels. The target is set at achieving CII rating of A or B at the delivery date, and on the first day of each calendar year
thereafter.
Figure 14: Facilities with an integrated sustainability component
At the end of 2023, 18% of Euronav’s commercial bank financing commitments had a sustainability-liked component into it.
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EU Taxonomy
The EU taxonomy is a classification regulatory system which attempts to identify environmentally sustainable
economic activities. Euronav discussed its EU taxonomy for the first time in the course of Annual Report 2021, mainly
on qualitative information about EU Taxonomy relevance with the Company’s core business model and expectations.
Eligible activities are activities that are covered by the Taxonomy regulation.
Taxonomy and NFRD application apply to companies with an average number of employees during the specific
financial year exceeding 500 and a balance sheet total exceeding €20 million or net turnover exceeding €40 million on
balance sheet date.
The company is currently non eligible as it does not employ 500 people (the Seafarers do not qualify under the
definition). This is going to be changed once Euronav is subject to CSRD and European Sustainability Reporting
Standards where the Company will be required to report its Taxonomy eligibility and alignment as part of CSRD
reporting requirements. Until then, Euronav will only report Taxonomy-related information on a voluntary-basis.
Environment
Approach to environment
The pressure to decarbonise is rising as people and governments increasingly acknowledge the challenges from
anthropogenic climate change. In 2023 the IMO increased its ambitions for reducing GHG emissions from shipping.
As of January 2024, the EU implemented a carbon price for shipping. The magnitude of climate change will depend
primarily on the amount of Green House Gases that are emitted into the atmosphere. To minimise the rise in
temperature, it is crucial to establish an industry-wide and cross-industrial cooperation. However, at the same time
and as important, each player has the responsibility for taking direct emission reduction initiatives. The risk that we
run is that the more we delay our actions the more effort will be needed. The most important steps towards zero-
emission shipping should be taken now - and not in 2030 or 2050. It is the current decade that will be decisive for
shipping.
At Euronav we are engaged with external partners and industry coalitions to deliver immediate impact on shipping
decarbonisation. Weather routing tools, CII monitoring, operational efficiencies and voyage speed optimisation,
sulphur emissions management technologies, ship design and engine innovations and digital transformation
platforms are some of the many levers that drive our day-to-day environmental performance.
Ultimately, zero-emission fuels will be the most impactful way to reach zero-emission operations. Even though these
fuels are only expected to start scaling up by the end of this decade, we are actively engaged with cross-functional
projects such as the Joint Development Project to accelerate the development of zero-emission ships. The extensive
know-how about green hydrogen and ammonia that comes with the acquisition of CMB.TECH will be used and
applied in our tanker fleet going forward.
Information until 31 December 2023
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Carbon Disclosure Project (CDP)
The CDP is a global non-profit organisation that has run the world’s leading environmental disclosure platform.
Nearly 21,000 organisations disclosed data through CDP in 2023. CDP scores are widely used to drive investment and
procurement decisions towards a zero-carbon, sustainable, resilient economy.
Euronav received score ‘B’ at its fourth participation in the CDP in 2023. This score demonstrates our increased
responsibility and transparency combined with a reinforced strategy and actions to reduce climate change. Our score
is higher than the marine transport sector average of B- and the global C average. The B score is in the Management
band - being defined as: taking coordinated action on climate issues.
We maintained our A score on ‘Scope 1 & 2 emissions (incl. verification)’ and maintained our A - score on ‘Risk
management processes’. The Company improved on: ‘Governance’ (C to B), ‘Risk disclosure’ (C to B), and ‘Targets’ (B-
to B). The score reduced on ‘Energy’ (B to C), and ‘Emission reduction initiatives and low carbon products’ (A to A-).
Figure 15: CDP Climate Change 2023 category scores benchmarking CDP
CDP also evaluates the engagement between organisations and their suppliers on climate change. Purchasing
organisations have the potential to incentivise significant environmental changes through engagement with their
suppliers. By evaluating supplier engagement and recognising best practice, CDP aims to accelerate global action on
supply chain emissions. Euronav N.V. received a B- which is in the Management band. This is the same as the Europe
regional average of B-, and higher than the Marine transport sector average of C.
Figure 16: CDP Supplier Engagement 2023 rating report
Information until 31 December 2023
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Decarbonisation: from strategy to implementation
Euronav announced its decarbonisation strategy in May 2022 when we also pinpointed the main decarbonisation
levers: low/zero emission fuels, energy-efficiency technologies, operational efficiencies and fleet renewal. For 2023,
the main focus was to translate the company-wide strategy into detailed vessel specific decarbonisation plans. This
was not only to validate the strategy but also to quantify the CapEx and FUELEX investment required to adhere to the
Euronav strategy of becoming NetZero by 2050.
The Company’s decarbonisation strategy will be reviewed and improved during the course of 2024 following the
implementation of the new diversification, decarbonisation and optimisation strategy and the acquisition of
CMB.TECH.
Roadmap towards decarbonisation
The Decarbonisation Squad decided to engage with one of the known Classes (DNV) which is providing consulting
and engineering support to develop Euronav’s fleet transition plan. The outcome of that exercise is detailing what
the per-vessel requirements are in order to be compliant with Euronav’s 2050 NetZero ambition, the IMO’s
intermediate check-points in 2030 and 2040, to be in compliance with the Poseidon Principles V4 minus 2%, and to
ensure annual CII level of A/B/C. By defining both the operational measures, CaPex investment required, the impact
on the OpEx, and the additional FUELEX (cfr. biofuels), Euronav is now able to respond to the key question “how
much is our decarbonisation strategy expected to cost?”.
From a technical perspective a total of 24 different operational technical measures were discussed and evaluated -
varying in decarbonisation potential (0-100%), in complexity (low, medium, high) and capex investment (0-7 MIO
USD). Based on existing experience within DNV and Euronav Technical, and across the wider industry, a selection of
six immediate available measures was made: voyage/speed port optimisation, AE load sharing improvement, cargo
discharge improvement, fuel efficiency boost, AE exhaust gas economiser, and ultrasound propeller antifouling.
Gradual application of drop-in biofuels was taken into consideration from a future fuels perspective - with short to
medium term implementation applicability.
Figure 17: CII rating forecast for vessel Dia (VLCC - 2015) - with and without measures.
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GHG emissions monitoring
Euronav has been a pioneer in climate-related performance transparency in the large tanker market, providing full
Scope 1, 2 and 3 disclosures of our carbon emissions and footprint, according to GHG Protocol. Carbon emissions are
verified by the external audit agency.
Table 4: Euronav Total Carbon Emissions
Type of Emissions
2019 tCO₂e 2020 tCO₂e 2021 tCO₂e
2022 tCO₂ 2023 tCO₂e % 2023 vs 2022
Scope 1 (Direct)
3,129,547
3,082,765
2,392,017
2,155,984
2,226,796
Scope 2 (Indirect Energy)
248
232
199
157
175
Scope 3 (Indirect Other)
625,565
638,578
805,064
653,262
789,791
Business travel
WTT Fuels
WTT and T&D (electricity)
WTT Fuel - biofuel blend
(B30/B50)
WTT Business Travel
1,212
Upstream Leased Assets
Downstream Leased Assets
-
-
11,104
6,422
8,932
610,910
604,217
535,093
14,545
484,141
12,757
506,136
58
-
59
-
703
27,177
80
271
978
-
54
-
1,593
-
50
-
1,477
-
-
259,711
152,929
269,371
Total
3,755,360
3,721,576
3,197,280
2,809,404
3,016,762
3%
11%
21%
-12%
5%
-8%
-
-7%
-
76%
7%
To measure Euronav's value chain footprint, EcoAct has followed the GHG Protocol Corporate Value Chain (Scope 3) Accounting
and Reporting Standard. This standard provides requirements and guidance for companies to prepare and report a GHG emissions
inventory that includes emissions resulting from value chain activities.
Scope 1: GHG emissions from Euronav’s assets that are controlled directly by the Company, including the combustion of fuel from
company vehicles and vessels, and building operations.
Scope 2: GHG emissions from imported energy, such as purchased electricity, heat or steam.
Scope 3: GHG emissions from non-owned sources that are related to the Company’s activities - including the TC fleet.
–
–
As of reporting year 2023, Euronav will follow the guidance provided by the Baltic and International Maritime
Council (BIMCO) on accounting and reporting a ship’s GHG emissions. Under this guidance actual emissions from
fuel that has been used should be accounted for under Scope 1, by the entity paying for it. Under a Time Charter,
the responsibility for accounting and reporting for scope 1 emissions would therefore rest with the Time
Charterer. As a result, Euronav included all Time Charter emissions under scope 3 Downstream Leased Assets.
Reporting year 2021, 2022, and 2023 have been recalculated accordingly (see Table 4).
Absolute CO2 emission increased in 2023 by 7% as the fleet increased in absolute terms by 2 VLCCs and 1
Suezmax vessel. As a result, the overall deadweight times total nautical mile increased by 5.8% in 2023. In
addition, the average laden and ballast speed of the VLCC fleet was higher in 2023 if compared to 2022.
– However, looking from an efficiency perspective, the Energy Efficiency Operational Index, being the Sea going
fleet emissions (gCO2) per unit of transport work (cargo tonne miles), reduced further between 2022 (4.7 gCO2/
TNM) and 2023 (4.38 gCO2/TNM). EEOI is seen as a good metric to show efficient operation and utilisation of a
fleet of vessels. Where AER/CII reflects CO2 emissions in terms of the transport work a ship does by cargo
capacity, EEOI refers to the cargo carried during a given voyage. In detail, while EEOI effectively bases its
calculation of work on laden ship moves, the Annual Efficiency Ratio (AER) considers ballast and laden moves (cfr.
incentivising ballast legs).
EEOI gCO2/TNM
Table 5: Key operational factors
2
0
4
.
2
.
3
.
AER gCO2/DWTNM
OEI gCO2e/T.KM
2019
4.96
2.36
3.36
2020
4.91
2.42
3.34
2021
5.01
2.26
3.55
2022
4.7
2.14
3.28
2023
4.38
2.16
3.04
EEOI/Energy Efficiency Operational Index: Sea going fleet emissions (gCO2) per unit of transport work (cargo tonne miles)
AER/Annual Efficiency Ratio: Sea going fleet emissions (gCO2) per tonne of ships deadweight times total miles run in the period
OEI/Organisational Emissions Intensity: All Euronav emissions (scope 1, 2, 3) per unit of transportation work (cargo tonne
kilometres)
Source: all calculations by EcoAct
Information until 31 December 2023
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2023: key operational factors determining performance:
–
– Newbuilds / Vessel Sales: Ordering newbuilds or selling vessels is primarily a commercial decision which applies
to fleet-wide operational profile and the need to respond to market trends and/or regulations. However, new
engine design and technologies generate an inherent reduction in fuel oil consumption and can co-drive fleet
decarbonisation. An indicative efficiency improvement between two vessels delivered in 2022 and in 2012 has
been 17% (in EEXI terms) and 27% in fuel oil consumption at certain speed/load.
Euronav took delivery of the VLCC newbuilding Cassius, the VLCC newbuilding Camus, VLCC newbuilding Clovis,
and the Suezmax newbuilding Brugge. Euronav announced an agreement to purchase 5 VLCC new builds
(expected to delivered in Q2/Q3 2026, and Q1 2027), and 2 Suezmaxes (to be delivered Q2 2026). These vessels are
the latest generation of eco-VLCC and eco-Suezmax tankers. The eco-VLCC vessels will be dual fuel ammonia,
ready upon delivery in 2026/2027.
Euronav announced the sale of the VLCC Nautica. In addition, Euronav announced the sale of 24 VLCC vessels to
Frontline: Dominica, Alboran, Alex, Alice, Andaman, Anne, Arafura, Aral, Desirade, Drenec, Amundsen, Aquitaine,
Ardeche, Hatteras, Heron, Derius, Dalis, Delos, Dickens, Diodorus, Doris, Camus, Cassius, and Clovis. The majority
of the asset transfers took place between December 2023 and January 2024.
11 dry-dock programmes took place in 2023 unlocking further fuel and emissions savings. With regards to energy-
efficiency technologies with potential to reduce the consumption of fuel oil, here’s the list of 2023 green retrofits
and investments:
–
–
◦
◦
◦
Premium antifouling was applied on VLCC Hojo. These are high quality biocidal and/or foul release
systems which are installed on the vertical bottom of ocean going ships with the intention of minimising
the hull roughness. (0-8% GHG reduction)
VFD for cooling seawater pumps has been installed onboard 6 vessels. It allows control of the pump
speed by varying the frequency supplied to the pump motor adjusting to the required cooling capacity.
(1-2% GHG reduction)
VFD for engine room fans has been installed onboard 2 vessels. It allows control of the speed of the fan.
This will be adapted to the required air supply to the main engine according to vessel speed. (1-2% GHG
reduction).
–
Last year (2022), there were 10 applications of premium antifouling installation, 1 vessel installed with a Fuel
Efficiency Boost, 6 vessels installed with Variable Frequency Drives (VFDs) on pumps, 6 vessels installed with VFDs
on fans, and 3 vessels with Propeller Boss Cap Fins (PBCF).
– Operational Efficiencies are another direct and easily attainable way to drive emissions and fuel consumption
lower. Such operational efficiencies might include Just-in-Time arrival operations and they are driven by average
voyage speed reduction.
FAST project, with its digital transformation and data sharing capabilities informs our decision-making and may
result in savings of 86,000 MT CO2 per year due to operational measures triggered by informed decisions
onboard.
–
The reporting period for 2022 compared to 2023 resulted in a stabilisation of the fleet broad Annual Efficiency Ratio.
The fleet broad AER of year 2023 has been 2.16 gCO2/DWTNM, and in 2022: 2.14 gCO2/DWTNM. There has been a
slight improvement to the Energy Efficiency Operational Index, EEOI, between 2022 and 2023, from 4.7 gCO2/TNM in
Information until 31 December 2023
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2022 to 4.4 gCO2/TNM in 2023, including all fleet owned by Euronav except for: vessels in TC-IN, FSOs and vessels
used as storage platforms. In 2022 and 2023, we retrofitted 6 VLCC with exhaust scrubber systems (resulting in
increased consumption of about 2,200 tons or 6,200 tons of CO2 emissions). In addition, of the below average age 24
eco VLCCs sold to Frontline in 2023, 11 already changed ownership in Q4 2023 - impacting the consumption profile of
the Euronav fleet.
Euronav is heading towards reaching the IMO target in 2029, if the current AER reduction speed keeps up (or even
accelerates). Euronav is expected to achieve fleet-broad AER 1.85 gCO2/TNM by 2029 against our IMO-aligned
trajectory of 1.86 by 2030. Consequently, the expected AER of 2030 may reach 1.79 gCO2/TNM demonstrating a 40%
reduction vs. 2008, the IMO reference year.
Figure 18: Annual efficiency ratio
Information until 31 December 2023
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The Poseidon Principles (PP) are a framework for assessing and disclosing the climate alignment of ship finance
portfolios with the policies and ambitions of the IMO to reduce greenhouse gas emissions for shipping. The Poseidon
Principles apply a maximum level of an AER or Annual Efficiency Ratio every year for a company's shipping fleet. The
Annual Efficiency Ratio divides the annual carbon dioxide emissions of a ship by the product of the distance sailed,
and the deadweight of the ship. The Poseidon principles trajectory V3.0 was introduced in 2020 and V4.0 released in
June 2021. The principles require shipping companies to reduce their AER year on year by a fixed pace. V4.0 trajectory
is more loose for Suezmaxes compared with V3.0 whereas it is tighter for VLCCs. However, the two versions of
trajectories V3.0 and V4.0 do coincide by the end of the 2020’s unfolding a less ambitious V4.0 in the post-2030 period.
Euronav has committed to maintain a 2% better performance vs. the more stringent V3.0 as a result of sustainability
linked loans. Given the actuals for 2022 and 2023, our Suezmax, and our VLCC trajectory are aligned with our targets.
Figure 19: AER VLCC
Figure 20: AER Suezmax
Information until 31 December 2023
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Water and Marine Biodiversity preservation
Ballast water treatment insights
Ballast water is essential to commercial shipping. It compensates for weight loss due to cargo operations or resource
consumption, thereby providing stability, reducing stress on the hull and improving propulsion and manoeuvrability.
However, the water they pump in also contains a variety of indigenous organisms, which are later released outside of
their natural habitats. While most transported species do not survive when the ballast water is discharged, some
thrive in their new environment. With no natural predators, they outcompete, displace or kill native species. In such
cases, they pose serious risks to local ecosystems, human health and regional economies. They can cause severe and
irreversible damage.
To minimise and ultimately eliminate the transfer of harmful aquatic organisms and pathogens, shipping’s global
regulator, the IMO, adopted the Ballast Water Management (BWM) Convention (full name: International Convention
for the Control and Management of Ships' Ballast Water and Sediments, 2004). The BWM Convention applies to all
ships with ballast water capacity and is active in international trade. This convention entered into force globally on 8
September 2017 and became mandatory for new vessels and those at their next special survey (5, 10, and 15 years,
then every 30 months after 15 years).
Table 6: Evolution of water ballast treatment systems installed on Euronav vessels
Source: Euronav
From previous year
Newbuildings with BWTS
Retrofits of BWTS
2nd hand vessels with BWTS
Subtotal with BWTS
Vessels sold with BWTS
Total equipped with BWTS
2016
2017
2018
2019
2020
2021
2022
2023
1
3
0
0
4
0
4
4
2
0
0
6
0
6
6
4
0
19
29
0
29
29
30
33
0
1
0
30
0
30
0
3
0
33
0
33
4
7
0
44
0
44
44
2
10
2
58
7
51
58
5
4
0
67
12
55
Vessel recycling
Euronav’s commitment is to provide high-quality life-cycle management of vessels under our ownership adhering to
highest standards. Taking care of our ships goes beyond their commercial life by applying responsible recycling
practices to the extent of our control.
Ships are sizable structures that require a significant amount of human effort when dismantling and recycling. Their
equipment consists of different types of materials and is sensitive to handle due to its properties. In some cases,
materials may have an adverse effect on the environment. Therefore, global regulation and harmonisation of good
recycling practices are needed since shipping is a global activity.
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Where responsibility meets ambition
Euronav is committed to getting to the point where it will recycle all its vessels in a sustainable, safe and
environmentally friendly way and to conduct associated business in this area in a socially responsible and ethical
manner while always applying all respective legal requirements. Euronav’s aim is to prevent, reduce and minimise
injuries, accidents, human rights abuse and any other adverse effects generated or side-effects of via ship recycling.
We are working at developing a fully-fledged ship recycling policy that will implement our commitment to a
responsible and circularity-based approach.
Our principles
If we were the owner of an asset at the end of its life and there was no alternative but to dismantle the ship, a decision
to recycle the vessel may be taken. As a owner of that vessel, we would take full accountability and have a strict audit
and inspection regime for approval of the ship recycling facilities we utilise. That is the level of responsibility we aim
at achieving. We do not and will not compromise the safety, environmental and human/labour principles where anti-
corruption and subcontracting visibility are gradually gaining more clarity. These principles govern our way of doing
business and building partnerships.
Ship recycling is an important matter on which Euronav is actively working, not only when the ship is ready for
dismantling, but from day 1 of the ship’s life. The green passport and/or other notations (i.e. ENVIRO) are significant
items related to recycling policy and are documents that follow the entire life of a ship, beginning with its
construction. These documents need to be updated on a regular basis by all different parties involved during the life
cycle of a ship. It contains information such as ship particulars, details on the construction yard but, most
importantly, information about every product used during the construction and operation of the ship. Because of the
importance of the green passport within the recycling policy, all Euronav newbuildings and the majority of the ships
in the fleet are carrying a green passport and/or other notations (i.e. ENVIRO). Euronav complies with the latest EU
regulations that foresee the introduction of an Inventory of Hazardous Materials (IHM) and a Maintenance Plan for
each ship. The type, quantity, and location of hazardous materials are incorporated in that registry and HMs should
be clearly identifiable. The prerequisites serve as the ship’s ID, are updated regularly, and follow the ship’s ownership.
We have positioned the company as a top tier operator, and we maintain a modern fleet. We often sell our ships way
before their natural end of life for further trade or for conversions – typically to Floating Storage and Offloading units
(FSO) or Floating Storage Production and Offloading (FPSO) units. In any case, when a Euronav-owned vessel is
purposed for recycling, Euronav should engage with shipyards ensuring that the ship recycling facility acts in
responsible manner and applies similarly high ethical and socially responsible standards. This may require an audit
to be passed to Euronav’s satisfaction of the relevant facility.
Euronav’s recycling principles, which will be applied to our whole fleet, will represent a set of standard compliance
actions that adhere to all applicable regulations, but also best industry practices and our ESG culture.
The costs of recycling a vessel with due respect for the environment and the safety of the workers in specialised yards
is challenging to forecast as regulations and good industry practice, leading to self-regulation, can dramatically
change over time. However, the Group considers the recent trends of the steel industry and the outlook of future
demand for scrap steel now to be indicative of a positive residual value of its vessels after consideration of disposal
costs.
We note that last year’s scrap steel rates have reached unprecedented high values of over $600 per Light
Displacement Tonnage (LDT). The Company’s prior view was that by the time the vessels reach the end of their useful
lives, their residual values would likely be the same as their disposal costs. This no longer appears to be the case and
has led to a re-assessment by management, resulting in a residual value estimate of vessels rising from nil, net, to a
residual value equal to the lightweight tonnage of each vessel multiplied by a forecast scrap value per ton after
dismantling, less disposal costs such as repositioning the vessel, commissions and preparation fees, and after
consideration of the impact of (changes in) worldwide recycling regulations (EU regulation versus other) and
developments.”
Aligned with global regulations and agreements
We are a prime supporter of the Hong Kong International Convention (HKC) for Safe & Environmentally Sound
Recycling of Ships, 2009. Euronav will continue to comply with all applicable global, regional and local relevant
regulations which safeguard that vessels are recycled in a transparent and audited fashion and follow up the entire
recycling process up to the level of our jurisdiction.
Information until 31 December 2023
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Overview initiatives and collaborations - Environment
Global Maritime Forum
Euronav is a founding partner of the Global Maritime Forum, an international non-profit organisation committed to
shaping the future of global seaborne trade to increase sustainable long-term economic development and human
well-being. Euronav joined the 2021 Annual Summit of the Global Maritime Forum in London. In 2023, Euronav
actively participated in the following initiatives: (i) Short Term Action Taskforce, and (ii) Getting to Zero Coalition. For
more information please visit https://www.globalmaritimeforum.org/.
Short Term Action Taskforce
The Global Maritime Forum has identified five key action areas to improve the operational efficiency of vessels. The
implementation of operational efficiency strategies plays a critical role in reducing shipping emissions today, while
also preparing the industry for a more manageable long-term transition to a zero-emission future. Euronav, together
with 20 industry players, have worked diligently in the course of 2023 to define the ambition statement – and to
translate this into a series of Insight Briefs for the wider shipping industry. Three participating companies – Chevron,
Euronav, and Cargill – announced the joint ambition statement as part of the Global Maritime Forum Annual Summit
in Athens (October 2023).
Getting to Zero Coalition
The Getting to Zero Coalition (GtZ), a partnership between the Global Maritime Forum and the World Economic
Forum, is an industry-led platform of more than 150 companies within the maritime, energy, infrastructure and
finance sector, supported by key governments and IGOs. The Coalition is committed to getting commercially viable
deep sea zero-emission vessels powered by zero-emission fuels into operation by 2030, maritime shipping’s ‘moon-
shot’ ambition. In 2023, Euronav joined the Zero-emission Vessel Commitment by 2030. By joining the commitment, it
allows ship-owning and chartering segments to send a corresponding signal and build confidence in the market for
these essential fuels.
HELMEPA
The Hellenic Marine Environment Protection Association (HELMEPA) is the pioneering voluntary commitment of
Greek seafarers and ship owners to safeguard the seas from ship-generated pollution, undertaken in Piraeus, on June
4, 1982. The association aims to acquire an environmental consciousness under the motto ‘To Save the Seas’.
Euronav is an active member. We participated in the development of the training programs and provide trainers for
these programmes. For more information visit: https://www.helmepa.gr/en/
Information until 31 December 2023
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INTERTANKO
The International Association of Independent Tanker Owners (INTERTANKO) is a trade association. It has served as
the voice for independent tanker owners since 1970 on regional, national, and international levels. The association
actively works on a range of technical, legal, commercial and operational issues that have an influence on tanker
owners and operators around the world. For more information visit https://www.intertanko.com
ITOPF
Euronav is a member of ITOPF. The International Tanker Owners Pollution Federation (ITOPF) is a non-profit
organisation and a trusted source of objective technical advice worldwide on preparedness and response to
accidental marine spills. ITOPF has responded to over 800 incidents involving oil or chemical spills worldwide. Their
highly skilled international team assists 24 hours a day, 365 days a year to provide impartial technical advice. ITOPF
provides a wide range of technical services to back up our core role of responding to ship-sourced spills. For more
information https://www.itopf.org
Maritime Just Transition Task Force
The ‘Maritime Just Transition Task Force’ is an initiative, set up during COP 26 by the International Chamber of
Shipping (ICS), the International Transport Workers’ Federation (ITF), the United Nations Global Compact (UNGC), the
International Labour Organisation (ILO) and the International Maritime Organisation (IMO), to ensure that shipping’s
response to the climate emergency puts seafarers at the heart of the solution, supported by globally established Just
Transition principles. For more information visit: https://unglobalcompact.org/take-action/think-labs/just-transition/
about
Protecting Blue Whales and Blue Skies
In 2023, Euronav joined the ‘Protecting Blue Whales and Blue Skies’ initiative. Protecting Blue Whales and Blue Skies
is a voluntary Vessel Speed Reduction (VSR) Program along the coast of California which incentivises companies to
incorporate sustainable shipping practices across their global supply chain. By creating seasonal and predictable
slow speed zones, this program helps companies protect endangered whales, reduce fuel use and regional
greenhouse gas emissions, and improve air quality and human health outcomes. The Protecting Blue Whales and
Blue Skies team independently verifies cooperation rates, quantifies the benefits of participation, and provides
recognition of program participants to encourage the adoption of sustainable shipping practices across the globe.
EU Research and Development
Waterborne Technology Platform
Euronav has become a member of the Waterborne Technology Platform (TP). Waterborne TP has been set up as an
industry-oriented technology platform with the objective to establish a continuous dialogue between all waterborne
stakeholders. The platform drives policy development and guidance and shapes future research agendas while
mobilising and allocating appropriate resources to accomplish its mission. At Euronav, we recognise that
collaboration and innovation are key to progression and future stability by participating for the first time in two new
research and innovation projects funded by the European Union under the Horizon Europe program: DT4GS &
OPTIWISE. More information on both projects can be found on p 13.
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Social and human capital
People approach
At the core of our mission lies the commitment to inspire and empower our highly skilled and dedicated workforce to
maximise their potential and to pursue their career aspirations within a healthy, stimulating, and rewarding work
environment.
Our operations span across shore-based offices in key locations such as Antwerp, Athens, London, Nantes, Geneva,
Singapore, Hong Kong, Philippines and the USA, where we employ approximately 220 individuals, including
contractors and temporary staff. This expansive geographical reach reflects our deep-rooted maritime heritage and
culture, cultivated over generations.
Onboard Euronav vessels, we rely on the expertise of around 3,000 seafarers representing diverse nationalities. In an
industry where competent seafarers are in high demand, Euronav boasts a roster of qualified and experienced
masters, officers, and crew members on all our vessels.
Euronav is unwavering in its commitment to fostering a culture of teamwork and collaboration, both ashore and at
sea. We prioritise authentic performance planning, appraisal, training, development, and internal promotions. Our
policies are designed to elevate and recognise outstanding performance, engage our workforce, and retain key
talent. We take pride in celebrating the diversity within our workforce, which encompasses individuals with extensive
service and experience in the industry, as well as newcomers with fresh perspectives. This blend of dedication and
stability, enriched by diversity, has been instrumental in our ability to achieve exceptional results in an intensely
competitive sector.
Our workforce brings a wide spectrum of educational and professional backgrounds to their roles, including expertise
in areas such as nautical science, engineering, finance, business administration, law, and the humanities. These
professionals specialise in various aspects of tanker operations, crewing, marine and technical functions, as well as
shipping corporate services. Virtually every member of our team is fluent in at least two languages, and half of our
workforce is proficient in three or more languages, reflecting our commitment to a globally connected and
multilingual work environment.
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Figure 21: Key figures
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Transparency and ethical behaviour
Social policy/policies
Code of conduct
Euronav adopted a Code of Conduct in order to assist all persons acting on behalf of Euronav to act in an ethical way
and with respect to the applicable laws and regulations. The Code of Conduct therefore ensures that Euronav
employees enhance and protect the good reputation of the Company, more particularly in its relationship with
customers, shareholders and other stakeholders, as well as with society in general. Our Code of Conduct can be
consulted on our website: https://www.euronav.com/en/about-euronav/corporate-governance/documentation/
code-of-business-conduct-and-ethics/
Staff Handbook
The Staff Handbook helps Euronav comply with legal requirements and regulations relating to employment and sets
out guidelines for ensuring high standards of ethical practices that need to be applied throughout the Euronav
community. These include policies, amongst others, relating to working culture, employee retention and turnover
rates, remuneration and workforce diversity, regulated working hours, regulation of labour supply and protection of
the workers against sickness, disease and injury.
Whistleblower policy
Euronav has adopted a Whistleblower Protection Policy to protect individuals who want to lawfully raise a legitimate
concern. If an employee becomes aware of illegal or unethical misconduct, Euronav strongly encourages them to
report it to Euronav management through our regular channels of communication, including the ‘On Board
Complaint (or Grievance) Procedure’ for seagoing personnel. If an individual does not feel comfortable reporting
concerns to a supervisor, manager or any other appropriate person within the Company, he or she can use a free
telephone service or web-based platform that enables him or her to report a concern in complete confidentiality, in
his or her mother tongue. Euronav’s ‘SpeakUp’ service is hosted by an independent third party, People InTouch B.V.,
to ensure a straightforward, confidential, secure, and convenient way of reporting.
Euronav encourages individuals to identify themselves when making a report to facilitate the investigation. However,
any person who does not want to be identified is entitled to register a complaint confidentially and anonymously.
The Company treats all complaints in a confidential manner. The Company does not in any manner discriminate
against any individual who has made a complaint in good faith. The full Whistleblower policy can be found on
Euronav’s website.
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Human Rights
The Company places great importance on upholding and safeguarding human rights, encompassing the
fundamental rights and freedoms outlined in the United Nations Universal Declaration of Human Rights.
Euronav maintains a zero-tolerance stance towards practices such as slavery, child labour, forced or compulsory
labour, and human trafficking. Our comprehensive set of policies ensures that all Euronav entities understand the
significance of respecting human rights and are aware of the procedures to report any violations.
Given Euronav's operations in regions with higher risks of unethical practices, we exercise heightened vigilance to
ensure adherence to ethical standards. Our unwavering commitment is to conduct business with integrity and
proactively prevent any form of corruption or bribery. Euronav actively upholds labour and human rights in its
activities, supported by our corporate 'Code of Business Conduct and Ethics' and a range of specific policies,
including the 'Anti-corruption Policy,' 'Non-Violence & Non-Harassment Policy,' and 'Whistleblower Protection
Policy.' Furthermore, our employees undergo mandatory annual training to reinforce these principles.
We rigorously assess and select firms, agencies, and other third parties before engaging in business or partnerships,
in alignment with our Third-Party Risk Policy. This policy clearly defines our standards and expectations. Regular
audits and inspections of these entities, particularly those with staff at our sites, serve as a robust assurance
mechanism that our standards are consistently upheld and effective.
Respect for people extends not only to our own employees but also to those involved with subcontractors and
suppliers. In 2023, there were no reported violations of human rights, and no fines, penalties, or compensation for
damages resulting from breaches of our policies were incurred. Nevertheless, we maintain an unwavering
commitment to vigilant monitoring to swiftly address any deviations from our policies.
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Managing our impact on people and our environment
Employee engagement
KPI’s Shore and sea
Sea
Figure 22: Retention rate
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Figure 23: Average experience with Euronav (Sea service in years)
Figure 24: Average experience in tankers (Sea service in years)
Figure 25: Average experience in rank (Sea service in years)
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People management
Approach shore
Flexible working
We prioritise the well-being of our employees and actively support it. Our goal is to create a collaborative and
stimulating work environment that caters to diverse staff needs and encourages a healthy work-life balance.
Recognising the evolving nature of work, we have embedded flexible working within our organisational culture,
providing our employees with opportunities to work from home as well as in the office.
Crew management
Euronav Ship Management offers career opportunities to officers and crew of various nationalities from Europe, Asia
and America. Euronav also has a portion of its fleet under third party managers, which allows the Company to
accurately monitor sector best practice and cost optimisation.
Euronav Group recruits crew from all around the world, providing opportunities for motivated professionals to
develop their careers on board the fleet vessels.
Crew development is based on pre-established, rank-specific criteria, focusing on the cultivation of both technical
and personal (leadership) skills. Recruitment is carried out by a dedicated team that compares crew competencies
with available vacancies and identifies the training and other actions required to advance the performance and
careers of the crew. A common crew software platform proposes job opportunities at any time to Euronav seafarers.
To ensure that all vessels are staffed with qualified and competent crew, a detailed training matrix has been
developed and is evaluated annually. This includes external and in-house training above minimum statutory
requirements, as well as computer-based training. Additionally, seafarers are provided with the opportunity to take
part in shore-based training, such as attending office activities, seminars and conferences.
Euronav respects the rights and dignity of all seafarers and acknowledges that careers at sea can bear consequences
for mental health and wellbeing. We are mindful of this in all aspects of shipping and have established practices that
work towards crew care and wellness. Quarterly campaigns to support crew mental health and wellbeing are
released through the Company magazine Stay Safe. The basis of our pre-joining process is the medical screening of
crew to ensure good health and fitness.
Onboard crew communications are supported by an additional free communications allowance to help crews keep
in touch with their families and relatives.
The introduction of e-wallet solutions has given our crews fast access to funds while they are on board.
Crew conferences are scheduled annually, giving senior officers and shore management the opportunity to interact,
receive Company updates and discuss topics of mutual interest.
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Summary of actions:
– Proper manning arrangements for the five new buildings
–
–
–
–
–
–
Successful transfer of management in house of two vessels
Successful Management of Frontline fleet transfer.
Successful change of flag of eighteen vessels
Successful organisation of officers and crew conferences in Antwerp, Nantes, Athens, Panama, Bulgaria, Croatia,
India and the Philippines
Induction procedures for seafarers new to the Company (370 crew)
Implementation of a revised briefing/debriefing process to improve time management, handled by one person in
Athens office for all four top officers and all flags
– Priority is given to development of Internal sea staff, promoting a significant number of seafarers within the
–
–
Company, rather than hiring from the market.
Implementation of new promotion process (250 promotions)
Sea staff certification for compliance with Standards of Training, Certification and Watchkeeping (STCW) Manila
Amendments 2010 with zero observations in Commercial, Flag, PSC & Class inspections
– Direct employment of various nationalities without manning agent, in addition to BE/ FR/ GR nationality
seafarers (70 persons)
– Close monitoring of manning agents’ performance for further improvement and/or appointment of new ones,
depending on Company’s manning needs. Introduction of manning agents’ KPIs and statistics
–
Implementation of additional psychometric test for all newly hired senior officers and cadets for all flags (70
senior officers and 420 junior officers, cadets and ratings)
– Quarterly actions for all crew on board (Stay Safe magazine)
– Benchmarking on seafarers wages
–
17 Shore assignments. These assignments are opportunities offered to the sea staff to join the shore team for a
short period of time during their leave.
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Talent attraction
Euronav is always looking for new talent to join our Company. We display all shore-based career opportunities within
the Company on our website and there is a separate page for crew applications. Shore vacancies are also displayed
on our LinkedIn page.
Shore employees
We strive to attract, inspire and enable talented, hard-working people to develop themselves in order to contribute to
our business and its vision in a challenging and rewarding environment.
We employ a workforce with a complementary and diverse range of qualifications to carry out our business and do
not discriminate on the basis of gender, age, culture or personal circumstance. We look to appoint the person who is
the best match for the role. Euronav also welcomes applicants from the seafaring community for suitable shore-
based roles.
It is recognised that internal job moves are positive for the Company, enabling our team members to develop their
careers and bring added motivation to our teams. All employees are encouraged to discuss their career and
development aspirations through the regular performance management process.
External hires can bring fresh thinking and new ideas to the Company to help us challenge our thinking and grow so,
while we aspire to offer career moves to our current employees, we also advertise externally where that is of benefit.
Our internship programmes run throughout the year lay a foundation for recruiting brilliant young minds to work for
our Company.
Seafarers
Euronav Ship Management employs and offers career opportunities to officers and crew of various nationalities from
Europe, Asia and America. Euronav also has a portion of its fleet under third party managers, which allows the
Company to accurately monitor sector best practices and cost optimisation.
The Euronav Group recruits seafarers from all around the world, providing opportunities for motivated professionals
to develop their careers on board our vessels.
Recruitment is carried out by a dedicated team that compares the applicants’ competencies with those needed for
the available vacancies. Furthermore, the crewing department also identifies training needs and requirements to
advance crew members’ performance and give them opportunities for their careers to develop. Advanced tools and
tests are used to optimise the results of the recruitment and promotion process and provide support and guidance to
the seafarers.
A crew software platform is used by all crewing departments to provide job opportunities to Euronav seafarers at any
time, allowing them to develop and retain competencies within the Euronav Group.
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Training and development
Euronav practices performance planning, appraisal, training, development and promotion from within. Our policies
aim to enhance and reward performance, engage our people and retain key talent.
To achieve this, we have built a comprehensive system of continuous training programmes and seminars both
onboard and ashore. This ensures a continued awareness among all personnel of their day-to-day operational
duties. Training needs are identified during the appraisal process and training plans are prepared based on these
needs. Training activities are carried out in a training room or online through a computer-based programme.
Crew development is based on pre-established, rank-specific criteria, focusing on the cultivation of both technical
and personal (leadership) skills.
To ensure that all vessels are staffed with qualified and competent crew, a detailed training matrix has been
developed and evaluated annually. More information on the staff training can be found in the ‘crew management’
section on p 63.
Training and development Indicators
Shore employees
In 2023 the total training hours of our shore staff was 7,068.60.
Seafarers
All our seafarers followed trainings in 2023, resulting in 43,376 hours of training in total.
Performance management
In our commitment to nurturing our human capital, we diligently oversee performance through a comprehensive
approach that includes annual evaluations supplemented by smaller periodic formal and informal assessments. This
approach stands out for its inherent flexibility, allowing for dynamic growth.
Our performance management cycle serves several pivotal purposes. It helps in aligning individual and team goals
with the business strategy, provides insights into our capabilities and supports establishing and reinforcing the
organisational culture and desired behaviours. But above all, it is about retaining and motivating qualified employees
through development and training, while creating career opportunities.
Shore personnel
On an annual basis, all onshore staff engage in a comprehensive performance assessment process. This process
includes both self-assessment and an evaluation by their respective reporting manager. It aims to gauge the extent to
which they have met expectations related to achieving set objectives and upholding our core values throughout the
preceding year.
Seafarers
Our performance appraisal process has two main aims. The first is to ensure that all seafarers have a clear idea of
how they can contribute to the performance of their department and vessel. The second aim is to make sure the
seafarers are supported in their individual development of skills and mindset. This process enables a common focus
on the Company and vessel goals, as well as people’s engagement in achieving these. The performance appraisal is
therefore a tool to support:
– Understanding and agreement on how to contribute to vessel objectives
–
–
Identification of possible opportunities for skill development during the contract and after signing off
Evaluation of efforts and progress made during the contract.
The principles of the performance appraisal process include setting mutual expectations and a plan for development
(from the appraiser and appraisee in partnership), then monitoring and supporting development throughout the
contract. Finally, before the contract ends, there is a performance evaluation meeting to review progress and further
development opportunities.
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Figure 26: Developmentprinciples
Performance management principles
The performance appraisal is not a matter of judging someone’s work as either ‘good’ or ‘bad’; it is a matter of
ensuring that everyone knows what difference their efforts make to vessel performance and how they can further
develop their professional skills.
In addition to the above, and referring to the four top officers, there is another evaluation conducted at the end of the
year by respective Company departments, depending on rank.
Diversity and equality
We take pride in acknowledging the diversity within our workforce. Numerous employees and officers at Euronav
bring with them extensive service and experience, while others, as new entrants, contribute fresh perspectives. Our
commitment to fostering long-term dedication and stability, combined with a deliberate effort to introduce new
talent to the company, has resulted in excellent outcomes in an exceptionally competitive industry.
The new Supervisory Board has been made aware of the law of 28 July 2011 on gender diversity, and the
recommendations issued by the Corporate Governance and Nomination Committee following the enacting of the law
with regard to the representation of women on Supervisory Boards of listed companies. The Supervisory Board fully
complies with the gender diversity principles.
Diversity policy
Our commitment to diversity and inclusion revolves around creating quality jobs and encouraging career growth
within the Euronav Group based on qualifications, experience and training. We strive for an inclusive workplace
where everyone is treated equally and with dignity. We enhance employees' competences through talent
development and promote sustainable growth.
Our aim is to provide equal opportunities for internal mobility, actively guiding and supporting our employees in this
process. Euronav recognises that a diverse team improves decision-making and overall performance. It is a global
priority for Euronav, contributing to the success of the company and its people. We believe in the power of diversity,
allowing our employees to be their authentic selves at work, regardless of different characteristics.
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Figure 27:Gender diversity within Euronav
Figure 28: Generational diversity
Onshore
Offshore
18-29
30-39
40-49
50-59
60+
34
74
64
39
5
Figure 29: Nationalities within Euronav
18
35
onshore
offshore
Nationalities onshore
Albanian
American
Belgian
British
Canadian
Cypriot
Danish
Dutch
Filipino
3
3
64
3
1
1
1
3
2
35 nationalities offshore
American
Belgian
Bulgarian
Canadian
Chilean
Colombian
Costa Rican
Croatian
Dutch
Ecuadorean
El Salvador
Filipino
French
Georgian
Greek
Guatemalan
Honduran
1
37
132
13
1
11
1
79
3
3
98
1410
93
6
345
1
117
French
Greek
Hungarian
Indian
Norwegian
Panamanian
Singaporean
Turkish
Vietnamese
Indian
Italian
Jamaican
Luxembourger
Malaysian
Mexican
Montenegrin
Pakistani
Panamanian
Portuguese
Romanian
Russian
Singaporean
Slovenian
Spanish
Ukrainian
Venezuelan
855
957
690
424
74
8
112
1
4
1
1
4
2
2
124
1
1
1
1
2
2
9
211
1
58
50
1
1
1
183
1
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Gender Equality
Women in Shipping
Difficult working conditions, physical labour and long
durations away at sea have traditionally made
shipping a male-dominated business. But it has also
been particularly slow to change. Real change takes
time, and a step forward is often met with a shove
backward. The ‘boys club’ mentality still exists, and
sexism, while rarely openly displayed these days, is
nonetheless still prevalent.
IMO adopted a
the
International Day for Women
However, things are slowly changing, and a growing
number of players
in the maritime sector are
promoting balance on the gender scale. Even the
International Maritime Organisation (IMO) plays a
resolution
part.
In 2021,
proclaiming an
in
Maritime, to be observed on 18 May every year. The
IMO has been running a Women
in Maritime
programme since 1988, a time when few maritime
training institutes even permitted female students.
Since then, it has supported access to maritime
training and employment opportunities for women
across the maritime sector.
At Euronav we celebrate the International Day for
Women, both at sea and onshore, by publishing
articles on achievements in their area of expertise.
All Aboard Alliance
The All Aboard Alliance brings together senior leaders
industry, united by a
from across the maritime
collaborative drive
increasing diversity,
towards
equity, and inclusion in all organisations, at sea and
onshore – in order for maritime to become the
sustainable, forward-looking and innovative industry
we can all be proud of. The All Aboard Alliance is
supported by Founding Knowledge Partners: Global
Maritime Forum, Diversity Study Group, and Swiss Re.
https://
For more
www.globalmaritimeforum.org/all-aboard-alliance.
Euronav
business sponsor.
is represented by Capt. Malliaros as a
information
visit:
On 15 December 2023, we submitted the Company’s
All Aboard annual assessment, which Euronav is
participating in for the second year. One of the
achievements in 2023, is the new KPI added for
long term
”Women Seafarer’s empowerment”. A
target of this objective is to have more than 4% of
Women Officers, currently the KPI
is at 2.10%,
achieving the set annual target.
to
on
DEI
pertaining
Other actions we have taken include; publishing
articles
company’s
communication platform, during onboarding the new
recruits attend the non-harassment and non-violence
training and read the relevant policy, smooth
familiarisation and transition period, promotion of
DEI during Officers/Crew Annual Local Conferences
2023.
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Women at Euronav
In our case, we need to distinguish between the female representation on shore and onboard.
On shore, Euronav performs well. On 31 December 2023, the Euronav Supervisory Board was 33% female. 30% of the
senior management roles were taken up by women. 45% of our middle managers were women. Half of all revenue
generating staff are female. We have taken some steps.
Bloomberg GEI
The Bloomberg Gender-Equality Index (GEI) provides transparency in gender-based practices and policies at publicly
listed companies, increasing the breadth of environmental, social, governance (ESG) data available to investors. The
reference index measures gender equality across five pillars: female leadership and talent pipeline, equal pay and
gender pay parity, inclusive culture, sexual harassment policies, and pro-women brand. This index is updated every
year and Euronav has once again been included for 2023, as it has been since the index’s inception in 2018. At the
time of reporting Bloomberg had not yet released the latest GEI data.
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Communication channels
Investor relations
Euronav strives to communicate openly and transparently towards our stakeholders on a regular basis. After each
quarterly earnings release, our Management Board presents the quarterly results during a virtual conference call. This
conference call is followed by a Q&A. For investors and analysts who are not able to attend, the script is subsequently
published on the Euronav website along with a PDF of the presentation. Euronav also holds frequent investor and
analyst presentations, as well as virtual roadshows.
Furthermore, occasional conference calls & investor days are set up for events. We also participate in several
conferences.
On our annual General Shareholder meeting, which is held on the third Thursday in May after the financial year, our
key shareholders cast their votes on important matters that can affect our company.
All investor related information can be consulted on the investor page on the Euronav website: https://
www.euronav.com/en/investors/
Communication towards employees (shore and sea)
Euronav tries to communicate with its employees in a direct and transparent way on a regular basis. To build
employee relationships, Euronav has continued to use, and also implemented, new platforms to improve its
employee communication.
With quarterly Town Hall meetings, Euronav informs all its employees on important matters happening within the
Company. After the presentations, time is reserved for all employees to ask questions to the Management Board
during a Q&A. Other communication channels that are frequently used by Euronav, are quarterly newsletters, internal
mails, intranet, our internal communication platform and the HR-platform for shore and Compas for crew, video
messages from our CEO, and if required internal physical meetings and/or teams calls.
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HR accomplishments and KPIs
In 2023 the Human Resources department has invested a great deal of work in the following areas:
Shore
–
Launching the enhanced Performance Management process by integrating the self-appraisal and training needs
for employees
–
–
Supporting the implementation of Lighthouse communication software by creating pages and providing material
to feed the platform
Together with the Business Process Management team, we conducted a workshop to identify areas of
improvement in HR functions. Relevant targets will be set in 2024
– Participation in the successful restructuring of departments in ship management in Athens
–
–
–
Successful recruitment and integration of new hires in the Group, bringing on board new talent and fresh ideas
Successful management of Annual Internship program in Athens which has provided valuable learning
opportunities for the interns, and strengthened the company’s social responsibility.
Various actions have been implemented in Antwerp for the electrification of the fleet, supporting the initiatives
related to the environmental impact of the company
– Organised an off-site team building event for Athens and Singapore teams to foster powerful collaboration across
teams, and boost employee morale
–
Implementation of a referral policy for all offices to engage our own employees to suggest suitable candidates for
our vacancies
Seafarers
The action points for seafarers can be found in the Crew management section on page 63.
Collaborations and contributions - Society
Charity policy
Euronav does not make any contributions to political parties of any affiliation. Euronav’s focus is on charitable
donations where the Company believes it can make a tangible improvement to parts of society that we are engaged
with or are close to. This is a dynamic area and we are constantly assessing the efficacy and focus of our charitable
efforts.
Overview
Euronav wants to positively impact the communities where we live and work. We do this by building relationships
and inspiring philanthropy and goodwill both inside and outside the Company. We actively encourage our staff to
engage in community initiatives and support employee involvement, be it volunteering, fundraising or donations
through options such as fund-matching or sponsoring specific events. A few of the charities to which Euronav
contributes financially, in line with its policy, are described below.
Sailor’s Society
The Sailor's Society, a global charity, operates through a network of interdenominational Port Chaplains who provide
support to all seafarers, regardless of their background, faith, or nationality.
The Port of Antwerp remains a bustling hub vital to European and global trade, welcoming approximately 17,000
vessels each year. Given the significant traffic through the port, there continues to be a pressing need for
comprehensive welfare services to support the numerous seafarers passing through
Euronav has donated funds which will help the Sailors’ Society work with the Antwerp port chaplain Marc Schippers.
Marc visits vessels to offer his assistance to the crew onboard. He takes practical items such as phone cards to help
seafarers to contact their families and international news printed from the internet to connect them with news from
home. As well as practical assistance, Marc offers a listening ear to seafarers, providing emotional support when
requested.
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Using his Sailors’ Society vehicle, the Antwerp Port Chaplain also offers seafarers free transport to wherever they need
to go, such as the nearest phone and internet facilities, the shops or the doctors. This is a crucial service for visiting
seafarers, as their time ashore is often limited to just a few hours.
Valero Benefit for Children
In 2023, the Valero Benefit for Children, in conjunction with the Valero Texas Open, raised over $23 million in net
proceeds, marking a significant contribution to children's charities. This event, which has been a long standing
tradition since 2002, is organised by the Valero Energy Corporation to support children's causes in communities
where Valero operates. Over the past century, the Valero Texas Open has amassed over $232 million in net charitable
contributions, reflecting its enduring commitment to making a positive impact on the lives of children in need.
Euronav continues to prioritise its support for children's charities, directing its donation towards organisations
serving communities in Quebec, where many of its vessels operate.
Whale protection
Whales are critical to a sustainable ocean and a liveable planet. They capture carbon dioxide in their bodies and
fertilise the ocean with their nutrient rich excrement which is essentially a phytoplankton farm. Phytoplankton also
need to absorb carbon dioxide in surface waters to grow, and already capture 40% to 60% of all carbon produced on
our planet via photosynthesis (equivalent to 1.7 trillion trees). The more whales, the more phytoplankton, the more
carbon dioxide can be absorbed. Each whale accounts for the sequestration of 315 MT of CO2 during their long
lifetime.
Figure 30: Whale carbon and oxygen flux
Source: https://www.grida.no/resources/12674
Euronav teamed up with the Great Whale Conservancy to investigate how to mitigate whales strikes across the globe.
Under the Whales Guardian programme we: a) map the key whale habitats and identify areas for potential speed
limits, b) provide instructions to our mariners to either temporarily reduce speed and/or deviate without jeopardising
navigational safety and commercial purpose; these voluntary measures have immediate effect at the Canadian East
Coast, the west coast waters at California (USA) and the Hellenic Trench, c) work with well-known industry peers to
amplify impact, d)explore and cooperate with global and local stakeholders to secure safe and ecologically
sustainable passages; our support is lobbying for reviewing big traffic separation schemes*1 at Sri Lanka, British
Channel, Malacca, etc.
1Traffic Separation Scheme: a routeing measure aimed at the separation of opposing streams of traffic by the establishment of
traffic lanes where traffic lane is an area within defined limits in which one-way traffic is established.
1
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Health
Our approach to health
Supporting the health of personnel both on board and ashore is a very important aspect of our Company
Management system. Our working environment is continually monitored to ensure that we maintain healthy
conditions. Our health standards and guidelines pay specific attention to important issues such as general living
conditions, crew wellbeing, physical exercise, storage of food, and nutrition practices. Medical advice and assistance,
for physical as well as mental health is available 24/7.
Shore
Euronav creates an environment that supports the physical health of employees by encouraging regular exercise and
physical activity, promoting healthy eating habits, and minimising hazards in the workplace. We provide healthy
meals in the office, while providing ergonomic workstations with adjustable desks and chairs that promote good
posture, as well as offering ergonomic keyboards and mice, in our offices. In Antwerp, we have introduced the
concept of treadmill desks in an effort to combat sedentary behaviour and give our employees the opportunity to
train while they are working, while in Athens we offer on site fitness programs led by a certified instructor.
Seafarers
Euronav respects the rights and dignity of all seafarers and acknowledges that everyone who is involved in shipping
has mental health and wellbeing needs. We take this into consideration in all aspects of shipping by establishing a set
of procedures that ensure crew care and wellness. During the crew change crisis caused by the COVID-19 pandemic,
external psychologists were consulted to give advice that would support the health and wellbeing of our crews.
The first part of the pre-joining process is the medical screening of crew based on several criteria which aims ensure
proper health condition and fitness. Medical services monitor and take care of all crew medical requests and needs
before joining, and while on board.
Quarterly campaigns to support crew mental health and wellbeing are released through the Company magazine Stay
Safe. Crew Victualling, Slop Chest and Bonded store are under continuous monitoring with the support of high-
quality catering providers who supervise proper and timely supplies delivery on board the vessels at all times, while
providing guidance for menu planning and cooking recipes.
Onboard crew communications are supported by an additional free communications allowance to help crews keep
in touch with their families and relatives on a daily basis.
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The introduction of e-wallet solutions has given our
crews fast access to funds while they are on board. Crew
members now have full control of their money at any
time through the mobile app, and access to major
currencies through the multi-currency account with
competitive FX rates. At the same time, the master is
relieved from the risks and exposure associated with
high cash balances on board vessels.
Our crew portal enables all crew onboard and ashore
(when on leave) to check their full status for sea service,
certification,
evaluation,
training, Company events, travel arrangements, etc., in
real-time.
performance
planning,
Crew conferences are scheduled annually, giving senior
officers and shore management the opportunity to
interact, receive Company updates and discuss topics
of mutual interest. Topic-specific video conferences are
to enable discussion, provide
also
information or familiarise officers and crew with new
concepts and projects.
scheduled
One line video conference meetings are conducted
vessel’s
shore
frequently between
management team to ensure safe working status and a
positive climate on board.
team and
ISM Compliance
Euronav has developed a Health, Safety, Quality and
Environmental (HSQE) maritime management system.
This integrates health, safety, environment and quality
management
into one seamless system that fully
complies with the International Safety Management
Code (ISM) for the Safe Operation of Ships and Pollution
Prevention.
Euronav Ship Management is involved in the operation
and management of vessels providing worldwide
transportation of cargoes by sea. As such, it recognises
the inherent impacts on people and the environment
its activities. The Company
that can result
therefore conducts its operations, both ashore and on
board the vessels under its management, in a manner
that protects health and promotes safety.
from
The Company holds health, hygiene and safety as the
first priority in its operations, while it ensures that all
employees execute their work under safe and hygienic
conditions.
Euronav is therefore committed to taking all reasonable
precautions and measures during the operation of
managed vessels in order to ensure safety at sea,
prevention of human injury or loss of life, and the
avoidance of damage to property.
The Company aims to achieve health, hygiene and
safety excellence through several objectives, which are
set out at https://www.euronav.com/hsq/health-safety/
health-hygiene-and-safety-policy/
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Policies
Health hygiene and safety policy
The Company holds health, hygiene and safety as first priority in its operations, while its utmost concern is to always
ensure that all employees execute their work under safe and hygienic conditions.
The Company is furthermore committed to take all reasonable precautions and measures, during the operation of
managed vessels, in order to ensure safety at sea, prevention of human injury or loss of life and avoidance of damage
to property.
For more information, please visit our website:https://www.euronav.com/hsq/health-safety/health-hygiene-and-
safety-policy/
Alcohol and drug policy
Euronav is fully committed to maintaining a safe and healthy working environment by implementing a strict drug and
alcohol policy. Any violation of that policy, including illegal possession, consumption, distribution or sale of drugs or
alcohol by any shipboard and shore personnel, shall lead to instant dismissal and will expose the person to legal
proceedings
Mental health
Mental health is a state of mental wellbeing that enables people to cope with the stresses of life, realise their
potential, learn well and work well, and contribute to their community. It is an integral component of health and
wellbeing that underpins our individual and collective abilities to make decisions, build relationships and shape the
world we live in. Mental health is a basic human right and is crucial to personal, community and socio-economic
development.
Euronav takes mental health very seriously for its sea and shore staff. A specific HSQ system is in place with the
highest standards of safety in marine transportation and Mental Health is part of this system.
Relevant speeches during conferences are given to the staff for keeping people alerted for the psychological
conditions. Relevant team building activities and company events are organised for the shore staff, contributing to
the effort of relieving the daily work stress.
Physical health
Shore
Euronav on the move
Euronav on the move is an internal programme created to discourage sedentary behaviour. The aim is to encourage
employees to incorporate sports into their workday and to participate in several sporting events, such as local
running competitions.
Seafarers
Euronav acknowledges the importance of seafarers’ physical health both on board and ashore and has set a number
of standards to facilitate the to maintenance of a healthy lifestyle.
In house medical services are available 24/7 to provide guidance and advice to the entire fleet on any medical matter.
Contracts with flexible period of employment are available for both Senior and Junior officers to control mental and
physical stress as well as to maintain optimum time balance between family and work.
Euronav implements sufficient crew complement above industry standards to respond to vessels’ demanding
operational environment. We provide a welfare budget per month per vessel and slop chest availability, embarkation
of officers spouses, fast internet with free daily allowance, high level catering standards and cooks training and
guidance on healthy cooking and hygiene standards. Furthermore, the company encourages each and every
individual seafarer on board to take responsibility for and enhance their physical fitness by using the available gym
room during free time. All vessels gym rooms are fully equipped with standard welfare items i.e. stationary bicycle,
rowing machine, running path, table tennis, crunch trainer, weight bench, table football
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Safety
Safety is paramount at Euronav
Approach
Euronav is committed to operating in accordance with the highest standards of safety in the marine transportation
industry and employs competent and experienced crew to ensure that its vessels are operated in a safe and
environmentally sound manner. By promoting an active safety culture among its personnel, both ashore and aboard,
Euronav is committed not only to provide quality services to their clients, but especially to ensure consistent
protection of the environment and working conditions. Focusing on safety also means making sure the crew is
qualified, regularly trained, informed of current issues and looked after, as far as their health and wellbeing is
concerned.
Health, Safety, Quality and Environmental protection (HSQE)
Management System
Euronav’s HSQE management system aims to define the context for Safety, Occupational Health, Environmental and
Operational excellence. The core value of this system is distilled in our general policy statement wherein excellence is
defined as "No harm to person, or the ship and no damage to the environment or property, providing quality services
to our clients".
The system has been designed under the highest of standards, within the framework of ISM (International Safety
Management Code), MLC (Maritime Labour Convention), ISO 9001 (Quality Management Systems), ISO 14001
(Environmental Management Systems), ISO 45001 (Occupational Health & Safety Management Systems) and ISO
50001 (Energy Management Systems).
Ship and shore management are viewed as a single undivided organism which aims to achieve its mission through
continuous improvement.
Our health standards and guidelines pay specific attention to important issues such as health and general living
conditions, with regular monitoring of crew well-being, physical exercise, storage of food, and nutrition practices.
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Preparing for emergencies
The main potential risk in transporting crude oil is the accidental release of cargo into the sea due to the breach of a
vessel’s containment as a result of grounding, collision etc. It is paramount in our organisation that we operate in a
safe manner. Therefore a wide range of possible emergencies have been identified in the Health, Safety, Quality and
Environmental protection (HSQE) Management System. To deal with these possible emergencies the following
procedures have been put into place:
–
–
–
Emergency and Contingency Manual (ECM) dealing with all possible emergencies in addition to oil pollution;
Ship Oil Pollution Emergency Plan (SOPEP) dealing with oil pollution emergencies and the response thereto;
ICP Integrated Contingency Plan (ICP) dealing with oil pollution emergencies and the response thereto in U.S.
waters (as required by U.S. law – OPA 90);
– California Contingency Plan (CCP) dealing with oil pollution emergencies and the response in Californian waters;
– Panama Canal SOPEP dealing with oil pollution emergencies in Panama Canal;
– Monthly security drills on board dealing with possible security threats.
Euronav also organises a range of Table Top Exercises, taking place on a bi-monthly basis, with the participation of a
vessel, shore staff, class societies, flag administrations, and any other third party member that may be deemed a
necessary participant.
Incident Investigation
All incidents, accidents, and high-risk near misses are analysed. The level of investigation depends not only on the
severity of the event but also on the potential severity of the event to Health, the Environment, our Reputation and
the Asset.
Only key sea and shore staff that are fully trained for a marine incident investigation and root cause analysis are
engaged in all levels of investigation.
Events, facts, data, interviews are analysed and through the well-structured Euronav’ s Incident Root Cause Analysis
Technique (EIRCAT) the immediate as well as the root causes are identified.
A set of appropriate actions are set, these are corrective but more significantly, are aimed at prevention of
reoccurrence. All actions are shared and monitored throughout for effective and full implementation.
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Blame-free reporting
“Blame-free” reporting provides us insights for optimising
our processes and encourages us to speak openly about
problems and mistakes. A Blame-free
reporting
framework is essential to Euronav. A strict whistleblower
policy as well as comprehensive complaints process
under MLC, provide the confidence that there will be no
reprisals for reporting. As our actions and results do
matter, we need constructive feedback which will be
valuable for us to improve our system and assist us in
doing things easier and make it harder for us to do things
wrong.
Our company bases its philosophy of disciplinary process
on a “Just Culture” and personal accountability, which is
fundamental to our safety excellence. By establishing
transparent expectations and clear lines of what
is
unacceptable; wilful misconduct and gross negligence
can be isolated and further investigated with a learning
mindset. All elements - whether it be a system or a human
being that have an impact on unsafe behaviours, must be
recognised and challenged.
No one will be blamed for an error that he/she made,
especially if he/she:
i.
ii.
iii.
acted prudently and to the best of his/her
capabilities
had prepared him/herself,
asked for advice if he/she felt that the job was
possibly beyond their level of expertise.
Raising Safety Standards
We believe that continual improvement is supported by
our most valuable assets, our people. Our entire Safety
Management System is open to proposals of changes
from all our employees. Such proposals are reviewed and
assessed by
can
subsequently transform our processes to achieve our
goals, mission, and vision.
the appropriate experts and
In addition, safety excellence is being delivered by these
periodical checks
– Management Reviews / Group Management Reviews /
Master’s Reviews
–
–
–
–
Internal / External Audits and Inspections
Attention to Weak Signals Near Miss analysis
Accident and Incident Investigations with
correspondent lessons learned applied to the entire
organisation.
Vessel Safety Committee Meetings / Office Safety
Committee Meetings
– Drills - Training – Seminars
– Risk Assessments
– Management of Change
– Concentrated Safety Campaigns
– Benchmarking on behavioural analysis with third-
party experts.
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Participation, Consultation and Communication
A monthly Safety Meeting is held both onboard and ashore with the participation of all levels of employee. During
these safety meetings there is an opportunity for every employee, to share opinions, concerns, proposals and
experiences either directly or through elected representatives,
Common ship and shore safety meetings are taking place with the use of video calls for further bridging the gap
between ships and shore.
Training
A comprehensive offering of more than 150 titles of Computer Based Training (CBT), combined with a detailed and
tailor-made mandatory training matrix for in-house and third-party supported trainings ensures continuous learning,
preparedness and development for our people. Furthermore, we are participating in the “Partners in Safety” training
scheme which seeks to enhance crew members resilience, human performance and the sharing of information.
Enhancement of our processes and procedures and focused training on the human element have been developed in
this way.
Shipyard selection in terms of HSQE assessment
Euronav selects reputable shipyards when performing the vessels’ regular repairs. The selection is based on the
reliability, adherence to health, safety and environmental protection standards of the shipyard, as well of course,
their competitiveness. Shipyards are evaluated regularly for being eligible for potential business.
Euronav fully supports the principles of the Hong Kong convention (IMO) as well as the EU regulation on ship
recycling.
The Inventory of Hazardous Materials (IHM) as well as relevant class notations are significant elements of the
recycling policy and are documents that follow the entire life of a vessel, beginning with its construction, and are
updated on a regular basis during the life cycle of a vessel. All Euronav ships already have IHM and most relevant
class notations.
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Risk Management
A comprehensive risk management system is implemented allowing the equal participation of all stakeholders.
The principles of our risk management are based on the following main elements:
– Hazard identification
Aims to proactively determine all sources, situations or acts (or a combination of these), arising from Company’s
activities, both onboard and ashore, with a potential for harm in terms of:
Injury/Health
Environment
–
–
– Reputation/Publicity
–
Asset
The organisation establishes specific hazard identification tools and techniques that are relevant to the scope of its
HSQE Management System having established pre-identified hazards to be used which are split in the following main
categories:
Elec. Energy
– Biological
– Chemicals
–
– Gravity
– Human Factors
Ignition Sources
–
– Motion
– Navigation
– Pressure
– Radiation
–
–
– Working Environment.
– Control, Measures Identification
Safety System Impairment
Security
The “Hierarchy of Hazard Controls” as shown in the below figure used as guidance to assist in identifying the most
effective controls.
Figure 31: hierarchy of hazard controls
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– Risk Evaluation: Through this process it is determined
whether the assigned controls/barriers will sufficiently
reduce the risk, the Residual Risk for each task (High,
Medium or Low) shall be considered and recorded. The
classification of the risk is as follows:
– High: Intolerable risk. Additional controls MUST be applied
for reducing risk to tolerable levels and demonstrating to
be ALARP (As Low As Reasonably Practicable).
– Medium: Tolerable risk, provided that the risk is
demonstrated to be ALARP (As Low As Reasonably
Practicable).
Low: Broadly acceptable. Control measures to be
maintained aiming to improvement
–
Communication channels
Safety campaign
Our ongoing safety campaign is focusing on the human
element and the enhancement of our safety culture. We
consistently strive to elevate its impact through the integration
of innovative ideas and initiatives to address the following key
topics:
– Creating a Collaborative Atmosphere:
◦ Open communication and shared responsibility
between ship and shore staff
Vessels scorecards
Active listening during audits and visits
Bi-monthly Group MRMs
Shore assignments
◦
◦
◦
◦
– Getting the Message Across:
◦
◦
◦
◦
◦
Posts internal communication platform
Digital frames
Posters, Practical best practice videos
Revised Safety Handbook
Photography competition and best practices
–
Leadership Engagement
◦
◦
◦
◦
◦
Senior Management team onboard visits
Restructuring of HSQE & Technical Dept
Focused Group MRM
Senior Management video call meetings with vessels
Exploring safety culture concepts
– Optimisation of our processes and training framework
◦
◦
◦
Concentrated training as per needs and trends
Reduction of mandatory CBTs (2/3)
Thorough assessment of Personal Protective
Equipment (PPE).
◦ Workshops focused on the human element
◦
◦ Human factor integrated into our processes and forms
Briefing/debriefing tool
In addition to the aforementioned, focused mini-campaigns
are regularly being conducted to proactively address, prepare,
and align our fleet with new industry standards.
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Stay Safe Magazine
For the past four years, our in-house safety-
oriented magazine, 'Stay Safe,' has been the
cornerstone of our commitment to safety at
Euronav. Designed around our specific needs,
this magazine serves as a beacon, dedicated to
informing, productively
challenging, and
cultivating a culture deeply rooted in safety.
Authored by both seafarers and shore
employees, the articles within 'Stay Safe' foster
a sense of community within the company.
This platform not only promotes a shared and
collaborative environment but also provides an
for our employees to share their
avenue
experiences, expertise, knowledge, and further
enriching our collective commitment to safety.
Approach to armed
guards and piracy
The safety and security of the Euronav sea and shore staff is a primary concern for the Company. To that end, the
Company’s management team takes every necessary precaution to ensure our shore and onboard staff are protected
and able to perform their duties safely and responsibly. The engagement of armed guards, which is a measure of last
resort, is based on specific security risk assessment and often imposed by the charterers of our vessels. If and when
we engage armed guards, we give very specific guidelines to protect all human lives (seafarers and pirates), whilst
acting to prevent any attacks. Moreover, our management team maintains a robust collaborative framework,
fostering open communication channels with key stakeholders such as the EMASOH IMC, MICA, and Intertanko.
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Our safety performance
Table 7: Group safety data
Group Data
Fatal incidents
Lost Time Injuries (LTI)
LTI Frequency rate
Total Recordable Cases (TRC)
TRC Frequency rate
Manhours
Unit
No
No
No
No
86
2023
0
4
0.29
5
0.36
2021
2
6
0.4
14
0.92
2022
0
5
0.36
9
0.66
15,155,256
13,730,544
13,681,918
Figure 32: Manhours
Figure 33: Frequency Rate
Seastaff: a person working on board a vessel being members of its crew including captains.
Fatal incident: a work-related incident with fatal outcome
Lost Time Injuries (LTI): These are work-related injuries which result in an individual being unable to carry out any of
his duties or to return to work on a scheduled work shift on the day following the injury, including fatalities.
LTI Frequency (LTIF) rate: This is the number of Lost Time Injuries per million exposure (man-hours) hours.
Total Recordable Cases (TRC): This is the sum of LTI + less severe injuries which results in an individual being
unable to perform a normally assigned work function during a scheduled work shift and thus being given a less than
normal assigned work function on the day following the injury, and/ or require only minor medical attendance.
TRC Frequency (TRCF) rate: This is the number of Total Recordable Cases per million exposure (man-hours) hours.
Exposure hours (man-hours): Number of persons on board x days being on board x 24.
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Security
Cybersecurity and data protection
is actively working towards establishing
Euronav
itself as a
trustworthy resilient shipping organisation giving high priority to
cybersecurity. Throughout the year, this heightened awareness
within Euronav has been instrumental in identifying and addressing
critical cybersecurity challenges both onshore and offshore.
The evolving threat landscape, the broadening attack surface, and
the ongoing commitment to transparency necessitate active
collaboration with our strategic partners. Together, we are dedicated
to securing and fortifying a reliable information security data
platform that prioritises data security. This commitment aligns
seamlessly with our enhanced cybersecurity and data protection
policy, inclusive of comprehensive mitigation measures and a
meticulously formulated incident response plan. We conduct regular
risk assessments
(OT) and
Information Technology (IT) systems, implementing corresponding
mitigating actions.
for both Operational Technology
Euronav places a strong emphasis on the continuous training of
shore-based personnel, crew, and contractors
in cybersecurity
protocols. Regular updates ensure that our team remains well-versed
in the latest developments. Additionally, cybersecurity awareness
training sessions and exercises are conducted for both onshore and
onboard personnel.
Our fleet endeavours to be at the forefront of adopting secure
technologies. Collaborating closely with service and product vendors
is pivotal in validating real-world, standards-based cybersecurity
capabilities that effectively address business needs onboard. Our
goal is to introduce advanced cybersecurity measures and secure
infrastructure that not only inspire technological innovation but also
foster the growth of our fleet.
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We achieve this through:
Practical Cybersecurity:
–
Implementation of standards-based, cost-effective, repeatable, and scalable cybersecurity solutions to secure
data and digital infrastructure.
Supporting Effective Innovation:
–
Establishing secure paths to facilitate the execution of the company's innovation projects.
Cyber Compliance:
–
Employing methods and tools to ensure compliance with cybersecurity best practices and regulatory
frameworks.
Vulnerability scans:
–
–
–
To enhance our cybersecurity posture, we have also incorporated regular vulnerability scans into our
cybersecurity strategy.
These scans play a pivotal role in identifying and addressing potential weaknesses, contributing to the overall
resilience of our systems and data protection measures.
This proactive approach ensures that our cybersecurity initiatives remain adaptive and responsive to the evolving
threat landscape.
Centralised Management and Monitoring:
–
Implementing a Remote Management and Monitoring platform to gain a comprehensive overview of the fleet.
– Providing secure, monitored, and recorded remote access to vessel assets.
Advanced Antivirus and Endpoint Detection and Response (EDR):
– Deploying an EDR solution for continuous monitoring and response to advanced threats on endpoints.
–
Establishing a centralised dashboard for fleet-wide visibility into endpoint security status and alerts.
Euronav remains steadfast in its commitment to fortifying its cybersecurity posture, embracing technological
advancements, and fostering a secure environment for its maritime operations.
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Our governance
Approach
Code of Business Conduct and Ethics
Euronav has adopted and applies a Code of Business Conduct and Ethics. The purpose of the Code of Business
Conduct and Ethics is to help all employees to enhance and protect the good reputation of Euronav. The Code of
Business Conduct and Ethics articulates the policies and guidelines that highlight the values of Euronav, more
particularly in its relation to customers, suppliers, shareholders and other stakeholders, as well as society in general.
The full text of the Code of Business Conduct and Ethics can be consulted on the Company’s website
www.euronav.com, under the section Corporate Governance.
The Code of Business Conduct and Ethics (the ‘Code’) has been adopted by the Supervisory Board (the ‘Board’) of
Euronav NV (together with its subsidiaries, the ‘Company’) for all of the Company’s employees, directors and officers
(‘Relevant Persons’).
The guidelines for the conduct of individuals in the Code applies to relationships with colleagues, customers,
suppliers and government agencies with equal importance. Euronav should present itself as a professional and
responsible organisation and the Code sets out a set of basic principles to guide Relevant Persons regarding the
minimum requirements expected of them.
Third party risk policy and anti-corruption policy
Euronav is committed to conducting all of its business operations around the world in an honest, fair, transparent
and ethical manner. The Anti-Corruption Policy is applicable to employees and persons who act on behalf of
Euronav. Euronav has also become a member of the Maritime Anti-Corruption Network (MACN).
In general, any third parties who intend to trade with Euronav are subject to detailed scrutiny by the Internal Control
department. This also considers the appropriateness of the business relationship in view of the Company’s Anti-
Corruption Policy, in addition to the Third Party Risk Policy. Any concerns in relation to the Anti-Corruption Policy
may be raised through the Company’s Whistleblower Hotline Platform via https://www.speakupfeedback.eu/web/
euronav.
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Transparency and accountability
Capital markets are subject to existing structures and controls. These provide robust and sustainable frameworks to
reassure investors that executive management teams and boards conduct themselves and execute strategy correctly,
and in a measurable way. Several agencies play a role when a company is listed as a publicly traded company. Stock
exchanges require high standards of accounting discipline and regulatory compliance. Investors will also demand a
consistent application of best practice in terms of presentation and detail of financial performance.
We participate on an annual basis in a number of initiatives which help us maintain a continuous dialogue with
several stakeholders. Some of these initiatives require us to fill detailed standardised questionnaires covering a range
of topics, to respond to follow up questions and to carry out interviews with several of our people. As such, they
ensure a broad exposure of our practices and help us benchmark and improve over time, by comparing us to other
companies but also to these stakeholders’ expectations, which tend to increase overtime. The annual results for each
of these initiatives are discussed internally and is a useful starting point for remediation and action plans. Some other
initiatives require us to adhere to a set of standards and norms, as well as to actively promote certain best practices
internally.
The list of initiatives to which we participate is as follows, and most are discussed elsewhere in this report:
Bloomberg, PP, GtZ, MACN, CDP
Our publicly released information is also reviewed on an annual basis by rating agencies, etc.
Euronav, along with other responsible tanker operators, has an obligation and duty to defend and promote our
business model and wider corporate reputation. We believe that by signing up to initiatives such as the Poseidon
Principles, the Global Maritime Forum and the Getting to Zero Coalition the Company is contributing actively and
positively to improving shipping and crude tanker shipping’s reputation by engaging with a diverse base of
stakeholders.
Webber Research Ranking
Standards applied in other sectors in capital markets are not always observed or applied in shipping as they could, or
in some cases should be. Webber Research organises a corporate governance scorecard for quoted shipping
companies since 2016. The thinking behind the approach is that over time better returns are delivered by those
companies with better corporate governance and increasingly with higher ESG credentials and disclosure.
Euronav has again been positioned in the top quartile in the Webber Research’s ESG Scorecard for 2023.
The Webber Research 2023 ESG Scorecard Report is accessible via:
https://webberresearch.com/webber-research-2023-esg-scorecard1/
GUBERNA
As Euronav strongly believes in the merits of corporate governance principles and is keen on further developing its
corporate governance structure, Euronav joined GUBERNA as institutional member at the end of 2006. GUBERNA
(www.guberna.be) is a knowledge centre promoting corporate governance in all its forms and offers a platform for
the exchange of experiences, knowledge and best practices.
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Internal Control & Risk Management
Internal control can be defined as a system developed and implemented by management that contributes to the
oversight of the Company's activities, its efficiency and use of resources, and carried out in a manner that is
appropriate to the objectives, size and complexity of its activities.
Risk management can be defined as a structured, consistent and continuous process aimed at identifying, assessing,
deciding on responses to, and reporting on the opportunities and threats that may affect the achievement of the
Company's objectives.
A Risk Management Charter has been created and approved by the Supervisory Board in furtherance of the
Company's commitment to building a strong risk management culture. Clear roles and responsibilities have been
drafted as well as risk management procedures.
The risk register identifies an individual risk owner for each risk. Risk owners review and certify their risks on a
quarterly basis. The results of this quarterly certification are being reported to the Audit and Risk Committee by the
Chief Risk Officer who is responsible for the effective operation of the risk management framework.
Euronav has also developed a Health, Safety, Quality and Environmental (HSQE) Management System, which
integrates HSQE management into a system that fully complies with the ISM Code titled Safe Operation of Ships and
Pollution Prevention.
To support financial reporting, Euronav operates a system of internal control over financial reporting, including
policies and procedures to accurately reflect the transactions and dispositions of assets of the Company. The goal is
to provide reasonable assurance that transactions are recorded in accordance with generally accepted accounting
principles and that unauthorised acquisition or use or disposition of the Company’s assets are detected promptly.
Compliance is monitored by means of annual assessments performed by the internal audit function. Their outcome
is reported to the corporate finance function, which presents a consolidated report to the Audit and Risk Committee.
For a discussion on our cybersecurity risk management and strategy and governance, please see Security section on
page 85 onwards
More details on the exact role and responsibilities of the Audit and Risk Committee in relation to the internal control
and risk management systems can be found in item 6, Directors, Senior Management and Employees – C. Board
Practices.
Euronav has established an internal audit function for the purpose of reviewing and analysing strategic, operational,
financial and IT risks, to conduct specific assignments in accordance with the annual internal audit plan and to
conduct investigations as needed and to report and discuss the findings with the Audit and Risk Committee. The
scope of the internal audit covers both operations and internal control over financial reporting. The Internal Audit
Department is staffed with designated resources, including those of other departments, and external service
providers for competencies that are not available within the Company. Part of the internal audit work on internal
control over financial reporting is outsourced to a qualified service provider (EY). The Internal Audit Manager reports
both to the CEO and the Audit and Risk Committee.
Euronav has appointed BDO as its external auditor to verify its financial results and compliance with Belgian
legislation. The external auditor issues a report at least twice a year, which it presents to the Audit and Risk
Committee. The Audit and Risk Committee has regular interactions with BDO, including closed sessions without
management present. The external auditor is also invited to attend the AGM to present its report.
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Hedging policy
Euronav may hedge part of its exposure to cover changes
in interest rates on borrowings. All borrowings contracted
for the financing of vessels are on the basis of a floating
interest rate, increased by a margin. The Group does not
hold or trade derivatives for speculative purposes. Euronav
uses derivative financial instruments such as foreign
exchange forward contracts, interest rate swaps, purchase
of CAP options, sale of FLOOR options, currency swaps
and other derivative instruments solely to manage its
exposure to interest rates and foreign currency exchange
rates and to achieve an appropriate mix of fixed and
floating rate exposure as defined by the Group. For a more
detailed position of Euronav’s financial instruments, we
refer to note 19 of the Financial Statements.
Risk factors
Summary
in
this
In addition to important factors and matters discussed
elsewhere
the documents
report, and
incorporated by reference herein, important factors that,
results and
in our view, could cause our actual
developments to differ materially from those discussed in
the forward-looking statements include:
in
–
The strength of world economies and currencies,
intended to
including the central banks policies
combat overall
interest and
inflation and rising
adverse fluctuations of foreign exchange rates.;
– General market conditions, including the market for
crude oil and hydrogen and ammonia engine and fuel
technology, and for our vessels, fluctuations in charter
rates and vessel values;
–
The state of the global financial markets which may
adversely impact the availability to us of additional
financing and refinancing at rates and on terms
acceptable to us, as well as our ability to obtain such,
or to comply with the restrictive and other covenants
in our financing arrangements, or to obtain hedging
instruments at reasonable costs.
– Our business strategy and other plans and objectives
for growth and future operations, including planned
and unplanned capital expenditures;
–
The business divisions of CMB.TECH may not be
successfully integrated into the Company’s business,
and the benefits of the Company’s acquisition of
CMB.TECH may not be realised;
– CMB.TECH’s hydrogen and ammonia engine and fuel
technology may not be successfully applied in longer
haul routes;
– CMB.TECH may not complete as expected various
hydrogen and ammonia projects upon which the
Company’s strategy is based around the world both at
sea and ashore;
– Our ability to generate cash to meet our debt service
and other obligations;
Information until 31 December 2023
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– Our levels of operating and maintenance costs, including fuel and bunker costs, dry-docking and insurance costs;
– Potential liability from pending or future litigations, including potential liability from future litigations related to
claims raised by public-interest organisations or activism with regard to failure to adapt to or mitigate climate
impact;
–
Environmental, Social and Governance (ESG) expectations of investors, banks and other stakeholders and related
costs of compliance with our ESG targets and objectives;
– Our dependence on key personnel and the availability of skilled workers, including seafarers and the related
labour costs;
–
–
Any failure to protect our information systems against security breaches, or the failure or unavailability of these
systems for a significant period of time for reasons such as a cyber-attack which may disrupt our business
operations, and our inability to secure cyber-insurance at reasonable costs;
A pandemic (such as the coronavirus, COVID-19) and governmental response thereto, including its impacts across
our business on demand for our vessels, our global operations, counterparty risk as well as its disruption to the
global economy;
– General domestic and international geopolitical conditions including trade tensions between China and the
United States, the numerous attacks on vessels in the Red Sea, trade wars and disagreements between oil
producing countries, including illicit oil trades;
–
–
–
–
Any shift from oil towards other energy sources such as electricity, natural gas, liquefied natural gas, hydrogen,
ammonia or other fuels;
Technology and product risk including those associated with energy transition and fleet/systems rejuvenation to
alternative propulsion including technological advances in vessel design, capacity, propulsion technology and
fuel consumption efficiency;
International sanctions, embargoes, import and export restrictions, nationalisations, piracy, terrorist attacks and
armed conflicts, including those taken in connection with the recent conflicts between Russia and Ukraine, and
Israel and Hamas;
Any non-compliance with the U.S. Foreign Corrupt Practices Act of 1977 or FCPA, or other applicable regulations
relating to bribery;
– Potential disruption of shipping routes due to war including the developments in the Red Sea, accidents,
environmental factors, political events, public health threats, international hostilities including the ongoing
developments in the Ukraine and Gaza regions, acts by terrorists or acts of piracy on ocean-going vessels;
–
Vessel breakdowns and instances of off-hire;
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–
The supply of and demand for vessels comparable to
ours, including against the background of possibly
accelerated climate change transition worldwide
which would have an accelerated negative effect on
the demand for oil and thus maritime transportation
of crude oil;
– Reputational
related
perceptions in regards to climate change;
including
risks,
to public
– Compliance with governmental, tax (including carbon
related), environmental and safety regulations and
regimes and related costs;
– Potential liability from future litigations related to
claims raised by public-interest organisations or
activism with regard to failure to adapt to or mitigate
climate impact;
–
–
Increased cost of capital or limiting access to funding
due to EU Taxonomy or relevant territorial taxonomy
regulations;
by
the
limited to
Any non-compliance with existing environmental
regulations such as but not
(i) the
amendments
International Maritime
Organization, the United Nations agency for maritime
safety and the prevention of pollution by vessels, or
IMO, (the amendments hereinafter referred to as IMO
2020), to Annex VI to the International Convention for
the Prevention of Pollution from Ships, 1973, as
modified by the Protocol of 1978 relating thereto,
collectively referred to as MARPOL 73/78 and herein as
MARPOL, which reduced the maximum amount of
sulphur that vessels may emit into the air as from
January 1, 2020; (ii) the International Convention for
the Control and Management of Ships' Ballast Water
and Sediments or BWM which applies to us as of
September 2019; (iii) the EC Fit-for-55 regulation and
specifically with EU Emission Trading Schemes
Maritime and FuelEU Maritime; (iv) the European Ship
Recycling regulation for large commercial seagoing
vessels flying the flag of a European Union or EU,
Member State which forces shipowners to recycle their
vessels only
in safe and sound vessel recycling
facilities included in the European List of ship recycling
facilities which is applicable as of January 1, 2019;
– Changes in laws, treaties or regulations, including but
not limited to any new environmental regulations and
restrictions, whether at a global level stipulated by the
International Maritime Organization, and/or imposed
by regional or national authorities such as the
European Union or individual countries;
– Our incorporation under the laws of Belgium and the
different rights to relief that may be available
compared to other counties, including the United
States;
–
–
–
Treatment of the Company as a “passive foreign
investment company” by U.S. tax authorities;
The failure of counterparties to fully perform their
contracts with us;
Adequacy of our insurance coverage;
– Our ability to obtain indemnities from customers;
–
–
The inability of our subsidiaries to declare or pay
dividends, if any; and
The losses from derivative instruments.
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Risk Factors
Investing in our securities involves risk. We expect to be exposed to some or all of the risks described below in our
future operations. Risks to us include, but are not limited to, the risk factors described below. Any of the risk factors
described below could affect our business operations and have a material adverse effect on our business activities,
financial condition, results of operations and prospects, capacity to distribute dividends and cause the value of our
shares to decline. Moreover, if and to the extent that any of the risks described below materialise, they may occur in
combination with other risks which would compound the adverse effect of such risks on our business activities,
financial condition, results of operations and prospects. Investors in our securities could lose all or part of their
investment. It is advised to carefully consider the following information in conjunction with the other information
contained or incorporated by reference in this document. The sequence in which the risk factors are presented below
is not indicative of their likelihood of occurrence or of the potential magnitude of their financial consequence.
Risks Relating to our Business
The tanker industry is cyclical and volatile, which may lead to reductions and volatility in charter rates, vessel
values, earnings and available cash flow.
The tanker industry is both cyclical and volatile in terms of charter rates and profitability. We expect continued
volatility in market rates for our vessels in the foreseeable future with a consequent effect on our short- and medium-
term liquidity.
Fluctuations in charter rates and vessel values result from changes in the supply and demand for tanker capacity
caused by changes in the supply and demand for oil and oil products. The carrying values of our vessels or our
floating, storage and offloading (FSO) vessels may not represent their fair market values or the amount that could be
obtained by selling the vessels at any point in time since the market prices of second-hand vessels tend to fluctuate
with changes in charter rates and the cost of newbuildings.
We evaluate the carrying amounts of our vessels to determine if events have occurred that would require an
impairment of their carrying amounts. The recoverable amount of vessels is reviewed based on events and changes
in circumstances that would indicate that the carrying amount of the assets might not be recovered. The review for
potential impairment indicators and projection of future cash flows related to the vessels is complex and requires us
to make various estimates relating to, among other things, vessel values, future freight rates, earnings from the
vessels, discount rates, residual values and economic life of vessels. Many of these items have historically
experienced volatility and both charter rates and vessel values tend to be cyclical. Declines in charter rates, vessel
values and other market deterioration could cause us to incur impairment charges. In addition, if the book value of a
vessel is impaired due to unfavourable market conditions, or if a vessel is sold at a price below its book value, we
would incur a loss that could adversely affect our operating results.
In general, the factors affecting the supply and demand for tankers are outside of our control, and the nature, timing
and degree of changes in industry conditions are unpredictable. A worsening of current global economic conditions
may cause tanker charter rates to decline and thereby adversely affect our ability to charter or re-charter our vessels
and any renewal or replacement charters that we enter into, may not be sufficient to allow us to operate our vessels
profitably.
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The main factors that influence demand for tanker capacity include:
–
Supply of and demand for and seaborne transportation of oil and petroleum products;
– Changes in the consumption of oil and petroleum products due to availability of new, alternative energy sources
or changes in the price of oil and petroleum products relative to other energy sources or other factors making
consumption of oil and petroleum products less attractive;
–
Increases in the production of oil in areas linked by pipelines to consuming areas, the extension of existing or the
development of new pipeline systems in markets we may serve or the conversion of existing non-oil pipelines to
oil pipelines in those markets;
– Regional availability of refining capacity and inventories compared to geographies of oil production regions;
– National policies regarding strategic oil inventories (including if strategic reserves are set at a lower level in the
future as oil decreases in the energy mix);
–
Any restrictions on crude oil production imposed by the Organization of the Petroleum Exporting Countries, or
OPEC, and non-OPEC oil producing countries;
– Global and regional economic and political conditions and developments, armed conflicts including the conflict
between Russia and Ukraine as well as the conflict between Israel and Hamas and thereof numerous vessel
attacks and piracy in the Red Sea area, terrorist activities, trade wars, public health threats, tariffs embargoes,
illicit trades of crude oil and strikes;
– Currency exchange rates, most importantly versus USD;
– Changing trade patterns and the distance over which the oil and the oil products are to be moved by sea;
– Changes in seaborne and other transportation patterns, including shifts in transportation demand between
crude oil and refined oil products and the distance they are transported by sea;
– Changes in governmental or maritime self-regulatory organisations’ rules and regulations or actions taken by
regulatory authorities;
–
Environmental and other legal and regulatory developments;
– Developments in international trade, including those relating to the imposition of tariffs and the increased vessel
attacks and piracy in the Red Sea in connection with the conflict between Israel and Hamas; and
–
International sanctions, embargoes, import and export restrictions, nationalisations and wars.
The factors that influence the supply of tanker capacity include:
–
–
–
The demand for alternative energy resources;
The number of newbuilding orders and deliveries, including slippage in deliveries, as may be impacted by the
availability of financing for shipping activity;
The degree of recycling of older vessels, depending, among other things, on recycling rates and international
recycling regulations;
– Oil product imbalances (affecting the level of trading activity) and developments in international trade;
–
The number of conversions of tankers to other uses;
– Business disruptions, including supply chain issues, due to natural or other disasters, or otherwise;
–
–
The number of vessels that are out of service, laid up, dry-docked or used as storage units or blocked in port or
canal congestions; and
Environmental concerns and uncertainty around new regulations in relation to amongst others new technologies
which may delay the ordering of new vessels.
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We anticipate that the future demand for our tankers will be dependent upon economic growth in the world’s
economies, seasonal and regional changes in demand, changes in the capacity of the global tanker fleet and the
sources and supply of oil and petroleum products to be transported by sea. Given the number of new tankers
currently on order with shipyards, the capacity of the global tanker fleet seems likely to increase and there can be no
assurance as to the timing or extent of future economic growth. Adverse economic, political, social or other
developments could have a material adverse effect on our business and operating results.
Furthermore, the conflict in Ukraine combined with inflationary pressures and/or supply chain disruptions across
most major economies have negatively impacted certain of the countries in which we operate in and may lead to a
global economic slowdown, which might in turn adversely affect demand for our vessels. In particular, the conflict in
Ukraine and related sanctions measures imposed against Russia has and is disrupting energy production and trade
patterns, including shipping in the Black Sea and elsewhere, and has impacted fuel prices. Additional disruptions to
shipping routes have been experienced as a result of attacks on commercial vessels in the Red Sea. Since 2022,
various jurisdictions have imposed additional sanctions against Russia, including directly targeting the maritime
transport of goods originating from Russia, such as of oil products. Such measures, and the response of targeted
jurisdictions to them, have disrupted trade patterns of certain of the goods which we transport and have
correspondingly impacted charter rates for the transport of such goods. As the number of jurisdictions imposing
sanctions upon Russia grows and/or the nature of sanctions being imposed evolves, the charter rates we are able to
obtain could begin to weaken.
Declines in oil and natural gas prices or decreases in demand for oil and natural gas for an extended period of time,
or market expectations of potential decreases in these prices and demand, could negatively affect our future growth
in the tanker and offshore sector. Sustained periods of low oil and natural gas prices typically result in reduced
exploration and extraction because oil and natural gas companies’ capital expenditure budgets are subject to cash
flow from such activities and are therefore sensitive to changes in energy prices. Sustained periods of high oil prices
on the other hand may be destructive for demand. These changes in commodity prices can have a material effect on
demand for our services, and periods of low demand can cause excess vessel supply and intensify the competition in
the industry, which often results in vessels, particularly older and less technologically advanced vessels, being idle for
long periods of time. We cannot predict the future level of demand for our services or future conditions of the oil and
natural gas industry. Any decrease in exploration, development or production expenditures by oil and natural gas
companies or decrease in the demand for oil and natural gas could reduce our revenues and materially harm our
business, results of operations and cash available for distribution (see also “Peak Oil” below).
A substantial portion of our revenue is derived from a limited number of customers and the loss of any of
these customers could result in a significant loss of revenues and cash flow.
We currently derive a substantial portion of our revenue from a limited number of customers. For the year ended
December 31, 2023, Valero Energy Corporation, or Valero, accounted for 6.48% of our total revenues in our tankers
segment. In addition, our only FSO customer for both of our FSO’s as of December 31, 2023, was North Oil Company
which accounted for 5% of our revenues as of such date. All of our charter agreements have fixed terms, but may be
terminated early due to certain events, such as a charterer’s failure to make charter payments to us because of
financial inability, disagreements with us or otherwise.
In addition, a charterer may exercise its right to terminate the charter if, among other things:
–
The vessel suffers a total loss or is damaged beyond repair;
– We default on our obligations under the charter, including prolonged periods of vessel off-hire;
– War, sanctions, or hostilities significantly disrupt the free trade of the vessel;
–
–
The vessel is requisitioned by any governmental authority; or
A prolonged force majeure event occurs, such as war, piracy, terrorism, global pandemic or political unrest, which
prevents the chartering of the vessel, in each case in accordance with the terms and conditions of the respective
charter.
In addition, the charter payments we receive may be reduced if the vessel does not perform according to certain
contractual specifications such as if average vessel speed falls below the speed we have guaranteed or if the amount
of fuel consumed to power the vessel exceeds the guaranteed amount. Additionally, compensation under our FSO
service contracts is based on daily performance and/or availability of each FSO in accordance with the requirements
specified in the applicable FSO service contracts. The charter payments we receive under our FSO service contracts
may be reduced or suspended (as applicable) if the vessel is idle, but available for operation, or if a force majeure
event occurs, or we may not be entitled to receive charter payments if the FSO is taken out of service for maintenance
for an extended period, or the charter may be terminated if these events continue for an extended period. In addition,
our FSO service contracts have day rates that are fixed over the contract term. In order to mitigate the effects of
inflation on revenues from these term contracts, our FSO service contracts include yearly escalation provisions. These
provisions are designed to compensate us for certain cost increases, including wages, insurance and maintenance
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costs. However, actual cost increases may result from events or conditions that do not cause correlative changes to
the applicable escalation provisions.
If any of our charters are terminated, we may be unable to re-deploy the related vessel on terms as favourable to us
as our current charters, or at all. We are exposed to changes in the spot market rates associated with the deployment
of our vessels. If we are unable to re-deploy a vessel for which the charter has been terminated, we will not receive
any revenues from that vessel and we may be required to pay ongoing expenses necessary to maintain the vessel in
proper operating condition. Any of these factors may decrease our revenue and cash flows. Further, the loss of any of
our charterers, charters or vessels, or a decline in charter hire under any of our charters, could have a material
adverse effect on our business, results of operations, financial condition and ability to pay dividends, if any, to our
shareholders.
We are dependent on spot charterers and any decreases in spot charter rates in the future may adversely
affect our earnings and ability to pay dividends, if any.
As of December 31, 2023, 35 of our vessels were employed in the spot market, of these, 29 of our vessels were
employed in the Tankers International (TI) Pool, of which we were a founding member in 2000. Nine of our vessels
were employed on long-term charters, of which the average remaining duration is 3.1 years, including 5 with profit
sharing components.
We will be exposed to prevailing charter rates in the crude tanker sectors when these vessels’ existing charters expire,
and to the extent that the counterparties to our fixed-rate charter contracts fail to honour their obligations to us. We
will also enter into spot charters in the future. The spot charter market may fluctuate significantly based upon tanker
and oil supply and demand. The successful operation of our vessels in the competitive spot charter market depends
on, among other things, obtaining profitable spot charters and minimising, to the extent possible, time spent waiting
for charters and time spent travelling in ballast to pick up cargo. When the current charters for our fleet expire or are
terminated, it may not be possible to re-charter these vessels at similar rates, or at all, or to secure charters for any
vessels we agree to acquire at similarly profitable rates, or at all. As a result, we may have to accept lower rates or
experience off hire time for our vessels, which would adversely impact our revenues, results of operations and
financial condition.
The spot market is very volatile and there have been and will be periods when spot charter rates decline below the
operating cost of vessels. If future spot charter rates decline, we may be unable to operate our vessels trading in the
spot market profitably, meet our obligations, including payments on indebtedness, or pay dividends, if any, in the
future. Furthermore, as charter rates for spot charters are fixed for a single voyage which may last up to several weeks,
during periods in which spot charter rates are rising, we will generally experience delays in realising the benefits from
such increases.
We continuously evaluate potential transactions that we believe will be accretive to earnings, enhance
shareholder value or are in the best interests of the Company.
We continuously evaluate potential transactions, such as business combinations, as well as the acquisition of vessels
or related businesses, the expansion of our operations, repayment of existing debt, share repurchases, short term
investments or other transactions, that we believe will be accretive to earnings, enhance shareholder value or are in
the best interest of the Company. The diversion of management’s attention, any delays or difficulties encountered in
connection with a potential transaction, the failure to realise any or all of the anticipated benefits of the transaction
or the ability to close such transaction within the time periods anticipated may have material adverse effect on our
business, results of operations, financial condition and ability to pay dividends, if any, to our shareholders.
Potential organisational changes may impact us, potentially resulting in loss of business and the loss of key
employees or declines in employee productivity. Uncertainties associated with any senior management transitions
could lead to concerns from current and potential third parties with whom we do business, any of which could hurt
our business prospects. Turnover in key leadership positions within the Company, or any failure to successfully
integrate key new hires or promoted employees, may adversely impact our ability to manage the Company efficiently
and effectively, could be disruptive and distracting to management and may lead to additional departures of existing
personnel, any of which could have a material adverse effect on our business, operating results, financial results and
internal controls over financial reporting.
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Our business is affected by macroeconomic conditions, including rising inflation, interest rates, market
volatility, economic uncertainty and supply chain constraints.
Various macroeconomic factors could adversely affect our business and the results of our operations and financial
condition, including changes in inflation, interest rates and overall economic conditions and uncertainties such as
those resulting from the current and future conditions in the global financial markets. For instance, inflation has
negatively impacted us by increasing our labour costs, through higher wages and higher interest rates, and operating
costs. Supply chain constraints have led to higher inflation, which if sustained could have a negative impact on our
product development and operations. If inflation or other factors were to significantly increase, our business
operations may be negatively affected. Interest rates, the liquidity of the credit markets and the volatility of the
capital markets could also affect the operation of our business and our ability to raise capital on favourable terms, or
at all, in order to fund our operations. Increased inflation, including rising prices for items, such as fuel, parts and
components, freight, packaging, supplies, labour and energy increases the Company’s operating costs. The Company
does not currently use financial derivatives to hedge against volatility in commodity prices. The Company uses
market prices for materials, fuel, parts and components. The Company may be unable to pass these rising costs onto
its customers. To mitigate this exposure, the Company attempts to include cost escalation clauses in its longer-term
marine transportation contracts whereby certain costs, including fuel, can largely be passed through to its customers.
Results of operations and margin performance can be negatively affected if the Company is unable to mitigate the
impact of these cost increases through contractual means and is unable to increase prices to sufficiently offset the
effect of these cost increases.
In 2023, the tanker market was strongly impacted by geopolitical events. United States and EU/G7 sanctions against
Russian oil products officially took effect on February 25, 2023, which reinforced the trade on tonne mile recalibration
that had already begun in 2022 in anticipation of the sanctions. In early October 2023, a military conflict in the Middle
East and subsequent attacks in the region and against vessels forced several vessels to reroute away from the Red
Sea. This added to the ton-mile growth already seen from the sanctions against Russia.
Geopolitical factors and restrictions on Panama Canal transits similarly resulted in longer sailing patterns. The
consequent trade recalibration towards longer haul trade led to a change in tanker freight rates towards higher
average levels and increased rate volatility.
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Increasing scrutiny and changing expectations from investors, lenders and other market participants with
respect to our Environmental, Social and Governance (ESG) policies may impose additional costs on us or
expose us to additional risks.
Companies across all industries are facing increasing scrutiny relating to their ESG policies. Investor advocacy groups,
certain institutional investors, investment funds, lenders and other market participants are increasingly focused on
ESG practices, especially as they relate to the environment, health and safety, diversity, labour conditions and human
rights in recent years, and have placed increasing importance on the implications and social costs of their
investments.
In February 2021, the Acting Chair of the SEC issued a statement directing the Division of Corporation Finance to
enhance its focus on climate-related disclosure in public company filings and in March 2021 the SEC announced the
creation of a Climate and ESG Task Force in the Division of Enforcement (the “Task Force”). The Task Force’s goal is to
develop initiatives to proactively identify ESG-related misconduct consistent with increased investor reliance on
climate and ESG-related disclosure and investment. To implement the Task Force’s purpose, the SEC has taken
several enforcement actions, with the first enforcement action taking place in May 2022, and promulgated new rules.
On March 21, 2022, the SEC proposed that all public companies are to include extensive climate-related information
in their SEC filings. On May 25, 2022, SEC proposed a second set of rules aiming to curb the practice of
"greenwashing" (i.e., making unfounded claims about one's ESG efforts) and would add proposed amendments to
rules and reporting forms that apply to registered investment companies and advisers, advisers exempt from
registration, and business development companies. On March 6, 2024, the SEC adopted final rules to require
registrants to disclose certain climate-related information in SEC filings of all public companies. The final rules
require companies to disclose, among other things: material climate-related risks; activities to mitigate or adapt to
such risks; information about the registrant's board of directors' oversight of climate-related risks and management’s
role in managing material climate-related risks; and information on any climate-related targets or goals that are
material to the registrant's business, results of operations, or financial condition. In addition, to facilitate investors'
assessment of certain climate-related risks, the final rules require disclosure of Scope 1 and/or Scope 2 greenhouse
gas (GHG) emissions on a phased-in basis when those emissions are material; the filing of an attestation report
covering the required disclosure of such registrants’ Scope 1 and/or Scope 2 emissions, also on a phased-in basis;
and disclosure of the financial statement effects of severe weather events and other natural conditions including, for
example, costs and losses. The final rules include a phased-in compliance period for all registrants, with the
compliance date dependent on the registrant’s filer status and the content of the disclosure. However, on March 18,
2024, the Fifth Circuit Court of Appeals issued an administrative stay of the SEC's recent climate disclosure rule.
Failure to adapt to or comply with evolving investor, lender or other industry shareholder expectations and standards
or the perception of not responding appropriately to the growing concern for ESG issues, regardless of whether there
is a legal requirement to do so, may damage such a company’s reputation or stock price, resulting in direct or indirect
material and adverse effects on the company’s business and financial condition.
The increase in shareholder proposals submitted on environmental matters and, in particular, climate-related
proposals in recent years indicates that we may face increasing pressures from investors, lenders and other market
participants, who are increasingly focused on climate change, to prioritise sustainable energy practices, reduce our
carbon footprint and promote sustainability. As a result, we may be required to implement more stringent ESG
procedures or standards so that our existing and future investors and lenders remain invested in us and make further
investments in us, especially given the highly focused and specific trade of crude oil transportation in which we are
engaged. If we do not meet these standards, our business and/or our ability to access capital could be harmed.
Additionally, certain investors and lenders may exclude oil transport companies, such as us, from their investing
portfolios altogether due to environmental, social and governance factors. These limitations in both the debt and
equity capital markets may affect our ability to grow as our plans for growth may include accessing the equity and
debt capital markets. If those markets are unavailable, or if we are unable to access alternative means of financing on
acceptable terms, or at all, we may be unable to implement our business strategy, which would have a material
adverse effect on our financial condition and results of operations and impair our ability to service our indebtedness.
Further, it is likely that we will incur additional costs and require additional resources to implement, monitor, report
and comply with wide ranging ESG requirements. Members of the investment community are also increasing their
focus on ESG disclosures, including disclosures related to greenhouse gases and climate change in the energy
industry in particular, and diversity and inclusion initiatives and governance standards among companies more
generally. As a result, we may face increasing pressure regarding our ESG disclosures. The occurrence of any of the
foregoing could have a material adverse effect on our business and financial condition.
Moreover, from time to time, in alignment with our sustainability priorities, we aim at establishing and publicly
announce goals and commitments in respect of certain ESG items, such as shipping decarbonisation. While we may
create and publish voluntary disclosures regarding ESG matters from time to time, many of the statements in those
voluntary disclosures are based on hypothetical expectations and assumptions that may or may not be
representative of current or actual risks or events or forecasts of expected risks or events, including the costs
associated therewith. Such expectations and assumptions are necessarily uncertain and may be prone to error or
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subject to misinterpretation given the long timelines involved and the lack of an established standardised approach
to identifying, measuring and reporting on many ESG matters. If we fail to achieve or improperly report on our
progress toward achieving our environmental goals and commitments, the resulting negative publicity could
adversely affect our reputation and/or our access to capital.
Finally, organisations that provide information to investors on corporate governance and related matters have
developed ratings processes for evaluating companies on their approach to ESG matters. Such ratings are used by
some investors to inform their investment and voting decisions. Unfavourable ESG ratings and recent activism
directed at shifting funding away from companies with fossil fuel-related assets could lead to increased negative
investor sentiment toward us and our industry and to the diversion of investment to other, non-fossil fuel markets,
which could have a negative impact on our access to and costs of capital.
Servicing our current or future indebtedness limits funds available for other purposes and if we cannot service
our debt, we may lose our vessels.
As of December 31, 2023 and December 31, 2022, our total indebtedness was $930.7 million and $ 1,696.3 million, and
expect to incur additional indebtedness as we further expand our fleet. Borrowing under our credit facilities are
secured by our vessels and certain of our and our vessel-owning subsidiaries’ bank accounts and if we cannot service
our debt, we may lose our vessels or certain of our pledged accounts. Borrowings under our credit facilities and other
debt agreements requires us to dedicate a part of our cash flow from operations to paying interest and principal on
our indebtedness. These payments limit funds available for working capital, capital expenditures and other purposes,
including further equity or debt financing in the future. Amounts borrowed under our credit facilities bear interest at
variable rates.
Increases in prevailing rates could increase the amounts that we would have to pay to our lenders, even though the
outstanding principal amount remains the same and our net income and cash flows would decrease. We expect our
earnings and cash flow to vary from year to year due to the cyclical nature of the tanker industry. If we do not
generate or reserve enough cash flow from operations to enable us to satisfy our short-term or medium- to long-term
liquidity requirements or to otherwise satisfy our debt obligations, we may have to undertake alternative financing
plans, which could dilute shareholders or negatively impact our financial results.
However, these alternative financing plans, if necessary, may not be sufficient to allow us to meet our debt
obligations. If we are unable to meet our debt obligations or if some other default occurs under our credit facilities,
our lenders could elect to declare that our debt, totally or partially, together with accrued interest and fees, to be
immediately due and payable and proceed against the collateral vessels securing that debt even though the majority
of the proceeds used to purchase the collateral vessels did not come from our credit facilities.
Our agreements governing our indebtedness also impose certain operating and financial restrictions on us, mainly to
ensure that the market value of the mortgaged vessel under the applicable credit facility does not fall below a certain
percentage of the outstanding amount of the loan, which we refer to as the asset coverage ratio, which means that
the facility size of the vessel loans can be reduced if the value of the collateralised vessels falls under a certain
percentage of the outstanding amount under that loan, as a result of which a repayment in the same amount may be
required. In addition, certain of our credit facilities will require us to satisfy certain financial covenants, which require
us to, among other things, maintain:
–
–
–
–
An amount of current assets, which may include undrawn amount of any committed revolving credit facilities and
credit lines having a maturity of more than one year, that, on a consolidated basis, exceeds our current liabilities;
An aggregate amount of cash, cash equivalents and available aggregate undrawn amounts of any committed
loan of at least $50.0 million or 5% of our total indebtedness (excluding guarantees), depending on the applicable
loan facility, whichever is greater;
An aggregate cash balance of at least $30.0 million; and
A ratio of stockholders’ equity to total assets of at least 30%.
In general, the operating restrictions that are contained in our credit facilities may prohibit or otherwise limit our
ability to, among other things:
–
–
Effect changes in management of our vessels;
Transfer or sell or otherwise dispose of all or a substantial portion of our assets;
– Declare and pay dividends, if any, if there is or will be, as a result of any dividend, an event of default or breach of
a loan covenant; and
–
Incur additional indebtedness.
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A violation of any of our financial covenants or operating restrictions contained in our credit facilities may constitute
an event of default under our credit facilities, which, unless cured within the grace period set forth under the
applicable credit facility, if applicable, or waived or modified by our lenders, provides our lenders with the right to,
among other things, require us to post additional collateral, enhance our equity and liquidity, increase our interest
payments, pay down our indebtedness to a level where we are in compliance with our loan covenants, sell vessels in
our fleet, reclassify our indebtedness as current liabilities and accelerate our indebtedness and foreclose their liens
on our vessels and the other assets securing the credit facilities, which would impair our ability to continue to
conduct our business. Furthermore, certain of our credit facilities contain a cross-default provision that may be
triggered by a default under one of our other credit facilities, or those of our 50%-owned joint ventures.
As of December 31, 2023, and as of the date of this annual report, we were in compliance with the financial covenants
contained and other restrictions in our debt agreements.
We depend on our executive officers and employees, and the loss of their services could, in the short term,
have a material adverse effect on our business, results and financial condition.
We depend on the efforts, knowledge, skill, reputations and business contacts of our executive officers and other key
employees. Accordingly, our success will depend on the continued service of these individuals. We may experience
departures of senior executive officers and other key employees, and we cannot predict the impact that any of their
departures would have on our ability to achieve our financial objectives. The loss of the services of any of them could,
in the short term, have a material adverse effect on our business, results of operations and financial condition.
Rising fuel prices may adversely affect our profits.
Since we primarily employ our vessels in the spot market, we expect that fuel will typically be the largest expense in
our shipping operations for our vessels. The cost of fuel, including the fuel efficiency or capability to use lower priced
fuel, can also be an important factor considered by charterers in negotiating charter rates. The price and supply of
fuel is unpredictable and fluctuates based on events outside our control, including geopolitical developments, such
as the ongoing conflict between Russia and Ukraine, supply and demand for oil and gas, actions by the Organization
of the Petroleum Exporting Countries (OPEC), and other oil and gas producers, war and unrest in oil producing
countries and regions, regional production patterns and environmental concerns. Fuel may therefore become much
more expensive in the future and we might not be able to fully recover this increased cost through our charter rates.
Fuel is also a significant, if not the largest, expense in our shipping operations when vessels are operated on the spot
market under voyage charter. As a result, an increase in the price of fuel beyond our expectations may adversely
affect our profitability at the time of charter negotiation. Further, fuel has become much more expensive as a result of
regulations mandating a reduction in sulphur emissions to 0.5% as of January 2020, which may reduce the
profitability and competitiveness of our business versus other forms of transportation, such as truck or rail. Other
future regulations may have a similar impact.
2023 saw a moderation of bunker prices in the market. The implementation of the price cap on Russian oil flows saw
that markets adjusted. Russian oil exports were primarily HSFO and thus caused the spread between HSFO and
VLSFO to contract during the summer of 2023 as demand into the middle east utility sector took most of the Russian
price capped HSFO out of the market causing the HI 0.5 spread to drop from 286 USD/MT to 47,75 USD/MT. The
Average Hi 0.5 price in Singapore for 2023 was 151.37, which is where the market priced during December. Fuel oil
prices for HSFO in the Singapore market averaged $464.60 USD/MT for 2023 while VLSFO prices averaged $615.98
with a price range of $718 to $537 USD/MT. Further Geopolitical risk to fuel oil supply came in the shape of attacks
on merchant shipping conducted by the Houthi’s in response to the Israel Hamas war. These attacks have caused a
further upheaval in arbitrage flows which in turn has caused increased lead time in supply into Singapore for VLSFO
flows, prompting prices to remain supported, and has stranded HSFO barrels East of the Suez as refinery production
from the Persian Gulf refiners cannot safely transit the straits of Bab el Mandeb.
With the exception of 4 VLCC vessels and 5 Suezmax vessels, none of our vessels are equipped with scrubbers and as
of January 1, 2020 we have transitioned to burning IMO compliant fuels. We continue to evaluate different options in
complying with IMO and other rules and regulations and continue to work closely with suppliers and producers of
both scrubbers and alternative mechanisms. We currently procure physical low sulphur fuel oil directly on the
wholesale market with a view to secure availability of qualitative compliant fuel and to capture volatility in prices
between high sulphur and low sulphur fuel oil. The procurement of large quantities of low sulphur fuel oil implies a
commodity price risk because of fluctuations in price between the time of purchase and consumption. Whilst we may
implement financial strategies with a view to limiting this risk, we cannot give assurance that such strategies will be
successful in which case we could sustain significant losses which could have a material impact on our business,
financial condition, results of operation and cash flow. The storage of and onward consumption on our vessels of the
procured commodity may require us to blend, co-mingle or otherwise combine, handle or manipulate such
commodities which implies certain operational risks that may result in loss of or damage to the procured
commodities or the vessels and their machinery.
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We rely on our information systems to conduct our business, and failure to protect these systems against
security breaches could adversely affect our business and results of operations. Additionally, if these systems
fail or become unavailable for any significant period of time, our business could be harmed.
The safety and security of our vessels and efficient operation of our business, including processing, transmitting and
storing electronic and financial information, depend on computer hardware and software systems, which are
increasingly vulnerable to security breaches and other disruptions. Our vessels rely on information systems for a
significant part of their operations, including navigation, provision of services, propulsion, machinery management,
power control, communications and cargo management. A disruption to the information system of any of our vessels
could lead to, among other things, incorrect routing, collision, grounding and propulsion failure.
Beyond our vessels, we experience threats to our data and systems, including malware and computer virus attacks,
internet network scans, systems failures and disruptions. A cyberattack that bypasses our IT security systems, causing
an IT security breach, could lead to a material disruption of our IT systems and adversely impact our daily operations
and cause the loss of sensitive information, including our own proprietary information and that of our customers,
suppliers and employees. Such losses could harm our reputation and result in competitive disadvantages, litigation,
regulatory enforcement actions, lost revenues, additional costs and liability. While we devote substantial resources to
maintaining adequate levels of cybersecurity, our resources and technical sophistication may not be adequate to
prevent all types of cyberattacks.
We rely on industry accepted security and control frameworks and technology to securely maintain confidential and
proprietary information and personal data maintained on our information systems. However, these measures and
technology may not adequately prevent security breaches. In addition, the unavailability of the information systems
or the failure of these systems to perform as anticipated for any reason could disrupt our business and could result in
decreased performance and increased operating costs, causing our business and results of operations to suffer. Any
significant interruption or failure of our information systems or any significant breach of security could adversely
affect our business, results of operations and financial condition, as well as our cash flows. Furthermore, as from May
25, 2018, data breaches on personal data as defined in the General Data Protection Regulation 2016/679 (EU), could
lead to administrative fines up to EUR 20 million or up to 4% of the total worldwide annual turnover of the company,
whichever is higher.
Additionally, cybersecurity researchers have observed increased cyberattack activity, and warned of heightened risks
of cyberattacks in connection with the ongoing conflict between Russia and Ukraine and between Israel and Hamas.
To the extent such attacks have collateral effects on global critical infrastructure or financial institutions, such
developments could adversely affect our business, operating results and financial condition. It is difficult to assess
the likelihood of such threat and any potential impact at this time.
Furthermore, cybersecurity continues to be a key priority for regulators around the world, and some jurisdictions
have enacted laws requiring companies to notify individuals or the general investing public of data security breaches
involving certain types of personal data, including the SEC, which, on July 26, 2023, adopted amendments requiring
the prompt public disclosure of certain cybersecurity breaches. If we fail to comply with the relevant laws and
regulations, we could suffer financial losses, a disruption of our businesses, liability to investors, regulatory
intervention or reputational damage.
In the highly competitive international market, we may not be able to compete effectively for charters.
Our vessels are employed in a highly competitive market that is capital intensive. Competition arises from other
vessel owners, including major oil companies, national oil companies or companies linked to authorities of oil
producing or importing countries, as well as independent tanker companies which may all have substantially greater
resources than us. Competition for the transportation of crude oil and other petroleum products depends on price,
location, size, age, condition, sophistication and the acceptability of the vessel operator to the charterer. Competitors
with greater resources could enter and operate larger tanker fleets through consolidations or acquisitions, and may
be able to offer more competitive prices and fleets. We believe that because ownership of the world tanker fleet is
highly fragmented, however, no single vessel owner is able to influence charter rates.
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We are subject to certain risks with respect to our counterparties and failure of our counterparties to meet
their obligations could cause us to suffer losses or negatively impact our results of operations and cash flows.
We have entered into, and may enter in the future, various contracts, including shipbuilding contracts or long-term
contracts such as the FSO vessels operating offshore Qatar, credit facilities, insurance agreements, voyage and time
charter agreements and other agreements associated with the operation of our vessels. Such agreements subject us
to counterparty risks.
Euronav has established a detailed counterparty risk policy to set forth processes for avoiding, monitoring, mitigating
and effectively managing the risk of default through a credit limit system that restricts the exposure Euronav may
have on any single counterparty, as well as other mitigating measures. Counterparty limits are monitored periodically
and are calculated taking into account a range of factors that govern the approval of all counterparties, including an
assessment of the counterparty’s financial soundness and financial ratings (if any), reputation, compliance and
regulatory/legal risk based on current and prospective risk to earnings or assets arising from violations by the
counterparty of, or nonconformance with, international sanction lists (such as OFAC, UK Sanctions and Anti-Money
Laundering Act, EU Sanction List), laws, rules, regulations, prescribed practices, internal policies and procedures, or
ethical standards.
Notwithstanding these measures, the ability and willingness of each of our counterparties to perform its payment
and other obligations under a contract with us will depend on a number of factors that are beyond our control and
may include, among other things, general economic conditions, the condition of the maritime and offshore
industries, the overall financial condition of the counterparty, charter rates received for specific types of vessels, the
supply and demand for commodities, such as oil and other petroleum products, work stoppages or other labour
disturbances, including as a result of the outbreak of COVID-19 and various expenses. Should a counterparty fail to
honour its obligations under any such contract or attempt to renegotiate our agreements, we could sustain
significant losses which could have a material adverse effect on our business, financial condition, results of
operations, cash flows, ability to pay dividends, if any, to holders of our ordinary shares in the amounts anticipated or
at all and compliance with covenants in our secured loan agreements.
In addition, in depressed market conditions, our charterers and customers may no longer need a vessel that is
currently under charter or contract or may be able to obtain a comparable vessel at lower rates. As a result, charterers
and customers may seek to renegotiate the terms of their existing charter agreements or avoid their obligations
under those contracts.
The current state of the global financial markets and current economic conditions may adversely impact our
results of operation, financial condition, cash flows, ability to obtain financing or refinance our existing and
future credit facilities on acceptable terms, which may negatively impact our business.
Global financial markets and economic conditions have been disrupted and volatile at times over the past decade,
and economic growth is expected to slow, including due to supply-chain disruption, the surge in inflation and related
actions by central banks and geopolitical conditions, with a significant risk of recession in many parts of the worlds in
the near term, including in China especially in view of rising indebtedness and decreasing real estate values. Credit
markets and the debt and equity capital markets have been distressed and the uncertainty surrounding the future of
the global credit markets has resulted in reduced access to credit worldwide, particularly for the shipping industry.
These issues, along with significant write-offs in the financial services sector, the re-pricing of credit risk and the
uncertain economic conditions, have made, and may continue to make, it difficult to obtain additional financing. The
current state of global financial markets and current economic conditions might adversely impact our ability to issue
additional equity at prices that will not be dilutive to our existing shareholders or preclude us from issuing equity at
all. Economic conditions may also adversely affect the market price of our ordinary shares.
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Also, as a result of concerns about the stability of financial markets generally, and the solvency of counterparties
specifically, the availability and cost of obtaining money from the public and private equity and debt markets has
become more difficult. Many lenders have increased interest rates, enacted tighter lending standards, refused to
refinance existing debt at all or on terms similar to current debt, and reduced, and in some cases ceased, to provide
funding to borrowers and other market participants, including equity and debt investors, and some have been
unwilling to invest on attractive terms or even at all. Due to these factors, we cannot be certain that financing will be
available if needed and to the extent required, or that we will be able to refinance our existing and future credit
facilities, on acceptable terms or at all. If financing or refinancing is not available when needed, or is available only on
unfavourable terms, we may be unable to meet our obligations as they come due or we may be unable to enhance
our existing business, complete additional vessel acquisitions or otherwise take advantage of business opportunities
as they arise.
Further, in 2019, a number of leading lenders to the shipping industry and other industry participants announced a
global framework by which financial institutions can assess the climate alignment of their ship finance portfolios,
called the Poseidon Principles, and additional lenders have subsequently announced their intention to adhere to
such principles. If the ships in our fleet are deemed not to satisfy the emissions and other sustainability standards
contemplated by the Poseidon Principles, to which we are a participant, the availability and cost of bank financing for
such vessels may be adversely affected.
Further, we may not be able to access our existing cash due to market conditions. For example, on March 10, 2023,
the Federal Deposit Insurance Corporation (FDIC) took control and was appointed receiver of certain regional banks
in the United States. If other banks and financial institutions enter receivership or become insolvent in the future in
response to financial conditions affecting the banking system and financial markets, our ability to access our existing
cash may be threatened and could have a material adverse effect on our business and financial condition. In
addition, if a bank, or the public, believes that a bank is not stable, the bank may institute procedures or rules to limit
withdrawals and access to funds, which, if implemented, would have a material adverse effect on our business and
financial condition.
If economic conditions throughout the world decline, this will impede our results of operations, financial
condition and cash flows.
There has historically been a strong link between the development of the world economy and demand for energy,
including oil and gas. An extended period of deterioration in the outlook for the world economy could reduce the
overall demand for oil and gas and for our services. Such changes could adversely affect our results of operations and
cash flows.
We face risks attendant to changes in economic environments, changes in margins or interest rates, changes in
sanctions regimes and trade restrictions imposed by governments especially as implemented in response to the
invasion of Ukraine and the war between Israel and Hamas. We face risk in changing government regulations, and
instability in the banking and securities markets around the world, among other factors. Major market disruptions
may adversely affect our business or impair our ability to borrow amounts under our credit facilities or any future
financial arrangements. In the absence of available financing, we also may be unable to take advantage of business
opportunities or respond to competitive pressures.
Continuing concerns over inflation, rising interest rates, energy costs, geopolitical issues, including acts of war,
including those between Russia and Ukraine and between Israel and Hamas, trade tensions, such as those between
the United States and China, and the availability and cost of credit have contributed to increased volatility and
diminished expectations for the economy and the markets going forward. These factors, combined with volatile oil
prices, declining business and consumer confidence, have precipitated fears of a possible economic recession.
Domestic and international equity markets continue to experience heightened volatility and turmoil. The weakness in
the global economy has caused, and may continue to cause, a decrease in worldwide demand for certain goods and,
thus, shipping.
An economic slowdown or changes in the economic and political environment in the Asia Pacific region could
have a material adverse effect on our business, financial condition and results of operations.
We anticipate a significant number of the port calls made by our vessels will continue to involve loading or
discharging operations in ports in the Asia Pacific region. As a result, any negative changes in economic conditions in
any Asia Pacific country, particularly in China, especially in view of rising indebtedness and decreasing real estate,
may have a material adverse effect on our business, financial condition and results of operations, as well as our
future prospects.
We cannot assure you that the Chinese economy will not experience a significant contraction in the future.
Furthermore, there is a rising threat of a Chinese financial crisis resulting from massive personal and corporate
indebtedness and “trade wars”. In recent years, China and the United States have implemented certain increasingly
protective trade measures with continuing trade tensions, including significant tariff increases, between these
countries. Although the United States and China successfully reached an interim trade deal in January of 2020 that
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de-escalated the trade tensions with both sides rolling back tariffs, the extent to which the trade deal will be
successfully implemented is unpredictable. A decrease in the level of imports to and exports from China could
adversely affect our business, operating results and financial condition.
If there is an economic slowdown in the Asia Pacific region, especially in China, it may have a negative effect on us. In
recent history, China has had one of the world's fastest growing economies in terms of gross domestic product, or
GDP, which had a significant impact on shipping demand. The growth rate of China’s GDP for the year ended
December 31, 2023, however, is estimated to be around 5.2%, down from the growth rate of 8.1% for the year ended
December 31, 2021. Our financial condition and results of operations, as well as our future prospects, would likely be
impeded by an economic downturn in any of these countries.
Also, several initiatives are underway in China with a view to reduce their dependency on (foreign) oil, such as the Net
Zero 2060 initiative and development of shale oil on their own territory, which could impact the need for oil
transportation services. The method by which China attempts to achieve carbon neutrality by 2060, and any
attendant reduction in the demand for oil, petroleum and related products, could have a material adverse effect on
our business, cash flows and results of operations.
In addition, President Xi Jinping committed his country to achieving carbon neutrality by 2060 at the UN General
Assembly despite that carbon emissions are currently a prominent part of China’s economic and industrial structure
as it relies heavily on non-renewable energy sources, generally lacks energy efficiency, and has a rapidly growing
energy demand. Depending on how China attempts to achieve carbon neutrality by 2060, including through the
reduction in the use of oil, an overall increase in the use of non-renewable energy as part of the energy consumption
mix and through other means, any reduction in the demand for oil and oil products and our tanker vessels could have
a material adverse effect on our business, cash flows and results of operations.
The Chinese government may adopt policies that favour domestic oil tanker companies and may hinder our ability to
compete with them effectively. For example, China imposes a tax for non-resident international transportation
enterprises engaged in the provision of services of passengers or cargo, among other items, in and out of China using
their own, chartered or leased vessels. The regulation may subject international transportation companies to Chinese
enterprise income tax on profits generated from international transportation services passing through Chinese ports.
This tax or similar regulations, such as the recently promoted environmental taxes on coal, by China may result in an
increase in the cost of raw materials imported to China and the risks associated with importing raw materials to
China, as well as a decrease in any raw materials shipped from our charterers to China. This could have an adverse
impact on our charterers’ business, operating results and financial condition and could thereby affect their ability to
make timely charter hire payments to us and to renew and increase the number of their time charters with us.
A shift in consumer demand from oil towards other energy sources may have a material adverse effect on our
business.
A significant portion of our earnings are related to the oil industry and our lack of diversification will potentially affect
the demand for our vessels. We rely almost exclusively on the cash flows generated from charters for our vessels that
operate in the tanker sector of the shipping industry. Due to our lack of diversification, adverse developments in the
tanker shipping industry have a significantly greater impact on our financial condition and results of operations than
if we maintained more diverse assets or lines of business. Adverse developments in the tanker business could
therefore reduce our ability to meet our payment obligations and our profitability.
A shift in or disruption of the consumer demand from oil towards other energy resources such as electricity, natural
gas, liquefied natural gas, renewable energy, hydrogen or ammonia will potentially affect the demand for our tankers.
A shift from the use of internal combustion engine vehicles to electric vehicles may also reduce the demand for oil.
These factors could have a material adverse effect on our future performance, results of operations, cash flows and
financial position.
“Peak oil” is the year when the maximum rate of extraction of oil is reached. The International Energy Agency, or the
IEA, recently announced a forecast of “peak oil” during the late 2020s. OPEC maintains that demand for “peak oil” will
not be reached until at least 2040, despite transition toward other energy sources. Irrespective of “peak oil”, the
continuing shift in consumer demand from oil towards other energy resources such as wind energy, solar energy,
hydrogen energy, nuclear energy or renewable, which appears to be accelerating as a result of shifts in government
commitments and support for energy transition programs, may have a material adverse effect on our future
performance, results of operations, cash flows and financial position.
Increasing growth of electric vehicles and renewable fuels could lead to a decrease in trading and the
movement of crude oil and refined products worldwide.
The IEA noted in its Global Electric Vehicles, or EV, Outlook 2023 that a total of 14% of all new cars sold were electric
in 2022, up from around 9% in 2021 and less than 5% in 2020. Electric car sales in 2023 were 14.1 million, up 34% from
2022. Under the IEA Stated Policies Scenario (STEPS), the global outlook for the share of electric car sales based on
existing policies and firm objectives has increased to 35% in 2030, up from less than 25% in the previous outlook. The
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IEA has stated that, based on existing policies, oil demand from road transport is projected to peak around 2025 in
the STEPS, with the amount of oil displaced by electric vehicles exceeding five million barrels per day in 2030. A
growth in EVs or a slowdown in imports or exports of crude oil products worldwide may result in decreased demand
for our vessels and lower charter rates, which could have a material adverse effect on our business, results of
operations, cash flows, financial condition and ability to pay dividends.
Changes to trade patterns for oil and oil products may have a material adverse effect on our business.
Seaborne trading and distribution patterns are primarily influenced by the relative advantage of the various sources
of production, locations of consumption, pricing differentials and seasonality. Changes to the trade patterns of oil
and oil products may have a significant negative or positive impact on the ton-mile and therefore the demand for our
tankers. This could have a material adverse effect on our future performance, results of operations, cash flows and
financial position.
Lack of technological innovation to meet quality and efficiency requirements could reduce our charter hire
income and the value of our vessels.
Our customers, in particular those in the oil industry, have a high and increasing focus on quality and compliance
standards with their suppliers across the entire supply chain, including the shipping and transportation segment. Our
continued compliance with these standards and quality requirements is vital for our operations. The charter hire
rates and the value and operational life of a vessel are determined by a number of factors including the vessel’s
efficiency, operational flexibility and physical life. Efficiency includes speed, fuel economy and the ability to load and
discharge cargo quickly. Flexibility includes the ability to enter harbours, utilise related docking facilities and pass
through canals and straits. The length of a vessel’s physical life is related to its original design and construction, its
maintenance and the impact of the stress of operations. More technologically advanced tankers have been built,
since our vessels were constructed and tankers with further advancements may be built that are even more efficient
or more flexible or have longer physical lives, including new vessels powered by alternative fuels or which are
otherwise perceived as more environmentally friendly by charterers. We face competition from companies with more
modern vessels with more fuel efficient designs than our vessels, and if new tankers carriers are built that are more
efficient or more flexible or have longer physical lives than the current eco vessels, competition from the current eco
vessels and any more technologically advanced vessels including with respect to propulsion technology could
adversely affect the amount of charter hire payments we receive for our vessels and the resale value of our vessels
could significantly decrease. In these circumstances, we may also be forced to charter our vessels to less creditworthy
charterers, either because the oil majors and other top tier charters will not charter older and less technologically
advanced vessels or will only charter such vessels at lower contracted charter rates than we are able to obtain from
these less creditworthy, second tier charterers. Similarly, technologically advanced vessels are needed to comply with
environmental laws, the investment, in which along with the foregoing, could have a material adverse effect on our
results of operations, charter hire payments, resale value of vessels, cash flows financial condition and ability to pay
dividends, if any.
Newbuilding projects are subject to risks that could cause delays, cost overruns or cancellation of our
newbuilding contracts.
As of December 31, 2023, we currently have five vessels under construction. These construction projects are subject
to risks of delay or cost overruns inherent in any large construction project from numerous factors, including
shortages of equipment, materials or skilled labour, unscheduled delays in the delivery of ordered materials and
equipment or shipyard construction, failure of equipment to meet quality and/or performance standards, financial or
operating difficulties experienced by equipment vendors or the shipyard, unanticipated actual or purported change
orders, inability to obtain required permits or approvals, unanticipated cost increases between order and delivery,
design or engineering changes and work stoppages and other labour disputes, public health threats, adverse weather
conditions or any other potential events of force majeure. Significant cost overruns or delays could adversely affect
our financial position, results of operations and cash flows. Additionally, failure to complete a project on time may
result in the delay of revenue from that vessel.
If for any reason we default under any of our newbuilding contracts, or otherwise fail to take delivery of our
newbuilding vessels, we would be prevented from realising potential revenues from such vessels, we could also lose
all or a portion of our investment, including any instalment payments made, and we could be liable for penalties and
damages under such contracts as well as suffer reputational damage. Approved TC contracts could also be
jeopardised and cause penalties by late delivery.
In addition, in the event a shipyard does not perform under its contract, we may lose all or part of our investment,
which would have a material adverse effect on our results of operations, financial condition and cash flows.
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If our vessels call on ports located in countries or territories that are the subject of sanctions or embargoes
imposed by the U.S. government, the European Union, the United Nations, or other applicable governmental
authorities, it could lead to monetary fines or other penalties and adversely affect our reputation and the
market for our ordinary shares.
Although no vessels owned or operated by us have called on ports located in countries or territories that are the
subject of country-wide or territory-wide comprehensive sanctions and/or embargoes imposed by the U.S.
government, the European Union, U.K. or other applicable governmental authorities (Sanctioned Jurisdictions) in
violation of sanctions or embargo laws during 2023, and we endeavour to take precautions reasonably designed to
mitigate such risks, it is possible that, in the future, our vessels may carry cargo from or call on ports in Sanctioned
Jurisdictions on charterers’ instructions and/or without our knowledge and consent. Our Charterers and other
counterparties could also be involved in sanctioned trade without their knowledge and consent, this could have an
effect on us being in the line of parties. If such activities result in violation of applicable sanctions or embargo laws,
we could be subject to monetary fines, penalties, suspension of our license to operate or other sanctions, and our
reputation and the market for our ordinary shares could adversely affected.
The laws and regulations of these different jurisdictions vary in their application, and do not all apply to the same
covered persons or proscribe the same activities. In addition, the sanctions and embargo laws and regulations of
each jurisdiction may be amended to increase or reduce the restrictions they impose over time, and the lists of
persons and entities designated under these laws and regulations are amended frequently. Moreover, most sanctions
regimes provide that entities owned or controlled by the persons or entities designated in such lists are also subject
to sanctions. The U.S. and EU both have enacted new sanctions programs in recent years. Additional countries or
territories, as well as additional persons or entities within or affiliated with those countries or territories, have, and in
the future will, become the target of sanctions. These require us to be diligent in ensuring our compliance with
sanctions laws. Further, the U.S. has increased its focus on sanctions enforcement with respect to the shipping sector.
Current or future counterparties of ours may be or become affiliated with persons or entities that are now or may in
the future be the subject of sanctions imposed by the U.S. Government, the European Union, and/or other
international bodies. If we determine that such sanctions or embargoes require us to terminate existing or future
contracts to which we, or our subsidiaries are a party or if we are found to be in violation of such applicable sanctions
or embargoes, we could face monetary fines, we may suffer reputational harm and our results of operations may be
adversely affected.
As a result of Russia’s actions in Ukraine and the war between Israel and Hamas, the U.S., EU and United Kingdom,
together with numerous other countries, have imposed significant economic sanctions which may adversely affect
our ability to operate in the region and also restrict parties whose cargo we carry. Sanctions against Russia have also
placed significant prohibitions on the maritime transportation of seaborne Russian oil, the importation of certain
Russian energy products and other goods, and new investments in the Russian Federation. These sanctions further
limit the scope of permissible operations and cargo we may carry.
Since February of 2022, President Biden and several European leaders announced various economic sanctions
against Russia in connection with the aforementioned conflict in the Ukraine region, which may adversely impact our
business, given Russia’s role as a major global exporter of crude oil and natural gas. Both the EU as well as the United
States have implemented sanction programs, which includes prohibitions on the import of certain Russian energy
products into the United States, including crude oil, petroleum, petroleum fuels, oils, liquefied natural gas and coal,
as well as prohibitions on new investments in Russia, among other restrictions. Furthermore, the EU and the United
States have also prohibited a variety of specified services related to the maritime transport of Russian Federation
origin crude oil and petroleum products, including trading/commodities brokering, financing, shipping, insurance
(including reinsurance and protection and indemnity), flagging, and customs brokering. These prohibitions took
effect on December 5, 2022 with respect to the maritime transport of crude oil and took effect on February 5, 2023
with respect to the maritime transport of other petroleum products. An exception exists to permit such services when
the price of the seaborne Russian oil does not exceed the relevant price cap; but implementation of this price
exception relies on a recordkeeping and attestation process that allows each party in the supply chain of seaborne
Russian oil to demonstrate or confirm that oil has been purchased at or below the price cap. Violations of the price
cap policy or the risk that information, documentation, or attestations provided by parties in the supply chain are
later determined to be false may pose additional risks adversely affecting our business.
Although we believe that we have been in compliance with all applicable sanctions and embargo laws and
regulations in 2023, and intend to maintain such compliance, there can be no assurance that we have been or will be
in compliance in the future, particularly as the scope of certain laws may be unclear and may be subject to changing
interpretations, or under circumstances where our vessels may have carried cargo from or taken cargo aboard for
storage, or called on ports in Sanctioned Jurisdictions on charterers’ instructions and/or without our consent.
Sanction regulations can change quickly and we could be involved in sanctioned trade because of third parties over
which we have no control. Any such violation could result in reputational damages, fines, penalties or other sanctions
that could severely impact our ability to access U.S. capital markets and conduct our business and could result in
some investors deciding, or being required, to divest their interest, or not to invest, in us. This could further impact
our loan agreements and other transactions with various banks.
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Terrorist attacks and international hostilities and instability can affect the tanker industry, which could
adversely affect our business.
Terrorist attacks, the outbreak of war, or the existence of international hostilities could damage the world economy,
adversely affect the availability of and demand for crude oil and petroleum products and adversely affect both the
Company’s ability to charter its vessels and the charter rates payable under any such charters. In addition, Euronav
operates in a sector of the economy that is likely to be adversely impacted by the effect of political instability, terrorist
or other attacks, war or international hostilities. In the past, political instability has also resulted in attacks on vessels,
mining of waterways and other efforts to disrupt international shipping, particularly in the Arabian Gulf region and
most recently in the Black Sea in connection with the ongoing conflicts between Russia and the Ukraine. This could
lead to certain areas or routes not being available for shipping and therefore creating additional costs for alternative
itineraries. In the Red Sea for example in connection with the recent Houthis attacks in the Suez Canal in connection
with the recent conflicts between Israel and Hamas. Various shipping companies have indicated that their vessels
would avoid the Red Sea while the conflict is ongoing, which is commonly used to access the Suez Canal, and for the
time being divert vessels around southern Africa’s Cape of Good Hope, which adds substantial time and cost to East-
West voyages.
Recent developments in the Ukraine region and continuing conflicts in the Middle East may lead to additional armed
conflicts around the world, which may contribute to further economic instability in the global financial markets and
international commerce. Additionally, any escalations between the North Atlantic Treaty Organization countries and
Russia could result in retaliation from Russia that could potentially affect the shipping industry.
Our business could also be adversely impacted by trade tariffs, trade embargoes or other economic sanctions that
limit trading activities by the United States or other countries against countries in the Middle East, Asia or elsewhere
as a result of terrorist attacks, hostilities or diplomatic or political pressures.
These uncertainties could also adversely affect our ability to obtain additional financing or insurance on terms
acceptable to us or at all. Or could lead to cancellations of insurances for certain areas. Any of these occurrences
could have a material adverse impact on our operating results, revenues and costs.
These factors could also increase the costs to the Company of conducting its business, particularly crew, insurance
and security costs, and prevent or restrict the Company from obtaining insurance coverage, all of which have a
material adverse effect on our business, financial condition, results of operations and cash flows.
Maritime claimants could arrest or attach one or more of our vessels, which could interrupt our cash flow.
Crew members, suppliers of goods and services to a vessel, shippers of cargo and other parties may be entitled to a
maritime lien against a vessel for unsatisfied debts, claims or damages. In many jurisdictions, a maritime lien-holder
may enforce its lien by "arresting" or "attaching" a vessel through judicial or foreclosure proceedings. The arrest or
attachment of one or more of our vessels could result in a significant loss of earnings for the related off-hire period. In
addition, in jurisdictions where the "sister ship" theory of liability applies, such as South Africa, a claimant may arrest
the vessel which is subject to the claimant's maritime lien and any "associated" vessel, which is any vessel owned or
controlled by the same owner. In countries with "sister ship" liability laws, claims might be asserted against us or any
of our vessels for liabilities of other vessels that we own. Under some of our present charters, if the vessel is arrested
or detained as a result of a claim against us, we may be in default of our charter and the charterer may terminate the
charter, which will negatively impact our revenues and cash flows.
Volatility of interest rate benchmarks under our financial agreements could affect our profitability, earnings
and cash flow.
In order to manage our exposure to interest rate fluctuations under the Secured Overnight Financing Rate (SOFR) or
any other alternative rate, we have and may from time to time use interest rate derivatives to effectively fix some of
our floating rate debt obligations. No assurance can however be given that the use of these derivative instruments, if
any, may effectively protect us from adverse interest rate movements. The use of interest rate derivatives may affect
our results through mark to market valuation of these derivatives. Also, adverse movements in interest rate
derivatives may require us to post cash as collateral, which may impact our free cash position.
In June 2023, the publication of USD LIBOR, the interest rate at which banks lent US dollars to each other, ceased. It
has already been a few years that the relevant authorities had been warning of the need to abandon the LIBOR in
favour of SOFR. SOFR is a much more resilient rate than LIBOR was because of how it is produced and the depth and
liquidity of the markets that underlie it. As an overnight secured rate, SOFR better reflects the way financial
institutions fund themselves today. Currently all bank loans in Euronav are based on the SOFR reference rate.
Variable rate indebtedness could subject us to interest rate risk, which could cause our debt service
obligations to increase significantly.
Our credit facilities use variable interest rates and expose us to interest rate risk. If interest rates increase and we are
unable to effectively hedge our interest rate risk, our debt service obligations on the variable rate indebtedness would
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increase even if the amount borrowed remained the same, and our profitability and cash available for servicing our
indebtedness would decrease.
Dependence on third party service providers.
The Company currently outsources to third party service providers certain management services of its fleet, including
certain aspects of technical, commercial and crew management. In particular, the Company has entered into ship
management agreements that assign technical and crew management responsibilities to a third-party technical
manager for 8.3% of the Company’s fleet and the Company has transferred commercial management of part of its
fleet to the Tankers International Pool or TI Pool.
In such outsourcing arrangements, the Company has transferred direct control over technical, crew and commercial
management of the relevant vessels, while maintaining significant oversight and audit rights, and must rely on third
party service providers to, among other things:
– Comply with their respective contractual commitments and obligations owed to the Company, including with
respect to safety, security, quality, proper crew management and environmental compliance of the operations of
the Company’s vessels;
– Comply with requirements imposed by the U.S. government, the UN and the EU (i) restricting certain transactions
and calls on ports located in countries that are subject to sanctions and embargoes and (ii) prohibiting bribery
and other corrupt practices;
– Respond to changes in customer demands for the Company’s vessels;
– Obtain supplies and materials necessary for the operation and maintenance of the Company’s vessels;
– Recruit crew members with training, licenses and experience appropriate for the Company's vessels; and
– Mitigate the impact of labour shortages and/or disruptions relating to crews on the Company’s vessels.
The failure of third-party service providers to meet such commitments could lead to legal liability for or other
damages to the Company. The third-party service providers the Company has selected may not provide a standard of
service comparable to that which the Company would provide for such vessels if the Company directly provided such
services. The Company relies on its third-party service providers to comply with applicable law, and a failure by such
providers to comply with such laws may subject the Company to liability or damage its reputation even if the
Company did not engage in the conduct itself. Furthermore, damage to any such third party’s reputation,
relationships or business may reflect on the Company directly or indirectly and could have a material adverse effect
on the Company’s reputation and business.
The third-party managers have the right to terminate their agreements. If the third-party manager exercises that right,
the Company will be required either to enter into substitute agreements with other third parties or to assume those
management duties. The Company may not succeed in negotiating and entering into such agreements with other
third parties and, even if it does so, the terms and conditions of such agreements may be less favourable to the
Company. Furthermore, if the Company is required to dedicate internal resources to managing its fleet (including, but
not limited to, hiring additional qualified personnel or diverting existing resources), that could result in increased
costs and reduced efficiency and profitability. Any such changes could result in a temporary loss of customer
approvals, could disrupt the Company’s business and have a material adverse effect on the Company’s business,
results of operations and financial condition.
Attracting and retaining motivated, well-qualified seagoing personnel is a top priority. In addition to our shore-based
personnel, we employ officers and crew members on our owned fleet. In crewing our vessels, we employ certain
employees with specialised training who can perform physically demanding work. If our crew are unable to
adequately perform, it may negatively impact our business, financial condition or results of operations. This could
harm our reputation as a safe and reliable vessel owner and operator.
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Risks Relating to Legal and Regulatory Matters
We are subject to complex laws and regulations, including environmental laws and regulations that can
increase our liability and adversely affect our business, results of operations and financial condition.
We operate worldwide, where appropriate, through agents or other intermediaries. Compliance with complex local,
foreign and U.S. laws and regulations that apply to our international operations increases our cost of doing business.
These numerous and sometimes conflicting laws and regulations include, among others, data privacy requirements
(in particular the European General Data Protection Regulation, enforceable as from May 25, 2018 and the EU-US
Privacy Shield Framework, as adopted by the European Commission on July 12, 2016), labour relations laws, tax laws,
anti-competition regulations, import and trade restrictions, export requirements, U.S. federal laws such as the FCPA
and other U.S. federal laws and regulations established by the U.S. Department of the Treasury’s Office of Foreign
Assets Control or other agencies, local laws such as the UK Bribery Act 2010 or other local laws which prohibit corrupt
payments to governmental officials or certain payments or remunerations to customers.
Given the high level of complexity of these laws, there is a risk that we, our agents or other intermediaries may
inadvertently breach certain provisions thereunder. Violations of these laws and regulations could result in fines,
criminal sanctions against us, our officers or our employees, requirements to obtain export licenses, cessation of
business activities in sanctioned countries, implementation of compliance programs, and prohibitions on the
conduct of our business. Violations of laws and regulations also could result in prohibitions on our ability to operate
in one or more countries and could materially damage our reputation, our ability to attract and retain employees, or
our business, results of operations and financial condition. Furthermore, detecting, investigating and resolving actual
or alleged violations is expensive and can consume significant time and attention of our senior management. Though
we have implemented monitoring procedures and required policies, guidelines, contractual terms and audits, these
measures may not prevent or detect failures by our agents or intermediaries regarding compliance.
Our operations are also subject to numerous laws and regulations in the form of international conventions and
treaties, national, state and local laws and national and international regulations in force in the jurisdictions in which
our vessels operate or are registered, which can significantly affect the ownership and operation of our vessels.
Compliance with such laws and regulations, where applicable, may require installation of costly equipment or
operational changes and may affect the resale value or useful lives of our vessels. We may also incur additional costs
in order to comply with other existing and future regulatory obligations, including, but not limited to, costs relating to
air emissions including greenhouse gases, the management of ballast waters, maintenance and inspection,
development and implementation of emergency procedures and insurance coverage or other financial assurance of
our ability to address pollution incidents. Oil spills that occur from time to time may also result in additional
legislative or regulatory initiatives that may affect our operations or require us to incur additional expenses to comply
with such new laws or regulations.
These costs could have a material adverse effect on our business, results of operations, cash flows and financial
condition and our available cash. A failure to comply with applicable laws and regulations may result in
administrative and civil penalties, criminal sanctions or the suspension or termination of our operations.
Environmental requirements can also affect the resale value or useful lives of our vessels, could require a reduction in
cargo capacity, ship modifications or operational changes or restrictions, could lead to decreased availability of
insurance coverage for environmental matters or could result in the denial of access to certain jurisdictional waters or
ports or detention in certain ports. Under local, national and foreign laws, as well as international treaties and
conventions, we could incur material liabilities, including clean-up obligations and natural resource damages
liability, in the event that there is a release of hazardous materials from our vessels or otherwise in connection with
our operations. Environmental requirements can also affect the resale value or useful lives of our vessels, could
require a reduction in cargo capacity, ship modifications or operational changes or restrictions, could lead to
decreased availability of insurance coverage for environmental matter. Environmental laws often impose strict
liability for remediation of spills and releases of hazardous substances, which could subject us to liability without
regard to whether we were negligent or at fault. We could also become subject to personal injury or property damage
claims relating to the release of hazardous substances associated with our existing or historic operations. Violations
of, or liabilities under, environmental requirements can result in substantial penalties, fines and other sanctions,
including, in certain instances, seizure or detention of our vessels and could harm our reputation with current or
potential charterers of our tankers. We are required to satisfy insurance and financial responsibility requirements for
potential oil (including marine fuel) spills and other pollution incidents. Although we have arranged insurance to
cover certain environmental risks, there can be no assurance that such insurance will be sufficient to cover all such
risks or that any claims will not have a material adverse effect on our business, results of operations, cash flows,
financial condition and available cash.
Now there are a lot of non-mandatory sustainability (non-financial information) reporting standards. Companies are
not obliged to structure their sustainability reporting framework based on these standards, such as the Sustainability
Accounting Standards Board (SASB) and Global Reporting Initiative,( GRI), however, increasing consistency and
transparency increases awareness and visibility towards stakeholders and investors providing a benchmarking
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foundation. On 5 January 2023 the Corporate Sustainability Reporting Directive (CSRD) entered into force
(2022/2464/EU). This new directive modernises and strengthens the rules about the social and environmental
information that companies have to report. A broader set of large companies, as well as listed SMEs, will now be
required to report on sustainability. Companies subject to the CSRD will have to report risks and opportunities arising
from social and environmental issues according to European Sustainability Reporting Standards (ESRS). The
standards will be tailored to EU policies, while building on and contributing to international standardization
initiatives. The CSRD also makes it mandatory for companies to have an audit of the sustainability information that
they report. In addition, it provides for the digitalisation of sustainability information. The first companies will have to
apply the new rules for the first time in financial year 2024, for reports published in 2025. The diligence and
granularity level of that new reporting framework is unprecedented. Therefore, we will need to dedicate additional
resources for monitoring, managing and securing compliance with that new framework. That implies extra financial
resources leveraged for addressing such new compliance requirement both channelled to internal or external
expertise acquisition and external auditing services. Lack of compliance with such requirements may have adverse
impacts on our Company image and financial penalties: potential public declaration describing infraction and
identifying entity, cease-and-desist orders or administrative penalties.
The EU Emissions Trading System (ETS) makes polluters pay for their greenhouse gas emissions, helps bring
emissions down and generates revenues to finance the EU’s green transition. It operates in all EU countries, Iceland,
Liechtenstein and Norway. The shipping industry becomes liable from 2024 and requirements will gradually increase:
with 40% of emissions reported for 2024, 70% for 2025 and 100% for 2026. Shipowners will need to register, open
accounts and report their emissions within the methodology required by the system. Charterparties need to include
new ETS-related clauses and divide responsibilities between Owners and Charterers in order to comply with the
regulations. This will generate additional operational, legal and administration work . Being non-compliant with the
rules could lead to sanctions, whether this is due to unfamiliarity with the new regulations , making errors in the
submission data , or poor agreements between Owners and Charterers, etc. This could have a material adverse effect
on our business.
In addition, many environmental requirements are designed to reduce the risk of pollution, such as from oil spills,
and our compliance with these requirements could be costly. To comply with these and other regulations, including:
(i) the sulphur emission requirements of Annex VI of the International Convention for the Prevention of Marine
Pollution from Ships (MARPOL), which instituted a global 0.5% (lowered from 3.5% as of January 1, 2020) sulphur cap
on marine fuel consumed by a vessel, unless the vessel is equipped with a scrubber, and (ii) the BWN Convention of
the International Maritime Organization (IMO), which requires vessels to install expensive ballast water treatment
systems, we may be required to incur additional costs to meet new maintenance and inspection requirements,
develop contingency plans for potential spills, and obtain insurance coverage. The increased demand for low sulphur
fuels may increase the costs of fuel for our vessels that do not have scrubbers. Additional conventions, laws and
regulations may be adopted that could limit our ability to do business or increase the cost of doing business and
which may materially and adversely affect our operations.
We are subject to international safety regulation and if we fail to comply with international safety regulations,
we may be subject to increased liability, which may adversely affect our insurance coverage and may result in
a denial of access to, or detention in, certain ports.
The operation of our vessels is affected by government regulations in the form of international conventions, national,
state and local laws and regulations in force in the jurisdictions in which the vessels operate, as well as in the country
or countries of their registration. As such, we are subject to the requirements set forth in the IMO’s International
Safety Management Code for the Safe Operation of Ships and for Pollution Prevention, or the ISM Code, the
International Ship & Port Facility Security Code. or ISPS Code, promulgated by the IMO under the International
Convention for the Safety of Life at Sea of 1974, or SOLAS, as well as to other conventions, mainly MARPOL, the
International Convention on Standards of Training, Certification and Watchkeeping for Seafarers, or STCW, etc.
Failure to comply with these requirements may subject us to increased liability, may decrease available insurance
coverage for the affected ships, and may result in denial of access to, or detention in, certain ports. The U.S. Coast
Guard or USCG and E.U. Authorities enforce compliance with the ISM and ISPS Codes and prohibit non-compliant
vessels from trading in U.S. and E.U. ports. This could have a material adverse effect on our future performance,
results of operations, cash flows and financial position. The IMO continues to review and introduce new regulations. It
is impossible to predict what additional regulations, if any, may be passed by the IMO and what effect, if any, such
regulations might have on our operations.
Because such conventions, laws, and regulations are often revised, we cannot predict the ultimate cost of complying
with such conventions, laws and regulations or the impact thereof on the resale prices or useful lives of our vessels.
Additional conventions, laws and regulations may be adopted which could limit our ability to do business or increase
the cost of our doing business and which may materially adversely affect our operations. We are required by various
governmental and quasi-governmental agencies to obtain certain permits, licenses, certificates, and financial
assurances with respect to our operations.
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Developments in safety and environmental requirements relating to the recycling of vessels may result in
escalated and unexpected costs.
The 2009 Hong Kong International Convention for the Safe and Environmentally Sound Recycling of Ships, or the
Hong Kong Convention, aims to ensure ships, being recycled once they reach the end of their operational lives, do
not pose any unnecessary risks to the environment, human health and safety. Upon the Hong Kong Convention's
entry into force, each ship sent for recycling will have to carry an inventory of its hazardous materials. The hazardous
materials, whose use or installation are prohibited in certain circumstances, are listed in an appendix to the Hong
Kong Convention. Ships will be required to have surveys to verify their inventory of hazardous materials initially,
throughout their lives and prior to the ship being recycled.
The Hong Kong Convention will enter into force 24 months after the date on which 15 IMO member states,
representing at least 40% of world merchant shipping by gross tonnage, have ratified or approve accession. As of the
date of this annual report, 63 countries have ratified or approved accession of the Hong Kong Convention, and the
requirement of 40% of world merchant shipping by gross tonnage has now been satisfied. The Convention will
become into force on June 26, 2025 due to the 24 months waiting period.
On November 20, 2013, the European Parliament and the Council of the EU adopted the EU Ship Recycling
Regulation, or ESSR, which, among other things, retains the requirements of the Hong Kong Convention and requires
that certain commercial seagoing vessels flying the flag of an EU Member State may be recycled only in facilities
included on the European List.
Under the ESSR, commercial EU-flagged vessels of 500 gross tonnage and above may be recycled only at shipyards
included on the European List. As of December 31, 2023, all our EU-flagged vessels met this weight specification. The
European List presently includes nine facilities in Turkey but no facilities in the major ship recycling countries in Asia.
The combined capacity of the European List facilities may prove insufficient to absorb the total recycling volume of
EU-flagged vessels. This circumstance, taken in tandem with the possible decrease in cash sales, may result in longer
wait times for divestment of recyclable vessels as well as downward pressure on the purchase prices offered by
European List shipyards. Furthermore, facilities located in the major ship recycling countries generally offer
significantly higher vessel purchase prices, and as such, the requirement that we utilise only European List shipyards
may negatively impact revenue from the residual values of our vessels.
These regulatory requirements may lead to cost escalation by shipyards, repair yards and recycling yards. This may
then result in a decrease in the residual recycling value of a vessel which could potentially not cover the cost to
comply with the latest requirements, which may have an adverse effect on our future performance, results of
operations, cash flows and financial position.
Regulations relating to ballast water discharge may adversely affect our revenues and profitability.
The IMO has imposed updated guidelines for ballast water management systems specifying the maximum amount of
viable organisms allowed to be discharged from a vessel’s ballast water. Depending on the date of the International
Oil Pollution Prevention or IOPP renewal survey, existing vessels constructed before September 8, 2017 are required
to comply with the updated D-2 standard on or after September 8, 2019. For most vessels, compliance with the D-2
standard will involve installing on-board systems to treat ballast water and eliminate unwanted organisms. Vessels
constructed (keel-laid) on or after September 8, 2017 are required to comply with the D-2 standards on or after
September 8, 2017.
Furthermore, United States regulations are currently changing. Although the 2013 Vessel General Permit (VGP)
program and U.S. National Invasive Species Act (NISA) are currently in effect to regulate ballast discharge, exchange
and installation, the Vessel Incidental Discharge Act or (VIDA), which was signed into law on December 4, 2018,
requires that the U.S. Environmental Protection Agency (EPA) develop national standards of performance for
approximately 30 discharges, similar to those found in the VGP, within two years. On October 26, 2020, the EPA
published a Notice of Proposed Rulemaking for Vessel Incident Discharge National Standards of Performance under
VIDA. On October 18, 2023, the EPA published a supplemental notice of the proposed rule sharing new ballast water
data received from the U.S. Coast Guard, or USCG, and providing clarification on the proposed rule. The public
comment period for the proposed rule ended on December 18, 2023. Once EPA finalises the rule (possibly by Autumn
2024), USCG must develop corresponding implementation, compliance and enforcement regulations regarding
ballast water within two years. The new regulations could require the installation of new equipment, which may
cause us to incur substantial additional costs which may adversely affect our profitability.
Climate change and greenhouse gas restrictions may adversely impact our operations and markets.
Due to concern over the risk of climate change, a number of countries, the European Commission and the IMO have
adopted, or are considering the adoption of, regulatory frameworks to reduce greenhouse gas emissions. These
regulatory measures may include, among others, adoption of cap-and-trade regimes, carbon taxes, taxonomy of
‘green’ and ‘brown’ economic activities, increased efficiency standards and incentives or mandates for renewable
energy. More specifically, on October 27, 2016, IMO's Marine Environment Protection Committee (MEPC) announced
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its decision concerning the implementation of regulations mandating a reduction in sulphur emissions from 3.5%
currently to 0.5% as of the beginning of January 1, 2020. Additionally, in April 2018, nations at the MEPC 72 adopted
an initial strategy to reduce greenhouse gas emissions from ships. The initial strategy identifies levels of ambition to
reducing greenhouse gas emissions,
from ships through
implementation of further phases of the Energy Efficiency Design Index (EEDI) for new ships; (2) reducing carbon
dioxide emissions per transport work, as an average across international shipping, by at least 40% by 2030, pursuing
efforts towards 70% by 2050, compared to 2008 emission levels; and (3) reducing the total annual greenhouse
emissions by at least 50% by 2050 compared to 2008 while pursuing efforts towards phasing them out entirely.
including (1) decreasing the carbon
intensity
The European Commission has proposed adding shipping to the EU Emission Trading Scheme (EU ETS) as of 2023
with a phase-in period. Shipowners will need to purchase and surrender a number of emission allowances that
represent their recorded carbon emission exposure for a specific reporting period. The person or organisation
responsible for the compliance with the EU ETS should be the shipping company, defined as the shipowner or any
other organisation or person, such as the manager or the bareboat charterer, that has assumed the responsibility for
the operation of the ship from the shipowner. On December 18, 2022, the Environmental Council and European
Parliament agreed to include maritime shipping emissions within the scope of the EU ETS on a gradual introduction
of obligations for shipping companies to surrender allowances: 40% for verified emissions from 2024, 70% for 2025
and 100% for 2026. Most large vessels will be included in the scope of the EU ETS from the outset. Big offshore
vessels of 5,000 gross tonnage and above will be included in the Monitoring, Reporting and Verification (MRV) of CO2
emissions from maritime transport regulation from 2025 and in the EU ETS from 2027. General cargo vessels and off-
shore vessels between 400-5,000 gross tonnage will be included in the MRV regulation from 2025 and their inclusion
in EU ETS will be reviewed in 2026. Compliance with the Maritime EU ETS could result in additional compliance and
administration costs to properly incorporate the provisions of the Directive into our business routines. Furthermore,
starting from January 1, 2026, the ETS regulations will expand to include emissions of two additional greenhouse
gases: nitrous oxide and methane. Additionally, on July 25, 2023, the European Council of the European Union
adopted the Maritime Fuel Regulation under the FuelEU Initiative of its “Fit-for-55” package which sets limitations on
the acceptable yearly greenhouse gas intensity of the energy used by covered vessels. Among other things, the
Maritime Fuel Regulation requires that greenhouse gas emissions from covered vessels are reduced by 2% starting
January 1, 2025, with additional reductions contemplated every five years (up to 80% from January 1, 2050).
Additional EU regulations which are part of the EU’s Fit-for-55, could also affect our financial position in terms of
compliance and administration costs when they take effect.
The EU ETS will be applied for maritime shipping from 2024 with a phase-in period. Shipowners will need to purchase
and surrender a number of emission allowances that represent their MRV-recorded carbon emission exposure for a
specific reporting period. The geographical scope covers emissions generated at berth and on intra-EU voyages as
well as 50% of the energy sources used on voyages inbound and outbound to/from the EU. The person or
organisation responsible for the compliance with the EU ETS should be the shipping company, defined as the
shipowner or any other organisation or person, such as the manager or the bareboat charterer, that has assumed the
responsibility for the operation of the ship from the shipowner. Compliance with the Maritime EU ETS will result in
additional compliance and administration costs to properly incorporate the provisions of the Directive into our
business routines. Additional EU regulations which are part of the EU’s Fit-for-55, could also affect our financial
position in terms of compliance and administration costs when they take effect.
While an EU ETS could accelerate building more efficient ships, any regional system comes with significant
administrative burden and a risk of market distortion. To drive the market towards more energy efficient ships, it is
crucial that the EU polluter pays principle is applied. In terms of shipping chartering agreements, the 'polluter' might
be considered as the body responsible for the decision of speed. The level of speed is dictating the fuel consumption
during voyage and impact of greenhouse gas (GHG) emissions. Therefore, we believe that compliance accountability
should lie to the entities that decide on the operational speed of the vessel.
Territorial taxonomy regulations in geographies where we are operating and are regulatory liable, such as EU
Taxonomy, might jeopardise the level of access to capital. For example, the EU has already introduced a set of criteria
for economic activities which should be framed as ‘green’, called EU Green Taxonomy. The EU taxonomy is a
classification regulatory system which attempts to identify environmentally sustainable economic activities. The
requirement to deliver sustainability indicators under Article 8 of the Taxonomy Regulation is applicable as of
01/01/2022, to companies subject to the obligation to publish non-financial statements in accordance with Article
19a or Article 29a of the Accounting Directive 2013/34/EU. The Non-financial Reporting Directive (Directive 2014/95/
EU, NFRD) is an amendment to the Accounting Directive (Directive 2013/34/EU). Under the NFRD, large listed
companies, banks and insurance companies ('public interest entities') with more than 500 employees are required to
publish reports on the policies they implement in relation to social responsibility and other sustainability related
information (Act 14, Art. 1 and Art. 29a). Article 8 of the Taxonomy Regulation requires companies falling within the
scope of the existing NFRD, and additional companies brought under the scope of the proposed Corporate
Sustainability Reporting Directive, to report certain indicators on the extent to which their activities are sustainable as
defined by the EU Taxonomy.
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Taxonomy and NFRD application apply to companies with an average number of employees during the specific
financial year exceeding 500 and a balance sheet total exceeding €20 million or net turnover exceeding €40 million
on balance sheet date. Euronav employs approximately 3,200 people, on shore and on board, whilst the majority of
them are seafarers. Seafarers are not classified as FTEs as they are associated with external agents. Euronav had 208
FTEs on our payroll registered. Given that condition the Company does not qualify for mandatory reporting of EU
Taxonomy eligibility and alignment. This is going to be waived once Euronav is subject to CSRD and European
Sustainability Reporting Standards where the Company will be required to report its Taxonomy eligibility and
alignment as part of CSRD reporting requirements. The outcome of such provision might result in either an increase
in the cost of capital and/or gradually reduced access to financing.
Since January 1, 2020, ships must either remove sulphur from emissions or buy fuel with low sulphur content, which
may lead to increased costs and supplementary investments for ship owners. The interpretation of "fuel oil used on
board" includes use in main engine, auxiliary engines and boilers. Shipowners may comply with this regulation by (i)
using 0.5% sulfur fuels on board, which are available around the world but at a higher cost; (ii) installing scrubbers for
cleaning of the exhaust gas; or (iii) by retrofitting vessels to be powered by liquefied natural gas or other alternative
energy sources, which may not be a viable option due to the lack of supply network and high costs involved in this
process. Costs of compliance with these regulatory changes may be significant and may have a material adverse
effect on our future performance, results of operations, cash flows and financial position.
MEPC 75 introduced draft amendments to Annex VI which impose new regulations to reduce greenhouse gas
emissions from ships. These amendments introduce requirements to assess and measure the energy efficiency of all
ships and set the required attainment values, with the goal of reducing the carbon intensity of international shipping.
To achieve a 40% reduction in carbon emissions by 2023 compared to 2008, shipping companies are required to
include: (i) a technical requirement to reduce carbon intensity based on a new Energy Efficiency Existing Ship Index
(“EEXI”), and (ii) operational carbon intensity reduction requirements, based on a new operational Carbon Intensity
Indicator (“CII”). The EEXI is required to be calculated for ships of 400 gross tonnage and above. The IMO and MEPC
will calculated “required” EEXI levels based on the vessel’s technical design, such as vessel type, date of creation, size
and baseline. Additionally, an “attained” EEXI will be calculated to determine the actual energy efficiency of the
vessel. A vessel’s attained EEXI must be less than the vessel’s required EEXI. Non-compliant vessels will have to
upgrade their engine to continue to travel. With respect to the CII, the draft amendments would require ships of 5,000
gross tonnage to document and verify their actual annual operational CII achieved against a determined required
annual operational CII. The vessel’s attained CII must be lower than its required CII. Vessels that continually receive
subpar CII ratings will be required to submit corrective action plans to ensure compliance. MEPC 79 also adopted
amendments to MARPOL Annex VI, Appendix IX to include the attained and required CII values, the CII rating and
attained EEXI for existing ships in the required information to be submitted to the IMO Ship Fuel Oil Consumption
Database. The amendments will enter into force on May 1, 2024. This will require new clauses in the Charterparties
which forms a burden on the administrative side and needs to legally protect Owners in case Charterers do not
comply with requirements. This could lead to adverse effects on our operations, our legal and financial situation. In
July 2023, MEPC 80 approved the plan for reviewing CII regulations and guidelines, which must be completed at the
latest by January 1, 2026. There will be no immediate changes to the CII framework, including correction factors and
voyage adjustments, before the review is completed.
Additionally, MEPC 75 proposed draft amendments requiring that, on or before January 1, 2023, all ships above 400
gross tonnage must have an approved Ship Energy Efficiency Management Plan, or SEEMP, on board. For ships above
5,000 gross tonnage, the SEEMP would need to include certain mandatory content. MEPC 75 also approved draft
amendments to MARPOL Annex I to prohibit the use and carriage for use as fuel of heavy fuel oil by ships in Arctic
waters on and after July 1, 2024. The draft amendments introduced at MEPC 75 were adopted at the MEPC 76 session
held on June 2021, entered into force on November 1, 2022 and became effective on January 1, 2023.
MPEC 76 adopted amendments to the International Convention on the Control of Harmful Anti-Fouling Systems on
Ships, 2001, or the AFS Convention, which have been entered into force on January 1, 2023. From this date, all ships
shall not apply or re-apply anti-fouling systems containing cybutryne on or after January 1, 2023; all ships bearing an
anti-fouling system that contains cybutryne in the external coating layer of their hulls or external parts or surfaced on
January 1, 2023 shall either: remove the anti-fouling system or apply a coating that forms a barrier to this substance
leaching from the underlying non-compliance anti-fouling system.
On November 13, 2021, the Glasgow Climate Pact was announced following discussions at the 2021 United Nations
Climate Change Conference (“COP26”). The Glasgow Climate Pact calls for signatory states to voluntarily phase out
fossil fuels subsidies. A shift away from these products could potentially affect the demand for our vessels and
negatively impact our future business, operating results, cash flows and financial position. COP26 also produced the
Clydebank Declaration, in which 22 signatory states (including the United States and United Kingdom) announced
their intention to voluntarily support the establishment of zero-emission shipping routes. Governmental and investor
pressure to voluntarily participate in these green shipping routes could cause us to incur significant additional
expenses to “green” our vessels.
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In addition, although the emissions of greenhouse gases from international shipping currently are not subject to the
Kyoto Protocol to the United Nations Framework Convention on Climate Change, which required adopting countries
to implement national programs to reduce emissions of certain gases, or the Paris Agreement (discussed further
below), a new treaty may be adopted in the future that includes restrictions on shipping emissions. Compliance with
changes in laws, regulations and obligations relating to climate change could increase our costs related to operating
and maintaining our vessels and require us to install new emission controls, acquire allowances or pay taxes related
to our greenhouse gas emissions or administer and manage a greenhouse gas emissions program. Revenue
generation and strategic growth opportunities may also be adversely affected.
In March 2022, the SEC announced proposed rules with respect to climate-related disclosures, which would apply to
foreign private issuers listed on US national securities exchanges, such as us. In March 2024, the SEC adopted its final
rule, which require standardised qualitative and quantitative disclosure about climate-related risks, expenditures and
greenhouse gas emissions, among a long list of other items, by public companies and in public offerings. The final
rules will become effective 60 days after publication in the Federal Register, and compliance will be phased in over
time for all companies with the compliance date dependent upon the status of the registrant as a Large Accelerated
Filer (“LAF”), an Accelerated Filer (“AF”), a Non-accelerated Filer (“NAF”), Smaller Reporting Company (“ SRC”), or
Emerging Growth Company (“EGC”). Compliance with such reporting requirements or any similar requirements may
impose substantial obligations and costs on us. If we are unable to accurately measure and disclose required
climate-related data in a timely manner, we could be subject to penalties in certain jurisdictions.
Adverse effects upon the oil and gas industry relating to climate change, including growing public concern about the
environmental impact of climate change, may also adversely affect demand for our services. For example, increased
regulation of greenhouse gases or other concerns relating to climate change may reduce the demand for oil and gas
in the future or create greater incentives for use of alternative energy sources. In addition to the peak oil risk from a
demand perspective, the physical effects of climate change, including changes in weather patterns, extreme weather
events, rising sea levels, scarcity of water resources, may negatively impact our own operations or that of suppliers
and service providers in our value chain, including with respect to infrastructures on which we rely to be able to
conduct our operations. Any long-term material adverse effect on the oil and gas industry could have a significant
financial and operational adverse impact on our business that we cannot predict with certainty at this time.
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Risk Factors Relating to Tax Matters
United States tax authorities could treat us as a “passive foreign investment company,” which could have
adverse United States federal income tax consequences to United States shareholders.
A foreign corporation will be treated as a Passive Foreign Investment Company, or PFIC, for United States federal
income tax purposes if either (1) at least 75% of its gross income for any taxable year consists of certain types of
“passive income” or (2) at least 50% of the average value of the corporation’s assets produce or are held for the
production of those types of “passive income.” For purposes of these tests, “passive income” includes dividends,
interest, and gains from the sale or exchange of investment property and rents and royalties other than rents and
royalties which are received from unrelated parties in connection with the active conduct of a trade or business. For
purposes of these tests, income derived from the performance of services does not constitute “passive income.”
United States shareholders of a PFIC are subject to a disadvantageous United States federal income tax regime with
respect to the income derived by the PFIC, the distributions they receive from the PFIC and the gain, if any, they derive
from the sale or other disposition of their shares in the PFIC.
Based on our current and proposed method of operation, we do not believe that we will be a PFIC with respect to any
taxable year. In this regard, we treat the gross income we derive or are deemed to derive from our time chartering
activities as services income, rather than rental income. Accordingly, our income from our time and voyage chartering
activities should not constitute “passive income,” and the assets that we own and operate in connection with the
production of that income should not constitute assets that produce or are held for the production of “passive
income.”
There is substantial legal authority supporting this position, consisting of case law and United States Internal
Revenue Service, or IRS, pronouncements concerning the characterisation of income derived from time charters and
voyage charters as services income for other tax purposes. However, it should be noted that there is also authority
that characterises time charter income as rental income rather than services income for other tax purposes.
Accordingly, no assurance can be given that the IRS or a court of law will accept this position, and there is a risk that
the IRS or a court of law could determine that we are a PFIC. Moreover, no assurance can be given that we would not
constitute a PFIC for any future taxable year if the nature and extent of our operations change.
If the IRS were to find that we are or have been a PFIC for any taxable year, our United States shareholders would face
adverse United States federal income tax consequences and incur certain information reporting obligations. Under
the PFIC rules, unless those shareholders make an election available under the United States Internal Revenue Code
of 1986, as amended, or the Code (which election could itself have adverse consequences for such shareholders),
such shareholders would be subject to United States federal income tax at the then prevailing rates on ordinary
income plus interest, in respect of excess distributions and upon any gain from the disposition of their ordinary
shares, as if the excess distribution or gain had been recognized ratably over the shareholder’s holding period of the
ordinary shares.
We may have to pay tax on United States source shipping income, or taxes in other jurisdictions, which would
reduce our net earnings.
Under the Code, 50% of the gross shipping income of a corporation that owns or charters vessels, as we and our
subsidiaries do, that is attributable to transportation that begins or ends, but that does not both begin and end, in
the United States may be subject to a 4% United States federal income tax imposed by Section 887 of the Code on a
gross basis without allowance for deductions, unless that corporation qualifies for exemption from taxation under
Section 883 of the Code and the regulations promulgated thereunder by the United States Department of the
Treasury or an applicable U.S. income tax treaty. Since under the sourcing rules described above, no more than 50%
of our shipping income is treated as being derived from United States sources, the maximum effective rate of United
States federal income tax on our shipping income will not exceed 2% under the 4% gross basis tax regime.
We and our subsidiaries continue to take the position that we qualify for either this statutory tax exemption or
exemption under an income tax treaty for United States federal income tax return reporting purposes. However, there
are factual circumstances beyond our control that could cause us to lose the benefit of this tax exemption and
thereby become subject to United States federal income tax on our United States source shipping income. For
example, we may no longer qualify for exemption under Section 883 of the Code for a particular taxable year if
shareholders with a five percent or greater interest in our ordinary shares (5% Shareholders) owned, in the aggregate,
50% or more of our outstanding ordinary shares for more than half the days during the taxable year, and there does
not exist sufficient 5% Shareholders that are qualified shareholders for purposes of Section 883 of the Code to
preclude non-qualified 5% Shareholders from owning 50% or more of our ordinary shares for more than half the
number of days during such taxable year or we are unable to satisfy certain substantiation requirements with regard
to our 5% Shareholders. Due to the factual nature of the issues involved, there can be no assurances on the tax-
exempt status of us or any of our subsidiaries.
If we or our subsidiaries were not entitled to exemption under Section 883 of the Code or exemption under an income
tax treaty for any taxable year, we or our subsidiaries could be subject for such year to an effective 2% United States
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federal income tax on the shipping income we or they derive during such year which is attributable to the transport of
cargoes to or from the United States. The imposition of this taxation would have a negative effect on our business
and would decrease our earnings available for distribution to our shareholders.
We may also be subject to tax in other jurisdictions, which could reduce our earnings.
Our shareholders residing in countries other than Belgium may be subject to double withholding taxation
with respect to any dividends or other distributions made by us.
Any dividends or other distributions we make to shareholders will, in principle, be subject to withholding tax in
Belgium at a rate of 30%, except for shareholders which qualify for an exemption of withholding tax such as, amongst
others, qualifying pension funds or a company qualifying as a parent company in the sense of the Council Directive
(90/435/EEC) of July 23, 1990, or the Parent-Subsidiary Directive or that qualify for a lower withholding tax rate or an
exemption by virtue of a tax treaty. Various conditions may apply and shareholders residing in countries other than
Belgium are advised to consult their advisers regarding the tax consequences of dividends or other distributions
made by us. Our shareholders residing in countries other than Belgium may not be able to credit the amount of such
withholding tax to any tax due on such dividends or other distributions in any other country than Belgium. As a result,
such shareholders may be subject to double taxation in respect of such dividends or other distributions.
Belgium and the United States have concluded a double tax treaty concerning the avoidance of double taxation, or
the U.S.-Belgium Treaty. The U.S.-Belgium Treaty reduces the applicability of Belgian withholding tax to 15%, 5% or
0% for U.S. taxpayers, provided that the U.S. taxpayer meets the limitation of benefits conditions imposed by the U.S.-
Belgium Treaty. The Belgian withholding tax is generally reduced to 15% under the U.S.-Belgium Treaty. The 5%
withholding tax applies in cases where the U.S. shareholder is a company which holds at least 10% of the shares in
the Company. A 0% Belgian withholding tax applies when the shareholder is a company which has held at least 10%
of the shares in the Company for at least 12 months, or is, subject to certain conditions, a U.S. pension fund. The U.S.
shareholders are encouraged to consult their own tax advisers to determine whether they can invoke the benefits and
meet the limitation of benefits conditions as imposed by the U.S.-Belgium Treaty.
Changes to the tonnage tax or the corporate tax regimes applicable to us, or to the interpretation thereof,
may impact our future operating results.
Shortly after its incorporation in 2003, Euronav applied for treatment under the Belgian tonnage tax regime. It was
declared eligible for this regime by the Federal Finance Department on October 23, 2003 for a ten-year period. In line
with the tonnage tax regulations, which are part of the normal corporate tax regime in Belgium, profits from the
operation of seagoing vessels are determined on a lump sum basis based on the net registered tonnage of the
particular vessels. After this first ten-year period had elapsed, the tonnage tax regime has been automatically
renewed for another ten-year period. The Belgian Ruling Commission formally confirmed that the Tonnage Tax
Regime applies until the end of 2023. The application for prolongation of this Tonnage Tax Regime as from 2024 was
timely filed before the end of 2023 and is currently pending for approval. This tonnage tax replaces all factors that are
normally taken into account in traditional tax calculations, such as profit or loss, operating costs, depreciation, gains
and the offsetting of past losses of the revenues taxable in Belgium.
Changes to the tax regimes applicable to us, or the interpretation thereof, may impact our future operating results.
Euronav is also operating vessels under Belgian, French, Greek, Marshall Island and Liberian Flag for which the
Company is paying the required tonnage tax in these particular jurisdictions.
There is, however, no guarantee that the tonnage tax regime will not be reversed or that other forms of taxation will
not be imposed such as, but not limited to, a global minimum tax, a carbon tax or emissions trading system in the
context of the discouragement of the use of fossil fuels. To the extent such changes would be implemented on the EU
level only, the global level playing field may be distorted and put the Company in a weaker competitive position
compared to its non-EU peer companies.
Changes in tax regulations from other countries we are involved with due to our global trade may affect our
business and future operations.
Foreign countries may impose new tax laws which can impact the shipping industry. It is also possible that already
existing foreign tax law is not known by us and can have a material effect on our financial position. We can not be
sure that we are always aware of all tax law in each country our vessels trade to or all countries we are involved with
due to our global trade. The lack of this information may lead to heavy tax claims from foreign countries directed to
us as a Shipowner. This could affect us financially for the past, current and future trade of our vessels.
The Nigerian Federal Inland Revenue Service (FIRS) has commenced a tax compliance exercise for the period of
2010-2019 towards non-resident companies trading in Nigeria. The Federal Government of Nigeria granted a 3-month
window from 19 June 2023 for international shipping companies operating in Nigeria to regularise their tax status in
Nigeria and another window from 19 September 2023 to 31 December 2023 for affected companies to pay all their
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outstanding taxes to the Federal Government of Nigeria. An extension was provided till March 2024 with a degree on
the waiver for penalties and interests claimed. Despite the Double Tax Treaty between Belgium and Nigeria, the
Nigerian government has shown to be difficult in cooperating on the subject. If the legal tax issues are not handled
with proper care, this could result in a adverse effect on our financial situation, our trade and operations going
forward.
Other foreign tax regulations which are not or not well known by us can affect our business in an adverse way even for
events taking place in the past. This could be for taxes due because of our global trade, the flag of our vessels, the
places where or offices are located, places where our vessels are moored or because of some underlying contracts we
might have (e.g. Charterparty, insurance, etc.). The impact of these tax laws could have an adverse effect on our legal
and financial position and influence our trade and operations going forward.
Changes in tax laws and unanticipated tax liabilities could materially and adversely affect the taxes we pay,
results of operations and financial results.
We are subject to income and other taxes in the United States and foreign jurisdictions, and our results of operations
and financial results may be affected by tax and other initiatives around the world. For instance, there is a high level
of uncertainty in today’s tax environment stemming from global initiatives put forth by the Organisation for Economic
Co-operation and Development’s, or OECD, two-pillar base erosion and profit shifting project. In October 2021,
members of the OECD put forth two proposals: (i) Pillar One reallocates profit to the market jurisdictions where sales
arise versus physical presence; and (ii) Pillar Two compels multinational corporations with €750 million or more in
annual revenue to pay a global minimum tax of 15% on income received in each country in which they operate. The
reforms aim to level the playing field between countries by discouraging them from reducing their corporate income
taxes to attract foreign business investment. Over 140 countries agreed to enact the two-pillar solution to address the
challenges arising from the digitalisation of the economy and, in 2024, these guidelines were declared effective and
must now be enacted by those OECD member countries. It is possible that these guidelines, including the global
minimum corporate tax rate measure of 15%, could increase the burden and costs of our tax compliance, the amount
of taxes we incur in those jurisdictions and our global effective tax rate, which could have an adverse impact on our
results of operations and financial results.
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Risks Relating to Investment in our Ordinary Shares
The price of our ordinary shares has fluctuated in the past, has been volatile and may be volatile in the future,
and as a result, investors in our ordinary shares could incur substantial losses.
Our share price may be highly volatile and future sales of our ordinary shares could cause the market price of our
ordinary shares to decline.
The market price of our ordinary shares has historically fluctuated over a wide range and may continue to fluctuate
significantly in response to many factors, such as actual or anticipated fluctuations in our operating results, changes
in financial estimates by securities analysts, economic, regulatory and ESG trends, general market conditions,
rumours and fabricated news and other factors, many of which are beyond our control. Since 2008, the stock market
has experienced extreme price and volume variability due to various factors, including the prospect of increased
interest rates, notable market fluctuations in the first calendar quarter of 2022 to date. If the volatility in the market
continues or worsens, it could have an adverse effect on the market price of our ordinary shares and impact a
potential sale price if holders of our ordinary shares decide to sell their shares.
Our stock price has fluctuated in the past, has recently been volatile and may be volatile in the future. The price of our
ordinary shares has ranged from a price of between $12.94 and $19.18 between January 1, 2023 and December 31,
2023. Our stock prices may experience rapid and substantial decreases or increases in the foreseeable future that are
unrelated to our operating performance or prospects. The stock market in general and the market for shipping
companies in particular have experienced extreme volatility that has often been unrelated to the operating
performance of particular companies. As a result of this volatility, investors may experience substantial losses on their
investment in our ordinary shares. The market price for our ordinary shares may be influenced by many factors,
including the following:
–
–
Investor reaction to the execution of our business strategy, including mergers and acquisitions;
Shareholder activism;
– Our continued compliance with the listing standards of NYSE and/or Euronext Brussels;
– Regulatory or legal developments in the United States and other countries, especially changes in laws or
regulations applicable to our industry, including those related to climate change;
–
Variations in our financial results or those of companies that are perceived to be similar to us;
– Our ability or inability to raise additional capital and the terms on which we raise it;
– Declines in the market prices of stocks generally;
–
–
–
Trading volume of our ordinary shares;
Shorting activity in relation to our share;
Sales of our ordinary shares by us or our stockholders;
– General economic, industry and market conditions; and
– Other events or factors, including those resulting from such events, or the prospect of such events, including war,
terrorism and other international conflicts, public health issues including health epidemics or pandemics, such as
the COVID-19 pandemic, adverse weather and climate conditions could disrupt our operations or result in
political or economic instability.
These broad market and industry factors may seriously harm the market price of our ordinary shares, regardless of
our operating performance, and may be inconsistent with any improvements in actual or expected operating
performance, financial condition or other indicators of value. Since the stock price of our ordinary shares has
fluctuated in the past, has been recently volatile and may be volatile in the future, investors in our ordinary shares
could incur substantial losses. In the past, following periods of volatility in the market, securities class-action
litigation has often been instituted against companies. Such litigation, if instituted against us, could result in
substantial costs and diversion of management’s attention and resources, which could materially and adversely
affect our business, financial condition, results of operations and growth prospects. There can be no guarantee that
our stock price will remain at current prices.
In addition, securities of certain companies have recently experienced significant and extreme volatility in stock price
due short sellers of shares of ordinary shares, known as a “short squeeze”. These short squeezes have caused extreme
volatility in those companies and in the market and have led to the price per share of those companies to trade at a
significantly inflated rate that is disconnected from the underlying value of the Company. Many investors who have
purchased shares in those companies at an inflated rate risk losing a significant portion of their original investment as
the price per share has declined steadily as interest in those stocks have abated. While we have no reason to believe
our shares would be the target of a short squeeze, there can be no assurance that we will not be in the future, and you
may lose a significant portion or all of your investment if you purchase our shares at a rate that is significantly
disconnected from our underlying value.
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From time to time our Supervisory Board may authorise a share buyback within the Belgian legal framework.
There is no guarantee that we will repurchase shares at a level anticipated by stockholders or at all, which
could reduce returns to our stockholders. Once authorised, decisions to repurchase our common stock will be
at the discretion of our Management Board, based upon a review of relevant considerations.
In accordance with the authorization granted by a general meeting of shareholders held on June 23, 2021, we have
the option but not the obligation until July 2026 of buying our own shares back should we believe there is a
substantial value disconnect between the share price and the real value of the Company. During 2023 we did not buy
back shares.
On 31 December, 2023, we owned 17,790,716 of our own shares (8.086% of the total outstanding shares). We may
continue to buy back our shares opportunistically under the conditions laid down by law and subject to a valid
authorisation. The extent to which we do so and the timing of these purchases, will depend upon a variety of factors,
including market conditions, regulatory requirements and other corporate considerations.
The Supervisory Board’s determination to repurchase ordinary shares will depend upon our profitability and financial
condition, contractual restrictions, restrictions imposed by applicable law and other factors that the Supervisory
Board deems relevant. Based on an evaluation of these factors, the Supervisory Board may determine not to
repurchase shares or to repurchase shares at reduced levels compared to historical levels, any or all of which could
reduce returns to our stockholders. The Supervisory Board may suspend or discontinue this authorisation at any
time.
Although we have a dividend policy that includes a fixed component, we cannot assure you that we will
declare or pay any dividends. The tanker industry is volatile and we cannot predict with certainty the amount
of cash, if any, that will be available for distribution as dividends in any period.
Our Supervisory Board may from time to time, declare and pay cash dividends in accordance with our Coordinated
Articles of Association and applicable Belgian law. The declaration and payment of dividends or other distributions, if
any, will always be subject to the approval of either our Supervisory Board (in the case of “interim dividends”) or of
the shareholders (in the case of “regular dividends”, "intermediary dividends" or “repayment of capital”).
Our previous dividend policy is as follows: we intend to pay a minimum fixed dividend of at least $0.12 in total per
share per year provided the Company has in the view of the Supervisory Board, sufficient balance sheet strength and
liquidity combined with sufficient earnings visibility from fixed income contracts. In addition, if the results per share
are positive and exceed the amount of the fixed dividend, the resulting excess income will be considered for
allocation to either additional cash dividends, share buy-backs, accelerated amortisation of debt or the acquisition of
vessels that the Supervisory Board considers at that time to be accretive to shareholders’ value.
Additional guidance to the above stated policy as applied to our final results for the year ended on December 31,
2019 and to our quarterly results as from 2020 onwards, was provided by our Supervisory Board by way of a press
release dated January 9, 2020, as follows:
–
–
–
Each quarter the Company will target to return 80% of net income (including the fixed element of $0.03 per
quarter) to shareholders.
This return to shareholders will primarily be in the form of a cash dividend and the Company will always look at
stock repurchase as an alternative if it believes more value can be created for shareholders.
The Company retains the right to return more than 80% should the circumstances allow it.
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As part of its distribution policy, the Company will continue to include exceptional capital losses when assessing
additional dividends but also continue to exclude exceptional capital gains when assessing additional dividend
payments. As part of its distribution policy the Company will not include non-cash items affecting the results such as
deferred tax assets or deferred tax liabilities.
Our Supervisory Board will continue to assess the declaration and payment of dividends upon consideration of our
financial results and earnings, restrictions in our debt agreements, market prospects, current capital expenditures,
commitments, investment opportunities, and the provisions of Belgian law affecting the payment of dividends to
shareholders and other factors. We may stop paying dividends at any time and cannot assure you that we will pay
any dividends in the future or of the amount of such dividends. For instance, we did not declare or pay any dividends
from 2010 until 2014.
In general, under the terms of our debt agreements, we are not permitted to pay dividends if there is or will be a
default or a breach of a loan covenant as a result of the dividend. Our credit facilities also contain restrictions and
undertakings which may limit our and our subsidiaries' ability to declare and pay dividends (for instance, with respect
to each of our joint ventures, no dividend may be distributed before its loan agreement, as applicable, is repaid in
full).
Belgian law generally prohibits the payment of dividends unless net assets on the closing date of the last financial
year do not fall beneath the amount of the registered capital and, before the dividend is paid out, 5% of the net profit
is allocated to the legal reserve until this legal reserve amounts to 10% of the share capital. No distributions may
occur if, as a result of such distribution, our net assets would fall below the sum of (i) the amount of our registered
capital, (ii) the amount of such aforementioned legal reserves, and (iii) other reserves which may be required by our
Coordinated Articles of Association or by law, such as the reserves not available for distribution in the event we hold
treasury shares.
We may not have sufficient surplus in the future to pay dividends and our subsidiaries may not have sufficient funds
or surplus to make distributions to us. We can give no assurance that dividends will be paid at a level anticipated by
stockholders or at all. In addition, the corporate law of jurisdictions in which our subsidiaries are organised may
impose restrictions on the payment or source of dividends under certain circumstances.
The Supervisory Board decided to amend the dividend policy to a full discretionary dividend policy at the end of
2023.
Information until 31 December 2023
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Future issuances and sales of our ordinary shares could cause the market price of our ordinary shares to
decline.
As of December 31, 2023, our issued (and fully paid up) share capital was $239,147,506.82 which was represented by
220,024,713 shares. As of December 31, 2023, we had:
–
–
202,233,997 ordinary shares outstanding, and
17,790,716 treasury shares.
By decision at our Shareholders’ Special Meeting held on June 23, 2021, our Supervisory Board has been authorised
to acquire a maximum of 10% of the existing shares or profit shares during a period of five years, at a price per share
not exceeding the maximum price allowed under applicable law and not to be less than EUR 0.01. Shares bought
back by us, can be cancelled or can be held as treasury shares, at the option of the Company.
Under Belgian corporate laws, the voting rights related to treasury shares are suspended and treasury shares give no
entitlement to dividend. We may at any time transfer all or part of our treasury shares to a third party, at which time
the corresponding voting rights will cease to be suspended and the shares will again give their holder entitlement to
dividend. Our shareholders may incur dilution from any such future transfer.
Additionally, by decision of our shareholders’ meeting held on February 20, 2020, our Supervisory Board has been
authorized to increase our share capital in one or several times by a total maximum amount of $25,000,000 (with
possibility for our Supervisory Board to restrict or suspend the preferential subscription rights of our existing
shareholders) or $120,000,000 (without the possibility for our Supervisory Board to restrict or suspend the preferential
subscription rights of our existing shareholders) during a period of five years as from the date of publication of the
decision, subject to the terms and conditions to be determined by our Supervisory Board.
Issuances and sales of a substantial number of ordinary shares in the public market, or the perception that these
issuances or sales could occur, may depress the market price for our ordinary shares. These sales could also impair
our ability to raise additional capital through the sale of our equity securities in the future. We intend to issue
additional ordinary shares in the future. Our shareholders may incur dilution from any future equity offering.
We are incorporated in Belgium, which provides for different and in some cases more limited shareholder
rights than the laws of jurisdictions in the United States.
We are a Belgian company and our corporate affairs are governed by Belgian corporate law. Principles of law relating
to such matters as the validity of corporate procedures, the fiduciary duties of management, the dividend payment
dates and the rights of shareholders may differ from those that would apply if we were incorporated in a jurisdiction
within the United States.
For example, there are no statutory dissenters’ rights under Belgian law with respect to share exchanges, mergers and
other similar transactions, and the rights of shareholders of a Belgian company to sue derivatively, on the company’s
behalf, are more limited than in the United States.
Information until 31 December 2023
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Civil liabilities based upon the securities and other laws of the United States may not be enforceable in
original actions instituted in Belgium or in actions instituted in Belgium to enforce judgments of U.S. courts.
Civil liabilities based upon the securities and other laws of the United States may not be enforceable in original
actions instituted in Belgium or in actions instituted in Belgium to enforce judgments of U.S. courts. Actions for the
enforcement of judgments of U.S. courts might be successful only if the Belgian court confirms the substantive
correctness of the judgment of the U.S. court and is satisfied that:
–
–
–
–
–
–
–
–
–
The effect of the enforcement judgment is not manifestly incompatible with Belgian public policy;
The judgment did not violate the rights of the defendant;
The judgment was not rendered in a matter where the parties transferred rights subject to transfer restrictions
with the sole purpose of avoiding the application of the law applicable according to Belgian international private
law;
The judgment is not subject to further recourse under U.S. law;
The judgment is not incompatible with a judgment rendered in Belgium or with a subsequent judgment rendered
abroad that might be enforced in Belgium;
A claim was not filed outside Belgium after the same claim was filed in Belgium, while the claim filed in Belgium is
still pending;
The Belgian courts did not have exclusive jurisdiction to rule on the matter;
The U.S. court did not accept its jurisdiction solely on the basis of either the nationality of the plaintiff or the
location of the disputed goods; and
The judgment submitted to the Belgian court is authentic.
Any shareholder acquiring 30% or more of our issued ordinary shares are required to make a mandatory
unconditional public takeover bid.
According to the Belgian law, any shareholder who acquires 30% or more of our issued shares is required to make a
mandatory unconditional public takeover bid in the remaining shares in Euronav that it and its affiliates do not
already own. The purpose in making the offer for the remaining shares in Euronav is to comply with its obligations
under Article 5 of the Takeover Law and Article 50 of the Takeover Decree. Any shareholder who comes into
possession, other than following a voluntary takeover bid, directly or indirectly, of more than 30% of the capital or
voting rights of the Company, shall launch a takeover bid on all the shares and securities granting access to the
shares or voting rights, and on terms that comply with applicable U.S. securities laws, and SEC and NYSE rules and
regulations.
Information until 31 December 2023
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Corporate Governance Statement
Introduction
Reference Code
During 2020, Euronav adopted the Belgian Code on Corporate
Governance of 2020 as its reference code within the meaning of
Article 3:6(2)(4) of the Belgian Code on Companies and
Associations (the ‘BCCA’) and updated its Corporate Governance
Charter accordingly. The full text of the Corporate Governance
Charter can be consulted on
the Company’s website,
www.euronav.com, under the Corporate Governance section.
New York Stock Exchange Listing
Following the dual listing of the Company’s shares on the New
York Stock Exchange on 23 January 2015, the New York Stock
Exchange Corporate Governance rules for Foreign Private Issuers
became applicable to the Company. The Company therefore
registered as a reporting company under the US Securities and
Exchange Act of 1934, as amended. As a further result of this
listing, the Company is subject to the US Sarbanes-Oxley Act of
2002 and to certain US Securities laws and regulations relating to
corporate governance applicable to reporting companies that are
foreign private issuers and are subject to suspended reporting
obligations (SEC).
Corporate Governance
As of 20 February 2020 Euronav adopted a two-tier governance
model including a Supervisory Board and a Management Board as
set out in article 7:104 and following of the BCCA, which entered
into force on 1 May 2019.
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Capital, shares and shareholders
Capital and shares
On 31 December 2023 the registered share capital of Euronav amounted to USD 239,147,505.82 and was represented
by 220,024,713 shares without par value.
The shares are in registered or dematerialised form and may be traded on the New York Stock Exchange or Euronext
Brussels, depending on which component of the share register they are registered in. Shares may be transferred from
one component to the other after completion of a procedure for repositioning.
Senior unsecured bonds
On 2 September 2021 the Company announced that Euronav Luxembourg S.A. had successfully placed USD 200
million senior unsecured bonds, which are guaranteed by Euronav NV. The bonds are listed on the Oslo Stock
Exchange. In conjunction with the bond issue, Euronav Luxembourg S.A. has bought back USD 131.8 million of the
outstanding bond EULU01 (ISIN: NO0010793888) with maturity date in May 2022.
Treasury shares
On 31 December 2023 Euronav held 17,790,716 of its own shares.
Shareholders and shareholders’ structure
On 31 December 2023, and taking into account the transparency declarations available on that date, the
shareholders’ structure was as shown in the table.
Table 8: Shareholder structure on 31 December 2023
Shareholder
Shares Percentage of total # shares
Percentage of total # of voting shares
Euronav (treasury shares)
17,790,716
Total
17,790,716
Shareholder
Saverco NV
CMB NV
Total
Shareholder
Other
Total
Shares
24.400
107,905,344
107,929,744
Shares
94,304,253
94,304,253
8 %
8 %
Percentage
— %
49 %
49 %
Percentage
42.86 %
42.86 %
— %
— %
— %
53 %
53 %
46.54 %
46.54 %
Information until 31 December 2023
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Table 9: Shareholder structure on 31 March 2024
Shareholder
Shares Percentage of total # shares Percentage of total # of voting shares
Euronav (treasury shares)
25,131,181
Total
25,131,181
Shareholder
Saverco NV
CMB NV
Total
Shareholder
Other
Total
Shares
24.400
177,147,299
177,147,299
Shares
17,721,833
17,721,833
11 %
11 %
Percentage
— %
81 %
81 %
Percentage
8.05 %
8.05 %
— %
— %
— %
91 %
91 %
9.09 %
9.09 %
Information until 31 December 2023
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Supervisory Board
Name
Marc Saverys
Type of mandate
First appointed
End term of office
Non-Independent Member - Chair (as
from November 2023)
March 2023
AGM 2026
Patrick De Brabandere*
Non-Independent Member
March 2023
Julie De Nul
Patrick Molis
Independent Member
May 2023
Independent Member
November 2023
Catharina Scheers
Independent member
November 2023
Bjarte Bøe
Non-Independent Member
November 2023
Grace Reksten Skaugen
Chair (as from AGM 2022 until November
2023) - Independent Member
Anne-Hélène Monsellato
Independent Member
AGM 2026
AGM 2025
AGM 2026
AGM 2026
AGM 2026
November 2023
March 2023
May 2023
May 2023
March 2023
2016
2015
2019
2019
2022
Anita Odedra
Carl Trowell
Steven Smith
John Fredriksen
Cato H. Stonex
Independent Member
Independent Member
Independent Member
Non-Independent Member
March 2023
November 2023
Non-Independent Member
March 2023
November 2023
*Patrick De Brabandere - (as of 1 January 2024 as Permanent representative of Debemar BV)
Hereunder follows a list of biographies of the members of the
Supervisory Board in the composition on 31 December 2023.
Marc Saverys - Non-Independent Member - Chair
Marc Saverys serves on the Supervisory Board since the SGM of 23 March 2023 as a non-
independent member.
Marc Saverys holds a degree in law from the University of Ghent. In 1975 he joined Bocimar’s
chartering department, the dry bulk division of the CMB Group. In 1985 he left Bocimar and
became Managing Director of Exmar, which at that time became a diversified shipowning
company, where he was in charge of the drybulk division. He became a director of CMB Group
in 1991 and was Managing Director of CMB Group from April 1992 until September 2014 when
he was appointed as chairman. During the period from 2003 to July 2014, he served as the
Chairman of the Board of Euronav, and served as a Vice-Chairman of the Board of Euronav
from July 2014 until December 2015.
Patrick De Brabandere -Non- Independent Member
Patrick De Brabandere serves on the Supervisory Board since the SGM of 23 March 2023 as a
non-independent member. He is the Chairman of the Audit and Risk Committee and a
member of the Remuneration Committee.
Patrick De Brabandere holds a degree in Applied Economic Sciences from UCL Louvain-la
Neuve. He started his career at the audit firm Arthur Andersen. In 1987, he joined Almabo, the
former holding company of the Saverys family, as Project Controller. He became CFO of CMB
NV in 1998 and was appointed director of CMB NV in 2002. In 2003, following the partial
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demerger of Exmar NV from CMB NV, he became director and CFO of Exmar NV, then COO. In
2020 he became CFO of Exmar NV again until June 2022. He currently is a director of CMB NV
and he also sits on the board of CMB.TECH NV since April 2021.
Julie De Nul - Independent Member
Julie De Nul serves on the Supervisory Board since the AGM of 17 May 2023 as an independent
member. She is Chair of the Sustainability Committee and a member of the Remuneration
Committee and of the Corporate Governance & Nomination Committee.
Mrs. Julie De Nul is CEO of Jan De Nul Dredging NV since 2020 and has been a member of the
board of directors of Jan De Nul NV since 2010. Prior to that, she was Legal Counsel at Jan De
Nul Group Belgium from 2007 to 2010. She is currently also a member of the board of
directors of VCB (the Flemish Construction Confederation), VOKA (the Flanders’ Chamber of
Commerce and Industry) and Museum Dr. Guislain Ghent. She holds a Master’s degree in law
from the University of Ghent.
Patrick Molis - Independent Member
Mr. Patrick Molis graduated from the Institut d’Etudes Politiques de Paris and holds a Master’s
degree in law from Paris X Nanterre. He started his career as a Magistrate at the Cour des
Comptes after joining the National School of Administration. Mr. Patrick Molis was General
Manager of Union Normande Investissement (1989-1992), CFO of Worms & Cie Group
(1994-1997), General Manager of Compagnie Nationale de Navigation (1995- 1998), Chairman
of the Board of Compagnie du Ponant (2012-2015) and Chairman and CEO of Héli-Union
(2013-2022). He is currently Chairman of Compagnie Nationale de Navigation (since 1998) and
director of Sabena Technics. He has previously served as member of the board of directors of
Euronav Luxembourg (1995-2001), Euronav (2004-2010), Compagnie Maritime Nantaise
(1995-2017), Compagnie Méridionale de Navigation (2008- 2022) and of the Conseil
d’orientation du Domaine national de Chambord (2007-2017). Mr. Patrick Molis has been
awarded the titles of Knight of the Legion of Honour and Officer of the Order of Merit.
Catharina Scheers - Independent Member
Mrs. Catharina Scheers holds a Master’s degree in Communication and Media from KU Leuven
and a Bachelor’s degree in Political and Social Science from the University of Antwerp. She
started her career with Fast Lines in 1993. She is the owner and managing director of Fast
Lines Belgium and has been appointed Chair of the company since 2003. She is currently also
a member of the board of directors of ASF (Antwerp Shipping Federation), a member of the
board of BRABO and a member of WISTA (Women’s International Shipping and Trading
Association). In 2021, Mrs. Catharina Scheers received the ESPA “Maritime Figure of the Year”
award.
Bjarte Bøe - Non-Independent Member
Mr. Bjarte Bøe graduated from the Norwegian School of Economics and Business
Administration (NHH) in 1983. He joined RS Platou and worked as a shipbroker in Houston
and Oslo. In 1986 he joined Christiania Bank, later named Nordea, and worked in Oslo and
London until 1995, when he joined SEB. He worked in various managerial positions, including
head of Shipping Finance and head of Investment Banking in Oslo and Stockholm until 2019.
He has served as a director of Seadrill, Hermitage Offshore and Agera Venture. He also sat on
the board of CMB.TECH from April 2021 until February 2022. He is a serving board member of
Eika Group (a Norwegian savings bank group) since April 2023
Information until 31 December 2023
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Composition
As of November 2023, the Supervisory Board currently consists of six members. Three are Independent Members
under the Belgian Corporate Governance rule, Rule 10A-3 promulgated under the US Securities Exchange Act of 1934,
and the rules of the NYSE. The articles of association provide that the members of the Supervisory Board can be
appointed for a period not exceeding four years per mandate but are eligible for re-election. The Company's articles
of association do not set an age limit for the members of the Supervisory Board.
Gender diversity
In accordance with the Corporate Governance Code, the Supervisory Board must be composed in a manner
compliant with the principles of gender diversity, as well as of diversity in general. The Supervisory Board of Euronav
currently consists of four men and two women with varying yet complementary expertise. The Supervisory Board has
been made aware of the law of 28 July 2011 on gender diversity and the recommendations issued by the Corporate
Governance and Nomination Committee following the enacting of the law with regard to the representation of
women on Supervisory Boards of listed companies.
As of 21 November 2023, the Management Board consists of five men: they are all based in Belgium. They all hold
academic degrees in various disciplines such as law and finance. Their ages vary between 40 and 63, and they all
started in their current Euronav roles in November 2023.
Functioning of the Supervisory Board
In 2023 the Supervisory Board formally met twenty-seven times for a Board meeting. The attendance rate of the
members was the following:
Name
Type of mandate
Meetings attended
Anne-Hélène Monsellato
Independent Member
9 out of 9 (end of mandate March 2023)
Grace Reksten Skaugen
Independent Member
21 out of 22 (end of mandate November 2023)
Anita Odedra
Carl Trowell
Steven Smith
Marc Saverys
Independent Member
13 out of 13 (end of mandate May 2023)
Independent Member
13 out of 13 (end of mandate May 2023)
Independent Member
9 out of 9 (end of mandate March 2023)
Non-Independent Member -
Chairman
17 out of 18 (start mandate March 2023)
Patrick De Brabandere
Non-Independent Member
18 out of 18 (start mandate March 2023)
John Fredriksen
Non-Independent Member
Cato H. Stonex
Non-Independent Member
1 out of 13 (start mandate March 2023 and end
mandate November 2023)
11 out of 13 (start mandate March 2023 and end
mandate November 2023)
Julie De Nul
Patrick Molis
Independent Member
11 out of 14 (start mandate May 2023)
Independent Member
4 out of 4 (start mandate November 2023)
Catharina Scheers
Independent Member
4 out of 4 (start mandate November 2023)
Bjarte Bøe
Non-Independent Member
4 out of 4 (start mandate November 2023)
Ole Henrik Bjorge
Independent Member
9 out of 9 (start mandate May 2023 until end
mandate November 2023)
Besides formal meetings, the Board members of Euronav are regularly in contact with each other, by conference call
or via e-mail.
Information until 31 December 2023
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Working procedures
On 20 February 2020 the extraordinary shareholders meeting implemented the BCCA and adopted new articles of
association including a two-tier governance model. The powers and responsibilities of the Supervisory Board are
those outlined in article 7:109 of the BCCA and section III.1 of the Corporate Governance Charter. All decisions of the
Supervisory Board are taken in accordance with article 19 of the articles of association. A copy of the articles of
association and the new Corporate Governance Charter can be consulted at https://www. euronav.com/investors/
corporate-governance.
The Supervisory Board is the ultimate supervisory body of the Company. It is responsible for the general policy and
strategy of the Company and has the power to perform all acts that are exclusively reserved to it by the Code of
Companies and Associations. The Supervisory Board drafts all reports and proposals in accordance with books 12
and 14 of the Code of Companies and Associations. It supervises the Management Board.
The Supervisory Board pursues the success of the Company in terms of shareholder value while giving consideration
to the corporate, social, economic and environmental responsibility, gender diversity and diversity in general. In
doing so, members of the Supervisory Board shall act honestly and in good faith with a view to the best interests of
the Company.
Activity report 2023
In 2023 Euronav’s Supervisory Board deliberated on a variety of topics, including but not limited to:
– Mid- and long-term strategic perspectives for the Company;
–
– Capital allocation strategy and implementation, including quarterly return to shareholders by way of dividend
Fuel procurement and inventory strategy;
–
–
and/or share buybacks;
Sustainability matters, including developments regarding alternative fuels, propulsion methods and ESG related
regulatory developments;
The previously envisaged combination with Frontline Plc and termination of the combination agreement
(including the arbitration file on the matter);
The proposals made by one of the Company’s shareholders CMB;
The envisaged acquisition of CMB.TECH NV;
The impact of Russia’s invasion of Ukraine on the crude oil - and transport markets;
Fleet management strategy and implementation, including sales and purchases of vessels;
–
–
–
–
– Overseeing the sale of several Suezmaxes and VLCCs and the purchase of several eco-type VLCC’s and Suezmax
newbuilds;
(Re-)financing of existing as well as newly acquired vessels;
The global refinancing of all outstanding loans;
–
–
– Corporate governance matters;
–
– Risk management, including third party risk management policy and processes;
– Health, Safety, Quality and Environment (HSQE) matters.
The company culture and its values;
Procedure for conflicts of interest and related party transactions
The procedure for conflicts of interest within the Supervisory Board is set out in the BCCA and in the Company’s
Corporate Governance Charter. In the course of 2023, no decision taken by the Supervisory Board required the
application of the conflict of interest procedure as set out in provision 7:115 of the BCCA.
The procedure for related parties transactions within the Supervisory Board is set out in the BCCA. In the course of
2023, three decisions taken by the Supervisory Board required the application of the conflict of interest procedure as
set out in provision 7:116 of the BCCA.
One of the decisions that required this procedure was the acquisition of CMB.TECH. CMB, the controlling shareholder
of the Company and counterparty to the Transaction, is a related party within the meaning of IAS 24. The Transaction
was therefore subject to the procedure laid out in Article 7:116 BCAC. In accordance with this procedure, the
Committee has assessed the Transaction and delivered its advice in accordance with Article 7:116 BCAC. Accordingly,
the Supervisory Board determined that the procedure laid out in Article 7:116 BCAC has been complied with in full.
The annual report contains a summary of all announcements during the financial year, which can be found on p
35-38 More detailed information can be found on our website: https://www.euronav.com/investors/company-news-
reports/press-releases/2023/
Information until 31 December 2023
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Supervisory Board Committees
Audit and Risk Committee
Composition
In accordance with Article 7:119 of the BCCA and provision 4.3 of the Belgian Corporate Governance Code 2020, the
Audit and Risk Committee must count at least three Supervisory Board Members, of which at least one is an
Independent Member. On 31 December 2023 the Audit and Risk Committee of Euronav counts three Supervisory
Board members, of which two are Independent Members.
As of 31 December 2023, the composition of the Audit and Risk Committee was as follows:
Name
Patrick de Brabandere1
Catharina Scheers
Patrick Molis
End term of office
Independent Member
2026
2026
2026
x
x
1 Expert in accounting, internal control over financial reporting, and audit related matters (see biography) in accordance with
Article 3:6 paragraph 1, °9 of the Belgian Companies and Associations Code
Powers
The Audit and Risk Committee handles a wide range of financial reporting, controlling and risk management matters
and is responsible for the appointment, the compensation and the oversight of the independent auditor. Its main
responsibilities and functions are described in the Corporate Governance Charter. The Audit and Risk Committee
reviews its terms of reference periodically and where changes are useful or required, makes recommendations to the
Supervisory Board with the aim of ensuring the composition, responsibilities and powers of the Committee comply
with applicable laws and regulations.
Activity report 2023
Name
Type of mandate
Meetings attended
Anne-Hélène Monsellato
Independent Member
2 out of 2 (end of mandate March
2023)
Anita Odedra
Steven Smith
Grace Reksten Skaugen
Independent Member
Ole Henrik Bjorge
Independent Member
Independent Member 2 out of 2 (end of mandate May 2023)
Independent Member
1 out of 1 (end of mandate March
2023)
5 out of 5 (start mandate March 2023
and end mandate November 2023)
4 out of 4 (start mandate May 2023
and end mandate November 2023)
Patrick de Brabandere (Chair)
Chair & non-independent member 7 out of 7 (start mandate March 2023)
Catharina Scheers
Independent Member
Patrick Molis
Independent Member
2 out of 2 (start mandate November
2023)
2 out of 2 (start mandate November
2023)
During these meetings, the key elements discussed within the Audit and Risk Committee included financial
statements, impairment methodology, assumptions (including residual values used for vessels) and depreciations,
fuel inventory valuation, external and internal audit reports, quality and performance of the external audit process,
external audit approach and independence and external auditor renewal, the internal audit function, old and new
financing and related covenants, LIBOR transition, ESEF implementation, accounting policies, matters related to
section 302 and 404 of the Sarbanes-Oxley Act and the effectiveness of the internal control over financial reporting,
third party risk management policy and procedures, the Belgian annual report, the annual report on Form 20-F,
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certain company policies, significant transactions or important claims, organisation and staffing of the finance teams,
GDPR implementation and monitoring, cybersecurity, tax matters, risk management process and framework and the
risk register, and whistleblowing.
Remuneration Committee
Composition
As of 31 December 2023, the Remuneration Committee of Euronav counted three Supervisory Board members, two of
which are Independent Members. In this respect, Euronav is in compliance with Article 7:120 of the BCCA and Article
4.3 of the Belgian Corporate Governance Code 2020, pursuant to which a Remuneration Committee should comprise
at least three members, a majority being Independent Members.
As of 31 December 2023, the Remuneration Committee was composed as follows:
Name
Julie De Nul
Patrick De Brabandere
Catharina Scheers
Powers
End term of office
Independent members
2025
2026
2026
x
x
The Remuneration Committee has various advisory responsibilities related to the remuneration policy of members of
the Supervisory Board, members of the Management Board and employees in general. The Corporate Governance
Charter contains a detailed list of the powers and responsibilities of the Remuneration Committee.
The Remuneration Committee makes recommendations to the Supervisory Board related to the remuneration of the
Supervisory Board members and Management Board members, including variable remuneration, incentives,
bonuses etc. in line with suitable industry benchmarks.
The Remuneration Committee reviews its terms of reference periodically and where changes are useful or required,
makes recommendations to the Supervisory Board with the aim of ensuring the composition, responsibilities and the
powers of the Committee comply with applicable laws and regulations.
Activity report 2023
In 2023 the Remuneration Committee met six times. The attendance rate of the members was as listed hereafter:
Name
Type of mandate
Meetings attended
Grace Reksten Skaugen
Independent member
4 out of 4 (end of mandate November 2023)
Carl Trowell
Steven Smith
Independent member
1 out of 1 (end of mandate May 2023)
Independent member
1 out of 1 (end of mandate March 2023)
Ole Henrik Bjorge
Independent member
3 out of 3 (end of mandate November 2023)
Cato H. Stonex
Non-independent member
2 out of 3 (start of mandate March 2023 and end
of mandate November 2023)
Julie De Nul
Chair & Independent member
5 out of 5 (start of mandate May 2023)
Patrick De Brabandere
Non-independent member
5 out of 5 (start of mandate March 2023)
Catharina Scheers
Independent member
2 out of 2 (start of mandate November 2023)
During these meetings the key elements discussed within the Remuneration Committee included the remuneration
report in the annual report, the remuneration of the Supervisory Board Members and members of the Management
Board, the set-up of a long-term incentive plan, the KPIs for the members of the Management Board and the annual
bonus for the members of the Management Board and employees.
Information until 31 December 2023
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Corporate Governance and Nomination Committee
Composition
On 31 December 2023, the Corporate Governance and Nomination Committee of Euronav counted three Supervisory
Board members, two of which are Independent Members. In this respect, Euronav is in compliance with provision
4.19 of the Belgian Corporate Governance Code of 2020, pursuant to which a Nomination Committee should
comprise a majority of Independent Members. The composition of the Committee was further determined taking into
account members’ expertise in this area and their availability, given other Committee memberships.
As of 31 December 2023, the Corporate Governance and Nomination Committee was composed as follows:
Name
Patrick Molis
Julie De Nul
Bjarte Bøe
Powers
End term of office
Independent member
2026
2025
2026
x
x
The Corporate Governance and Nomination Committee’s role is to assist and advise the Supervisory Board on all
matters related to the composition of the Supervisory Board and its Committees as well as the composition of the
Company’s Management Board, the methods and criteria for appointing and recruiting members of the Supervisory
Board or the Management Board, evaluation of the performance of the Supervisory Board, its Committees and the
Management Board, and in any other matters relating to corporate governance. The Corporate Governance Charter
contains a detailed list of the powers and responsibilities of the Corporate Governance and Nomination Committee.
Activity report 2023
In 2023 the Corporate Governance and Nomination Committee met eight times. The attendance rate of the members
was as follows:
Name
Carl Trowell
Type of mandate
Meetings attended
Independent member
3 out of 3 (end of mandate May 2023)
Grace Reksten Skaugen
Independent member
5 out of 6 (end of mandate November 2023)
Steven Smith
Anita Odedra
Independent member
1 out of 1 (end of mandate March 2023)
Independent member
2 out of 2 (start of mandate March 2023 and
end of mandate May 2023)
Cato H. Stonex
Non-Independent member
3 out of 5 (start of mandate March 2023 and
end of mandate November 2023)
Patrick Molis
Julie De Nul
Bjarte Bøe
Chair & Independent member
2 out of 2 (start of mandate November 2023)
Independent member
5 out of 5 (start of mandate May 2023)
Non-Independent member
2 out of 2 (start of mandate November 2023)
During these meetings the key elements discussed within the Corporate Governance and Nomination Committee
included the composition of the Supervisory Board and its Committees, including gender diversity considerations,
U.S. and Belgian law and Corporate Governance requirements, the assessment of the Supervisory Board and its
Committees, succession planning, the Supervisory Board education and leadership development, as well as
governance structure.
Information until 31 December 2023
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Sustainability Committee
Composition
As of 31 December 2023, the Sustainability Committee of Euronav counted five members: two Supervisory Board
members, one is Independent, and three members of the Management Board. The composition of the Committee is
determined taking into account members’ expertise given other Committee memberships. The Chair of the Audit and
Risk Committee, as well as the remaining members of the Management Board attended the meetings of the
Sustainability Committee as well as observers.
As of 31 December 2023, the Sustainability Committee is composed as follows:
Name
Catharina Scheers
Bjarte Bøe
Alexander Saverys
Ludovic Saverys
Benoit Timmermans
End term of office
Independent Member
2026
2026
n/a
n/a
n/a
x
n/a
n/a
n/a
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Powers
The Committee is an advisory body to the Supervisory Board. The main role of the Committee consists of assisting
and advising the Supervisory Board to monitor the performance, as well as to determine the key risks and
opportunities that the Company faces in relation to environmental, social and climate matters. In this respect, the
Committee oversees the Company’s conduct and performance on sustainability matters as well as its reporting
thereon. The Committee informs the Supervisory Board and makes recommendations to the Supervisory Board when
it deems appropriate on any area within its remit where action or improvement is needed. Additionally, the
Sustainability Committee monitors the effectiveness of the organisation to meet stated goals and targets in relation
to sustainability matters.
Activity report 2023
In 2023, the Sustainability Committee met four times. The attendance rate of the members was as follows:
Name
Type of mandate
Meetings attended
Anita Odedra
Supervisory Board Member
1 out of 1 (end of mandate May 2023)
Grace Reksten Skaugen
Supervisory Board Member
3 out of 3 (end of mandate November 2023)
Hugo De Stoop (Chairman)
Management Board Member
1 out of 1 (end of mandate May 2023)
Egied Verbeeck
Management Board member
1 out of 1 (end of mandate May 2023)
Brian Gallagher
Management Board member
3 out of 3 (end of mandate November 2023)
Alex Staring
Management Board member
Michail Malliaros
Management Board member
Catharina Scheers
Chairwoman & Independent
Member
2 out of 2 (start of mandate May 2023 and end of
mandate November 2023)
2 out of 2 (start of mandate May 2023 and end of
mandate November 2023)
1 out of 1 (start of mandate November 2023)
Bjarte Bøe
Non-Independent Member
1 out of 1 (start of mandate November 2023)
Alexander Saverys
Ludovic Saverys
Benoit Timmermans
CEO
CFO
CSO
1 out of 1 (start of mandate November 2023)
1 out of 1 (start of mandate November 2023)
1 out of 1(start of mandate November 2023)
During the meetings, the Committee took stock of existing ESG initiatives within Euronav and discussed the
Sustainability Chapter in the Annual report 2022 and the ESG focus for 2023, monitored ESG developments at the
level of the IMO and the European Union, oversaw the CDP scoring obtained by Euronav during 2023 and discussed
ESG and climate change risks as well as technical developments with regard to decarbonisation and alternative fuels
and methods of propulsion.
Evaluation of the Supervisory Board and its Committees
The main features of the process for the evaluation of the Supervisory Board, its Committees and the Individual
Members are described in Euronav’s Corporate Governance Charter.
In 2023 an internal Supervisory Board assessment was conducted. Given the multiple changes in the Supervisory
board composition, the assessment took place during a closed Board meeting and was overall satisfactory.
Information until 31 December 2023
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Management Board
Composition
During 2021, and in application of Article 7:104 of the BCCA, the operational management of the Company was
entrusted to the Management Board, chaired by the CEO. The members of the Management Board are appointed by
the Supervisory Board upon recommendation of the Corporate Governance and Nomination Committee and in
consultation with the CEO, taking into account the need for a balanced Management Board.
As of 31 December 2023, the Management Board was composed as follows:
Name
Alexander Saverys1
Ludovic Saverys2
Michael Saverys3
Maxime Van Eecke4
Benoit Timmermans5
Title
Chief Executive Officer
Chief Financial Officer
Chief Chartering Officer
Chief Commercial Officer
Chief Strategy Officer
1. Alexander Saverys - Permanent representative of Hof Ter Polder BV
2. Ludovic Saverys - Permanent representative of Succavest NV
3. Michaël Saverys - Permanent representative of Gemadi BV
4. Maxime Van Eecke - Permanent representative of MAVECOM CommV
5. Benoit Timmermans - (as of 1 January 2024 as Permanent representative of Blacksquare BV)
Powers
The Management Board has the power to carry out all acts necessary or useful to the realisation of the Company's
objectives, with the exception of those reserved by law to the Supervisory Board or the general shareholders’
meeting. Accordingly, the Management Board is exclusively empowered for the operational functioning of the
Company and has all residual powers. The powers of the Management Board are outlined in article 7:110 of the BCCA.
Procedure for conflicts of interest
The procedure for conflicts of interest within the Management Board is set out in article 7:117, §1 of the BCCA and in
the Company’s Corporate Governance Charter. In the course of 2023, no decision taken by the Management Board
required the application of the conflict of interest procedure.
Information until 31 December 2023
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Remuneration report
The remuneration report describes the remuneration of the Euronav Management Board members and how
executive compensation levels are set. The Remuneration Committee (hereinafter “RemCo”) oversees the executive
compensation policies and plans.
Euronav remuneration policy
Objectives
The purpose of the Euronav remuneration policy (hereinafter referred to as ‘the Policy’) is to define, implement and
monitor an overall group remuneration philosophy and framework, in line with group and local regulatory
requirements. More specifically, the Policy is intended to:
– Reward fairly and competitively, ensuring the organisation’s ability to attract, motivate and retain highly skilled
talent in an international marketplace by providing them with a balanced and competitive remuneration
package;
– Promote accountability through the achievement of demanding performance targets and long-term sustainable
growth, coherent with Euronav’s values, identity and culture;
– Differentiate reward by performance and recognise sustained (over)achievement of performance against pre-
agreed, objective goals at the corporate, operating, company and individual level;
– Pursue long-term value creation and alignment with the strategy, purpose and core values of Euronav, taking into
consideration the interests of all stakeholders;
–
–
Align remuneration practices while respecting local (country) market practice and regulation;
Follow sound principles of corporate governance, of responsible business conduct and comply with all legal
requirements;
– Observe principles of balanced remuneration practice that contribute to sound risk management and avoid risk-
taking that exceeds the risk tolerance limits of Euronav.
Legal framework
The Policy is drafted in compliance with the requirements for listed companies such as:
–
–
–
The Directive (EU) 2017/828 of the European Parliament and of the Council of 17 May 2017 amending Directive
2007/36/EC as regards the encouragement of long-term shareholder engagement (so-called Shareholders’ Rights
Directive II, or Say on pay Directive);
The Belgian Companies and Associations Code (the Act of 23 March 2019 introducing the Companies and
Associations Code);
The Belgian Corporate Governance Code of 2020 (within the meaning of Article 3:6(2) of the Companies and
Associations Code by the Royal Decree of 12 May 2019).
Information until 31 December 2023
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139
Scope
This Policy is established, implemented, and maintained in line with the Euronav business and risk management
strategy, with the company objectives and the long-term interests and performance of Euronav. It aims to encourage
responsible business conduct, fair treatment, and to avoid conflict of interest in the relationships with internal and
external stakeholders.
This Policy consists of an overall framework applicable to all staff members of Euronav NV (further referred to as
Euronav) and its subsidiaries. It contains specific arrangements for the Members of the Supervisory Board and the
Members of the Management Board.
Governance
General
The general principles set out in this Policy are drawn up by the Supervisory Board, which assumes the ultimate
responsibility for this Policy and shall ensure that it is applied properly.
The Supervisory Board submits this Policy to the General Shareholders’ meeting to enable the Shareholders to vote
on it for approval. Euronav shall take the necessary steps to address concerns in case of non-approval, and consider
adapting it.
The remuneration policy shall be submitted to a vote by the General Meeting at every material change, and in any
case at least every four years.
The Policy is reviewed annually to ensure that the internal control systems and mechanisms and other arrangements
are effective and that its principles are appropriate and consistent with the objectives defined in article 1 of this
Policy.
This assessment will be carried out, under the supervision of the Supervisory Board, upon recommendation of the
Remuneration Committee and Human Resources.
At the advice of the Remuneration Committee the Supervisory Board may deviate from any items of this policy under
exceptional circumstances, to protect the long-term interests and sustainability of the company as a whole, or to
guarantee its viability, on the understanding that any such deviation shall be temporary and shall only last until a
new remuneration policy has been established. Any deviation from this policy will be reported in the remuneration
report.
Bodies and functions implied regarding the remuneration
The following bodies or functions are involved in the definition, implementation and monitoring:
(a) The Supervisory Board
The Supervisory Board determines the general principles of the remuneration policy and the specific principles, upon
recommendation of the Remuneration Committee and Human Resources. It decides on the remuneration of the
members of the Management Board based on input and recommendations provided by the Remuneration
Committee.
(b) The Remuneration Committee (RemCo)
The RemCo advises the Supervisory Board on the development, the implementation and the continuous assessment
of the remuneration policy to be in alignment with the objectives defined in Article 1 of this Policy.
It advises in all matters relating to the remuneration of the Supervisory Board members, the Management Board
members and other identified staff, ensuring that all legal and regulatory disclosure requirements are fulfilled. To
safeguard coherence throughout the group, the RemCo makes recommendations to the Supervisory Board on the
implementation of the group’s remuneration principles.
The RemCo makes recommendations to the Supervisory Board on the annual objectives and subsequent evaluation
of the performance of the CEO and of the other Management Board members (based on an evaluation of the
performance of each member submitted by the CEO).
Information until 31 December 2023
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(c) The Management Board
The implementation of this Policy is ensured by the Management Board, with assistance of the Remuneration
Committee and Human Resources.
(d) Human Resources
The Chief People Officer
–
Ensures the monitoring of the implementation and review of this Policy and induces action whenever
appropriate;
– Monitors market practice and regulation and proposes required changes to this Policy to the RemCo for approval
by the Supervisory Board accordingly;
– Consults with the local HR Manager to ensure and facilitate the implementation of this Policy at the level of the
local entities.
The local HR Manager
–
–
Ensures the execution and implementation of this Policy;
Establishes a compliant local remuneration policy;
– Consults first with the Chief People Officer on any fundamental change in the local remuneration policy due to
local regulations.
General principles of the Euronav remuneration policy
General Principles
This Policy will be applied fairly, ensuring that equal opportunities are given to all employees regardless of age,
gender, race, beliefs, (dis)ability or any other difference.
Euronav has a Performance Management system which provides for:
–
–
–
The setting of annual business targets;
The setting of annual individual targets agreed upon between the individual and her/his line manager;
An annual appraisal of job fulfilment, targets and values.
Severance payments are based on contractual terms and conditions and cannot reward failure.
Any substantive structural changes of the remuneration structure shall be subject to a formal assessment by the Chief
People Officer, prior to being presented to the Management Board, RemCo or Supervisory Board.
Euronav Remuneration Structure
Remuneration shall include an adequate fixed (base salary + benefits) component and a Short-Term Incentive (STI).
The fixed component of the remuneration has to represent a sufficiently high proportion of the total remuneration to
avoid the staff member being overly dependent on the variable components and to allow the company to operate a
fully flexible STI policy, including the possibility of paying no variable component.
a. Fixed remuneration
Fixed remuneration consists of a base compensation and fringe benefits and is set on an individual basis with regards
to the market salary of the position, the relevant professional experience and organisational responsibility, as set out
in the job description.
The determination and evolution of the base remuneration is based on an objective categorising of the function
according to a validated framework of an external provider, defined at country level in accordance with local market
practice.
The target salary will be positioned on the median of the chosen and predefined market benchmark. Exceptions to
the median positioning can be made for specific functions or in specific market conditions (e.g. shortage of profiles,
retention of key members).
Fringe benefits include health insurance plans, death and disability coverage and other benefits. These benefits are
developed according to local regulation and local market practice.
Information until 31 December 2023
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b. Variable remuneration
Variable remuneration consists of a one-year variable remuneration, or a Short-Term Incentive (STI).
The STI is based on the achievement of relevant, predefined and clearly defined SMART Key Performance Indicators
(KPI’s) fixed on different business levels, observing the following principles:
–
–
–
-The choice of the KPI’s and the determination of the targets has to be in line with the overall business strategy,
values and long-term interests of Euronav;
-The calculated variable income is based on the individual performance compared with up-front set objectives
and the business performance;
-The assessment of the achievement of the business and individual targets should be clear, transparent and fair,
and contribute to the overall achievement of the strategic and sustainability ambitions of the company.
The grant of an STI, even during a certain period or multiple periods, consecutive or not, does not create any
acquired rights to an equivalent amount of STI for the future.
Variable remuneration is based on the beneficiary’s actual working hours. Hence, if the employee has been absent
from work or worked part-time during the relevant performance year, the variable remuneration will be adapted
accordingly (pro-rata).
The variable remuneration can be partly deferred.
As a general principle, the variable remuneration is only due and paid if the beneficiary is still actively in service of the
Company on the payment date and has not resigned or been fired. In case of termination prior to the end of the
performance year, the variable remuneration is forfeited.
The remuneration of the Board members
Members of the Supervisory Board
The amount and structure of the remuneration of Supervisory Board members is submitted to approval at the
General Meeting of Shareholders by the Supervisory Board, based on recommendations of the RemCo and taking
into account the Members’ general and specific responsibilities and per general market principle.
Supervisory Board members receive a fixed fee and an attendance fee per Board and Committee meeting attended.
The table below gives an overview of the fixed fees and attendance fees applicable.
Fixed fee
Attendance fee
Chair
Member
Chair
Member
Cap
Supervisory Board
€ 160,000
€ 60,000
€ 10,000
€ 10,000
Audit and Risk Committee
€ 40,000
€ 5,000
€ 5,000
€ 5,000
Remuneration Committee
€ 7,500
€ 5,000
€ 5,000
€ 5,000
Corporate Governance and
Nomination Committee
€ 7,500
€ 5,000
€ 5,000
€ 5,000
Sustainability Committee
€ 7,500
€ 5,000
€ 5,000
€ 5,000
maximum of €
40,000 per year
maximum of €
20,000 per year
maximum of €
20,000 per year
maximum of €
20,000 per year
maximum of €
20,000 per year
Supervisory Board members do not receive performance related remuneration, such as bonuses or remuneration
related shares or share options, nor fringe benefits or pension plan benefits.
Information until 31 December 2023
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Members of the Management Board
The remuneration of the Management Board members is subject to the principles laid down in this Policy, following
the same framework as the wider employee’s population with specific stipulations for the following parts:
Fixed remuneration
– Management Board members working under a consultancy agreement do not participate in Euronav’s collective
pension scheme, nor are they entitled to customary fringe benefits as this has been taken into account and
integrated in the fixed salary;
–
The size of the total remuneration is reviewed every three years, based on an objective predefined market
benchmark done by an external provider. After reference to the detailed benchmark data, the remuneration
awarded is then based on the experience of the post holders, required competencies and responsibilities of the
position;
– No fixed annual remuneration or attendance fees of any kind are due to Management Board members for
attending Board or Committee meetings.
Variable remuneration
Variable remuneration consists of a Short-Term Incentive Plan (STIP) and a Long-Term Incentive Plan (LTIP).
As a general principle, variable remuneration will only be due and paid if the Management Board member is still
actively in service of the Company on the payment date and has not resigned.
In relation to variable remuneration for all members of the Management Board, the Company has the right to claim
the variable remuneration back in case of incorrect financial statements or fraud, as provided under civil and
Company law provisions.
Please note that the compensation structure for the newly appointed management board members (since November
2023) exclusively comprises a fixed remuneration package, devoid of any variable components. This compensation
structure will be reviewed in 2024 to ensure its continued relevance and effectiveness.
The Short-Term Incentive Plan (STIP)
The objective of the STIP is to ensure that the members of the Management Board prioritise defined short-term
operational objectives leading to long-term value creation. The short-term incentive consists of a (potential) cash
bonus payment and is determined by the actual performance in relation to pre-set targets.
The financial criteria for the STIP include financial targets for:
– Company profits, representing 40% of the STIP;
– Opex and Overhead performance, corresponding to 30% of the STIP.
The performance between pre-defined thresholds will be measured and awarded on the basis of a linear scale.
The non-financial criteria on which each Management Board member is evaluated includes:
–
–
The achievement of the 6 predefined HSQE KPIs, worth 15% of the STIP;
The achievement of individual objectives, representing 15% of the STIP.
The system of measurement depends on the KPI and is either binary or on target deviation.
If the 4 targets are reached, this will potentially result in a bonus payment ranging from 30% to 100% of the base
salary.
At year-end all members of the Management Board need to present a self-assessment of their performance. This self-
assessment will be reviewed by and discussed with the CEO. The results of this self-assessment are submitted to the
RemCo for recommendations to the Supervisory Board, as part of the bonus consideration.
The Supervisory Board retains discretion over and above the set criteria to adjust upwards or downwards the STIP
award, if the calculated STIP does not adequately reflect the Company’s results or the individual performance. The
discretionary add-on that may be exercised is capped to never exceed 100% of the gross annual earnings of the
Management Board member. Consequently, the total STIP awarded can never exceed 200% of the gross annual
earnings of the Management Board member.
Information until 31 December 2023
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The Long-Term Incentive Plan (LTIP)
The LTIP is designed to drive long-term performance by realising the Company's long-term operational objectives, to
support retention, to further strengthen the alignment with shareholders’ interests and the focus on sustainability
and long-term value creation, in accordance with the overall Euronav strategy.
Under the LTIP the Management Board members are eligible to annual awards of performance shares to be awarded
upon meeting a certain performance threshold as described here-below. The measurement is done over a three year
period, the vesting occurs at the end of the 3-year cycle.
The Supervisory Board will confirm annually the implementation of a new LTIP.
The maximum value at grant is set at 100% of the fixed base salary for the CEO and ranging from 75 to 30% of
absolute base salary for the other Management Board members.
The vesting is subject to :
–
–
75% to a relative Total Shareholder Return (TSR) performance measurement compared to a peer group over a
three year period. Each yearly measurement to be worth 1/3rd of 75% of the award;
25% to an absolute TSR of the Company’s Shares measured each year for 1/3rd of 25% of the award.
The shares vested will be finally acquired by the beneficiary as of the third anniversary.
The following companies were selected to constitute the peer group:
–
–
Frontline US (NYSE: FRO);
Teekay Tankers (NYSE: TNK);
– DHT (NYSE: DHT);
–
International Seaways (NYSE: INSW);
– Nordic American Tankers (NYSE: NAT).
The combined use of absolute and relative TSR ensures a solid contribution to the company’s long-term interests
and sustainability. The absolute TSR as criteria reinforces the importance of earnings, which are expected to have a
direct relationship to the Company's share price. The relative TSR as criteria encourages delivery of a total
shareholder return in a cyclical industry that is superior to the Company’s market peers.
Information until 31 December 2023
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Holding and share ownership requirements
Members of the Management Board are subject to a shareholding requirement of 2 years of gross base salary for the
CEO, and 1 year of gross base salary for the CFO. For other members this requirement applies with a value of 6
months annual base salary. The required shareholding may be built up in five years’ time.
The valuation of the requirement will happen yearly on 31 December.
Contractual terms
The members of the Management Board have entered into consultancy agreements with Euronav, and the terms and
conditions are aligned with the provisions of The Corporate Governance Code of 2020.
Duration and notice period
The consultancy agreements are contracts with an open end and can be terminated by both parties at a notice
period of:
Executive Member
Notice period
Change of control
CEO
CFO
COO
Chief Chartering Officer
Chief Strategy Officer
Chief Commercial Officer
General Counsel
Head of Investor Relations, Research and Communications
12 months
12 months
12 months
12 months
12 months
12 months
12 months
6 months
18 months
18 months
18 months
18 months
18 months
18 months
18 months
12 months
Change of control arrangements are based on a ‘double -trigger’ structure. This means that both a specified change
of control event and a termination of the Management Board member’s employment must take place for any change
of control based severance payment to materialise.
Compensatory Awards
The RemCo has the flexibility to make compensatory awards to new Management Board members, to compensate
the Management Board member for benefits lost as a result of joining Euronav. These awards will consider the value
of the forfeited awards at the time of resignation and will be in a similar form as the awards which are being lost.
Information until 31 December 2023
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Remuneration report
Introduction
145
The remuneration of the Management Board members is subject to the principles laid down in the remuneration policy. (see above). The executive remuneration consists of a fixed and variable (short-
term incentive plan) remuneration as well as long-term incentive plans. The fixed and variable remuneration in 2023 of the Management Board members is reflected in the table below.
Total remuneration
The remuneration in 2023 of the members of the Supervisory Board is reflected in the table below:
Tabel 10: Total remuneration in 2023
Fixed fee
Attendance
fee Board
Audit and Risk
committee
Attendance fee
Audit and Risk
Committee
Remuneration
Committee
Attendance fee
Remuneration
Committee
Corporate Governance
and Nomination
Committee
Attendance fee Corporate
Governance and
Nomination Committee
Sustainability
committee
Attendance fee
Sustainability
Committee
Total
€160,000
€20,000
€20,000
€20,000
€5,625
€30,000
Name
Grace Reksten
Skaugen
Anne-Hélène
Monsellato
Anita Odedra
Carl Trowell
Steven Smith
€15,000
€10,000
€10,000
€5,000
€30,000
€40,000
€30,000
€40,000
€15,000
€10,000
€5,000
€0
€5,000
€0
€10,000
€0
€5,000
€0
Marc Saverys
€45,000
€40,000
Patrick De
Brabandere
€45,000
€40,000
€30,000
€20,000
€3,750
€20,000
John Fredriksen
€38,641
€10,000
Cato Stonex
€38,641
€40,000
€0
€0
€0
€0
Ole Henrik Bjorge
€38,641
€40,000
€12,880
€20,000
Julie De Nul
€45,000
€40,000
Catharina Scheers
€6,359
€20,000
Patrick Molis
€6,359
€20,000
€6,359
€20,000
Bjarte Boe
Total
€0
€2,120
€2,120
€0
€0
€5,000
€5,000
€0
€0
€1,250
€1,250
€1,875
€0
€0
€0
€5,000
€5,000
€0
€0
€3,220
€4,470
€4,015
€530
€0
€0
€0
€10,000
€15,000
€20,000
€10,000
€0
€0
€6,875
€0
€1,250
€1,875
€1,250
€0
€3,220
€0
€3,220
€3,220
€3,750
€0
€795
€530
€20,000
€5,000
€25,000
€312,500
€0
€0
€0
€40,000
€10,000
€15,000
€5,000
€0
€20,000
€0
€15,000
€15,000
€15,000
€0
€10,000
€10,000
€1,250
€5,000
€103,750
€0
€0
€0
€0
€0
€0
€0
€4,830
€795
€0
€530
€0
€0
€0
€0
€0
€0
€0
€0
€93,125
€48,125
€85,000
€181,970
€48,641
€110,081
€149,211
€132,595
€5,000
€49,804
€0
€44,274
€5,000
€42,419
€520,000
€390,000
€87,120
€90,000
€25,985
€115,000
€25,985
€135,000
€12,405
€40,000 €1,441,495
The Supervisory Board, following a recommendation by the Corporate Governance and Nomination Committee, decided at this stage not to comply with Clause 7.6 of the Belgian Corporate Governance
Code 2020 with regard to share remuneration for Supervisory Board members, taking into account several factors including the cyclicality of the company’s business and share price which does not
match well with the relevant holding requirements, the risk of debate as to potential conflicts of interest, adversely impacting swift decision making, logical consistencies with Euronav’s development to
strong independent board composition and complicated tax ramifications and practicalities related to the international composition of the Supervisory Board.
Information until 31 December 2023
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in 2023, the Supervisory Board has changed:
– On March 22, 2023, the membership of Anne-Hélène Monsellato and Steven Smith were terminated.
– On May 17, 2023, the membership of Carl Trowell and Anita Odedra were terminated.
– On November 22, 2023, the membership of Grace Reksten Skaugen was terminated and the members of the Supervisory Board were changed as shown in the table below.
Supervisory Board Members
Name
Marc Saverys
Patrick De Brabandere
Julie De Nul
Patrick Molis
Catharina Scheers
Bjarte Bøe
Age
70
65
42
66
56
67
Position
Date of Expiry of Current Term
Chairman of the Supervisory Board
Non-Independent Director*
Independent Director
Independent Director
Independent Director
Non-Independent Director*
Annual General Meeting 2026
Annual General Meeting 2026
Annual General Meeting 2025
Annual General Meeting 2026
Annual General Meeting 2026
Annual General Meeting 2026
Information until 31 December 2023
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The fixed and variable remuneration with reference to the year 2023 of the Management Board members is reflected in the table below.
Table 11: Remuneration of Directors for the reported financial year
Name of Director
Position
Annual Base
Salary
Director
Fees
Fringe
Benfits
One-year variable
remuneration (1)
Extra ordinary
items (2) Pension
Total
Remuneration
Proportion of fixed
remuneration
Proportion of variable
remuneration
De Stoop Hugo, represented by HECHO
Management
Staring Alex, represented by AST
Projects
CEO
€ 140,589.6
€ 292,000
€ 17,142
€ 662,250
€ 1,690,000
€ 2,802,732.6
16.07 %
83.93 %
COO
€ 290,152
€ 295,000
€ 513,906
€ 1,361,483
€ 2,460,541
23.78 %
76.22 %
Verbeeck Egied, represented by
ECHINUS BV
General
Counsel
€ 140,810
€ 180,000
€ 13,420
€ 430,463
€ 500,000
€ 1,264,693
26.43 %
73.57 %
Logghe Lieve, represented by TINCC BV
CFO
€ 478,481
€ 90,000
€ 463,575
€ 927,986
€ 1,960,042
29 %
70.66 %
Gallagher Brian, represented by BG-IR
Ltd
IR
Manager
£ 201,869.9
£ 133,921
£ 324069.89
£ 20,500
£ 680361
29.67 %
70.33 %
Malliaros Michail represented by PYXIS
Management Services PTE.LTD.
GM Hellas
€ 157,500
€ 78,394
€ 235,894
67 %
De Grieze Thierry represented by
THREECEES BV
CPO
€ 100,000
Lemlijn Sofie represented by ALISS BV
General
Counsel
€ 138,259
€ 80,000
TBC
TBC
€ 480,000
€ 580,000
17 %
€ 218,259
100 %
(1) only takes into account the STIP, for the LTIP please refer to table 3
(2) Termination fees are captivated as Extra ordinary items
Information until 31 December 2023
33 %
83 %
— %
147
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148
As of November 22.2023 the members of the Management Board changed. The remuneration for the remaining reported financial year (December) is shown in the table below.
Remuneration of the new Management Board for the reported financial year
Tabel 12: Remuneration of the new Management Board for the reported financial year
Name
Position
Fixed remuneration
One-year
variable
remuneration (1)
Extra
ordinary
items
Pension
Total
Remuneration
Proportion of fixed
remuneration
Proportion of
variable
remuneration
Base
Remuneration
Director
Fees
Fringe
benefits
Alexander Saverys
represented by Hof ter
Polder BV
Ludovic Saverys
represented by Succavest
NV
Michael Saverys
represented by Gemadi
BV
Maxime Van Eecke
represented by Mavecom
CommV
Benoit Timmermans
represented by
Blacksquare BV
CEO
CFO
€20.833
€20.833
Chief Chartering
Officer
€20.833
Chief Commercial
Officer
€20.833
Chief Strategy
Officer
€20.833
€0
€0
€0
€0
€0
€0
€0
€0
€0
€0
€20.833
100%
€20.833
100%
€20.833
100%
€20.833
100%
€20.833
100%
0%
0%
0%
0%
0%
Information until 31 December 2023
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149
Share based remuneration
The outstanding long-term incentive plans are summarised in table below.
The main conditions of the above mentioned plans are as follows:
Table 13: Share options awarded or due to the Directors for the reported financial year
The main conditions of share plans
Information regarding the reported financial year
Opening
balance
During the year
Closing balance
Specification
of plan
Performance period (1)
Award date
Vesting date
End of
retention
period
Shares held at
the beginning
of the year
Shares awarded a)
total number
granted b) value @
grant date
Shares vested a)
total number
vested b) value @
vest date
Shares subject to a
performance
condition
Shares
awarded and
unvested
Shares subject to
a retention
period
Name of Director
De Stoop Hugo, represented
by HECHO Management
Position
Former
CEO
LTIP 2020
01/04/2020 - 01/04/2023
4/1/2020
4/1/2023
N/A
48,856
LTIP 2021
01/04/2021 - 01/04/2024
4/1/2021
4/1/2024
N/A
65,355
(3)
LTIP 2022
01/04/2022 - 01/04/2025
4/1/2022
4/1/2025
N/A
71,003
(3)
LTIP 2023
01/04/2023 - 01/04/2026
4/1/2023
4/1/2026
N/A
(3)
a) 53,247
b)€ 784,861
Staring Alex, represented by
AST Projects
Former
COO
LTIP 2020
01/04/2020 - 01/04/2023
4/1/2020
4/1/2023
N/A
28,434
Verbeeck Egied, represented
by ECHINUS BV
Former
General
Counsel
LTIP 2021
01/04/2021 - 01/04/2024
4/1/2021
4/1/2024
N/A
38,037
(3)
LTIP 2022
01/04/2022 - 01/04/2025
4/1/2022
4/1/2025
N/A
27,549
LTIP 2023
01/04/2023 - 01/04/2026
4/1/2023
4/1/2026
N/A
(3)
LTIP 2020
01/04/2020 - 01/04/2023
4/1/2020
4/1/2023
N/A
15,878
(3)
LTIP 2021
01/04/2021 - 01/04/2024
4/1/2021
4/1/2024
N/A
21,240
(3)
LTIP 2022
01/04/2022 - 01/04/2025
4/1/2022
4/1/2025
N/A
15,384
LTIP 2023
01/04/2023 - 01/04/2026
4/1/2023
4/1/2026
N/A
(3)
(3)
a) 20,660
b)304528€
a) 13,844
b) € 204,061
a) 29,818
b) € 439,368
a) 49,000
b)767,951€
a) 53,252
b) € 874,102
a) 53,247
b)€ 883,900
a) 17,354
b) € 255,711
a) 28,518
b) € 473,399
a) 20,662
b) € 342,989
a) 20,660
b) € 342,956
a) 9,691
b) € 142,797
a) 8,151
b) € 124,058
a) 0
b) € 0
a)0
b) € 0
Information until 31 December 2023
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Logghe Lieve, represented by
TINCC BV
CFO
LTIP 2020
01/04/2020 - 01/04/2023
4/1/2020
4/1/2023
N/A
34,199
a) 20,873
b) € 307,564
a) 34,300
b) € 569,380
a) 24,852
b) € 412,543
a) 24,849
b)€ 412,493
a) 3,825
b) € 56,361
a) 6,458
b) € 107,203
a) 11,963
b) € 198,586
a) 10,463
LTIP 2021
01/04/2021 - 01/04/2024
4/1/2021
4/1/2024
N/A
45,749
(3)
LTIP 2022
01/04/2022 - 01/04/2025
4/1/2022
4/1/2025
N/A
33,135
(3)
LTIP 2023
01/04/2023 - 01/04/2026
4/1/2023
4/1/2026
N/A
(3)
a) 2,4849
b)€ 366,274
LTIP 2020
01/04/2020 - 01/04/2023
4/1/2020
4/1/2023
N/A
6,267
LTIP 2021
01/04/2021 - 01/04/2024
4/1/2021
4/1/2024
N/A
8,614
(3)
LTIP 2022
01/04/2022 - 01/04/2025
4/1/2022
4/1/2025
N/A
15,951
(3)
LTIP 2023
01/04/2023 - 01/04/2026
4/1/2023
4/1/2026
N/A
a) 10,463
(3)
b) € 154,172
b) € 173,686
LTIP 2020
01/04/2020 - 01/04/2023
4/1/2020
4/1/2023
N/A
10,758
LTIP 2021
01/04/2021 - 01/04/2024
4/1/2021
4/1/2024
N/A
14,391
LTIP 2022
01/04/2022 - 01/04/2025
4/1/2022
4/1/2025
(3)
LTIP 2023
01/04/2023 - 01/04/2026
LTIP 2023
01/04/2023 - 01/04/2026
4/1/2023
4/1/2023
(3)
4/1/2026
4/1/2026
(3)
LTIP 2023
01/04/2023 - 01/04/2026
4/1/2023
4/1/2026
N/A
N/A
N/A
N/A
a) 6,566
b) € 96,750
a) 5,102
b) € 84,693
a) 2,837
N/A (2)
N/A (2)
a) 2,837
b) € 41,803
b) € 47,094
a) 3,360
a) 3,360
(3)
b) € 49,510
b) € 55,776
LTIP 2023
01/04/2023 - 01/04/2026
4/1/2023
4/1/2026
N/A
a) 4,664
a) 4,664
(3)
b) € 68,724
b) € 77,422
Gallagher Brian, represented
by BG-IR Limited
Bourboulis Stamatis
Head of
Investor
Relation
s &
Commu
nication
Former
General
Manager
Hellas
Sofie Lemlijn, represented by
ALISS BV
Thierry De Grieze,
represented by THREECEES
BV
Michael Malliaros,
represented by PYXIS
Management Services
PTE.LTD.
Former
General
Counsel
Former
CPO
General
Manager
Hellas
(1) validity of the plan
Information until 31 December 2023
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151
LTIP 2020
The Supervisory Board, upon recommendation of the Remuneration Committee, has determined a variable
compensation structured as a LTIP Grant composed out of RSUs. Each RSU grants the RSU Holder a conditional right
to receive one (1) Share for free upon vesting of the RSU.
Maximum value at grant:
–
100% of absolute base salary for the CEO
– Ranging from 30% to 75% of absolute base salary for the other Executive Officers.
The vesting is subject for 75% to a relative TSR (Total Shareholder Return) compared to a peer group over a three
year period. Each yearly measurement to be worth 1/3rd of 75% of the award.
The vesting is subject for 25% to an absolute TSR of the Company’s Shares measured each year for 1/3 of 25% of the
award.
The RSUs vested will be finally acquired by the beneficiary as of the third anniversary.
LTIP 2021
On March, 2021 the Supervisory Board, upon recommendation of the Remuneration Committee, has adopted a
variable compensation structured as a LTIP Grant composed out of RSUs. Each RSU grants the RSU Holder a
conditional right to receive one (1) Share for free upon vesting of the RSU.
The maximum value at grant:
–
–
In the case of the CEO and CFO is 100% of absolute base salary; and
In the case of the other Management Board members, ranges from 30 to 75% of their respective absolute base
salary
The vesting is subject for:
–
–
75% to a relative Total Shareholder Return performance measurement compared to a peer group over a three
year period. Each yearly measurement to be worth 1/3rd of 75% of the award.
25% to an absolute Total Shareholder Return of the Company’s Shares measured each year for 1/3 of 25% of the
award.
The RSUs vested will only be acquired by the RSU holder as of the third anniversary.
Information until 31 December 2023
151
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152
LTIP 2022
Mid 2022 the Supervisory Board, upon recommendation of the Remuneration Committee, has adopted a variable
compensation structured as a LTIP Grant composed out of RSUs. Each RSU grants the RSU Holder a conditional right
to receive one (1) Share for free upon vesting of the RSU.
The maximum value at grant:
–
–
In the case of the CEO and CFO is 100% of absolute base salary;
In the case of the other Management Board members, ranges from 30 to 75% of their respective absolute base
salary
The vesting is subject for:
–
–
75% to a relative Total Shareholder Return performance measurement compared to a peer group over a three
year period. Each yearly measurement to be worth 1/3rd of 75% of the award.
25% to an absolute Total Shareholder Return of the Company’s Shares measured each year for 1/3 of 25% of the
award.
The RSUs vested will only be acquired by the RSU holder as of the third anniversary.
2023 Long Term Incentive Plan
On March 23, 2023 the Supervisory Board, upon recommendation of the Remuneration Committee, has adopted a
variable compensation structured as a LTIP Grant composed out of RSUs. Each RSU grants the RSU Holder a
conditional right to receive one (1) Share for free upon vesting of the RSU.
The maximum value at grant:
–
–
In the case of the CEO and CFO is 100% of absolute base salary; and
In the case of the other Management Board members, ranges from 30 to 75% of their respective absolute base
salary.
The vesting is subject for:
–
–
75% to a relative Total Shareholder Return performance measurement compared to a peer group over a three
year period. Each yearly measurement to be worth 1/3rd of 75% of the award; and
25% to an absolute Total Shareholder Return of the Company's Shares measured each year for 1/3 of 25% of the
award.
The running Restricted Stock Units (RSUs) allocated to the members of the management board have been vested in
November 2023 due to the change of control scenario.
Information until 31 December 2023
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153
Executive severance arrangements
The previous members of the management board are no longer affiliated with Euronav, with the exception of Michail
Malliaros, having concluded their roles within the company. In line with established contractual agreements,
termination fees have been disbursed to these former executives as part of their departure settlements.
Further details regarding the termination fees can be found in the table regarding remuneration of Directors in this
remuneration report.
Use of claw-back rights
No occurrence during the reported year.
Derogations from the remuneration policy
As previously mentioned, the compensation structure for the newly appointed management board members (since
November 2023) exclusively comprises a fixed remuneration package, devoid of any variable components. This
compensation structure will be reviewed in 2024 to ensure its continued relevance and effectiveness.
Evolution of the remuneration and of the Company’s performance
Table 14: Comparative table on change of remuneration and company performance over the last 4 financial years
Annual change
Aggregate executive compensation (1)
Company's performance
Net profit achievement
Opex and Overhead performance G&A
Opex
Average remuneration on a full-time equivalent
basis of employees (2)
Ratio between highest remunerated Executive and
least remunerated employee (3)
2020
2021
2022
2023
€ 2.635.847
€ 2.670.830
€ 2.479.921
€ 2,305,812
472,8 M$
-338,7 M$
203,3 M$
858,0 M$
52 M$
189 M$
32,4 M$
199,1 M$
51,7 M$
192,4M$
62,5 M$
210,5M$
€ 69.400
€ 65.960
€ 63.625
€ 75.445
2,63%
2,47%
2,57%
2,28%
(1) Only takes into account the fixed remuneration
(2) Situation as per December 2022, taken into account annual salaries, not including fringe benefits, not including variable
remuneration
(3) Situation as per December 2022, taken into account annual salaries, not including fringe benefits, not including STIP or LTIP
Information on shareholders’ vote
Pursuant to art. 7:149, 3rd of the Code of Companies requiring the Company to explain how the vote on the
remuneration report of the most recent financial year was taken into account, we improved the transparency and the
nature of our remuneration policy to make it easier for shareholders to understand how remuneration works at
Euronav.
Euronav strives to provide insight in the award levels, performance criteria and performance targets for the short-
term incentive plan, enabling shareholders to assess the stringency of the plan and how pay-outs relate to
performance.
The explanations about short-term and long-term variable remuneration are more detailed than in the past. Clearly
disclosing the applicable performance metrics of the STI and disclosing threshold, target and maximum award level.
Regarding the LTI plans, the level of achievement of the different LTI plans as well as the companies selected to
constitute the TSR peer group have also been integrated in the remuneration policy.
Information until 31 December 2023
153
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154
Remuneration of the auditor BDO
Bedrijfsrevisoren-
Réviseurs d’entreprises (BDO)
Permanent representative: Veerle Catry
For 2023, the worldwide audit and other fees in respect of services provided by the statutory auditor BDO can be
summarised as follows:
Tabel 15: Audit fees
In USD
2023
2022
2021
Audit services for the annual financial statements
1,914,792
1,002,174
965,078
Audit related services
Tax services
—
147,070
60,209
19,250.00
749
736
Other non-audit services
78,365
21,865
20,104
TOTAL
2,012,408
1,171,858
1,046,127
The limits prescribed by Article 3:62 of the BCCA were observed.
Information until 31 December 2023
154
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155
Information to be included in the annual report as per article
34 of the royal decree of 14 November 2007
Capital structure
At the time of preparing this report, the registered share capital of Euronav was USD 239,147,505.82, represented by
220,024,713 shares without par value. The shares are in registered or dematerialised form. Euronav currently holds
25,131,181 shares. At the time of preparing this report, no convertible bonds or perpetual preferred equity
instruments of the Company were outstanding. Besides the share buy back program in place as communicated on
22.03.2024, no other share plans, stock options or other rights to acquire shares of the company are in place.
Restrictions on the exercise of voting rights or on the transfer of
securities
Each share entitles the holder to one vote. There are no securities issued by the Company which would entitle the
holder to special voting rights or control. The articles of association contain no restrictions on voting rights, and
shareholders can exercise their voting rights provided they are validly admitted to the Shareholders’ Meeting and
their rights are not suspended. Pursuant to Article 12 of the articles of association, the Company is entitled to
suspend the exercise of rights attached to shares belonging to several owners. No person can vote at the
Shareholders’ Meeting using voting rights attached to shares for which the formalities to be admitted to the general
meeting as laid down in Article 33 of the articles of association or the law have not been fulfilled in time or accurately.
Likewise, there are no restrictions in the articles of association or by law on the transfer of shares.
Information until 31 December 2023
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156
General shareholders’ meeting
The ordinary General Shareholders’ Meeting is held in Antwerp on the third Thursday of the month of May, at
10.30am, at the registered office or any other place mentioned in the convening notices. If such date would be a bank
holiday, the Annual Shareholders’ Meeting would take place on the preceding business day.
Shareholders’ meeting
As of the date of this report, the Supervisory Board is not aware of any agreements among major shareholders or any
other shareholders that may result in restrictions on the transfer of securities or the exercise of voting rights. To the
best knowledge of the Supervisory Board the major shareholders have not entered into a shareholders’ agreement or
a voting agreement, nor do they act in concert. There are no agreements between the Company and its employees or
the members of its Supervisory Board providing for any compensation in case of resignation or dismissal on account
of a public acquisition offer. However, if the agreement with a member of the Management Board is terminated for
reasons of a Change of Control, the member of the Management Board shall be entitled to a compensation.
Apart from the foregoing and from the customary change of control provision in the financing agreements, the terms
of the bonds issued by Euronav Luxembourg S.A. which have been guaranteed by the Company, the bareboat charter
parties in the framework of sale-and-lease-back transactions. Euronav has entered into, there are no other important
agreements to which the Company is a party and which enter into force, be amended or be terminated in case of a
change of control of the Company following a public offer.
Appointment and replacement of members of the Supervisory Board
The articles of association (Article 15 and following) and the Euronav Corporate Governance Charter contain specific
rules concerning the (re)appointment, the replacement and the evaluation of members of the Supervisory Board. The
General Shareholders’ Meeting appoints the Supervisory Board. The Supervisory Board submits the proposals for the
appointment or re-election of members of the Supervisory Board, supported by a recommendation of the Corporate
Governance and Nomination Committee, to the General Shareholders’ Meeting for approval. If a Supervisory Board
member's mandate becomes vacant in the course of the term for which such member was appointed, the remaining
Supervisory Board members may provisionally fill the vacancy until the following General Shareholders’ Meeting,
which will decide on the final replacement. A Supervisory Board member nominated under such circumstances is
only appointed for the time required to terminate the mandate of the member whose place he has taken.
Appointments of Supervisory Board members are made for a maximum of four years. After the end of his/her term,
each member is eligible for re-appointment.
Information until 31 December 2023
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157
Amendments to articles of association
The articles of association can be amended by the Extraordinary General Meeting in accordance with the Belgian
Companies and Associations Code. Each amendment to the articles of association requires a qualified majority of
votes.
Authorisation granted to the Supervisory Board to increase share capital
The articles of association (Article 7) contain specific rules concerning the authorisation to increase the share capital
of the Company. By decision of the Shareholders’ Meeting held on 20 February 2020, the Supervisory Board has been
authorised to increase the share capital of the Company on one or several times by a total maximum amount of USD
25,000,000 (with possibility for the Supervisory Board to restrict or suspend the preferential subscription rights of the
existing shareholders) or USD 120,000,000 (without the possibility for the Supervisory Board to restrict or suspend the
preferential subscription rights of the existing shareholders) during a period of five years as from the date of
publication of the decision, subject to the terms and conditions to be determined by the Supervisory Board.
Authorisation granted to the Supervisory Board to acquire or sell the
Company’s own shares
Article 13 of the articles of association contains the principle that the Company and its direct and indirect subsidiaries
may acquire and sell the Company’s own shares under the conditions laid down by law. With respect to the
acquisition of the Company’s own shares, a prior resolution of the General Meeting is required to authorise the
Company to acquire its own shares. Such an authorisation was granted by the Special General Meeting of 23 June
2021 and remains valid for a period of five years as from the publication in the Annexes to the Belgian Official Gazette
of the decision taken by such General Meeting. Pursuant to this authorisation, the Company may acquire a maximum
of 10% of the existing shares of the Company at a price per share not exceeding the maximum price allowed under
applicable law and not to be less than EUR 0.01.
Information until 31 December 2023
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158
Appropriation of profits
The Supervisory Board may, from time to time, declare and pay cash distributions in accordance with the Articles of
Association and applicable Belgian law. The declaration and payment of distributions, if any, will always be subject to
the approval of either the Supervisory Board (in the case of ‘interim dividends’) or of the shareholders (in the case of
‘regular dividends’, ‘intermediary dividends’ or ‘repayment of share premiums’).
In general, under the terms of the debt agreements, Euronav is not permitted to pay dividends if there is or will be as
a result of the dividend a default or a breach of a loan covenant. Belgian law generally prohibits the payment of
dividends unless net assets on the closing date of the last financial year do not fall beneath the amount of the
registered capital and, before the dividend is paid out, 5% of the net profit is allocated to the legal reserve until this
legal reserve amounts to 10% of the share capital. No distributions may occur if, as a result of such distribution, the
net assets would fall below the sum of (i) the amount of the registered capital, (ii) the amount of such aforementioned
legal reserves, and (iii) other reserves which may be required by the Articles of Association or by law, such as the
reserves not available for distribution in the event Euronav holds treasury shares. Euronav may not have sufficient
surplus in the future to pay dividends and the subsidiaries may not have sufficient funds or surplus to make
distributions to the Company. Euronav can give no assurance that dividends will be paid at all. In addition, the
corporate law of jurisdictions in which the subsidiaries are organised may impose restrictions on the payment or
source of dividends or additional taxation for cash repatriation, under certain circumstances.
The Supervisory Board decided to amend the dividend policy to a full discretionary dividend policy.
Appropriation accounts
The result to be allocated for the financial year amounts to USD 853.521.632,88. Together with the profit of USD
80,681,525.52 from the previous financial year, this results in profit balance to be appropriated of USD 934,203,158.40.
At the Annual Shareholders’ Meeting on 16 May 2024, the Supervisory Board will propose to distribute USD 4.57 per
share to all shareholders. This payout is proposed as a combination of a dividend (USD 0.27 per share) and a
repayment from the share issue premium (USD 4.30 per share) - and will be paid after the approval of the ordinary
Shareholders' Meeting.
This proposal adds up to the shareholders’ distribution already paid for the first, second and third quarter of 2023, for
which USD 0.70 was paid in Q2, USD 0.80 was paid during Q3 and USD 0.57 in Q4, totalling to USD 2.07 per share,
combined with a closing.
This proposal would bring the total return to shareholder to USD 6.64, being the USD 2.07 already paid out plus the
remaining USD 4.57, which are subject to approval, for the full year 2023.
If this proposal is agreed upon, the allocation of profits will be as follows:
Capital and reserves (-)
USD 5,428,938.38
Dividends
Carried forward
USD 470,764,044.93
USD 468,868,051.85
Measures regarding insider dealing and market manipulation
In view of Regulation (EU) No 596/2014 of the European Parliament and of the Council of 16 April 2014 on market
abuse (market abuse regulation) and repealing Directive 2003/6/EC of the European Parliament and of the Council
and Commission Directives 2003/124/EC, 2003/125/EC and 2004/72/EC (the ‘Market Abuse Regulation’ or ‘MAR’), the
Supervisory Board approved the current version of the Company’s Dealing Code. The Dealing Code includes
restrictions on trading in Euronav shares during so called ‘closed periods’, which have been in application for the first
time in 2006, as well as other procedures and safeguards the Company has implemented in compliance with the
Market Abuse Regulation.
The members of the Supervisory and Management Boards and the employees of the Euronav Group who intend to
deal in Euronav shares must first request clearance from the Compliance Officer. Transactions that are to be
disclosed in accordance with the Market Abuse Regulation are being disclosed at the appropriate time.
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Information until 31 March 2024
Events occurring after the end of the financial year ending 31
December, 2023
On 8 November, 2023, the Company sold the ULCC Oceania (2003 - 441,561 dwt), for USD 43.1 million. The vessel was
accounted for as a non-current asset held for sale as at December 31, 2023, and had a carrying value of USD 8.3
million. The vessel was delivered to her new owner on January 15, 2024. A capital gain of USD 34.8 million has been
recognized in the consolidated statement of profit or loss in the first quarter of 2024.
On 4 December, 2023, the Company entered into a sale and leaseback agreement for the Suezmax Cedar (2022 –
157,310). The vessel was sold and was leased back under a 14-year bareboat contract. The vessel was delivered to her
new owner at January 10, 2024.
On 6 February, 2024, the Company took delivery of Suezmax Bristol (2024 – 156,851).
On 7 February, 2024, Euronav held a Special Meeting of Shareholders to approve the purchase of 100% of the shares
of CMB.TECH NV for a total purchase price of USD 1.150 billion in cash. CMB.TECH is a diversified cleantech maritime
group. CMB.TECH builds, owns, operates and designs large marine and industrial applications that run on dual fuel
hydrogen and ammonia engines and monofuel hydrogen engines. CMB.TECH offers hydrogen and ammonia fuel that
it either produces or sources from external producers to its customers. CMB.TECH is active throughout the full
hydrogen value chain through four different divisions: Marine, Technology & Development, H2 infra, and Industry. The
value creation of the new strategy is driven by CMB.TECH’s “future-proof” (or low carbon emitting) fleet of 106 low
carbon vessels, of which 46 are under construction. The Transaction fits into the Company’s renewed strategy of
diversification, decarbonisation and accelerated optimisation of the Company’s current crude oil tanker fleet. The
parties believe that the Transaction will lead to the creation of the leading, future proof shipping platform, with the
Company becoming the reference in sustainable shipping. CMB and Euronav believe that the addition of CMB.TECH
to Euronav’s business will enable a flywheel strategy – positioning the group to tap into each step of the energy
transition towards low carbon shipping, with a clear vision on value creation for its shareholders. The Company is
currently assessing the accounting treatment of the acquisition and preliminary concludes that the transaction will
be accounted for as a common control transaction. Therefore IFRS 3 will not be applied. Shareholders voted the
voluntary resignation of Mrs. Grace Reksten Skaugen, Mr. Ole Henrik Bjorge, Mr. Cato H. Stonex, Mr. John Fredriksen
and Mr. Patrick De Brabandere as members of the Supervisory Board. They approved the cooptation of Mr. Patrick
Molis and Mrs. Catharina Scheers as independent members of the Supervisory Board, Mr. Bjarte Boe and Debemar
BV, permanently represented by Mr. Patrick De Brabandere, as members of the Supervisory Board. Shareholders also
approved the interim discharge of the Supervisory Board: Mrs. Grace Reksten Skaugen, Mr. Ole Hendrik Bjorge, Mr.
Cato H. Stonex, Mr. John F. Fredriksen and Mr. Patrick De Brabandere
On 12 February 2024, CMB.TECH, in partnership with Yara Clean Ammonia, North Sea Container Line, and Yara
International, announced the commissioning of the world's first ammonia-powered container ship, Yara Eyde. This
pioneering vessel, constructed at Qingdao Yangfan Shipbuilding, marks a significant milestone in decarbonising
shipping, operating on clean ammonia between Norway and Germany. Owned by Delphis, a division of CMB.TECH,
and operated by NCL Oslofjord AS, this collaboration sets a new standard for sustainable maritime transport.
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On 14 February, 2024, the Company announced the launch of the mandatory public takeover bid by CMB on all the
shares in Euronav. The acceptance period in respect of the bid opened on February 14, 2024 and closed on March 15,
2024. The bid price amounts to USD 17.86 per share in cash, i.e. USD 18.43 per share less USD 0.57 dividend per share.
On 26 February, 2024, the Company announced that it has concluded an order for two bitumen tankers with China
Merchants Jinling Shipyard (Yangzhou) Dingheng Co. (Yangzhou, China). The vessels are expected to be delivered in
the fourth quarter of 2026 and have been chartered to a strong counterparty for 10 years upon delivery from the
shipyard. The vessels will have dual fuel green methanol engines that are ready to be retrofitted for future operation
on ammonia.
On 27 February, 2024, the Company announced it has been informed that certain funds managed by FourWorld
Capital Management LLC (“FourWorld”) have filed a complaint in the United States District Court for the Southern
District of New York in connection with CMB’s U.S. takeover bid for the shares of the Company. The Company is not
involved in these proceedings. On March 14, 2024, the Company has been informed that the claim has been rejected
by the United States District Court for the Southern District of New York.
On 4 March, 2024, the Company announced it has been informed that certain funds managed by FourWorld Capital
Management LLC (“FourWorld”) have also filed a request with the Market Court in Belgium in connection with CMB’s
Belgian offer for the shares of the Company. The Company is not involved in these proceedings. On March 15, 2024,
the Company has been informed that the Market Court in Belgium has denied the request to suspend the closing of
the Belgian offer.
On 18 March, 2024, the Company confirmed that the acceptance period of the mandatory public takeover bid
launched by CMB NV (the "Bidder") for all shares issued by Euronav NV (“Euronav”) not already owned by CMB or its
affiliates (the "Bid"), expired on March 15, 2024. During the acceptance period, 69,241,955 shares in Euronav,
representing 31.47% of the outstanding shares in Euronav, were tendered into the Bid. As a result, the Bidder will hold
a total of 177,147,299 shares in Euronav, representing 80.51% of the outstanding shares in Euronav. Taking into
account the 17,790,716 treasury shares held by Euronav and the 24,400 shares held by Saverco NV, the Bidder and
persons affiliated with it together will hold 194,962,415 shares, representing 88.61% of the outstanding shares in
Euronav.
On 20 March, 2024 Euronav announced that the Supervisory Board will, at the Annual Shareholders’ Meeting of 16
May 2024, propose to distribute USD 4.57 per share to all shareholders. This payout is proposed to be a combination
of a dividend and a repayment from the share issue premium. This distribution approach will be optimal for
shareholders as Euronav anticipates that the share issuance payment part of the distribution will represent more
than 90% of the distribution.
On 20 March, 2024, the Company announced it has sold the VLCC Nectar (2008 – 307,284 dwt), VLCC Newton (2009 –
307,208 dwt), and VLCC Noble (2008 – 307,284 dwt). This transaction will generate a capital gain of approximately
USD 78,9 million which will be recognised upon delivery to her new owner.
On 22 March, 2024, the Company announced it has purchased on the NYSE and on Euronext Brussels a total of
4.719.534 of its own shares. Following these transactions, the Company now owns 22.510.249 shares (10.23% of the
total outstanding share count).
On 29 March, 2024, the Company announced it had purchased on the NYSE and on Euronext Brussels a total of
2,620,931 of its own shares. Following these transactions, the Company now owns 25,131,181 shares (11.42% of the
total outstanding share count).
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Risk Relating to the CMB.TECH transaction
We may fail to realise the anticipated benefits of the CMB.TECH Transaction
On February 8, 2024, the Company completed its acquisition, or the CMB.TECH Transaction, of CMB.TECH NV, or
CMB.TECH, from CMB NV, or CMB, for a total purchase price of $1.150 billion in cash.
We believe that the CMB.TECH Transaction will continue to provide benefits to the combined company. However,
there is a risk that some or all of the expected benefits of the CMB.TECH Transaction may fail to materialise, or may
not occur within the time periods anticipated. The realisation of such benefits may be affected by a number of
factors, many of which are beyond our control, including but not limited to the strength or weakness of the economy
and competitive factors in the areas where we do business, the effects of competition in the markets in which we
operate, and the impact of changes in the laws and regulations regulating the seaborne transportation or refined
petroleum products industries or affecting domestic or foreign operations.
As previously disclosed, because CMB will remain active in dry-bulk carriers, chemical tankers and container vessels,
it might thus compete with the Company. In order to preserve the interests of Euronav in this regard, CMB has
undertaken that certain commercial opportunities be offered first to the Company. The Company will benefit from a
priority right, or the Priority Rate, to any potential charters for a term exceeding three months for which both vessels
owned by the Company and vessels owned by CMB compete. However, the coordination process may also result in
additional and unforeseen expenses. The Priority Right will remain in force until the earlier of (i) the date on which
CMB is no longer solely controlling Euronav (as determined by applicable antitrust law) or (ii) the tenth anniversary,
automatically renewed with consecutive five-year periods, unless either CMB or Euronav terminates the Priority Right
upon three-months' notice.
Additionally, at the closing of the CMB.TECH Transaction, CMB granted Euronav a royalty-free, worldwide license, or
the License, to use the trademarks and the trade names "Bocimar", "Bochem" and "Delphis", so that Euronav can
continue to commercially deploy dry bulk vessels, container vessels and chemical tankers under these trademarks.
The License became effective on February 8, 2024, and is valid for the duration of the relevant licensed intellectual
property rights, but will expire when CMB no longer owns 25% of all Ordinary Shares.
We may be unable to extend the Priority Right or the License on terms acceptable to us or at all. Any of these
occurrences could have a material adverse impact on our operating results, revenues and costs.
The challenge of coordinating previously separate businesses makes evaluating our business and future financial
prospects difficult. The success of the CMB.TECH Transaction, including anticipated benefits and cost savings,
depends, in part, on the ability to successfully integrate the operations of both companies in a manner that results in
various benefits, including, among other things, an expanded market reach and operating efficiencies, and that does
not materially disrupt existing relationships nor result in decreased revenues or dividends, if any. The past financial
performance of each of us and CMB.TECH may not be indicative of our future financial performance. Realisation of
the anticipated benefits in the CMB.TECH Transaction depends, in part, on our ability to successfully integrate the
two businesses. We devote significant management attention and resources to integrating all of the business
practices and support functions. The diversion of management's attention and any delays or difficulties encountered
in connection with the aftermath of the CMB.TECH Transaction and the coordination of the two companies'
operations could have an adverse effect on the business, financial results, financial condition or our share price. The
coordination process may also result in additional and unforeseen expenses in the aftermath of the CMB.TECH
Transaction.
Failure to realise all of the anticipated benefits of the CMB.TECH Transaction may impact the financial performance
of the combined company, the price of our ordinary shares and our ability to pay dividends, if any, which will be at
the discretion of its board of directors in accordance with our dividend policy. In addition, even if we do not realise
the anticipated benefits of the CMB.TECH Transaction, we would remain liable for significant transaction costs,
including legal, accounting and financial advisory fees. There is continuing risk that there may be resulting
disruptions in and uncertainty surrounding our businesses, including impacts on our relationships with our existing
and future customers, suppliers and employees, which could have an adverse effect on our business, results of
operations and financial condition, regardless in the aftermath of the CMB.TECH Transaction. In particular, we could
potentially lose customers or suppliers, and new customer or supplier contracts could be delayed or decreased.
These uncertainties may impair our ability to attract, retain and motivate key personnel in the aftermath of the
CMB.TECH Transaction. In addition, we have expended, and continue to expend, significant management resources,
in an effort to successfully integrate or continue to integrate the two companies in the aftermath of the CMB.TECH
Transaction, which are being diverted from our day-to-day operations. In addition, the failure to successfully
integrate the two companies in the aftermath of the CMB.TECH Transaction may result in negative publicity or a
negative impression of us in the investment community and may affect our relationships with employees, customers,
suppliers, lenders and other partners in the business community.
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We have incurred and may continue to incur significant transaction and integration-related costs in
connection with the CMB.TECH Transaction.
We may continue to incur a number of non-recurring costs associated with the CMB.TECH Transaction and
combining CMB.TECH's operations into our operations. We are subject to significant transaction costs and
integration-related fees and costs related to formulating and implementing integration plans, including systems
consolidation costs and employment-related costs. We continue to assess the amount of these costs, and additional
unanticipated costs may be incurred in the aftermath of the CMB.TECH Transaction. Although we expect to realize
other efficiencies related to the integration of us with CMB.TECH, which may allow us to offset integration-related
costs over time, this net benefit may not be achieved in the near term, or at all.
Additionally, as part of the CMB.TECH transaction we acquired receivables of CMB.TECH in the aggregate amount of
approximately $79.2 million. Any inability to collect these receivables could adversely affect our operating results,
revenues and costs.
We are subject to certain financing restrictions and changes in covenants as a result of the CMB.TECH
Transaction.
We have assumed a substantial part of the existing indebtedness of CMB.TECH as a result of the completion of the
CMB.TECH Transaction, which has imposed additional and substantial operating and financial restrictions on us,
beyond those that existed prior to the completion of the CMB.TECH Transaction, which, together with the resulting
debt services obligations, may significantly limit our ability to execute our business strategy, and increase the risk of
default under our now existing debt obligations after the completion of the CMB.TECH Transaction. Our debt
agreements generally contain financial covenants, which require us to maintain, among other things, an amount of
current assets that, on a consolidated basis, exceeds our current liabilities, which amount of current assets may
include undrawn amount of any committed revolving credit facilities and credit lines having a maturity of more than
one year; minimum aggregate amounts of cash, cash equivalents and available aggregate undrawn amounts of any
committed loan; minimum levels of aggregate cash, minimum ratios of stockholders' equity to total assets; and a
minimum asset coverage ratio. Our credit facilities discussed above also contain restrictions and undertakings which
may limit our and our subsidiaries' ability to, among other things effect changes in management of our vessels;
transfer or sell or otherwise dispose of all or a substantial portion of our assets; declare and pay dividends, (with
respect to each of our joint ventures, no dividend may be distributed before its loan agreement, as applicable, is
repaid in full); and incur additional indebtedness.
A violation of any of our financial covenants or operating restrictions contained in our credit facilities may constitute
an event of default under our credit facilities, which, unless cured within the grace period set forth under the
applicable credit facility, if applicable, or waived or modified by our lenders, provides our lenders with the right to,
among other things, require us to post additional collateral, enhance our equity and liquidity, increase our interest
payments, pay down our indebtedness to a level where we are in compliance with our loan covenants, sell vessels in
our fleet, reclassify our indebtedness as current liabilities and accelerate our indebtedness and foreclose their liens
on our vessels and the other assets securing the credit facilities, which would impair our ability to continue to
conduct our business.
Furthermore, certain of our credit facilities contain a cross-default provision that may be triggered by a default under
one of our other credit facilities. A cross-default provision means that a default on one loan would result in a default
on certain other loans. Because of the presence of cross-default provisions in certain of our credit facilities, the refusal
of any one lender under our credit facilities to grant or extend a waiver could result in certain of our indebtedness
being accelerated, even if our other lenders under our credit facilities have waived covenant defaults under the
respective credit facilities. If our secured indebtedness is accelerated in full or in part, it would be very difficult in the
current financing environment for us to refinance our debt or obtain additional financing and we could lose our
vessels and other assets securing our credit facilities if our lenders foreclosed their liens, which would adversely affect
our ability to conduct our business.
Moreover, in connection with any waivers of or amendments to our credit facilities that we may obtain, our lenders
may impose additional operating and financial restrictions on us or modify the terms of our existing credit facilities.
These restrictions may further restrict our ability to, among other things, pay dividends, make capital expenditures or
incur additional indebtedness, including through the issuance of guarantees. In addition, our lenders may require the
payment of additional fees, require prepayment of a portion of our indebtedness to them, accelerate the
amortisation schedule for our indebtedness and increase the interest rates they charge us on our outstanding
indebtedness.
Prior to the completion of the CMB.TECH Transaction, CMB.TECH's secured credit facilities required it to maintain
specified financial ratios and satisfy financial covenants, including ratios and covenants based on the market value of
the vessels in its fleet in relation to the indebtedness outstanding.
Because some of the ratios and covenants set minimum values for the vessels in respect of the indebtedness
outstanding, including those assumed as a result of the CMB.TECH Transaction, should the value of our vessels
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decline in the future for any reason whatsoever, including due to declines in charter rates, we may be required to take
action to reduce its debt or to act in a manner contrary to its business objectives to meet any such financial ratios
and satisfy any such financial covenants. Additionally, some of the ratios and covenants require us to (i) maintain
minimum levels of liquidity and (ii) not exceed the maximum level of leverage specified therein. Events beyond our
control, including changes in the economic and business conditions in the shipping markets in which we operate,
may affect our ability to comply with these covenants. No assurance can be provided that we will meet our financial
or other covenants or that our lenders will waive any failure to do so.
Additionally, the terms of our indebtedness (including those assumed as a result of the CMB.TECH Transaction) place
certain restrictions on the operations of the obligors thereunder, including restrictions on incurring additional
indebtedness and liens, disposal of assets and chartering arrangements. These covenants, along with the financial
covenants discussed above, may adversely affect our ability to finance future operations or limit its ability to pursue
certain business opportunities or take certain corporate actions. Moreover, in connection with any waivers of or
amendments to our credit facilities that we may obtain, our lenders may impose additional operating and financial
restrictions on us or modify the terms of our existing credit facilities. These restrictions may further restrict our ability
to, among other things, pay dividends, make capital expenditures or incur additional indebtedness, including
through the issuance of guarantees. In addition, our lenders may require the payment of additional fees, require
prepayment of a portion of our indebtedness to them, accelerate the amortization schedule for our indebtedness
and increase the interest rates they charge us on our outstanding indebtedness. The covenants may also restrict our
flexibility in planning for, or reacting to, possible changes in our business and the industry and make it more
vulnerable to economic downturns and adverse developments. A breach of any of the covenants in, or our inability to
maintain the required financial ratios under, our credit facilities would prevent us from borrowing additional money
under our credit facilities and could result in a default thereunder. If a default occurs under certain of our credit
facilities, unless cured within the grace period set forth under the applicable credit facility, if applicable, or waived or
modified by our lenders, the lenders could elect to declare the issued and outstanding debt, together with accrued
interest and other fees, to be immediately due and payable and foreclose on the collateral securing that debt, which
could constitute all or substantially all of our assets. Furthermore, our debt agreements contain cross-default
provisions, whereby if we default under one of our debt agreements or credit facilities would automatically be an
event of default under other debt agreements. Such cross defaults could result in the acceleration of the maturity of
our existing debt under these agreements and the lenders thereunder may foreclose upon any collateral securing
that debt, including our vessels. In the event of such acceleration or foreclosure, we might not have sufficient funds or
other assets to satisfy all of our obligations, which would have a material adverse effect on our business, results of
operations and financial condition.
In the aftermath of the CMB.TECH Transaction, our ability to meet our cash requirements, including our debt service
obligations, will be dependent upon our operating performance, which will be subject to general economic and
competitive conditions and to financial, business and other factors affecting our operations, many of which are or
may be beyond our control. We cannot provide assurance that our business operations will generate sufficient cash
flows from operations and revenue generation to fund these cash requirements and debt service obligations. If our
operating results, cash flow or capital resources prove inadequate, we could face substantial liquidity problems and
we might be required to dispose of material assets or operations to meet our debt and other obligations, which
would have an adverse impact on our financial condition. If we are unable to service our debt, we could be forced to
stop, reduce or delay planned expansions and capital expenditures, sell assets, restructure or refinance our debt or
seek additional equity capital. We may be unable to take any of these actions on satisfactory terms or in a timely
manner or efficient manner, which could result in our entering bankruptcy proceedings. Further, any of these actions
may not be sufficient to allow us to service our debt obligations or may have an adverse impact on our business. Our
debt agreements may limit our ability to take certain of these actions. Our failure to generate sufficient operating
cash flow to pay our debts or to successfully undertake any of these actions could have a material adverse effect on
the combined company. In addition, the degree to which we are and may continue to be leveraged as a result of the
indebtedness assumed in connection with the CMB.TECH Transaction or otherwise could materially and adversely
affect our ability to obtain additional financing for working capital, capital expenditures, acquisitions, debt service
requirements or other purposes, could make us more vulnerable to general adverse economic, regulatory, political,
government and industry conditions, and could limit our flexibility in planning for, or reacting to, changes and
opportunities in the markets in which we compete.
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Our planned expansion from the tanker sector to the sectors involved in CMB.TECH's business entails certain
risks and uncertainties.
Our planned expansion from the tanker sector to the sectors involved in CMB.TECH's business entails certain risks
and uncertainties. Expansion to the sectors involved in CMB.TECH's business also means that our historical results
will not be indicative of our future results.
– CMB.TECH may not succeed in executing its decarbonisation strategy;
– CMB.TECH may not succeed to successfully integrate its business divisions into Euronav's business, and the
benefits of the Euronav's acquisition of CMB.TECH may not be realised;
–
The global clean energy transition may not accelerate as expected, including in the shipping industry;
– Governmental and regulatory focus on a zero-carbon future in accordance with current target dates may be
delayed, changed or abandoned;
–
–
The shipping industry may not adopt hydrogen and ammonia as a primary fuel source for ocean-going vessels or
any adoption may take longer than expected;
The obsolescence and scrapping of older vessels that are powered by traditional fuels that emit carbon and their
replacement may not occur as expected or at all;
– CMB.TECH's hydrogen and ammonia engine and fuel technology may not be successfully applied in longer haul
routes;
–
The delivery of the Company's vessels on order may not occur as expected or without unanticipated costs;
– Charters at attractive or expected rates may not be available for the Company's vessels upon expiration of current
charters or upon delivery of newbuildings on order;
– CMB.TECH may not complete as expected various hydrogen and ammonia projects upon which the Company's
strategy is based around the world both at sea and ashore;
–
–
Improving supply and demand dynamics over the next several years in the dry bulk shipping sector of the
shipping industry may not occur as expected;
A recovery and growth over the next several years in the chemical tanker sector of the shipping industry may not
occur as expected;
– Demand for eco-friendly container vessels may not increase or may decline;
– Continued increases in demand for service vessels in the offshore wind industry may not occur as expected;
–
The impact of general economic and geopolitical factors may impact the shipping industry, including the war in
Ukraine and the on-going conflicts in the Middle East (including recent vessel attacks and Panama Canal port
congestion issues);
– Partnerships in which CMB.TECH cooperates with third parties may fail; and
–
Intellectual property rights owned by CMB.TECH may be challenged or may expire.
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Certain of our directors, executive officers and major shareholders may have interests that are different from
the interests of our other shareholders.
CMB, our largest shareholder, beneficially owns the 177,147,299 of our ordinary shares, representing 89,69% of our
outstanding shares, as of April 1, 2024. For so long as CMB beneficially owns a significant percentage of our
outstanding ordinary shares, it is able to exercise significant influence over us and will be able to strongly influence
the outcome of shareholder votes on other matters, including the adoption or amendment of provisions in our
articles of incorporation or bye-laws and approval of possible mergers, amalgamations, control transactions and
other significant corporate transactions. This concentration of ownership may have the effect of delaying, deferring or
preventing a change in control, merger, amalgamations, consolidation, takeover or other business combination. This
concentration of ownership could also discourage a potential acquirer from making a tender offer or otherwise
attempting to obtain control of us, which could in turn have an adverse effect on the market price of our ordinary
shares. CMB may not necessarily act in accordance with the best interests of other shareholders. The interests of CMB
may not coincide with the interests of other holders of our ordinary shares. To the extent that conflicts of interests
may arise, CMB may vote in a manner adverse to us or to you or other holders of our securities. Please see "Item 7.
Major Shareholders and Related Party Transactions – A. Major Shareholders."
In addition, certain members of our Supervisory Board, including Mr. Marc Saverys and Mr. Patrick De Brabandere,
and certain members of our Management Board, including Mr. Alexander Saverys, Mr. Michael Saverys, Mr. Ludovic
Saverys, Mr. Benoit Timmermans and Mr. Maxime Van Eecke, also serve on the boards of CMB. There may be real or
apparent conflicts of interest with respect to matters affecting CMB whose interests in some circumstances may be
adverse to our interests.
To the extent that we do business with or compete with CMB for business opportunities, prospects or financial
resources, or participate in ventures in which CMB may participate, these members of our Supervisory Board and
Management Board may face actual or apparent conflicts of interest in connection with decisions that could have
different implications for us. These decisions may relate to corporate opportunities, corporate strategies, potential
acquisitions of businesses, newbuilding acquisitions, inter-company agreements, the issuance or disposition of
securities, the election of new or additional directors and other matters. Such potential conflicts may delay or limit
the opportunities available to us, and it is possible that conflicts may be resolved in a manner adverse to us or result
in agreements that are less favourable to us than terms that would be obtained in arm's-length negotiations with
unaffiliated third parties.
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Market prospects for 2024
Bocimar: dry-bulk vessels
The Bocimar fleet includes the following dry bulk vessels: (i) 28 Newcastlemax bulk carriers (24 of which are
newbuildings under construction that are currently expected to be delivered between 2024 and 2026) ready to be
fitted with ammonia engines and (ii) two 5,000 deadweight tonne (DWT) mini-bulk coaster vessels that are
newbuildings under construction (currently expected to be delivered in 2026) ready to be fitted with hydrogen
engines.
Dry-bulk market – focus on Capesize and Newcastlemax markets
The shipping dry-bulk market is an essential conduit for the global exchange of unpackaged dry cargo, transporting
key commodities such as coal, iron ore, and grains. Within this market segment, Newcastlemax bulk carriers
distinguish themselves by their size (210,000 dwt capacity) and tailored design to navigate the logistical challenges
inherent in major coal and iron ore exporting regions. Newcastlemax bulk carriers, are purpose-built to
accommodate the transport of high-volume commodities, particularly coal, bauxite and iron ore, crucial elements in
the global industrial supply chains.
Predominant market drivers for the dry-bulk segment, including Newcastlemax bulk carriers, are intricately
intertwined with the demand dynamics underpinning pivotal commodities such as coal, iron ore, and grains.
Notably, the robustness of Chinese demand exerts a profound influence given China's pre-eminent status as the
world's foremost consumer of coal and iron ore. Drivers of Chinese demand encompass an array of macroeconomic
variables, including infrastructural investment, urbanisation imperatives, and industrial production outputs. In
addition, the regulatory environment and geopolitical factors influence the maritime dry-bulk segment.
Strategic alignment of newbuilding program with enhanced utilisation
levels (2024e-2026e)
In response to projected improvements in utilisation levels within the shipping dry-bulk market from 2024 onwards,
we have strategically orchestrated a comprehensive newbuilding program. Central to this initiative is the
commissioning of 28 state-of-the-art super-eco 210,000 DWT Newcastlemax bulk carriers, scheduled for delivery
between July 2023 and September 2026 (four Newcastlemax bulk carriers have been delivered as of this annual
report). These vessels are being constructed at Qingdao Beihai shipyard, renowned for its commitment to quality
craftsmanship and adherence to stringent industry standards. A key feature of these Newcastlemax bulk carriers is
their NH3 readiness and capability for NH3 retrofitting as soon as advanced engine technology becomes
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commercially available, with projections suggesting readiness by the second half of 2025. This strategic foresight
underscores our commitment to future-proofing the fleet, ensuring enhanced commercial value amidst a dynamic
regulatory landscape characterised by evolving environmental imperatives. Moreover, these vessels are acclaimed as
the most fuel-efficient large dry-bulk vessels globally, boasting unparalleled eco-credentials (Mineral Belgie, 2023
210,000 dwt Newcastlemax consumes 53.4% less LFSO if compared to Mineral Maureen, 2012 206,000 dwt
Newcastlemax). Furthermore, the inclusion of 2 x 5,000 dwt coasters powered by hydrogen fuel (H2) further
accentuates our commitment to sustainability and technological innovation within the Bocimar fleet.
Market dynamics driving utilisation levels
Long-term projections anticipate a resurgence in economic conditions, catalysing a corresponding increase in
utilisation rates within the dry-bulk segment from 2024 onwards. Forecasts indicated a net demand growth
trajectory, with -0.1% in 2023, followed by robust increments of 3.0%, 2.9%, and 1.5% for the years spanning 2024e to
2026e. Key drivers of this demand surge include heightened requisites for iron ore, grains, and minor bulks over the
stipulated period. Iron ore shipments are anticipated to burgeon by 3.0% from 2023 to 2025, while grain shipments
exhibit a projected uptick of 5.1% between 2023 and 2025, propelled by growth in maize shipments in 2024 and
wheat volumes recovery in 2025. Moreover, the bauxite trade had an 8% surge in 2023, with sustained growth
projections of 5-6% annually thereafter.
Supply dynamics and market balance
Against a backdrop of expanding demand, the dry-bulk vessel supply landscape presents a supportive outlook.
Analysis reveals that the current Capesize orderbook stood at 22.5 million DWT in February 2024, representing a mere
5.7% of the Capesize fleet. Furthermore, a moderated net supply growth trajectory is forecasted, encompassing
increments of 3.0% in 2023 and diminishing to 2.5%, 1.1%, and 0.4% in the years spanning 2024e through 2026e. This
subdued fleet growth trajectory augurs well for maintaining market equilibrium, with utilisation curve forecasts
indicating increments to 85.5%, 87.0%, and 87.9% in the years 2024 through 2026e. Moreover, extrapolations suggest
that by 2027, approximately 70% of the Capesize fleet (comprising vessels of 180 dwt or 782 vessels) is poised to
exceed the 15-year threshold, with a similar proportion anticipated to surpass the 18-year mark by 2030.
The strategic alignment of the newbuilding program with anticipated enhancements in utilisation levels underscores
our proactive stance in capitalising on emerging market dynamics within the shipping dry-bulk segment. Through the
induction of cutting-edge Newcastlemax bulk carriers and hydrogen-powered coasters, coupled with astute market
analysis and foresight, we stand poised to navigate evolving regulatory imperatives and capitalise on burgeoning
demand for essential commodities, thereby supporting sustained competitiveness and operational resilience in a
dynamic global marketplace.
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Bochem: chemical tankers
The Bochem fleet includes eight 25,000 DWT chemical tankers (six of which are newbuildings under construction
currently expected to be delivered between 2024 and 2025 and two of which are on the water) ready to be fitted with
ammonia engines.
Analysis of the chemical shipping market with focus on 25,000 DWT
chemical tankers
In our assessment of the chemical shipping market, we turn our attention to the segment comprising 25,000
deadweight tonnage (DWT) chemical tankers, which play a pivotal role in transporting various chemical products
across international waters. The chemical shipping market is influenced by a range of factors, including global
economic conditions, industrial production levels and global demand for chemicals, basis ingredients for food,
regulatory environment, geopolitical factors and trade patterns.
Newbuilding program and fleet characteristics
Under the auspices of favourable long-term charter contracts with an investment grade, leading entity in the
chemical shipping sector as counter-party, we have initiated a strategic newbuilding program. This program entails
the construction of eight super-eco 25,000 DWT chemical tankers at the CMJL Dingheng shipyard, meticulously
designed to meet stringent environmental standards and future regulatory imperatives. These vessels are NH3 ready,
underscoring our commitment to sustainability and adaptability in the face of evolving industry requirements.
Moreover, they are positioned as best-in-class within their size category, boasting superior operational efficiency and
commercial viability.
Market dynamics and demand growth
The chemical shipping market is showing resilience and steady growth, buoyed by increasing demand for chemical
transportation worldwide. Notably, the expansion of production capacity in major chemical export hubs, such as the
US and the MEG area, outpaces consumption rates, fuelling anticipated increases in exports. However, short-term
macroeconomic headwinds, including uncertainties in the Chinese economy and geopolitical tensions, present
transient challenges that warrant prudent consideration.
Supportive supply side dynamics
On the supply side, the chemical tanker market benefits from favourable dynamics, characterised by restrained fleet
growth and a conducive order book environment. The current order book for new vessels stands at historically low
levels, representing a mere 4.1% of the existing core chemical tanker fleet. Moreover, the average fleet age of 13 years,
coupled with limited yard capacity and extended lead times for advanced chemical tankers, mitigates the risk of
oversupply and underscores the potential for sustained market equilibrium.
Attractive long-term outlook
Despite near-term challenges, the long-term outlook for chemical tankers remains favourable, underpinned by
strategic investments and prudent market positioning. Fleet orders have been executed opportunistically within the
market cycle, ensuring attractive long-term returns for stakeholders. With a robust contract backlog and established
counterparties, we maintain forward visibility and confidence in the enduring profitability of the chemical tanker
segment.
In the medium term, we anticipate steady volume growth in the chemical shipping market, coupled with an increase
in tonne-miles driven by disruptions in trade flows and sustained demand from European import markets. Despite
lingering inflationary impacts on demand, we expect freight rates to be bolstered by fleet contraction. Our strategic
fleet orders were executed at a sweet spot in the market cycle, supporting the potential for long-term attractive
returns. Furthermore, our robust contract backlog and established counterparties provide us with forward visibility,
which we believe will help us navigate evolving market conditions with confidence and agility.
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Euronav: crude oil and product tankers
The crude oil shipping market, essential to global energy trade, encompasses various vessel types, including
Suezmax tankers, Very Large Crude Carriers (VLCCs), and Floating Storage and Offloading (FSO) units. The Euronav
fleet stands as the second largest publicly listed crude oil platform. Currently, our trading fleet comprises 17 VLCCs,
22 Suezmax tankers, and two FSO's.
Fleet positioning for the upcycle
Euronav has strategically positioned itself for the future with the inclusion of future-proof tonnage on order, including
five ammonia-powered (ready) ECO VLCCs (Qingdao Beihai Shipbuilding) and four ECO Suezmax tankers (DH
Shipbuilding). Additionally, our portfolio includes two long-term FSO contracts extending to 2032, alongside multiple
time charter (T/C) contracts for VLCCs and Suezmax tankers. In the first quarter of 2024, Euronav ordered two dual
fuel methanol 17,000 dwt Bitumen tankers against a 10-year charter contract with an investment grade energy major
as counter-party.
By maintaining a significant presence in the spot market, Euronav effectively enhances its sensitivity to prevailing
market conditions, thereby maximising its potential to capitalise on periods of heightened demand and favourable
freight rates within the crude oil transportation space. Exposure to the spot market enhances our exposure and
operational gearing into the upcycle of the crude oil transportation spot market.
Market dynamics driving tanker improvements
Global oil consumption is poised to reach a record high of 102.9 million barrels per day (MBPD) in 2024, underpinning
robust demand for crude oil transportation. However, OPEC+ production cuts have temporally slowed the demand
for crude transportation. Despite this, modest ton-mile growth of 3% is anticipated in 2024, driven by the emergence
of new oil supply primarily from the Americas, coupled with new refinery capacity additions predominantly in Asia,
resulting in longer sailing distances and increased demand for tanker services.
Impact of low orderbook and ageing tonnage
The crude tanker orderbook currently stands at a multi-year low, with crude tankers comprising only 4.6% of the total
orderbook (February 2024). Meanwhile, approximately 13.8% of the existing crude tanker fleet is aged above 20 years.
By early 2026, this figure is projected to escalate to 24.5%, indicating a potential uptick in vessel recycling. Moreover,
VLCCs ordered between 2006 and 2011 are poised to exit the fleet in the coming years, augmenting the supply-side
narrative from around 2026 onwards. Consequently, second-hand VLCC asset values have surged to a 14-year high,
which provides opportunities to recycle capital from selling older tonnage at market highs and reinvesting the
proceeds in future proof (crude oil tanker) tonnage. The introduction of future-proof tonnage, including ammonia-
powered ECO VLCCs and Suezmax tankers, underscores our commitment to sustainability, operational efficiency,
and long-term competitiveness.
Future market outlook
With limited to no new tonnage entering the market, a rapidly ageing fleet, and 2% growth in oil demand anticipated
for 2024 (2025:1%), a tightening market scenario is envisaged. Utilisation rates are on an upward trajectory,
suggesting potential improvements in rates moving forward. Consequently, the combination of constrained supply
and growing demand bodes well for a favourable market outlook in the foreseeable future. Through strategic
positioning and prudent foresight, we are poised to capitalise on emerging opportunities while navigating market
challenges, ensuring sustained competitiveness and value creation for stakeholders in the years ahead.
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Delphis: container vessels
The Delphis fleet includes the following container vessels: (i) four container vessels of 6,000 twenty foot equivalent
units (TEU) (two of which are newbuildings under construction that are currently expected to be delivered in 2024,
and two of which are on the water) which are ready to be fitted with ammonia engines and (ii) one container vessel of
1,400 TEU that is a newbuilding under construction (currently expected to be delivered in 2026) fitted with a dual fuel
ammonia engine.
Insights into the container shipping market: focus on 6,000 TEU vessels
A 6,000 TEU ice-class container vessel is a type of container ship designed and built to operate in icy or polar waters.
These vessels are equipped with reinforced hulls and other specialised features to withstand the harsh conditions
encountered in ice-covered regions. The designation TEU refers to the vessel's carrying capacity, with each TEU
representing the cargo capacity of a standard 20-foot shipping container. Therefore, a 6,000 TEU vessel has the
capability to transport approximately 6,000 standard containers.
The demand drivers of the 6,000 TEU container shipping market are multifaceted and influenced by various
economic, geopolitical, trade, and industry-specific factors. Some of the key drivers include: (i) global economic
growth, (ii) consumer demand and consumption patterns, (iii) manufacturing and industrial activity, (iv) international
trade agreements and policies, (v) shift in global supply chains, and (vi) political and geopolitical factors.
Newbuilding program and fleet characteristics
Our newbuilding program, conducted under favourable long-term charter contracts with CMA-CGM, underscores our
commitment to modernisation and sustainability. This initiative includes the construction of four super-eco 6,000
TEU ice-class container feeder vessels, equipped with 1,150 reefer points and NH3 readiness, at Qingdao Yangfan
Shipbuilding Co. Ltd. Additionally, a 1,400 TEU dual-fuel NH3 vessel is being constructed, reflecting our dedication to
future-proofing the fleet amidst evolving regulatory landscapes. These vessels boast optimised designs, offering trade
flexibility and operational efficiency, positioning them as the largest ice-class ships globally with compact dimensions
for versatile global trading.
Demand dynamics and economic outlook
Despite lingering uncertainties on the demand side, projections suggest modest economic GDP growth rates of 2.9%
in 2024 and 3.2% in 2025, as forecasted by the International Monetary Fund. However, global manufacturing activity
has exhibited a slowdown, with the manufacturing US Purchasing Managers' Index (PMI) persistently below 50.0 since
the third quarter of 2022. Nonetheless, recovery in head-haul and regional trade volumes is anticipated, with demand
growth estimated between 3.0% and 4.0% in 2024 and between 3.5% and 4.5% in 2025.
Supply dynamics and market balance
The container shipping market faces challenges of supply outpacing demand in both 2024 and 2025. New ship
contracts continue to be signed at an accelerated pace, with an estimated capacity of 5.0 million TEU expected to be
delivered during this period. Despite forecasts of increased ship recycling, fleet expansion is projected at 8.8% in 2024
and 6.4% in 2025, outstripping demand growth. Notably, fleet expansion is heavily skewed towards larger segments,
while the relatively oldest fleet today is in the 1,000-8,000 TEU range.
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Market outlook and forward visibility
The weakening trend observed in 2022 and 2023 is expected to persist through 2024 and 2025. However, despite
market challenges, our company, Delphis, maintains strong contract coverage with the entire fleet committed under
long-term time charter contracts (4 x 6,000 TEU up to 2034, and 1 x 1,400 TEU up to 2041). Our robust backlog of
orders and established counterparties provide us with the forward visibility and the confidence and stability needed
to navigate through the challenging market conditions, ensuring sustained resilience and value creation for our
stakeholders.
While the container shipping market faces near-term uncertainties, strategic initiatives such as our newbuilding
program and steadfast contract coverage position us well for long-term success amidst evolving market dynamics
and regulatory landscapes.
Windcat: offshore wind support vessels
Windcat Workboats Holdings Limited (Windcat) is the parent company of the Windcat group, an offshore wind
personnel transfer company. Windcat owns and operates a fleet of 57 Crew Transfer Vessels (CTVs), of which 11
vessels are fitted with a hydrogen engine or can be converted to hydrogen propulsion. Windcat operates mainly in the
European offshore wind sector. In addition to its CTV's, Windcat has ordered five Commissioning and Service
Operating Vessels (CSOVs), with an option for one additional CSOV, currently expected to be delivered in 2025 and
2026, which will be powered by hydrogen. Windcat is also active in the German, Polish and French markets through
its joint venture partners, FRS Windcat and TSM Windcat, respectively.
Overview of the CTV and CSOV markets
The CTV and CSOV markets are integral components of the offshore energy industry, providing essential support
services for offshore installations such as wind farms, oil rigs, and gas platforms. The evolution of the CTV and CSOV
markets is closely intertwined with broader trends shaping the offshore energy landscape, including advancements
in offshore technology, regulatory frameworks, environmental considerations, and the expansion of offshore energy
projects into deeper waters and remote regions.
Between 2017 and 2022, the global renewable offshore wind sector witnessed a substantial surge in capacity, with
approximately 50.5 gigawatts (GW) of new capacity added worldwide. This growth trajectory underscored the
increasing significance of offshore wind as a key component of the global energy transition, with governments,
industries, and stakeholders increasingly turning to renewable sources to meet energy demands while mitigating
environmental impacts. Looking ahead, projections for the period between 2023 and 2028 paint an even more
ambitious picture, with forecasts indicating a substantial acceleration in offshore wind capacity expansion. In a main
case scenario, it is estimated that approximately 154.0 GW of additional capacity will be added globally during this
period. However, in an accelerated case scenario, this figure could potentially reach as high as 181.8 GW.
In line with the escalating demand for offshore wind capacity, projections suggest a significant uptick in the required
number of CSOVs. Specifically, it is anticipated that the number of CSOVs in operation will rise from an estimated 50
vessels in 2023 to approximately 150 vessels by the end of 2028. This threefold increase underscores the pivotal role
that CSOVs will play in supporting the rapid expansion of the offshore wind sector, facilitating the effective execution
of offshore projects and ensuring the continued growth and sustainability of the renewable energy industry on a
global scale.
Crew Transfer Vessel (CTV) market
The Crew Transfer Vessel (CTV) market focuses on the transportation of personnel to and from offshore installations,
particularly offshore wind farms. Historical rates in the CTV market have been influenced by factors such as offshore
wind installation activity, weather conditions, and vessel availability. Future rates are expected to remain stable or
experience modest growth, driven by continued investment in offshore wind energy. As the offshore wind industry
expands, there is an increasing need for efficient and reliable crew transfer services to support installation,
maintenance, and operation activities.
In 2023, the CTV market has experienced robust activity, particularly in the European region, driven by the expansion
of offshore wind farms. Further growth is anticipated in the number of offshore wind turbines, leading to increased
demand for CTVs. Throughout the spring and summer seasons of 2023, the European CTV market witnessed high
utilization rates, with vessels predominantly on charter. As a result, the spot market for CTVs has observed high day
rates. At the end of 2023, charterers started to initiate tendering activities for the 2024 season, ahead of the normal
schedule, reflecting the anticipated tight market conditions for 2024. Some vessel owners have already noted limited
availability for the upcoming 2024 season.
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Commissioning Service Operating Vessel (CSOV) market
The Commissioning Service Operating Vessel (CSOV) market caters to a broader range of offshore activities, including
support for deep sea offshore wind building projects, oil and gas exploration and production, offshore construction,
and maintenance operations. Historical rates in the CSOV market have been influenced by fluctuations in oil and gas
prices, offshore exploration and production activities, and demand from other offshore industries such as offshore
wind development. Demand and utilization fluctuations are closely tied to industry cycles, regulatory changes, and
technological advancements.
In 2023, the CSOV market has also witnessed significant growth, driven by offshore wind turbine installations and
maintenance activities. Fixed rates in the CSOV market have surged by approximately 15-25% on average compared
to the previous year. At the end of 2023, charterers commenced tendering for CSOVs for the 2024/2025 seasons earlier
than usual, reflecting the anticipation of a tight market in the foreseeable future. This early activity underscores the
high demand for CSOVs in supporting offshore wind farm operations.
Despite the growing demand for CSOVs, scheduled newbuilding deliveries remain below the required capacity to
meet the needs of offshore wind turbine installations. Additionally, delays and unscheduled work at existing wind
farms further contribute to the demand for CSOV services.
Both the CTV and CSOV markets are poised for continued growth, driven by the expansion of offshore wind energy
projects. With high demand, current elevated day rates, and early tendering activity, stakeholders in these markets
can anticipate favourable economic conditions in the coming years. However, challenges such as project delays,
vessel availability and newbuilding delays may need to be addressed to ensure the smooth operation and
sustainability of these markets.
CMB.TECH – other vessels
The ‘other' division encompasses ferry Hydroville, ferry HydroBingo and tugboat HydroTug. The Hydroville, built in
2017, and the HydroBingo, built in 2021, are the world's first hydrogen powered ferries. The Hydroville is operating out
of Europe and the HydroBingo out of Japan (through the joint-venture JPNH2YDRO). They are both powered by dual-
fuel hydrogen-diesel high speed engines. The HydroTug, built in 2023, is the world's first hydrogen powered tugboat.
The ship is a tractor tug with a bollard pull of 65 tonnes and is operated by the Port of Antwerp-Bruges.
Tugboats are crucial for port operations globally, aiding in ship manoeuvring and cargo movement. Ports are
increasingly adopting greener technologies to cut greenhouse gas emissions. The HydroTug, the world's first dual fuel
hydrogen-powered tugboat, sets a precedent for eco-friendly port operations. It highlights the viability of hydrogen as
a clean energy source in the port environment and wider maritime sector. With concerns about climate change rising,
there's growing demand for dual-fuel hydrogen tugboats worldwide. These vessels are poised to revolutionise port
operations, aligning with emission reduction goals and regulatory mandates.
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Fleet of the Euronav Group
as of 31 March 2024
Owned VLCCs and V-Plus
Name
Aegean
Alsace
Antigone
Daishan
Dalma
Dia
Donoussa
Hakata
Hakone
Hirado
Hojo
Ilma
Ingrid
Iris
Nectar
Newton
Newton
Owned
Built
Dwt
Draft
Flag Length (m)
100 %
100 %
100 %
100 %
100 %
100 %
100 %
100 %
100 %
100 %
100 %
100 %
100 %
100 %
100 %
No
No
2016 299,999
21.62
Belgian
332.97
2012 320,350
2015 299,421
2007 306,005
2007 306,543
2015 299,999
2016 299,999
2010 302,550
2010 302,624
2011
302,550
2013
302,965
2012
314,000
2012
314,000
2012
314,000
2008
307,284
2009
307,284
2009
307,284
22.5
21.6
22.49
22.49
21.52
21.54
21.03
21.03
21.03
21.64
22.37
22.38
22.37
22.72
22.3
22.3
French
Greek
Marshall
Islands
Liberian
French
French
French
Greek
Greek
Belgian
Belgian
Belgian
Belgian
Liberian
Liberian
Liberian
330
333
332
332
336
336
333
333
333
330
319.03
319.03
333.14
321.6
321.7
321.7
Shipyard
Hyundai H.I.
Samsung H.I.
Hyundai H.I.
Daewoo H.I.
Daewoo H.I.
Daewoo H.I.
Daewoo H.I.
Universal
Universal
Universal
Japan Marine United
Hyundai H.I.
Hyundai H.I.
Hyundai H.I.
Dalian S.I.
Dalian S.I.
Dalian S.I.
Information until 31 March 2024
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174
Newbuildings
Name
Owned
Built
Dwt Draft
Flag
Length (m)
Shipyard
TK300K-1
100 % 2026
319,000
22.5
TK300K-2
100 % 2026
319,000
22.5
TK300K-3
100 % 2026
319,000
22.5
TK300K-4
100 % 2027
319,000
22.5
TK300K-5
100 % 2027
319,000
22.5
BE
BE
BE
BE
BE
339.5 CSSC Qingdao Beihai Shipbuilding Co., Ltd.
339.5 CSSC Qingdao Beihai Shipbuilding Co., Ltd.
339.5 CSSC Qingdao Beihai Shipbuilding Co., Ltd.
339.5 CSSC Qingdao Beihai Shipbuilding Co., Ltd.
339.5 CSSC Qingdao Beihai Shipbuilding Co., Ltd.
Owned Suezmax vessels
Name
Brest
Bristol
Brugge
Owne
d
Built
Dwt Draft
100 % 2023
156,851 17.65
Flag Length
(m)
270 Hyundai Samho Heavy Industries Co., Ltd.
Shipyard
Greek
100 % 2024
156,851 17.65
Greek
270 Hyundai Samho Heavy Industries Co., Ltd.
100 % 2023 156,851 17.65
BE
270 Hyundai Samho Heavy Industries Co., Ltd.
277
274
274
277
277
277
274
274
Cap Corpus Christi
100 % 2018 156,600
17.15 Greek
Cap Felix
Cap Lara
Cap Pembroke
100 % 2008
100 % 2007
158,765 17.02 Belgia
n
17 Liberia
n
17.15 Greek
158,826
100 % 2018 156,600
Cap Port Arthur
100 % 2018 156,600
17.15
Greek
Cap Quebec
100 % 2018 156,600
17.15 Greek
Cap Theodora
100 % 2008
158,819
Cap Victor
100 % 2007
158,853
Capt. Michael
100 % 2012
157,648
17
17
17
Greek
Greek
Greek
274.82
100 % 2022 157,310
17.2
Greek
100 % 2022 157,310
17.2
Greek
100 % 2009
100 % 2012
157,714 17.02 Belgia
n
Greek
157,523
17
100 % 2008 150,205
100 % 2007 150,205
100 % 2007 150,205
100 % 2010 165,000
100 % 2006 150,205
16.02 Belgia
n
16.02 Liberia
n
16.02 Liberia
n
274
274
274.2
274.82
274.20
274.20
274.2
17.17 Greek 274.19
16.02 Liberia
n
274.20
100 % 2011
165,000 17.17
Greek 274.19
Cedar
Cypres
Fraternity
Maria
Sapphira
Selena
Sienna
Sofia
Statia
Stella
Newbuildings
Hyundai H.I.
Samsung H.I.
Samsung H.I.
Hyundai H.I.
Hyundai H.I.
Hyundai H.I.
Samsung H.I.
Samsung H.I.
Samsung H.I.
Daehan Shipbuilding Co. Ltd.
Daehan Shipbuilding Co. Ltd.
Samsung H.I.
Samsung H.I.
Universal
Universal
Universal
Hyundai H.I.
Universal
Hyundai H.I.
Name
H5088
H5089
H5105
H5106
Owned
Built
Dwt Draft
Flag Length (m)
100 % 2024 156,790
100 % 2024 156,790
100 % 2026 156,000
100 % 2026 156,000
17.2
17.2
17.2
17.2
TBD
TBD
GR
GR
274
274
274
274
Shipyard
DH Shipbuilding Co., Ltd.
DH Shipbuilding Co., Ltd.
DH Shipbuilding
DH Shipbuilding
Information until 31 March 2024
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Owned FSO’s (Floating, Storage and Offloading)
Name
FSO Africa
FSO Asia
Owned
Built
Dwt
100 %
100 %
2002
432,023
2002
432,023
Draft
24.53
24.53
Flag
Length (m)
Shipyard
Marsh I
Marsh I
380
380
Daewoo H.I.
Daewoo H.I.
Owned Newcastlemaxes
Name
Mineral België
Mineral Nederland
Mineral Luxembourg
Mineral France
Newbuildings*
Owned
Built
Dwt
Draft
Flag
Length (m)
Shipyard
100 %
100 %
100 %
100 %
2023 210,204
18.522 Belgium
2023 210,204
18.522 Belgium
2024 210,204
18.522 Belgium
299.95
299.95
299.95
Qingdao Beihai
Qingdao Beihai
Qingdao Beihai
2024 210,204
18.522 Belgium
300
Qingdao Beihai
Name
BC210K-31
BC210K-32
BC210K-33
BC210K-34
BC210K-37
BC210K-38
BC210K-43
BC210K-44
BC210K-45
BC210K-46
BC210K-47
BC210K-48
BC210K-49
BC10K-50
BC210K-51
BC210K-52
BC210K-53
BC210K-54
BC210K-55
BC210K-56
BC210K-63
BC210K-64
BC210K-79
BC210K-80
Owned
Built
Dwt
Draft
Length (m)
100 %
100 %
100 %
100 %
100 %
100 %
100 %
100 %
100 %
100 %
100 %
100 %
100 %
100 %
100 %
100 %
100 %
100 %
100 %
100 %
100 %
100 %
100 %
100 %
2024
2024
2024
2024
2024
2024
2025
2025
2025
2026
2024
2025
2025
2025
2025
2025
2025
2026
2026
2026
2026
2026
2027
2027
210
210
210
210
210
210
210
210
210
210
210
210
210
210
210
210
210
210
210
210
210
210
210
210
18.5
18.5
18.5
18.5
18.5
18.5
18.5
18.5
18.5
18.5
18.5
18.5
18.5
18.5
18.5
18.5
18.5
18.5
18.5
18.5
18.5
18.5
18.5
18.5
300
300
300
300
300
300
300
300
300
300
300
300
300
300
300
300
300
300
300
300
300
300
300
300
Shipyard
Qingdao Beihai
Qingdao Beihai
Qingdao Beihai
Qingdao Beihai
Qingdao Beihai
Qingdao Beihai
Qingdao Beihai
Qingdao Beihai
Qingdao Beihai
Qingdao Beihai
Qingdao Beihai
Qingdao Beihai
Qingdao Beihai
Qingdao Beihai
Qingdao Beihai
Qingdao Beihai
Qingdao Beihai
Qingdao Beihai
Qingdao Beihai
Qingdao Beihai
Qingdao Beihai
Qingdao Beihai
Qingdao Beihai
Qingdao Beihai
Owned Post-panamaxes
Name
Owned
Built
Dwt
Draft
Flag
Length (m)
Shipyard
CMA CGM Masai Mara
CMA CGM Zingaro
100 %
100 %
2023
75,833
2024
75,826
14
14
Belgium
Portugal/
Liberia
240
240
Yangfan
Yangfan
Information until 31 March 2024
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Owned Feeders
Newbuildings*
Name
Owned
Built
Dwt Flag
Shipyard
1400 TEU #1
100 % 2026
1,400 TEU TBD
Qingdao Yangfan Shipbuilding
Owned Chemical carriers
Name
Owned Built
Dwt Draft
Flag Length (m)
Shipyard
Bochem Houston
Bareboat charter 2023 25,000
10.24
Portugal
158.98 China Merchants Jinling
Bochem Rotterdam Bareboat charter 2023 25,000
10.24
Portugal/
Liberia
158.98 China Merchants Jinling
Newbuildings*
Name
Owned
Built
Dwt
Draft
Flag
Length (m)
Shipyard
CMYZ0111
CMYZ0112
CMYZ0113
CMYZ0114
CMYZ0121
CMYZ0122
100 %
100 %
100 %
100 %
100 %
100 %
2024
2024
2024
2024
2025
2025
25000
25000
25000
25000
25000
25000
10.238
10.238
10.238
10.238
10.238
10.238
TBD
TBD
TBD
TBD
TBD
TBD
158.98
158.98
158.98
158.98
158.98
158.98
CMJL Dingheng
CMJL Dingheng
CMJL Dingheng
CMJL Dingheng
CMJL Dingheng
CMJL Dingheng
Owned CSOVs
Newbuildings*
Name
552205
552206
552207
552208
552209
Owned
Built
Dwt
Draft
Flag
Length (m)
Shipyard
100 %
100 %
100 %
100 %
100 %
2025
2025
2025
2026
2026
2000
2000
2000
2000
2000
5.3
5.3
5.3
5.3
5.3
BE
BE
BE
BE
BE
89
89
89
89
89
Damen Shipyards Hai Long Bay
Damen Shipyards Hai Long Bay
Damen Shipyards Hai Long Bay
Damen Shipyards Hai Long Bay
Damen Shipyards Hai Long Bay
Owned Coasters
Newbuildings*
Name
DQS-02
DQS-04
Owned
100 %
100 %
Built
2025
2026
Dwt
Shipyard
5000 Damen Shipyards Hai Long Bay
5000 Damen Shipyards Hai Long Bay
Information until 31 March 2024
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177
Owned Hydro vessels
Name
Hydroville
HydroBingo
HydroTug
Owned Windcat vessels (CTV)
Owned
Built
Pax/bp
Shipyard
100 %
50%***
100 %
2017
2020
2023
14 pax
60 pax
60 bp
N/A
TFC
Armon Shipyard
Name
Windcat 1
Windcat 2
Windcat 3
Windcat 4
Windcat 6
Windcat 7
Windcat 10
Windcat 11
Windcat 14
Windcat 15
Windcat 16
Windcat 17
Windcat 18
Windcat 19
Windcat 20
Windcat 21
Windcat 22
Windcat 23
Windcat 24
Windcat 25
Windcat 26
Windcat 27
Windcat 29
Windcat 30
Windcat 31
Windcat 32
Windcat 33
Windcat 36
Windcat 37
Windcat 38
Windcat 39
Windcat 40
Windcat 41
Windcat 45
Windcat 46
Windcat 47
Hydrocat 48
Windcat 50
Owned
100 %
Built
2004
Flag
UK
Length (m)
16.50
100 %
100 %
100 %
100 %
100 %
100 %
100 %
100 %
100 %
100 %
100 %
100 %
100 %
100 %
100 %
100 %
100 %
100 %
100 %
100 %
100 %
100 %
100 %
100 %
100 %
100 %
100 %
100 %
100 %
100 %
100 %
100 %
100 %
100 %
100 %
100 %
100 %
2005
2005
2005
2007
2007
2010
2008
2009
2009
2008
2009
2008
2008
2009
2010
2010
2010
2010
2010
2011
2011
2011
2012
2013
2013
2013
2014
2015
2015
2016
2017
2018
2019
2020
2020
2021
2022
Ireland
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
15.00
14.90
14.90
15.87
15.86
20.30
20.30
17.25
20.30
17.45
20.30
22.00
20.30
17.25
17.75
20.30
17.75
20.30
17.46
17.46
17.75
20.30
17.46
17.40
17.46
17.46
18.21
21.05
18.21
18.21
21.85
21.92
23.63
23.63
23.05
24.57
23.05
Shipyard
AF Theriault
AF Theriault
AF Theriault
AF Theriault
AF Theriault
Island Boats Inc
AF Theriault
AF Theriault
Dok en Scheepsbouw Woudsend
Dok en Scheepsbouw Woudsend
AF Theriault
AF Theriault
AF Theriault
AF Theriault
Dok en Scheepsbouw Woudsend
AF Theriault
Dok en Scheepsbouw Woudsend
AF Theriault
Dok en Scheepsbouw Woudsend
Dok en Scheepsbouw Woudsend
Dok en Scheepsbouw Woudsend
AF Theriault
AF Theriault
Dok en Scheepsbouw Woudsend
Dok en Scheepsbouw Woudsend
Dok en Scheepsbouw Woudsend
Dok en Scheepsbouw Woudsend
Dok en Scheepsbouw Woudsend
Dok en Scheepsbouw Woudsend
Dok en Scheepsbouw Woudsend
Dok en Scheepsbouw Woudsend
Dok en Scheepsbouw Woudsend
Dok en Scheepsbouw Woudsend
Dok en Scheepsbouw Woudsend
Dok en Scheepsbouw Woudsend
Dok en Scheepsbouw Woudsend
Dok en Scheepsbouw Woudsend
Dok en Scheepsbouw Woudsend
Information until 31 March 2024
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178
Windcat 51
Windcat 101
Windcat Dorothea
FRS - Windcat 28
FRS - Windcat 34
FRS - Windcat 35
FRS - Windcat 42
FRS - Windcat 43
FRS - Hydrocat 55
TSM - Windcat 44
TSM - Windcat 49
TSM - Windcat 52
TSM - Windcat 53
TSM - Windcat 54
100 %
100 %
100 %
50%***
50%***
50%***
50%***
50%***
50%***
50%***
50%***
50%***
50%***
50%***
2022
2011
2011
UK
UK
UK
2012 German
2013 German
2014
France
2018 German
2018 German
2023 German
2019
2021
2022
2022
2022
France
France
France
France
France
23.05
25.55
17.50
17.88
21.68
18.66
23.81
23.81
23.81
23.63
23.94
24.03
25.60
25.50
Dok en Scheepsbouw Woudsend
Bloemsma & van Bremen
South Boats Special Projects
Dok en Scheepsbouw Woudsend
Dok en Scheepsbouw Woudsend
Dok en Scheepsbouw Woudsend
Dok en Scheepsbouw Woudsend
Dok en Scheepsbouw Woudsend
Kuipers Wouds
Dok en Scheepsbouw Woudsend
Dok en Scheepsbouw Woudsend
Neptune Shipyards
Neptune Shipyards
Neptune Shipyards
Newbuildings*
Name
Owned
Built
Flag Length (m)
TSM Windcat 56
50%***
2024 France
Windcat 57
Windcat 58
100 % 2024
UK
100 % 2024
TSM Windcat 59
50%***
2024 France
Windcat 60
100 % 2024
27.00
27.00
27.00
27.00
Shipyard
Neptune Shipyards
Dok en Scheepsbouw Woudsend
Dok en Scheepsbouw Woudsend
Neptune Shipyards
Dok en Scheepsbouw Woudsend
*** These vessels are 100% owned by FRS Windcat Offshore logistics Limited and TSM Windcat Offshore Logistics Limited or JPN
H2DRO Co. Ltd, respectively, and as these entities are joint venture entities, CMB.TECH indirectly owns 50% of these vessels.
Owned Bitumen Tankers
Newbuildings*
Name
Owned
Built
Dwt
Shipyard
Bitumen carrier CMJL #1
100 % 2026
17000
China Merchants Jinling Shipyard
Bitumen carrier CMJL #2
100 % 2026
17000
China Merchants Jinling Shipyard
Information until 31 March 2024
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179
Glossary
Aframax - A medium-sized crude oil tanker of approximately 80,000 to 120,000 deadweight tons. Aframaxes can
generally transport from 500,000 to 800,000 barrels of crude oil and are also used in lightering. A coated Aframax
operating in the refined petroleum products trades may be referred to as an LR2.
AER - Abbreviation of ‘Annual Efficiency Ratio’. This is the ratio of a ship’s carbon emissions per actual capacity
distance (e.g. dwt x nm sailed). The AER uses the parameters of fuel consumption, distance travelled, and design
deadweight tonnage. It reflects an index based on the tonnage supply.
Backwardation - When the future or forward price of oil is lower than the current or ‘spot’ price.
Ballast - Seawater taken into a vessel’s tanks to increase draft, to change trim or to improve stability. Ballast can be
taken in segregated ballast tanks (SBT), located externally to the ship's cargo tanks (double hull arrangement), and in
fore and aft peak tanks.
Bareboat Charter - A Charter under which a customer pays a fixed daily or monthly rate for a fixed period of time for
use of the vessel. The customer pays all costs of operating the vessel, including voyage and vessel expenses. Bareboat
charters are usually long-term.
Barrel - A volumetric unit of measurement equal to 42 U.S. gallons or 158.99 litre. There are 6.2898 barrels in one
cubic metre. Note that while oil tankers do not carry oil in barrels (although vessels once did in the 19th century), the
term is still used to define the volume.
BIMCO - Baltic and International Maritime Council Organisation for shipowners, charterers, ship brokers and agents.
In total, around 60% of the world’s merchant fleet is a BIMCO member, measured by tonnage (weight of the unloaded
ships).
BITR - Baltic Index Tanker Routes. The Baltic Exchange is a source of independent, freight market data. Information
collected from a number of major ship brokers around the world is collated and published daily. The Exchange
publishes the following daily indices: the Baltic Panamax Index, the Baltic Capesize Index, the Baltic Handymax Index
and the Baltic International Tanker Routes. The Exchange also publishes a daily fixture list.
BPD - Barrels Per Day. This is a measure of oil output, represented by the number of barrels of oil produced in a single
day.
Bulk cargo - Bulk cargo is commodity cargo that is transported unpackaged in large quantities. The containment for
this type of cargo is the tanks of the ship.
Bunkers – Bunkers includes all dutiable petroleum products loaded aboard a vessel for consumption by that vessel.
International maritime bunkers describe the quantities of fuel oil delivered to ships of all flags that are engaged in
international navigation. It is the fuel used to power these ships.
CBA - Collective Bargain Agreement is a written contract negotiated through collective bargaining for employees by
one or more trade unions with the management of a company (or with an employers' association) that regulates the
terms and conditions of employees at work. This includes regulating the wages, benefits, and duties of the employees
and the duties and responsibilities of the employer or employers and often includes rules for a dispute resolution
process.
CDP - The Carbon Disclosure Project is a not-for-profit charity that runs the global disclosure system for investors,
companies, cities, states and regions to manage their environmental impacts. The world’s economy looks to CDP as
the gold standard of environmental reporting with the richest and most comprehensive dataset on corporate and city
action.
Charter - Contract entered into with a customer for the use of the vessel for a specific voyage at a specific rate per
unit of cargo (Voyage Charter), or for a specific period of time at a specific rate per unit (day or month) of time (Time
Charter).
Charterer - The company or person to whom the use of the vessel is granted for the transportation of cargo or
passengers for a specified time.
CII - The Carbon Intensity Indicator is a response to the company's need to move towards a business model
compatible with the Paris Agreement, achieving net zero emissions by 2050. This indicator is used to monitor
progress and apply the most suitable and timely efficient levers.
Commercial Management or Commercially Managed - The management of the employment, or chartering, of a
vessel and associated functions, including seeking and negotiating employment for vessels, billing and collecting
revenues, issuing voyage instructions, purchasing fuel and appointing port agents.
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Contango - A term used in the futures market to describe an upward sloping forward curve. Such a forward curve is
said to be ‘in contango’. Formally, it is the situation where and the amount by which the price of a commodity for
future delivery is higher than the spot price, or a far future delivery price higher than a nearer future delivery. The
opposite market condition to contango is known as backwardation.
COA - A Contract of Affreightment is an agreement providing for the transportation between specified points for a
specific quantity of cargo over a specific time period but without designating specific vessels or voyage schedules.
This allows flexibility in scheduling since no vessel designation is required. COAs can either have a fixed rate or a
market-related rate.
Crude oil - Oil in its natural state that has not been refined or altered.
DTA - A deferred tax asset is an item on the balance sheet that results from overpayment or advance payment of
taxes.
DTL - A deferred tax liability is a tax that is assessed or is due for the current period but has not yet been paid --
meaning that it will eventually come due. The deferral comes from the difference in timing between when the tax is
accrued and when the tax is paid.
dwt - Deadweight Tonnage is the lifting or carrying capacity of a ship when fully loaded. This measure is expressed in
metric tons when the ship is in salt water and loaded to her marks. It includes cargo, bunkers, water, lubricants,
stores, passengers and crew.
Demurrage - Additional revenue paid to the ship owner on its Voyage Charters for delays experienced in loading and/
or unloading cargo that are not deemed to be the responsibility of the ship owner. The revenue is calculated in
accordance with specific Charter terms.
Double hull - A design of tanker with double sides and a double bottom. The spaces created between the double
sides and bottom are used for ballast and provide a protective distance between the cargo tanks and the outside
world.
Draft - The vertical distance measured from the lowest point of a ship’s hull to the water surface. Draft marks are
welded onto the surface of a ship’s plating. They are placed forward and aft on both sides of the hull, and also
amidships. The Plimsoll lines which designate maximum drafts allowed for vessels under various conditions are also
found amidships.
Dry dock - An out-of-service period during which planned repairs and maintenance are carried out, including all
underwater maintenance such as external hull painting. During the dry-docking, certain mandatory Classification
Society inspections are carried out and relevant certifications issued. Modern vessels are designed to operate for five
years between dry-dockings. Normally, as the age of a vessel increases, the cost and frequency of dry docking
increase. After the third Special Survey, dry-docks will be conducted every 2.5 years.
EBITDA - Stands for Earnings Before Interest, Taxes, Depreciation, and Amortisation and is a metric used to evaluate
a company's operating performance. It can be seen as a proxy for cash flow. In finance, the term is used to describe
the amount of cash (currency) that is generated or consumed in a given time period
EEDI - Energy Efficiency Design Index. The EEDI for new ships is the most important technical measure and aims at
promoting the use of more energy efficient (less polluting) equipment and engines. The EEDI requires a minimum
energy efficiency level per capacity mile (e.g. tonne mile) for different ship type and size segments. Since 1 January
2013 new ship design needs to meet the reference level for their ship type.
EEOI - The Energy Efficiency Operational Index is the amount of CO2 emitted by the ship per ton-mile of work. It is the
ratio of the CO2 emitted to the ton-mile (amount of cargo x nm sailed). The total operational emissions to satisfy
transport work demanded is usually quantified over a period of time which encompasses multiple voyages. It
measures the ratio of a ship’s carbon emissions per unit of transport work.
EEXI - Energy Efficiency Existing Ship Index describes, in principle, the CO2 emissions per cargo ton and mile. It
determines the standardised CO2 emissions related to installed engine power, transport capacity and ship speed. The
EEXI is a design index, not an operational index. The EEXI is applied to almost all ocean-going cargo and passenger
vessels above 400 gross tonnage.
EIA - The US Energy Information Administration is the statistical agency of the Department of Energy. It provides
policy-independent data, forecasts, and analyses to promote sound policy making, efficient markets, and public
understanding regarding energy, and its interaction with the economy and the environment.
FPSO - Stands for Floating Production, Storage and Offloading. FPSOs are designed to receive all of the hydrocarbon
fluids pumped by nearby offshore platforms (oil and gas), to process it and to store it. FPSOs are typically moored
offshore ship-shaped vessels, with processing equipment, or topsides, aboard the vessel’s deck and hydrocarbon
storage below, in the hull of the vessel.
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FSO - A Floating Storage and Offloading vessel is commonly used in oil fields where it is not possible or efficient to lay
a pipeline to the shore. The production platform will transfer the oil to the FSO where it will be stored until a tanker
arrives and connects to the FSO to offload it.
GHG - Green House Gas. Greenhouse gases are compound gases that trap heat or longwave radiation in the
atmosphere. Their presence in the atmosphere makes the Earth's surface warmer. The principal GHGs, also known as
heat trapping gases, are carbon dioxide, methane, nitrous oxide, and the fluorinated gases.
GEI - The Bloomberg Gender-Equality Index tracks the performance of public companies committed to disclosing
their efforts to support gender equality through policy development, representation and transparency.
Green Passport - The Green Passport contains details of all materials, especially which are harmful to human health,
used in the construction of a vessel. The green passport will be delivered by the shipyard during the construction and
it will be later updated with all the changes made to the ship during its lifetime.
HELMEPA - The Hellenic Marine Environment Protection Association; the pioneering voluntary commitment of Greek
seafarers and ship owners to safeguard the seas from ship-generated pollution, undertaken in Piraeus, on June 4,
1982. Under the motto “To Save the Seas”, they have consistently supported their initiative to date.
Hull - The watertight body of a ship or boat. The hull may open at the top (such as a dinghy), or it may be fully or
partially covered with a deck.
IFRS - IFRS standards are International Financial Reporting Standards that consist of a set of accounting rules that
determine how transactions and other accounting events are required to be reported in financial statements.
IGO - An intergovernmental organisation or international organisation is an organisation composed primarily of
sovereign states (referred to as member states), or of other intergovernmental organisations.
IHM - The Inventory of Hazardous Materials is a list that provides ship-specific information on the actual hazardous
materials present on board, their location and approximate quantities.
IMO - The International Maritime Organization’s main task is to develop and maintain a comprehensive regulatory
framework for shipping including safety, environmental concerns, legal matters, technical co-operation, maritime
security and the efficiency of shipping. It was established by means of a Convention adopted under the auspices of
the United Nations in 1948. https://www.imo.org/en
IoT - The Internet of Things describes the network of physical objects—“things”—that are embedded with sensors,
software, and other technologies for the purpose of connecting and exchanging data with other devices and systems
over the internet. These devices range from ordinary household objects to sophisticated industrial tools.
Intertanko - The International Association of Independent Tanker Owners is a trade association. It has served as the
voice for independent tanker owners since 1970 on regional, national, and international levels. The association
actively works on a range of technical, legal, commercial, and operational issues that have an influence on tanker
owners and operators around the world.
ISM Code - International Safety Management Code is a set of IMO regulations that ship operators and ships must
comply with. The purpose of the ISM Code is to provide an international standard for the safe management and
operation of ships and for pollution prevention.
ITF - The International Transport Workers’ Federation is a democratic, affiliate-led federation recognised as the
world’s leading transport authority. The ITF has been helping seafarers since 1896 and today represents the interests
of seafarers worldwide, of whom over 600,000 are members of ITF affiliated unions. The ITF is working to improve
conditions for seafarers of all nationalities and to ensure adequate regulation of the shipping industry to protect the
interests and rights of the workers. The ITF helps crews regardless of their nationality or the flag of their ship.
ITOPF - The International Tanker Owner Pollution Federation is a not-for-profit organisation established on behalf of
the world's shipowners to promote an effective response to marine spills of oil, chemicals and other hazardous
substances.
Knot - A unit of speed equal to one nautical mile (1.852 km) per hour, approximately 1.151 mph.
KPI - KA performance indicator or key performance indicator is a type of performance measurement. An organisation
may use KPIs to evaluate its success, or to evaluate the success of a particular activity in which it is engaged.
LNG - Liquefied Natural Gas has been made over millions of years of transformation of organic materials, such as
plankton and algae. Natural gas is 95% methane, which is actually the cleanest fossil fuel. The combustion of natural
gas primarily emits water vapour and small amounts of carbon dioxide ( CO2). This property means that associated
CO2 emissions are 30 to 50% lower than those produced by other combustible fuels.
LR1/LR2 - Abbreviations for Long Range oil tankers. Tankers with approx. 50-80,000 dwt (LR1) and approx. 80-120,000
dwt. (LR2).
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MACN - The Maritime Anti-Corruption Network is a global business network working towards its vision of a maritime
industry free of corruption that enables fair trade to the benefit of society at large.
mbpd - Million Barrels Per Day
MLC - The Maritime Labour Convention, 2006 sets minimum requirements for nearly every aspect of working and
living conditions for seafarers including recruitment and placement practices, conditions of employment, hours of
work and rest, repatriation, annual leave, payment of wages, accommodation, recreational facilities, food and
catering, health protection, occupational safety and health, medical care, onshore welfare services and social
protection.
Mt - Metric Ton (or Tonne) of fuel – quantity in litres depends on fuel type.
MOPU - A Mobile Offshore Production Unit is any type of portable structure that can be reused when procuring oil
and gas from the seabed. These are typically used when the depth of drilling is over 500m. If the water is any
shallower, then fixed platforms are constructed.
NAMEPA - The North American Marine Environment Protection Association is a marine industry-led organisation of
environmental stewards preserving the marine environment by promoting sustainable marine industry best practices
and educating seafarers, students and the public about the need and strategies for protecting global ocean, lake and
river resources.
NGO – a non-governmental organisation is a non-profit group that functions independently of any government.
NGOs, sometimes called civil societies, are organised on community, national and international levels to serve a
social or political goal such as humanitarian causes or the environment.
NOx - In atmospheric chemistry, NOx is a generic term for the nitrogen oxides that are most relevant for air pollution,
namely nitric oxide (NO) and nitrogen dioxide (NO2). These gases contribute to the formation of smog and acid rain,
as well as affecting tropospheric ozone.
OCIMF - The Oil Companies International Marine Forum is a voluntary association of oil companies with an interest in
the shipment and terminalling of crude oil, oil products, petrochemicals and gas. OCIMF focuses exclusively on
preventing harm to people and the environment by promoting best practice in the design, construction and
operation of tankers, barges and offshore vessels and their interfaces with terminals.
OECD - The Organisation for Economic Co-operation and Development is an international organisation that works to
build better policies for better lives. The goal is to shape policies that foster prosperity, equality, opportunity and
well-being for all.
OPEC - The Organization of Petroleum Exporting Countries is an organisation of 13 oil-producing countries. The
mission of the organisation is to "coordinate and unify the petroleum policies of its member countries and ensure the
stabilisation of oil markets, in order to secure an efficient, economic and regular supply of petroleum to consumers, a
steady income to producers, and a fair return on capital for those investing in the petroleum industry.
OPEC+ - The Organization of the Petroleum Exporting Countries Plus is a loosely affiliated entity consisting of the 13
OPEC members and 10 of the world's major non-OPEC oil-exporting nations.
P&I Insurance - Protection and indemnity insurance, commonly known as P&I insurance, is a form of marine
insurance provided by a P&I club. A P&I club is a mutual (i.e. a co-operative) insurance association that provides cover
for its members, who will typically be ship owners, ship operators or charterers.
Plimsoll line - A reference mark located on a ship's hull that indicates the maximum depth to which the vessel may
be safely immersed when loaded with cargo. This depth varies with a ship's dimensions, type of cargo, time of year,
and the water densities encountered in port and at sea.
Pool - A pool is a group of similar size and quality vessels with different ship owners that are placed under one
administrator or manager. Pools allow for scheduling and other operating efficiencies such as multi-legged charters
and Contracts of Affreightment.
Pool points - A system of pool points creates a model for a vessel with a performance equating to the average of
those being pooled. This ship is awarded 100 pool points. All other ships in the pool are then given more or less pool
points adjusted for the characteristics of each vessel. Pool points, by their nature, can only be used to address the
differences between the vessels as described, and not the vessel as performed.
Profit share - A mechanism where, depending on the outcome of the negotiations and under certain Time Charter
contracts it is being agreed that the owner of the vessel is entitled to an increase of the agreed base hire rate
(minimum or floor) amounting to a certain percentage of the difference between that base rate and the average of
rates applicable for a certain period on certain routes.
SBT - Segregated ballast tanks are dedicated tanks constructed for the sole purpose of carrying ballast water on oil
tanker ships. They are completely separated from the cargo, and fuel tanks and only ballast pumps are used in the
SBT.
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Scrubbers - Shortened term for Exhaust Gas Cleaning Systems (EGCS), or SOx (sulphur dioxide) scrubbers. These are
used to remove harmful elements (mainly sulphur oxides) from exhaust gases from vessels by using wash water from
the sea to neutralise the exhaust product. There are two key categories - open loop scrubbers which discharge wash
water used into the ocean and closed loop which retain the waste product until it can be delivered to an appropriate
location.
SEEMP - The Ship Energy Efficiency Management Plan is an operational measure that establishes a mechanism to
improve the energy efficiency of a ship in a cost-effective manner. The SEEMP also provides an approach for shipping
companies to manage ship and fleet efficiency performance over time using, for example, the Energy Efficiency
Operational Indicator (EEOI) as a monitoring tool.
Shale oil - Crude oil that is extracted from oil shale (fine grained sedimentary rock containing kerogen) by using
techniques other than the conventional (oil well) method, for example heating and distillation.
SOx - The two main pollutants from the ship’s emission are Nitrogen oxides (NOx) and Sulphur oxides (SOx). These
gases have adverse effects on the ozone layer in the troposphere area of the earth’s atmosphere which results in the
greenhouse effect and global warming.
Spar - A Single Point Mooring and Reservoir is a type of floating oil platform typically used in very deep waters and is
named for logs used as buoys in shipping that are moored in place vertically. Spar production platforms have been
developed as an alternative to conventional platforms.
Special Survey - The survey required by the Classification Society that usually takes place every five years and
usually in a dry-dock. During the Special Survey all vital pieces of equipment and compartments and steel structures
are opened up and inspected by the classification surveyor.
Spill - Oil getting into the sea, in any amount, for any reason.
Spot (Voyage) Charter - A charter for a particular vessel to transport a single cargo between specified loading port(s)
and discharge port(s) in the immediate future. The contract rate (spot rate) covers total operating expenses such as
port charges, bunkering, crew expenses, insurance, repairs and canal tolls. The charterer will generally pay all cargo-
related costs and is liable for Demurrage, if incurred. The rate is usually quoted in terms of Worldscale.
Spot Market - The market for the immediate charter of a vessel.
Spot Price - Current market price for an asset or commodity
Suezmax - The maximum size vessel that can sail loaded through the Suez Canal. This is generally considered to be
between 120,000 and 199,999 dwt and mostly about 150,000 dwt, depending on a ship’s dimensions and draft. These
tankers can transport up to one million barrels of crude oil.
Sustainability-linked Loan - Sustainability-linked Loans or ESG Linked Loans are general corporate purpose loans
used to incentivise borrowers' commitment to sustainability and to support environmentally and socially sustainable
economic activity and growth. Under this lending model, borrowers pay higher interest rates when they fail to meet
certain environmental, social and governance-linked goals. By the same token, they pay less when they exceed ESG
targets.
SDG - The Sustainable Development Goals, also known as the Global Goals, were adopted by all United Nations
Member States in 2015 as a universal call to action to end poverty, protect the planet and ensure that all people enjoy
peace and prosperity by 2030.
T&Cs - Terms and Conditions
Technical Management - The management of the operation of a vessel, including physically maintaining and
repairing the vessel, maintaining necessary certifications and supplying necessary stores, spares and lubricating oils.
Responsibilities also generally include selecting, engaging and training crew and could also include arranging
necessary insurance coverage.
Time Charter (T/C) - A charter for a fixed period of time, usually between one and ten years, under which the owner
hires out the vessel to the charterer fully manned, provisioned and insured. The charterer is usually responsible for
bunkers, port charges, canal tolls and any extra cost related to the cargo. The charter rate (hire) is quoted in terms of
a total cost per day. Subject to any restrictions in the charter, the customer decides the type and quantity of cargo to
be carried and the ports of loading and unloading.
TCE - Time Charter Equivalent rate is a standard shipping industry performance measure used primarily to compare
period-to-period changes in a shipping company's performance despite changes in the mix of charter types (i.e. spot
charters, time charters and bareboat charters) under which the vessels may be employed between the periods.
A standard method to compute TCE is to divide voyage revenues (net of expenses) by available days for the relevant
time period. Expenses primarily consist of port, canal and fuel costs.
TLP - A tension-leg platform or extended tension leg platform (ETLP) is a vertically moored floating structure normally
used for the offshore production of oil or gas and is particularly suited for water depths greater than 300 meters
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184
(about 1,000 ft.) and less than 1,500 meters (about 4,900 ft). Use of tension-leg platforms has also been proposed for
wind turbines.
Tonnage Tax Regime - An alternative way of calculating taxable income of operating qualifying ships. Taxable profits
are calculated by reference to the net tonnage of the qualifying vessels a company operates, independent of the
actual earnings (profit or loss).
Ton-mile - A unit for freight transportation equivalent to a ton of freight moved one mile.
Ton-mile demand - A calculation that multiplies the average distance of each route a tanker travels by the volume of
cargo moved. The greater the increase in long-haul movement compared with shorter haul movements, the higher
the increase in ton-mile demand.
Tramp - As opposed to freight liners, tramp vessels trade on the spot market with no fixed schedule, itinerary or
ports-of-call. Trampers go wherever the cargo is and carry it to wherever it wants to go, within reason, like taxi cabs.
Treasury shares - Treasury stock, also known as treasury shares or reacquired stock refers to previously outstanding
stock that is bought back from stockholders by the issuing company.
ULCC - Ultra Large Crude Carriers are the largest shipping vessels in the world with a size ranging between 320,000 to
500,000 dwt. Due to their mammoth size, they need custom built terminals. As a result they serve a limited number of
ports with adequate facilities to accommodate them. They are primarily used for very long distance crude oil
transportation from the Persian Gulf to Europe, Asia and North America. ULCC are the largest shipping vessels being
built in the world with standard dimensions of 415 meters length, 63 meters width and 35 meters draught.
Vessel Expenses - Includes crew costs, vessel stores and supplies, lubricating oils, maintenance and repairs,
insurance and communication costs associated with the operation of vessels.
Vetting - Ship Vetting is a risk assessment process carried out by charterers and terminal operators in order to avoid
making use of deficient ships or barges when goods are being transported by sea or by inland waterways.
VLCC - The abbreviation for Very Large Crude Carrier. Tankers with a capacity between 200,000 and 320,000 dwt.
These tankers can transport up to two million barrels of crude oil.
VLCC Equivalent - The capacity of 1 VLCC or 2 Suezmax vessels.
Voyage Expenses - Includes fuel, port charges, canal tolls, cargo handling operations and brokerage commissions
paid by the ship owner under Voyage Charters. These expenses are subtracted from shipping revenues to calculate
Time Charter Equivalent revenues for Voyage Charters.
V-Plus - A crude oil tanker (ULCC or Ultra Large Crude Carrier) of more than 350,000 dwt which makes it one of the
biggest oil tankers in the world. These tankers can transport up to three million barrels or more of crude oil and are
mainly used on the same long-haul routes as VLCCs. To differentiate them from smaller ULCCs, these ships are
sometimes given the V-Plus size designation.
Worldscale - The New Worldwide Tanker Nominal Freight Scale is a catalogue of theoretical freight rates expressed
as USD per ton for most of the conceivable spot voyages in the tanker trade. The final rate agreed will be determined
as a percentage of the ‘Worldscale’ rate, based upon a guaranteed minimum quantity of cargo. That allows for
charter parties to cover a wide range of possible voyage options without the need to calculate and negotiate each
one separately.
WTI oil price - (US Oil) West Texas Intermediate, one of three main benchmarks for oil pricing.
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185
GRI
GRI 305-1
GRI 305-2
GRI 305-4
GRI-DMA 305-1,
GRI 305-5
GRI 305-3, GRI
308-2
GRI 305-3
E1-8
E1-11
D Rq. E1-E4
E1-9
E1-9 par 46
GRI 305-3
E1-9 par 46
GRI 305-3
GRI 305-3
E1-9 par 46
E1-9 par 46
TOTAL GHG EMISSIONS
Indicators
Scope 1 GHG emissions
SDGs
SASB
SDG 13 TR-MT-110a.1
Scope 2 GHG emissions
SDG 13 TR-MT-110a.1
GHG emission intensity
SDG 13 TR-MT-110a.1
GHG emission management
SDG 13 TR-MT-110a.2
Scope 3 GHG emissions
SDG 13
Scope 3 - Category 3 - Fuel and Energy
related activities
Scope 3 - Category 4 -Transportation and
Distribution
Scope 3 - Category 6 - Business Travel
Scope 3 - Category 8 - Upstream Leased
assets
Energy Mix (1) Total energy consumed; (2)
percentage heavy fuel oil; (3) percentage
renewable
SDG 13
SDG 13
SDG 13
SDG 13
SDG 13 TR-MT-110a.3
GRI 302-1, 302-3
D Rq. E1-5
ENERGY USE
CARBON INTENSITY
AIR POLLUTANTS
Annual Efficiency Ratio (AER)
SDG 13 TR-MT-110a.2
Air emissions of the following pollutants:
(1) NOx (excluding N2O), (2) Sox, (3) PMs
SDG 3 TR-MT-120a.1,
MARPOL
Annex VI Reg.
14
GRI 305-1
GRI 305-7
Not Defined
D Rq. E2-4
GRI 102-12
D Rq. E5-5
SHIP RECYCLING
Responsible ship recycling
MARINE BIODIVERSITY &
POLLUTION PREVENTION
Biodiversity
SDG 8,
12, 14
SDG 14,
17
Percentage of fleet implementing ballast
water (1) exchange and (2) treatment
Number and aggregate volume of spills
and releases to the environment
Number of suppliers engaged and level
of procurement spend
SUPPLIER ENGAGEMENT
TR-MT-160a.1
GRI 304-2
SDG 14 TR-MT-160a.2
GRI 303-4
SDG 14 TR-MT-160a.3
GRI 306-3
D Rq. E4-1...E4-6
Under Taxonomy
Reg.
D Rq. E3-1…E3-7,
OG 5-E3
D Rq. E3-1…E3-7
Reference Standard
ESRS GHG Protocol
•
E1-7
Reference in AR2023
page 49
•
•
•
•
•
•
•
•
•
•
•
page 49
page 49
pages 48-52
page 49
page 49
page 49
page 49
page 49
page 42
page 49
page 42
pages 53-54
pages 53
page 53
page 49
SDG 12,
13
GRI 308-1, 414-1
D, Rq. 2-GR-3
pages 65-66 in annual
report 2022
185
Euronav - Annual Report 2023
HEALTH
SAFETY
SECURITY
COLLABORATIONS
TRANSPARENCY AND
ETHICAL BEHAVIOR
HUMAN VALUE
Health policies
SDG 3
Safety performance indicators
SDG 8 TR-MT-320a.1
GRI 403-2, 403-3,
403-6
GRI 403-9
D. Rq. S1-1
D Rq. S1-11
Security and Cybersecurity policy
SDG 9
GRI 418-1
D. Rq. S1-5, S1-26
Number and type of initiatives and
collaborations - Society
Number and type of initiatives and
collaborations - Environment
Social policies
Diversity of workforce
Gender equality
SDG 17
SDG 17
SDG 8
SDG 5,
10
SDG 5
Human rights
SDG 8
Talent attraction
SDG 8
Training hours
SDG 4
GRI 102-12, 102-13 D. Rq. S3-2, S3-3, 2-
GOV-1
D. Rq. S3-2, S3-3, 2-
GOV-1
D. Rq. S1-1
GRI 102-12, 102-13,
413-1
GRI: 103-1, 103-2,
103-3, 403-6, 412-2
GRI 405-1, 102-1,
102-2, 102-3, 102-8
GRI 102-12
D Rq. G1-1, G1-4,
G1-9
D. Rq. G1-4, G1-9
D. Rq. 2-GOV 5,
S1-1
D. Rq. S1-7
D. Rq. S1-1
D. Rq. 2-GOV-1, D.
Rq. G2-1
GRI 103-1, 103-2,
103-3
GRI 103-1, 103-2,
103-3, 404-1,
404-2, 404-3
GRI 102-12, 102-5,
102-16, 102-18,
405-1, 102-16,
205-1, 206-1,
406-1, 407-1,
408-1, 409-1, 412-1
GOVERNANCE
Code of Business Conduct and Ethics
SDG 8,
(17)
CORRUPTION
Port state control Number of (1)
deficiencies and (2) detentions received
from regional port state control (PSC)
organisations.
Anti-corruption policy
Corruption risk Number of calls at ports
or net revenue in countries that have the
20 lowest rankings in Transparency
International’s Corruption Perception
Index
SDG 8,
14
TR-MT-540a.3
SDG 16 TR-MT-510a.1
SDG 16 TR-MT-510a.1
GRI 205-2
GRI 205-2
D.Rq. G2-2
D Rq. G2-2
186
pages 74-76
page 84
page 85-86
page 72-73
pages 55-56
pages 59-60
pages 67-68
page 69-70
page 60
pages 65
pages 66
page 87
page 42
page 87
page 42
Fines
SDG 16 TR-MT-510a.2
GRI 419-1
D Rq. E2-6
page 60
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Euronav - Annual Report 2023
RISK MANAGEMENT
Risk factors and management
Internal control system
D. Rq. G1-7, G1-8
D. Rq. G1-7, G1-8
OPERATIONAL
PERFORMANCE
Number of shipboard employees
SDG 8
TR-MT-000.A
GRI 102-8
D Rq. S1-7
Total distance travelled by vessels
Operating days
Deadweight tonnage
Number of vessels in total shipping fleet
Number of vessel port calls
SDG 8
SDG 8
SDG 8
SDG 8
SDG 8
TR-MT-000.B
TR-MT-000.C
TR-MT-000.D
TR-MT-000.E
TR-MT-000.F
GHG reduction strategies
SDG 13 TR-MT-110a.2
GHG emissions data for all years between
the base year and the reporting year
SDG 13 TR-MT-110a.2
GRI 201-2
GRI 305-1
D Rq. E1-E4
187
page 89
page 90-92
page 42
page 42
page 42
page 42
page 42
page 42
page 48
page 49
187
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