BP Annual Report and Form 20F 2014 PDF

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Annual Report and

Form 20-F 2014


bp.com/annualreport

Building a stronger,
safer BP
Who we are
BP is one of the worlds leading integrated oil and
gas companies.a We aim to create long-term value
for shareholders by helping to meet growing
demand for energy in a safe and responsible way.
We strive to be a world-class operator, a responsible
corporate citizen and a good employer.

Through our work we provide BP proposition


customers with fuel for transportation, We prioritize value over volume
energy for heat and light, lubricants by actively managing a high-value
to keep engines moving and the upstream and downstream portfolio
petrochemicals products used to make and investing only where we can
everyday items as diverse as paints, apply the distinctive strengths,
clothes and packaging. Our projects capabilities and technologies that we
and operations help to generate have built up over decades.
employment, investment and tax
revenues in countries and communities Our objective is to create shareholder
across the world. We employ around value by growing sustainable free
85,000 people. cash ow over the long term. Our
disciplined approach enables us to
As a global group, our interests grow distributions to our shareholders
and activities are held or operated over time.
through subsidiaries, branches, joint
arrangements or associates established
in and subject to the laws and See bp.com/bpproposition
regulations of many different
jurisdictions. The UK is a centre for
trading, legal, nance, research and
technology and other business
functions. We have well-established
operations in Europe, North and
South America, Australasia, Asia
and Africa.

a
On the basis of market capitalization, proved reserves
and production.

Your feedback
Front cover imagery
An operations technician and process engineer We welcome your comments and feedback on
perform safety checks on the Atlantis platform our reporting. Your views are important to us
in the Gulf of Mexico. The region is an important and help us shape our reporting for future years.
part of our upstream portfolio and Atlantis is one
You can provide this at
of four BP-operated platforms there. The Mardi
bp.com/annualreportfeedback or by emailing
Gras pipeline that stretches across 450 miles of
the corporate reporting team. Details are on
the Gulf moves oil and gas production to
the back cover.
onshore facilities from these platforms.

BP Annual Report and Form 20-F 2014


BP in 2014 Information about this report

Strategic report
1 Strategic report
2 BP at a glance 24 Upstream
6 Chairmans letter 29 Downstream
We have reshaped and 8 Group chief executives letter 33 Rosneft
repositioned the business 10 Our market outlook 35 Other businesses and corporate
12 Our business model 36 Gulf of Mexico oil spill
for the future, with a clear 13 Our strategy 39 Corporate responsibility
strategy that has put us on 18 Our key performance indicators 46 Our management of risk
20 Our markets in 2014 48 Risk factors
course to grow value for 21 Group performance
shareholders.
51 Corporate governance

Corporate governance
52 Board of directors 68 Safety, ethics and environment
56 Executive team assurance committee
58 Governance overview 69 Gulf of Mexico committee
59 How the board works 71 Nomination committee
61 Board effectiveness 71 Chairmans committee
62 Shareholder engagement 72 Directors remuneration report
63 International advisory board
63 Internal control revised guidance
for directors (Turnbull)
64 Audit committee

Glossary 89 Financial statements

Financial statements
Words with this symbol are dened 90 Statement of directors responsibilities 167 Supplementary information on oil and
in the glossary on page 252. 91 Consolidated nancial statements natural gas (unaudited)
of the BP group 197 Parent company nancial statements
100 Notes on nancial statements of BP p.l.c.

207 Additional disclosures

Additional disclosures
208 Selected nancial information 239 Property, plant and equipment
211 Liquidity and capital resources 239 Related-party transactions
213 Upstream analysis by region 239 Corporate governance practices
217 Downstream plant capacity 240 Code of ethics
219 Oil and gas disclosures for the group 240 Controls and procedures
225 Environmental expenditure 241 Principal accountants fees and services
225 Regulation of the groups business 241 Directors report information
228 Legal proceedings 241 Disclosures required under Listing
238 International trade sanctions Rule 9.8.4.R
239 Material contracts 241 Cautionary statement

243 Shareholder information


Shareholder information

244 Share prices and listings 251 Fees and charges payable by
244 Dividends ADSs holders
245 UK foreign exchange controls on dividends 251 Fees and payments made by
245 Shareholder taxation information the Depositary to the issuer
247 Major shareholders 251 Documents on display
247 Annual general meeting 252 Shareholding administration
247 Memorandum and Articles of Association 252 Exhibits
250 Purchases of equity securities by the 252 Abbreviations, glossary and trade marks
issuer and afliated purchasers

256 Signatures
257 Cross reference to Form 20-F

BP Annual Report and Form 20-F 2014 i


Information about this report
This document constitutes the Annual Report and Accounts in accordance with UK requirements
Cautionary statement and the Annual Report on Form 20-F in accordance with the US Securities Exchange Act of 1934,
This document should be read in for BP p.l.c. for the year ended 31 December 2014. A cross reference to Form 20-F requirements
conjunction with the cautionary is included on page 257.
statement on page 241. This document contains the Strategic report on pages 1-50 and the inside cover (Who we are section)
and the Directors report on pages 51-71, 90, 167-196 and 207-255. The Strategic report and the
Directors report together include the management report required by DTR 4.1 of the UK Financial
Conduct Authoritys Disclosure and Transparency Rules. The Directors remuneration report is on pages
72-88. The consolidated nancial statements of the group are on pages 89-166 and the corresponding
reports of the auditor are on pages 91-95. The parent company nancial statements of BP p.l.c. are on
pages 197-206.
The statement of directors responsibilities, the independent auditors report on the annual report
and accounts to the members of BP p.l.c. and the parent company nancial statements of BP p.l.c.
and corresponding auditors report do not form part of BPs Annual Report on Form 20-F as led with
the SEC.
BP Annual Report and Form 20-F 2014 and BP Strategic Report 2014 (comprising the Strategic report
Frequently used abbreviations, terms and supplementary information) may be downloaded from bp.com/annualreport. No material on the
and BP and third-party trade marks are BP website, other than the items identied as BP Annual Report and Form 20-F 2014 or BP Strategic
described on page 252. Report 2014 (comprising the Strategic report and supplementary information), forms any part of
those documents. References in this document to other documents on the BP website, such as
BP Energy Outlook, are included as an aid to their location and are not incorporated by reference into
this document.
BP p.l.c. is the parent company of the BP group of companies. The company was incorporated in
1909 in England and Wales and changed its name to BP p.l.c. in 2001. Where we refer to the company,
we mean BP p.l.c. Unless otherwise stated, the text does not distinguish between the activities and
operations of the parent company and those of its subsidiaries, and information in this document
reects 100% of the assets and operations of the company and its subsidiaries that were consolidated
at the date or for the periods indicated, including non-controlling interests.
BPs primary share listing is the London Stock Exchange. Ordinary shares are also traded on the
Frankfurt Stock Exchange in Germany and, in the US, the companys securities are traded on the
New York Stock Exchange (NYSE) in the form of ADSs (see page 244 for more details).
The term shareholder in this report means, unless the context otherwise requires, investors in the
equity capital of BP p.l.c., both direct and indirect. As BP shares, in the form of ADSs, are listed on
the NYSE, an Annual Report on Form 20-F is led with the SEC. Ordinary shares are ordinary fully paid
shares in BP p.l.c. of 25 cents each. Preference shares are cumulative rst preference shares and
cumulative second preference shares in BP p.l.c. of 1 each.

Registered ofce and our worldwide Our agent in the US:


headquarters:
BP p.l.c. BP America Inc.
1 St Jamess Square 501 Westlake Park Boulevard
London SW1Y 4PD Houston, Texas 77079
UK US
Tel +44 (0)20 7496 4000 Tel +1 281 366 2000
Registered in England and Wales No. 102498.
London Stock Exchange symbol BP.

ii BP Annual Report and Form 20-F 2014


Strategic 2 BP at a glance

Strategic report
report 6 Chairmans letter

8 Group chief executives letter


An overview of the key
activities, events and results 10 Our market outlook
in 2014, together with
commentary on BPs 12 Our business model
performance and our priorities
as we move forward.
13 Our strategy
14 Strategy in action
16 Distinctive capabilities

18 Our key performance indicators

20 Our markets in 2014

21 Group performance
21 10-point plan performance
22 Financial and operating performance

24 Upstream

29 Downstream

33 Rosneft

35 Other businesses and corporate

36 Gulf of Mexico oil spill

39 Corporate responsibility
39 Safety
42 Environment and society
44 Employees

46 Our management of risk

48 Risk factors

BP Annual Report and Form 20-F 2014 1


BP at a glance
BP delivers energy products Finding Developing and extracting
and services to people around oil and gas oil and gas

the world. First, we acquire exploration rights, Once we have found


then we search for hydrocarbons beneath hydrocarbons, we work to bring
Through our two main operating segments, the earths surface. them to the surface.
Upstream and Downstream, we nd, develop
and produce essential sources of energy,
turning them into products that people need.
We also buy and sell at each stage of the
hydrocarbon value chain. In renewable energy,
our activities are focused on biofuels and wind.
We also have a 19.75% shareholding in Rosneft.

Business model
For more information on our business
model see page 12.

Our group key performance indicators (KPIs)


are shown on page 18. Some nancial KPIs
are not recognized GAAP measures, but are
provided for investors because they are
closely tracked by management to evaluate
BPs operating performance and to make
nancial, strategic and operating decisions.

Group Upstream Our Upstream segment manages exploration,


development and production activities.
BP p.l.c. is the parent company of
the BP group of companies. Our
worldwide headquarters is in London.

See KPIs page 18. See Upstream page 24.

$3.8bn $32.8bn Upstream proved


reservesb (mmboe) $8.9bn 47,000km2
prot attributable to operating cash 4 1
replacement cost prot new exploration access
BP shareholders ow before interest and tax 2013: 43,000km2
2013: $23.5bn 2013: $21.1bn 2013: $16.7bn

16.7% 3.2 2.1 7


gearing (net million barrels of oil 2 million barrels of oil upstream major project
3
debt ratio) equivalent per daya equivalent per dayb start-ups
2013: 16.2% 2013: 3.2mmboe/d Liquids 2013: 2.3mmboe/d 2013: 3 major projects
1. Subsidiaries 4,092

28
2. Equity-accounted entities 717
Total 4,809

Natural gas
tier 1 process 3. Subsidiaries 5,603
safety events 4. Equity-accounted entities 409
Total 6,012 b
2013: 20 Excludes BPs share of Rosneft.
a
See footnote e on page 23. See Rosneft on page 33.

2 BP Annual Report and Form 20-F 2014


Strategic report
All data provided on pages 2-5 is at or for the
year ended 31 December 2014.

Transporting and trading Manufacturing Marketing


oil and gas fuels and products fuels and products

We move hydrocarbons using pipelines, We rene, process and blend We supply our customers with fuel for
ships, trucks and trains and we capture hydrocarbons to make fuels, lubricants transportation, energy for heat and light,
value across the supply chain. and petrochemicals. lubricants to keep engines moving and the
petrochemicals required to make a variety
of everyday items.

Fuels

Lubricants

Petrochemicals

Investing
in renewable energy
International oil and
gas markets We develop and invest in biofuels and operate
a wind business.

Biofuels

Downstream Our Downstream segment operates


hydrocarbon value chains covering three
main businesses fuels, lubricants and
petrochemicals.

See Downstream page 29. Shareholder value

Operating capital
employed c $3.7bn 1.7 $5.9bn
replacement cost prot million barrels of oil rened dividends paid
1
3 before interest and tax per day
2
2013: $2.9bn 2013: 1.8mmb/d

14.0 41% 6.0%


million tonnes of petrochemicals of our lubricants sales were ordinary shareholders
produced in the year premium grades annual dividend yield
2013: 13.9mmte 2013: 40%
1. Fuels $32.8bn
2. Lubricants $1.5bn

6.2%
3. Petrochemicals $4.6bn

c
This is a non-GAAP measure, but is
ADS shareholders
provided for investors as it is used by annual dividend yield
BP management to make nancial
and strategic decisions. See page 210.

Dened on page 252. BP Annual Report and Form 20-F 2014 3


BP around the world
BP has operations in almost Gulf of Mexico Fuels
80 countries. We have been exploring in the deepwater Gulf Our fuels business is made up of regionally
of Mexico for more than 25 years and are one of based integrated fuels value chains. These
the regions largest investors. With 10 rigs in include reneries and fuels marketing
operation, we are engaged in a range of businesses together with global oil supply
activities including exploration, appraisal and and trading activities. We supply fuel and
The shaded areas indicate countries development and production. related convenience services to consumers
where we have operations or interests. at around 17,200 BP-branded retail sites and
Upstreama market our products in over 50 countries.

Primarily (>75%) liquids.


Primarily (>75%) natural gas.
Liquids and natural gas.
Exploration site.
a
Locations are categorized as liquids or natural gas based on
2014 production. Where production is yet to commence,
categorization is based on proved reserves. Exploration sites
have no signicant proved reserves or production as at
31 December 2014.

Upstream see page 24.

Downstream
Renery.
Petrochemicals site(s).
Downstream see page 29.

Alternative energies
Operational assets.
Technology assets.

Alternative energies see page 35.

BP group headcount by region


(including 14,400 service station staff)
1. Europe 33,400
5 6 1 2. US and Canada 18,800
4 3. Asia Pacic 15,800
4. South and Central
3 America 8,000
5. Middle East and
North Africa 6,100
6. Sub-Saharan
Africa 2,400
2 Total 84,500

Lower 48 Alternative energies


We launched the US Lower 48 as a separate BP Our participation in alternative energies
upstream business in January 2015 with its own is focused on biofuels and wind. Our
governance, processes and systems to manage interests include three sugar cane mills in
our onshore oil and gas assets in the US Brazil, a joint venture bioethanol facility in
(excluding Alaska). See page 24 for further the UK and 16 wind farms in the US.
information.

4 BP Annual Report and Form 20-F 2014


Strategic report
North Sea Azerbaijan Rosneft
We received our rst UK North Sea exploration We invest more in Azerbaijan than any Rosneft is Russias largest oil company
licence 50 years ago. Since then, weve other foreign company, operating two and the worlds largest publicly traded
developed activities that cover the entire production-sharing agreements as well as oil company in terms of hydrocarbon
industry life cycle, from access and exploration holding other exploration leases. The Caspian production. BPs 19.75% share of Rosnefts
to production and decommissioning. We operate Sea is one of the worlds major hydrocarbon proved reserves on an SEC basis is
more than 20 oil and gas elds, two major provinces, and development of the regions 5 billion barrels of oil and 10 trillion cubic
terminals and an extensive network of pipelines. offshore oil and gas elds and onshore feet of gas. Rosnefts downstream
pipelines has made Azerbaijan a focal point operations include interests in 14 reneries.
of the global energy market. See page 33 for further information.

Angola Lubricants Petrochemicals


Angola is Africas second largest oil producer. We market lubricants and related products Petrochemicals produces products across 16
We have interests in nine major deepwater and services in approximately 75 countries manufacturing sites and sells them to
blocks with a total acreage of more than through direct sales or locally approved customers in more than 40 countries.
32,600km2. Our Cravo, Lirio, Orquidea distributors. We leverage brand, technology Approximately 48% of petrochemicals
and Violet (CLOV) project is planned and relationships, focusing our resources on capacity is in Asia, 27% in the US and 25% in
to develop signicant resources across its core and growing markets. Europe.
development areas.

Defined on page 252. BP Annual Report and Form 20-F 2014 5


Chairmans letter

In the present environment,


returns to shareholders remain
a key priority.
Carl-Henric Svanberg

Dear fellow shareholder,


We started 2014 with condence in the overall development of the world and a feeling of
progress in most of the worlds economies after several challenging years. However, the
year ended with signicant uncertainties. BP operates in a geopolitical environment that
has become more turbulent and the price of oil has signicantly declined, returning to a
pattern of volatility not seen for several years. The industry must adapt rapidly. Even before
the recent volatility, we have taken measures to streamline and reshape BP. We believe
we are well positioned to meet the challenges of the coming years.
In 2011, we set out our 10-point plan with clear goals that we have delivered over the last
three years. This is a signicant achievement for Bob Dudley and his team. It marks a
major step in refocusing the company after the tragic events of 2010 when 11 people lost
their lives in the Deepwater Horizon accident something we must never forget. Our
strategic progress has to be tempered by the nding of gross negligence in the Clean
Water Act litigation in the US, which we strongly disagree with and are appealing.
Strategy
Completing the 10-point plan does not mean that our work is done. Far from it. The board
continues to be deeply involved in discussing and shaping our strategy with its clear
priorities, quality portfolio and distinctive capabilities.
10-year dividend history
We successfully sold assets at a time of higher oil prices and are now going through a
UK (pence per ordinary share)
rapid cost adjustment to address this new landscape and improve our underlying business
36.42
performance. We are refocusing our approach to producing hydrocarbons in the US Lower
40
48 and we are resetting our operations across the entire business. This is all taking place
29.39 without compromising on safety. Our recent strategic partnership with Chevron in the Gulf
30
23.40 23.85 of Mexico demonstrates what we mean by value over volume through a new ownership
21.10 21.00 20.85
19.15
17.40 and operating model. Our goals are to make investment choices that play to our strengths,
20
increase sustainable free cash ow and grow our distributions to shareholders.
8.68
10 We began a number of these initiatives earlier in 2014, putting us ahead of the current oil
price pressures. These strategic actions will continue and more will be necessary as we
05 06 07 08 09 10 11 12 13 14 respond to short-term imperatives. We aim to ensure that BP builds on its distinctive
strengths in 2015 and beyond.

US (cents per ADS)


Shareholder distributions
The improved performance over the year and progress in strategic delivery has led to the
400
boards decision to increase the dividend. During 2014, the board reviewed the dividend
330 336 twice and each time raised it by 2.6%. These increases are part of our strategy to grow
distributions. During 2014 BP completed its $8-billion share buyback programme using
300 254
230 219 234 proceeds from the sale of our interest in TNK-BP. Shares worth a further $2.3 billion were
209 198
200 168
also bought back in the year. In the present environment, returns to shareholders remain a
key priority.
84
100

05 06 07 08 09 10 11 12 13 14
One ADS represents six 25 cent ordinary shares.

6 BP Annual Report and Form 20-F 2014


Oversight

Strategic report
Board performance
For information about the board and its The board has continued to maintain oversight of performance, risk and nancial efciency
committees see page 51. and kept a constant scrutiny on safety. Each year we review and monitor the group level
risks through our own work and our committees, who carry out the majority of the work,
Remuneration leaving the board free to address strategic issues.
For information about our directors
remuneration see page 72. There are, however, longer-term issues on which we also have to focus, such as carbon
and its role in climate change. It is clear that it is for governments and regulators to set the
boundary conditions to address these issues and we will develop our business within their
framework. For example, we already factor a price for carbon into our project evaluation.
We recognize that we need to play our part in informing this debate and we do this
through our projections for future world energy markets in the BP Energy Outlook 2035.
Throughout, we must remain alert to developments that may alter the world in which we
operate. The board is recommending that shareholders support the resolution at the
annual general meeting seeking greater transparency of reporting in this important area.
Governance and succession
The board regularly considers how it operates and the appropriate composition and mix
around the board table both to respond to todays challenges and BPs future strategic
direction. Antony Burgmans, the current chair of the remuneration committee, will stand
down as a director in 2016. In anticipation of his departure, Dame Ann Dowling will take
over the chair of that committee during 2015. We have also considered the chairs and
membership of all other committees. In 2012, upon Andrew Shilston joining the board and
being appointed the senior independent director, we announced that Antony Burgmans
would retain a role as an internal sounding board. This role will cease after the annual
general meeting. Andrew will join the remuneration and nomination committees.
I would like to welcome Alan Boeckmann who joined the board as a non-executive director
in July. Alan brings deep experience of contractor management, procurement and project
delivery in our industry following his career in Fluor Corporation. Alan will be joining the
remuneration committee after the annual general meeting. Our longest serving director,
Iain Conn, left the company in December to become chief executive of Centrica after an
almost 30-year career with BP, spanning different businesses and regions. George David
will retire from the board at our AGM in April. My fellow directors and I thank both Iain and
George for their huge contributions and work on behalf of the board.
Top: Members of BPs safety, ethics and
I would also like to thank Bob Dudley, his team, my board colleagues and all our
environmental assurance committee (SEEAC)
in Azerbaijan.
employees for all that they have done. Finally, my thanks go to you, our shareholders, for
the support you have shown us during the year.
Bottom: Cynthia Carroll attends a brieng during
a visit to Brazil with SEEAC.

Carl-Henric Svanberg
Chairman
3 March 2015

BP Annual Report and Form 20-F 2014 7


Group chief executives letter

Our efforts over the past three


years have helped prepare us
to face the new oil price
challenge with resilience.
Bob Dudley

Dear fellow shareholder,


The year 2014 was pivotal for BP. Despite the increasingly challenging business
environment, we completed the 10-point plan we had set out in 2011 to make BP a safer,
stronger, better performing business. Compared with three years ago, we have reduced
safety-related incidents, delivered strong operating efciencies and met our target to
increase operating cash ow by more than 50%.
Our performance is important, not only because we achieved our targets, but because we
did what we said we would do. I know how important it is to shareholders that we
continue delivering on our commitments.
2014 was a turbulent year for BP and the industry. Oil prices fell dramatically and
returned to their familiar pattern of volatility, after several exceptional years in which they
remained above $100 per barrel. I expect these lower and more volatile prices to continue
through 2015 and likely longer. We are now resetting the business to deliver value in this
new context, scaling back capital spending and reducing costs, while always maintaining
our primary focus on safety.
Our efforts over the past three years have helped prepare us to face the new oil price
challenge with resilience. We have reshaped and strengthened our portfolio through a
divestment programme, reduced our costs to reect a smaller footprint and articulated a
strategy based on clear priorities, a quality portfolio and distinctive capabilities.
Clear priorities
Safe and reliable operations will always be our rst priority. While we have made real
progress in the past three years, sadly there were three workforce fatalities in 2014, in
accidents at a German renery, a UK North Sea platform and an Indonesian
petrochemicals plant. Our thoughts are with the families and friends of those who died and
we will implement the lessons from these tragic events.
Since 2011 we have reduced the number of tier 1 and tier 2 process safety events the
most serious incidents, leaks, spills and other releases. After making very good progress in
2013, we saw a higher number of such incidents in 2014. We are renewing our efforts to
ensure conformance with our operating management system, allied to the right personal
behaviours, taking great care in everything we do.
We clearly demonstrated capital discipline through 2014, restricting spending to around

94.9%
$23 billion, relative to guidance of $24-25 billion. We also saw good project execution as
we met our plans to bring onstream seven start-up projects.
Quality portfolio
2014 rening availability. We continue to actively manage our portfolio, focusing on assets which play to our
strengths and divesting assets that no longer t our strategy. In both our Upstream and
Downstream businesses, we are taking a rigorous approach to capital allocation and

90%
concentrating on efciency and competitiveness in our activities. Making the right
investment choices is of the highest priority.

Upstream BP-operated plant efciency .

8 BP Annual Report and Form 20-F 2014


We grew our exploration position during the year, with new access in ve areas and

Strategic report
Delivery of our 10-point plan
For details of our performance against the hydrocarbon discoveries in the Gulf of Mexico, Brazil, the North Sea, Egypt and Angola.
plan see page 21. We began operating our onshore oil and gas operations in the Lower 48 states of the US
as a separate business in January 2015. In the Downstream, we improved performance
Our strategy from fuels marketing, increased our capacity to rene heavy crude and shale oil in the US,
For more on our strategic priorities and maintained the focus on premium brands and growth markets in lubricants and reviewed
longer-term objectives see page 13. the petrochemicals business to increase its earnings potential.
Our key performance indicators Having completed our $38-billion divestment programme ahead of schedule, we
Find out how we measure our committed to make a further $10 billion of divestments by the end of 2015. By the end of
performance on page 18.
2014 we had agreed transactions amounting to $4.7 billion.
Distinctive capabilities
BPs distinctive capabilities of advanced technology, proven expertise and strong
relationships underpin our progress. We have invested over the years to be a specialist in
several key areas of technology. For example, in 2014 we started using robots to test
enhanced oil recovery options, helping us reduce time to production.
The expertise of our people is central to our progress so developing our employees in
critical areas is an ongoing activity. For example, we run specialist academies dedicated to
global wells expertise and safety and operational risk, as well as other areas.
Strong relationships remain vital with communities, governments, partners, suppliers,
staff and shareholders. The rapid progress made on the Southern Corridor project, which
will pipe natural gas from the Caspian Sea to markets as far away as Italy, is just one
example. With our partners, we have already awarded more than $9 billion of contracts to
make, transport and install facilities.
A challenging environment
In 2015 we entered a very different landscape from that in which we began last year. The
lower oil price presents formidable challenges for the industry. In these volatile times, BP
continues to drive capital discipline by constraining the total level of capital spend in any
one year, taking account of the opportunities available and the exibility of our balance
sheet.
Top: Bob Dudley at the World Petroleum
Meanwhile, we continue to manage issues specic to BP. The legal proceedings in the US
Congress in Moscow.
associated with the Deepwater Horizon accident and oil spill continue. In the rst trial
Bottom: Bob Dudley congratulates winners at the phase the judge issued a nding of gross negligence and wilful misconduct. We strongly
Helios awards where teams from across the disagree with these ndings and have appealed. In the second phase the court found no
world are recognized for their contributions to gross negligence in our source control efforts and ruled that 3.19 million barrels of oil were
building a safer, stronger BP in line with our discharged into the Gulf of Mexico. We have also appealed this ruling. The penalty phase
values. trial nished in February, with the ruling to come at a later date. In all of the proceedings,
we are seeking fair and just outcomes while protecting the best interests of our
shareholders.
Our investment in Rosneft, funded from the proceeds of our sale of TNK-BP in 2013,
continues to attract attention. Our approach is to comply with all relevant sanctions and
otherwise to maintain our distinctive, long-term investment and relationship with Rosneft
in a country that holds some of the worlds largest oil and gas resources. There is strong
interdependence between Russia and its trading partners, and I believe that over time
such commercial links tend to ease tensions rather than exacerbate them.
The BP of 2015 is a robust and resilient business, a global team that has been through
some of the most difcult times an organization can face and emerged stronger, safer and
better than before.

Bob Dudley
Group chief executive
3 March 2015

Dened on page 252. BP Annual Report and Form 20-F 2014 9


Our market outlook
We believe that a diverse mix of fuels and technologies will
be essential to meet the growing demand for energy and the
challenges facing our industry.

Near-term outlook Affordability fossil fuels can become more


Our markets in 2014 difcult to access as the easiest and highest
See page 20 for information on oil and gas Oil prices, after around four years of averaging
quality resources are depleted rst, and many
prices in 2014. around $100 per barrel, have fallen by more
non-fossil fuel resources remain costly to
than 50%. This reects strong production
produce at scale.
growth in the US, increases in global supply
elsewhere and weaker global demand. Prices Continued advances in technology and
weakened further following OPECs decision in energy-industry productivity are required to
November to maintain production. deliver affordable, sustainable and secure
energy. The shale gas revolution demonstrates
Prices are expected to remain low through the
the potential impact of such developments.
near term, at least. And while we anticipate
supply chain deation by 2016 and beyond, as Effective policy
How BP is preparing for the industry costs follow oil prices with a lag, this
near-term outlook We believe governments must set a stable
will be a tough period of intense change for the
framework to encourage private sector
t We exercise capital discipline by industry as it adapts to this new reality.
investment and to help consumers choose
constraining the total level of capital spend
and the number of projects sanctioned each
Long-term outlook wisely. This includes secure access for the
exploration and development of energy
year. Population and economic growth are the main
resources; mutual benets for resource owners
t We sanction upstream projects at $80a per drivers of global energy demand. The worlds
and development partners; and an appropriate
barrel, while testing projects for resilience at population is projected to increase by 1.6 billion
legal and regulatory environment with an
$60a per barrel. from 2013 to 2035, and the world economy is
economy-wide price on carbon.
likely to more than double in size over the same
t Our balance sheet gives us resilience to
withstand a period of low prices.
period. Improvements to energy efciency, Energy efciency
further stimulated by new climate policies and a
t With a third of our production from Greater efciency helps with affordability
shift towards less energy-intensive activities in
production-sharing agreements and an because less energy is needed; with security
fast-growing economies will restrain the growth
increasing portfolio of high-quality gas because it reduces dependence on imports;
of energy consumption. But we still expect
projects, we are reducing our vulnerability and with sustainability because it reduces
world demand for energy to increase by as much
to global oil price movements. emissions. Innovation can play a key role in
as 37% between 2013 and 2035, with 96% of
improving technology, bringing down cost and
t We continue to right-size the groups cost the growth in non-OECD countries.
increasing efciency. In transport, for example,
base to align with BPs smaller footprint. we believe energy-efcient technologies and
Energy resources are available to meet this
a
In real terms based to 2012. growing demand, but developing these biofuels could offer the most cost-effective
resources presents a number of challenges: pathway to a secure, lower-carbon future.
Sustainability action is needed to limit carbon
dioxide (CO2) and other greenhouse gases
emitted through fossil fuel use.
Supply security more than 60% of the worlds
known reserves of natural gas are in just ve
countries, and more than 80% of global oil
reserves are located in nine countries, often
For further detail on the projections of future distant from the hubs of energy consumption.
energy trends contained in this section,
please refer to BP Energy Outlook 2035.

10 BP Annual Report and Form 20-F 2014


Energy consumption by region A diverse mix Renewables

Strategic report
(billion tonnes of oil equivalent) Renewables will play an increasingly important
We believe a diverse mix of fuels and
Other India China OECD role in addressing the long-term challenges of
technologies can enhance national and global
18 energy security and climate change. They are
energy security while supporting the transition
16 already the fastest-growing energy source, but
to a lower-carbon economy. These are reasons
14 are starting from a low base. By 2035, we
why BPs portfolio includes oil sands, shale gas,
12 estimate renewable energy, excluding large-
deepwater oil and gas and biofuels.
10 scale hydroelectricity, is likely to meet around
8 Oil and natural gas 8% of total global energy demand.
6 Oil and natural gas are likely to play a signicant
Temporary policy support is needed to help
4 part in meeting demand for several decades.
commercialize lower-carbon options and
2 We believe these energy sources will represent
technologies, but they will ultimately need to
1965 2000 2035 about 54% of total energy consumption in 2035.
become commercially self-sustaining, supported
Source: BP Energy Outlook 2035. Even under the International Energy Agencys
only by a carbon price.
most ambitious climate policy scenario (the 450
scenarioa), oil and gas would still make up 49% Beyond 2035
of the energy mix in 2030 and 43% in 2040.
Energy consumption by fuel We expect that growing population and per
(billion tonnes of oil equivalent) We expect oil to remain the dominant source for capita incomes will continue to drive growing
Renewables* Nuclear Gas transport fuels, accounting for almost 90% of demand for energy. These dynamics will be
Hydro Coal Oil demand in 2035. shaped by future technology developments,
18 changes in tastes, and future policy choices
Natural gas, in particular, is likely to play an
16 all of which are inherently uncertain. Concerns
increasing role in meeting global energy
14 about energy security, affordability and
demand. By 2035 gas is expected to provide
12 environmental impacts are all likely to be
26% of global energy, matching the share of
10 important considerations. These factors may
coal. Natural gas produces about half as much
8 accelerate the trend towards more diverse
CO2 as coal per unit of power generated, so
6 sources of energy supply, a lower average
4
increasing the share of gas versus coal helps to
carbon footprint, increased efciency and
2
restrain greenhouse gas emissions. Shale gas
demand management.
has already had a signicant impact on US gas
1965 2000 2035 a
From World Energy Outlook 2014. OECD/International
*Includes biofuels.
prices and demand, and is expected to
Energy Agency 2014, page 607. The IEAs 450 policy scenario
Source: BP Energy Outlook 2035. contribute 47% of the growth in global natural assumes governments adopt commitments to limit the
gas supplies between 2013 and 2035. long-term concentration of greenhouse gases in the
atmosphere to 450 parts-per-million of CO2 equivalent.
New sources of hydrocarbons may be more
difcult to reach, extract and process. BP and
others in our industry are working to improve Our strategy
techniques for maximizing recovery from Find out how BP can help meet energy
existing and currently inaccessible or demand for years to come on page 13.
undeveloped elds. In many cases, the
extraction of these resources might be more
energy-intensive, which means operating costs
and greenhouse gas emissions from operations
may also increase.

Our projections of future energy trends and We provide a long-term technology view on
factors that could affect them, based on our future trends and their potential impact on the
views of likely economic and population growth energy system. This helps assess lessons learned
and developments in policy and technology. Also from technologys evolution and how it may
available in Excel and video format. shape our future energy choices.

See bp.com/energyoutlook See bp.com/energy-technology-future

BP Annual Report and Form 20-F 2014 11


Our business model
We aim to create value for our investors and benets for
the communities and societies where we operate.

We believe the best way to achieve sustainable application of our own distinctive strengths and
A process engineer monitors instrument readings success as a group is to act in the long-term capabilities in performing those activities.
at our Castelln renery in Spain. The renery has interests of our shareholders, our partners and
the exibility to run sour, heavy and highly acidic A relentless focus on safety remains the top
society. By supplying energy, we support
crudes. priority for everyone at BP. Rigorous
economic development and help to improve
management of risk helps to protect the people
quality of life for millions of people. Our activities
In Trinidad & Tobago we are the largest at the front line, the places where we operate
also generate jobs, investment, infrastructure
hydrocarbon producer, accounting for about 50% and the value we create. We understand that
and revenues for governments and local
of the nations oil and gas. operating in politically complex regions and
communities.
technically demanding geographies requires
Our business model spans everything from particular sensitivity to local environments.
exploration to marketing. We have a diverse
integrated portfolio that is focused and adaptable
Illustrated business model
to prevailing conditions. Integration across the
For an at a glance overview of our
group allows us to share functional excellence
business model see page 2.
more efciently across areas such as safety and
operational risk, environmental and social Our businesses
practices, procurement, technology and treasury For more information on our upstream
management. and downstream business models, see
Every stage of the hydrocarbon value chain pages 24 and 29 respectively.
offers opportunities for us to create value,
through both the successful execution of
activities that are core to our industry, and the

Our business model

Finding oil Developing and Transporting Manufacturing and


and gas extracting and trading marketing

First, we acquire the rights When we nd hydrocarbon resources, We move oil and gas through Using our technology and expertise,
to explore for oil and gas. Through we aim to create value by progressing pipelines and by ship, truck and rail. we manufacture fuels and products,
our exploration activities we them into proved reserves or by Using our trading and supply skills creating value by seeking to operate
are able to renew our portfolio, divesting if they do not t with our and knowledge, we buy and sell at a high-quality portfolio of well-
discover new resources and strategy. If we believe developing each stage of the value chain. Our located assets safely, reliably and
replenish our development and producing the reserves will be presence across major trading hubs efciently. We market our products
options. advantageous for BP, we produce gives us a good understanding of to consumers and other end-users
the oil and gas, then sell it to the regional and international markets and add value through the strength
market or distribute it to our and allows us to create value of our brands.
downstream facilities. through entrepreneurial trading.

12 BP Annual Report and Form 20-F 2014


Our strategy

Strategic report
Our goal is to be a focused oil and gas company that
delivers value over volume.

We prioritize value over volume by actively Distinctive capabilities


An operator commissions a steam system at the managing a high-value upstream and
Whiting renery in the US. Our ability to deliver against our priorities and
downstream portfolio and investing only where
build the right portfolio depends on our
we can apply the distinctive strengths,
Technical operations onboard our oating distinctive capabilities. We apply advanced
capabilities and technologies we have built up
production, storage and ofoading vessel in technology across the hydrocarbon value chain,
over decades.
Angola. from nding resources to developing energy-
Our objective is to create shareholder value by efcient and high-performance products for
growing sustainable free cash ow customers. We work to develop and maintain
over the long term. Our disciplined approach strong relationships with governments,
enables us to grow distributions to our partners, civil society and others to enhance
shareholders over time. our operations in almost 80 countries across the
globe. And the proven expertise of our
We are pursuing our strategy by setting clear
employees comes to the fore in a wide range of
priorities, actively managing a quality portfolio
disciplines.
and employing our distinctive capabilities.
Clear priorities Our strategy in action
First, we aim to run safe, reliable and compliant See how we are delivering our strategy
operations leading to better operational on page 14.
efciency and safety performance. We also aim
to achieve competitive project execution, which Our key performance indicators
is about delivering projects efciently so they are See how we measure our progress
on time and on budget. And we aim to make on page 18.
disciplined nancial choices in support of growth
in operating cash from our businesses, Risks
disciplined allocation of capital and nancial Find out how we manage the risks to our
resilience. strategy on page 46.

Quality portfolio
We undertake active portfolio management to
concentrate on areas where we can play to our
strengths. This means we continue to grow our
exploration position, reloading our upstream
pipeline. We focus on high-value upstream
assets in deep water, giant elds and selected
gas value chains. And, in our downstream
businesses, we plan to leverage our newly
upgraded assets, customer relationships and
technology to grow operating cash ow.
Our portfolio of projects and operations is
focused where we believe we can generate the
most value, and not necessarily the most
volume, through our production.

Dened on page 252. BP Annual Report and Form 20-F 2014 13


Our strategy in action

Safe, reliable and


compliant operations

Safe, reliable and


compliant operations
Disciplined nancial
Clear priorities choices

Competitive Disciplined
project nancial
Competitive project
execution choices
execution

Delivering energy
to the world Grow our
exploration
position
Grow our Focus on
exploration high-value
position upstream assets Focus on high-value
upstream assets
Quality portfolio
Build high-quality Build high-quality
downstream businesses downstream
businesses

Advanced
technology

Distinctive capabilities Our ability to deliver


against our priorities and
Proven Strong build the right portfolio
How we measure
For denitions of how we measure expertise relationships depends on our distinctive
our performance, see Our key capabilities.
performance indicators on page 18.

14 BP Annual Report and Form 20-F 2014


Strategic report
How we deliver How we measure Strategy in action in 2014

28
We prioritize the safety and reliability of our Recordable injury Running reliably
operations to protect the welfare of our frequency, loss of primary Running operations safely
workforce and the environment. This also helps containment, greenhouse is Air BPs rst priority.
tier 1 process
preserve value and secure our right to operate gas emissions, tier 1 See page 40. safety events.
around the world. process safety events.

We rigorously screen our investments and we work


to keep our annual capital expenditure within a set
range. Ongoing management of our portfolio helps
Operating cash ow,
gearing, total shareholder
return, underlying
Increasing value
An alternative solution to
increase long-term value.
$32.8bn
operating cash ow.
ensure focus on more value-driven propositions. replacement cost prot See page 21.
We balance funds between shareholder per ordinary share.
distributions and investment for the future.
We seek efcient ways to deliver projects on
time and on budget, from planning through to
day-to-day operations. Our wide-ranging project
Major project delivery. Unlocking hidden
resources 7
Using our advanced technology major project start-ups
experience makes us a valued partner and and exploration experience in Upstream.
enhances our ability to compete. to access gas in Oman.
See page 27.

We target basins and prospects with the


greatest potential to create value, using our
leading subsurface capabilities. This allows us
Reserves
replacement ratio.
Extending the life of
the North Sea
Our latest discovery
63%
reserves
to build a strong pipeline of future growth demonstrates the basins replacement ratio.a
opportunities. ongoing potential.
See page 28.
We are strengthening our portfolio of high-return
and longer-life assets across deep water, giant
elds and gas value chains to provide BP with
Production. Committing to the
future
Increasing production in
3.2
million barrels of oil
momentum for years to come. the Gulf of Mexico. equivalent per day.a
See page 25.

We benet from our high-performing fuels,


lubricants, petrochemicals and biofuels
businesses. Through premium products,
Rening availability. Driving success
Our retail partnership with
Marks & Spencer is driving
94.9%
rening availability.
powerful brands and supply and trading, sales growth.
Downstream provides strong cash generation See page 31.
for the group.

Creating shareholder value by generating


sustainable free cash ow

Advanced technology Strong relationships Proven expertise


We develop and deploy technologies we We aim to form enduring partnerships in the Our talented people help to drive our business
expect to make the greatest impact on our countries in which we operate, building strong forward. They apply their diverse skills and
businesses from enhancing the safety and relationships with governments, customers, expertise to deliver complex projects across all
reliability of our operations to creating partners, suppliers and communities to create areas of our business.
competitive advantage in energy discovery, mutual advantage. Co-operation helps unlock
recovery, efciency and products. resources found in challenging locations and
transforms them into products for our
customers.

a
On a combined basis of subsidiaries and equity-accounted entities.

Dened on page 252. BP Annual Report and Form 20-F 2014 15


Our distinctive capabilities
Advanced technology

We use technology to nd and produce more oil Our upstream technology programmes include
and gas, improve our processes for conversion advanced seismic imaging to help us nd more
into valuable products and develop lower-carbon oil and gas and enhanced oil recovery to get
3
energy solutions. more from existing elds. New techniques are 1
We aim to build strategic relationships with improving the efciency of unconventional oil
universities for research, recruitment, policy and gas production.
insights and education. Our long-term research We focus our downstream technology
programmes around the world are exploring programmes on improving the performance of
areas from reservoir uid ow to novel lubricant our reneries and petrochemicals plants and on
additives. For example through the BP creating high quality, energy efcient, cleaner
International Centre for Advanced Materials products.
almost 70 researchers are working on around 20
We employ scientists and technologists at
projects to advance the understanding and use
seven major technology centres in the US, UK
of materials across a variety of energy and
and Germany. In 2014 we invested $663 million
industrial applications.
in research and development (2013 $707 million,
The rst priority for all our technology teams is 2012 $674 million). 2
improving the safety and integrity of our
operations. 4
See bp.com/technology

1 2 Seismic imaging 4 Enhanced oil recovery (EOR)


We use our imaging expertise to increase the BP delivers more light oil EOR production than
productivity and quality of the data we capture any other international oil company. In 2014 we
on land and offshore. We conducted one of our introduced the worlds rst automated robot for
largest-ever onshore seismic surveys in 2014 testing EOR technologies, shortening the time
covering 2,800km2 at the Khazzan eld in Oman. we need to spend on development and trials
before bringing them to eld.

3 Production optimization 5 Shipping efciency


Our Field of the Future technologies provide Our virtual arrival system can reduce fuel
real-time information to help manage operational consumption and emissions by allowing vessels,
risk, improve plant equipment reliability and ports and other parties to work together and
optimize production. In 2014 we established a agree an optimum arrival time for each vessel.
At our Wayne technology center in New Jersey digital centre of expertise for technologies to
chemists research new formulations to improve analyse data, improve decision making and
lubricant performance. enhance efciency.

Proven expertise
We aim to maintain a skilled workforce to deliver our Graduate intake Internal promotion Group leaders
strategy and meet our commitments to investors, Our global graduate and We promoted 4,880 Our group leaders have
partners and the wider world. We compete for the postgraduate employees including an average of 20 years
best people within the energy sector and other programmes recruited 524 group and senior experience in BP.
industries. 670 people in 2014. level leaders.
Our people are talented in a wide range of disciplines
from geoscience, mechanical engineering and
research technology to government affairs, trading,
marketing, legal and others. Developing the talent pipeline
We have a bias towards building capability within the
organization, complemented by selective external
recruitment where necessary, and invest in all our
employees development to build a sustainable External hires
talent pipeline. We hired 8,640 people
including 97 group and
Our approach to professional development and senior level leaders.
training helps build individual capabilities, reducing a
potential skills gap. We believe our shared values help Employees
everyone at BP to contribute to their full potential. For more information about our
people and values see page 44.

16 BP Annual Report and Form 20-F 2014


Strategic report
5 6 6 8
7

10

6 Corrosion prevention 8 Fuels 10 Biofuels



Wireless Permasense systems provide Our gasoline and diesel additive Ultimate in a We are developing biobutanol in conjunction
frequent and on-demand corrosion monitoring Bottle, launched in China in 2014, helps clean with DuPont. This second-generation biofuel
by detecting unexpected changes in the wall and protect engines, enhance performance for can be blended into gasoline in greater
thickness of pipes. Developed in collaboration diesel in cold weather and reduce emissions to proportions and is more compatible than
with Imperial College, London, they are used improve air quality. ethanol with the infrastructure used for
across all our reneries to monitor the integrity existing fuel supplies.
of critical assets.

7 Lubricants 9 Petrochemicals
We focus on providing energy-efcient and Our SaaBre technology converts synthesis gas
high-performance products to customers. In 2014 (carbon monoxide and hydrogen derived from
we launched Castrol EDGE with Titanium Fluid hydrocarbons) into acetic acid. The process
Strength Technology, which changes the way avoids the need to purify carbon monoxide or
engine oil behaves under extreme pressure, purchase methanol, reducing manufacturing
reducing friction by up to 15%. costs and environmental impacts.

Strong relationships
We work closely with governments, national oil Internally we put together collaborative teams of
companies and other resource holders to build people with the skills and experience needed to
long-lasting relationships that are crucial to the address complex issues, work effectively with
Universities National
success of our business. our partners, engage with our stakeholders and
and research and international
help create shared value. institutions oil companies
We place enormous importance on acting
responsibly and meeting our obligations as we
know from experience that trust can be lost. We l r e l a ti o n s Governments
work on big and complex projects with partners
Banks and
providers of
na and
hi
er

ps

ranging from other oil companies to suppliers regulators


In t

nance
and contractors. Our activity creates value that
benets governments, customers, local BP
communities and other partners.
Industry Customers
bodies

Suppliers,
Communities partners and
contractors

BP Annual Report and Form 20-F 2014 17


Our key performance indicators
We assess the groups performance Underlying RC prot Operating cash ow ($ billion) Gearing (net debt ratio) (%)
according to a wide range of per ordinary share (cents)
measures and indicators. Our key
performance indicators (KPIs)
help the board and executive 125 107.39 111.97
50 25
21.2 20.4
management measure performance 18.7
against our strategic priorities and 100 89.70 40 20 16.7
32.8 16.2
business plans. We periodically 70.92
66.00
75 30 15
review our metrics and test their 22.2 20.5 21.1
relevance to our strategy. We 50 20 10
13.6
believe non-nancial measures
such as safety and an engaged and 25 10 5
diverse workforce have a useful
role to play as leading indicators of 2010 2011 2012 2013 2014 2010 2011 2012 2013 2014 2010 2011 2012 2013 2014
future performance. Underlying RC prot is a useful measure Operating cash ow is net cash ow Our gearing (net debt ratio) shows
for investors because it is one of the provided by operating activities, as investors how signicant net debt is
Changes to KPIs
protability measures BP management reported in the group cash ow relative to equity from shareholders in
We have replaced the RC prot uses to assess performance. It assists statement. Operating activities are the funding BPs operations.
per ordinary share KPI to underlying management in understanding the principal revenue-generating activities of
RC prot per ordinary share. This is We aim to keep our gearing within the
underlying trends in operational the group and other activities that are
10-20% range to give us the exibility to
one of the measures used by performance on a comparable not investing or nancing activities.
deal with an uncertain environment.
management to evaluate BPs year-on-year basis.
2014 performance Operating cash ow
operational performance and is also Gearing is calculated by dividing net
It reects the replacement cost of was higher in 2014 in line with delivery
used as a performance measure for debt by total equity plus net debt. Net
inventories sold in the period and is of the 10-point plan.
executive directors remuneration. debt is equal to gross nance debt,
arrived at by excluding inventory holding
plus associated derivative nancial
All other KPIs remain the same. gains and losses from prot or loss.
instruments, less cash and cash
Adjustments are also made for
Remuneration non-operating items and fair value
equivalents. For the nearest equivalent
To help align the focus of our board measure on an IFRS basis and for further
accounting effects . The IFRS
and executive management with information see Financial statements
equivalent can be found on page 208.
Note 25.
the interests of our shareholders, 2014 performance The decrease in
certain measures are reected in 2014 performance Gearing at the end
underlying RC prot per ordinary share
the variable elements of executive of 2014 was 16.7%, up 0.5% on 2013
for the year compared with 2013 was
remuneration. and within our target band of 10-20%.
mainly due to a lower prot in Upstream
and lower earnings from Rosneft.
Overall annual bonuses, deferred
bonuses and performance shares
are all based on performance Rening availability (%) Reported recordable injury Loss of primary containment a
against measures and targets linked frequencya
directly to strategy and KPIs.
Employees Contractors
0.84

Directors remuneration 98 1.00 500


418
See how our performance 95.3 361
96 95.0 94.8 94.8 94.9 400
impacted 2014 pay on 0.75
292
page 72. 261 286
0.43

94 300
0.41

0.36

0.34

0.50
0.31

0.27
0.26
0.25

0.25

92 200

0.25 100
90

2010 2011 2012 2013 2014 2010 2011 2012 2013 2014 2010 2011 2012 2013 2014

Rening availability represents Solomon Reported recordable injury frequency Loss of primary containment (LOPC)
Key Associates operational availability. The (RIF) measures the number of reported is the number of unplanned or
measure shows the percentage of the work-related employee and contractor uncontrolled releases of oil, gas or other
KPIs used to measure year that a unit is available for incidents that result in a fatality or injury hazardous materials from a tank, vessel,
progress against our strategy. processing after deducting the time (apart from minor rst aid cases) per pipe, railcar or other equipment used for
spent on turnaround activity and all 200,000 hours worked. containment or transfer.
KPIs used to determine 2014 mechanical, process and regulatory
and 2015 remuneration. The measure gives an indication of the By tracking these losses we can monitor
downtime.
personal safety of our workforce. the safety and efciency of our
Rening availability is an important operations as well as our progress in
2014 performance Our workforce RIF,
indicator of the operational performance making improvements.
which includes employees and
of our Downstream businesses.
contractors combined, is 0.31, level with 2014 performance The increase in 2014
Underlying RC prot and gearing 2014 performance Rening availability 2013. While this is encouraging, we have reporting reects the introduction of
are non-GAAP measures, but decreased by 0.4% from 2013 to 94.9% seen an increase in our day away from enhanced automated monitoring for
are provided for investors reecting the completion of the Whiting work case frequency (see page 39). many remote sites in our Lower 48
because they are closely tracked renery modernization project and We are reviewing our personal safety business. Using a like-for-like approach
by management to evaluate ramp-up of operations. programmes and continue to focus our with previous years reporting, our 2014
efforts on safety. loss of primary containment gure is 246.
BPs operating performance and
to make nancial, strategic and
operating decisions.

18 BP Annual Report and Form 20-F 2014


Strategic report
Total shareholder return (%) Reserves replacement ratio (%) Major project delivery Production (mboe/d)

ADS basis Ordinary share basis


60 140 129 10 4,000
3,822
40 120 8 7 3,800
106 103
14.7
14.0
(16.5)
(11.6)
(24.1)
(21.4)

6 5
4.5

20 100 3,600
3.0
2.5

2.6

3,454
4
77
0 80 4 3 3,400 3,331
63 2 3,230
3,151
-20 60 2 3,200

2010 2011 2012 2013 2014 2010 2011 2012 2013 2014 2010 2011 2012 2013 2014 2010 2011 2012 2013 2014
Total shareholder return (TSR) Proved reserves replacement ratio is the Major projects are dened as those with We report the volume of crude oil,
represents the change in value of a extent to which the years production has a BP net investment of at least $250 condensate, natural gas liquids (NGLs)
BP shareholding over a calendar year. been replaced by proved reserves added million, or considered to be of strategic and natural gas produced by subsidiaries
It assumes that dividends are reinvested to our reserve base. importance to BP, or of a high degree and equity-accounted entities. These are
to purchase additional shares at the of complexity. converted to barrels of oil equivalent
The ratio is expressed in oil-equivalent
closing price on the ex-dividend date. (boe) at 1 barrel of NGL = 1boe and
terms and includes changes resulting from We monitor the progress of our major
We are committed to maintaining a 5,800 standard cubic feet of natural gas
discoveries, improved recovery and projects to gauge whether we are
progressive and sustainable dividend = 1boe.
extensions and revisions to previous delivering our core pipeline of activity.
policy. estimates, but excludes changes resulting 2014 performance BPs total reported
Projects take many years to complete,
2014 performance TSR decreased during from acquisitions and disposals. The ratio production including our Upstream
requiring differing amounts of resource,
the year, primarily as a result of a fall in reects both subsidiaries and equity- segment and Rosneft was 2.4% lower
so a smooth or increasing trend should
the BP share price, partly offset by two accounted entities. than in 2013. This reduction reected
not be anticipated.
dividend per share increases in 2014. the Abu Dhabi onshore concession
This measure helps to demonstrate our
2014 performance In total we delivered expiry and divestments, partially offset
success in accessing, exploring and
seven major project start-ups in by increased production from
extracting resources.
Upstream. higher-margin areas and higher
2014 performance The reserves production in Rosneft in 2014 compared
replacement ratio reects lower reserves to the aggregate production in Rosneft
bookings as a result of fewer nal and TNK-BP in 2013.
investment decisions in 2014 and
revisions of previous estimates.

Tier 1 process safety events a


Greenhouse gas emissionsb Group priorities Diversity and inclusione (%)
(million tonnes of CO2 equivalent) engagemente (%)

Women Non UK/US


100 100 100 30

22
22
74 74 71 72 72 25
80 80 80

20
64.9 67
19

19

18
18
61.8 59.8

17
20 15
60 60 50.3 48.6 60
14

43
15
40 28 40 40
20 10
Data not
20 20 20 collected 5

2010 2011 2012 2013 2014 2010 2011 2012 2013 2014 2010 2011 2012 2013 2014 2010 2011 2012 2013 2014
We report tier 1 process safety events, We provide data on greenhouse gas We track how engaged our employees Each year we report the percentage of
which are the losses of primary (GHG) emissions material to our business are with our strategic priorities for women and individuals from countries
containment of greatest consequence on a carbon dioxide-equivalent basis. This building long-term value. This is derived other than the UK and the US among
causing harm to a member of the includes CO2 and methane for direct from survey questions about BPs group leaders. This helps us track
workforce, costly damage to equipment emissions.c Our GHG KPI encompasses perceptions of BP as a company and progress in building a diverse and
or exceeding dened quantities. all BPs consolidated entities as well as how it is managed in terms of leadership well-balanced leadership team.
our share of equity-accounted entities and standards.
2014 performance The number of tier 1 2014 performance The percentage of our
other than BPs share of TNK-BP and
process safety events has decreased 2014 performance The 2014 survey group leaders who are women or
Rosneft.d Emissions data for Rosneft can
substantially since 2010. We take a found that employees remain clear non-UK/US has remained steady this
be found on its website.
long-term view on process safety about safety procedures, standards and year. We remain committed to our aim
indicators because the full benet of the 2014 performance The decrease in our requirements that apply to them and that women will represent at least 25%
decisions and actions in this area is not GHG emissions is primarily due to the that pride in working at BP has increased of our group leaders by 2020.
always immediate. sale of our Carson and Texas City steadily since 2011. Understanding and
reneries in the US as part of our support of BPs strategy is strong at
a
This represents reported incidents occurring divestment programme. senior levels, but needs further
within BPs operational HSSE reporting
communication and engagement across
boundary. That boundary includes BPs own b
The reported 2013 gure of 49.2MteCO2e
operated facilities and certain other locations the organization.
has been amended to 50.3MteCO2e.
or situations. c
For indirect emissions data see page 42. e
Relates to BP employees.
d
For our emissions on an operational control
basis see page 42.

Dened on page 252. BP Annual Report and Form 20-F 2014 19


Our markets in 2014
A snapshot of the global energy market in 2014, as oil prices
return to a pattern of volatility.

A mechanical technician works on the oating, Economic growth has remained relatively weak Natural gas
production, storage and ofoading vessel in globally, and was weaker in the emerging
Global price differentials in 2014 continued to
Angolas ultra-deep water. non-OECD economies than recent years. Within
narrow. US gas prices moved up, while
the OECD, the US and UK performed best
European and Asian spot LNG prices weakened.
Pipe alley at Cooper River petrochemicals plant. growing at around their medium-term potential
The Henry Hub index increased from $3.7 per
The site is one of the worlds largest producers of while Japan and the Eurozone have
million British thermal units (mmBtu) in 2013 to
PTA, a raw material primarily used to manufacture underperformed against their potential.
$4.4 in 2014.
polyester and plastic bottles. Oil Spot LNG prices in Europe and Asia fell with
Crude oil prices, as demonstrated by the rising global LNG supplies and weak demand
industry benchmark of dated Brent, averaged growth. New LNG projects in Papua New
$98.95 per barrel in 2014. For the period from Guinea and Australia, and recovering supplies in
2010 to mid-2014, oil prices followed a pattern of Africa have added to the market in 2014.
Crude oil prices (quarterly average) relative stability at around $110 a barrel. Prices
Moderating demand and milder weather
averaged $109 during the rst half of 2014, but
Brent dated reduced the UK National Balancing Point hub
fell sharply by more than 50% since June in the
$120 price to an average of 50 pence per therm in
face of continued strong growth of light, sweet
2014 (2013 68). The Japanese spot price fell to
oil production in the US, and weak global
an average of $13.9/mmBtu in 2014 (2013 $16.6).
US dollars per barrel

$100 consumption growth. Brent prices ended the


year near $55. In 2013 growth in natural gas consumption
slowed to a below-average rate and broad
$80 Amid continued high oil prices for much of the
differentials between regional gas prices
year and weak economic growth in emerging
continued, although they did not widen further
economies, global oil consumption increased by
$60 as US gas prices recovered from their 2012
a below-average 0.6 million barrels per day
lows. Global LNG supply expanded in 2013,
(mmb/d) for the year (0.7%).a The growth in
following a contraction in supply in 2012. But the
05 06 07 08 09 10 11 12 13 14 consumption was greatly exceeded by record
LNG market remained tight, as strong demand
growth in non-OPEC production (2.0 mmb/d),
continued in Asia from economic growth and
mainly by continued strong growth in US output.
nuclear power outages, and in Latin America
OPEC crude oil production fell slightly due to
due to the effect of a drought on hydroelectric
renewed outages in Libya. On balance,
production.
production signicantly exceeded consumption,
resulting in a large increase in OECD commercial
oil inventories.
In 2013 global oil consumption grew by roughly
1.4 million barrels per day (1.4%), signicantly
more than the increase in global production
(0.6%).b Non-OPEC production accounted for all
of the net global increase, driven by robust US
Oil and gas pricing
growth.
For more on upstream markets in 2014
see page 25.

Rening margins a
From Oil Market Report 10 February 2015,
For more on downstream markets in 2014 OECD/IEA 2015, page 4.
see page 30. b
BP Statistical Review of World Energy June 2014.

20 BP Annual Report and Form 20-F 2014


Group performance

Strategic report
A summary of our group nancial and operating performance.

10-point plan performance


In 2014 we completed our three-year 10-point plan, established in 2011, to help stabilize BP and restore trust and value in response to the tragic
Deepwater Horizon accident in 2010. Here we report on our performance in delivering the plan over the period.

1 Relentless focus on safety 6 Active portfolio management


We reduced tier 1 process safety events and loss of primary We completed our $38-billion divestment programme ahead of
containment (LOPC) by 62% and 21% respectively over the plan schedule and plan for a further $10 billion of divestments before
period. However, in 2014 there were eight more tier 1 events and the end of 2015, with $4.7 billion of sales already agreed.
25 more LOPC incidents than 2013. Safety remains our primary
focus and we continue to focus our efforts on it. 7 New upstream projects onstream with unit cash margins
double the 2011 average
2 Play to our strengths We started up 15 major upstream projects, of which 13 are in the
We accessed almost 158,000 km2 exploration acres, made 13 new four higher-margin areas (Angola, Azerbaijan, Gulf of Mexico and
discoveries and drilled a total of 44 exploration wells (2014 18). North Sea). Average forecast unit cash margins (2014-23) for the 15
projects at $100/bbl oil price were more than double the 2011
3 Stronger and more focused upstream segment average.
We have reshaped our portfolio to have a set of high-value
deepwater assets, gas value chains, giant elds, and 8 Generate around 50% more in operating cash ow by 2014
a high-quality downstream business. We sold around half of versus 2011a
our upstream installations and pipelines, and one third of We reported $32.8 billion of operating cash ow in 2014 (averaged
our wells while retaining roughly 90% of our proved reserves oil price of $98.95/bbl, averaged Henry Hub gas price of
and production. $4.43/mmBtu) exceeding our target of around 50% increase on
2011.
4 Simpler and more standardized
We implemented standardized global systems and 9 Half of incremental operating cash for reinvestment half
processes and established global functional organizations to for other purposes including distributions
conduct all BP-operated drilling and wells activity and The dividend paid in 2014 increased by 39% since 2011, and we
manage the development of our major projects. carried out $10.3 billion of share buybacks since March 2013,
when a share repurchase programme was announced.
5 More visibility and transparency to value
We provide downstream results by fuels, petrochemicals and 10 Strong balance sheet
lubricants, and report earnings from Rosneft as a separate Our gearing stayed within our target range of 10-20%,
operating segment. decreasing from 20.4% in 2011 to 16.7% at the end of 2014.

Increasing value
Delivering our goal of value over volume means tough decisions can be
necessary to make the best nancial choices for BP.
An important part of our portfolio in the Gulf of Mexico is the
deepwater Atlantis eld which is early in its life cycle. To increase
recovery from the eld, we had planned to install new subsea
infrastructure, requiring a long and expensive construction period.
When reassessing our eld development plan we concluded that our
approach would not generate the most value from the eld, so we
decided to look for an alternative solution.
By using our existing subsea facilities to safely drill future wells, rather
than building new infrastructure, we aim to deliver just as much value
to BP as originally planned, while requiring millions less in capital
expenditure and reducing corresponding risk and demand for
resources. The change in plan could signicantly increase the Atlantis
elds capital efciency and cash ow over the next ve years.
This focus on capital allocation discipline is being rigorously applied on
all of our elds around the world.

We only select the best options that maximize value.

a
Assumed an oil price of $100/bbl and a Henry Hub gas price of $5/mmBtu in 2014. 2011 excluded BPs share of TNK-BP dividends; 2014 included BPs share of Rosneft dividends. The projection
included the impact of payments in respect of federal criminal and securities claims with the US government and SEC where settlements have already been reached, but does not reect any cash
ows relating to other liabilities, contingent liabilities, settlements or contingent assets arising from the Gulf of Mexico oil spill.

Dened on page 252. BP Annual Report and Form 20-F 2014 21


Financial and operating performance For the year ended 31 December 2012 prot was $11.0 billion, RC prot
was $11.4 billion and underlying RC prot was $17.1 billion. There was a
$ million
2014 2013 2012 net post-tax charge of $5.3 billion for non-operating items, which included
Prot before interest and taxation 6,412 31,769 19,769 a $5-billion pre-tax charge relating to the Gulf of Mexico.
Finance costs and net nance More information on non-operating items, and fair value accounting
expense relating to pensions and effects, can be found on page 209. See Gulf of Mexico oil spill on page 36
other post-retirement benets (1,462) (1,548) (1,638) and Financial statements Note 2 for further information on the impact of
Taxation (947) (6,463) (6,880) the Gulf of Mexico oil spill on BPs nancial results.
Non-controlling interests (223) (307) (234)
See Upstream on page 24, Downstream on page 29, Rosneft on
Prot for the yeara 3,780 23,451 11,017 page 33 and Other businesses and corporate on page 35 for
Inventory holding (gains) losses , further information on segment results.
net of tax 4,293 230 411
Replacement cost prot 8,073 23,681 11,428 Taxation
Net charge (credit) for non-operating The charge for corporate income taxes in 2014 was lower than 2013. The
items , net of tax 4,620 (10,533) 5,298 effective tax rate (ETR) was 19% in 2014 (2013 21%, 2012 38%). The low
ETR in 2014 reects the impairment charges on which tax credits arise in
Net (favourable) unfavourable
relatively high tax rate jurisdictions. The lower ETR in 2013 compared with
impact of fair value accounting
2012 primarily reects the gain on disposal of TNK-BP in 2013 for which
effects , net of tax (557) 280 345
there was no corresponding tax charge. The underlying ETR (which
Underlying replacement cost prot 12,136 13,428 17,071 excludes non-operating items and fair value accounting effects) on RC
Capital expenditure and acquisitions, prot was 36% in 2014 (2013 35%, 2012 30%).
on accrual basis 23,781 36,612 25,204
In the current environment, with our current portfolio of assets, the
a
Prot attributable to BP shareholders. underlying ETR on RC prot for 2015 is expected to be lower than 2014.
Segment RC prot (loss) before interest and tax ($ billion) Cash ow and net debt information
Upstream Downstream TNK-BP Rosneft $ million
Unrealized prot 2014 2013 2012
Other businesses Gulf of Mexico
and corporate oil spill in inventory Net cash provided by operating
Group RC prot (loss) before interest and tax activities 32,754 21,100 20,479
35
Net cash used in investing activities (19,574) (7,855) (13,075)
Net cash used in nancing activities (5,266) (10,400) (2,010)
25
Currency translation differences
relating to cash and cash
15
equivalents (671) 40 64
5 Increase in cash and cash
equivalents 7,243 2,885 5,458
Cash and cash equivalents at
(5)
beginning of year 22,520 19,635 14,177
2012 2013 2014
Cash and cash equivalents at end of year 29,763 22,520 19,635
Prot for the year ended 31 December 2014 decreased by $19.7 billion Gross debt 52,854 48,192 48,800
compared with 2013. Excluding inventory holding losses, replacement cost Net debt 22,646 25,195 27,465
(RC) prot also decreased by $15.6 billion compared with 2013. Both Gross debt to gross debt-plus-equity 31.9% 27.0% 29.0%
results in 2013 included a $12.5-billion non-operating gain relating to the Net debt to net debt-plus-equity 16.7% 16.2% 18.7%
disposal of our interest in TNK-BP.
After adjusting for a net charge for non-operating items, which mainly Net cash provided by operating activities
related to impairments and further charges associated with the Gulf of Net cash provided by operating activities for the year ended 31 December
Mexico oil spill; and net favourable fair value accounting effects, underlying 2014 increased by $11.7 billion compared with 2013. Excluding the impacts
RC prot for the year ended 31 December 2014 was down by $1.3 billion of the Gulf of Mexico oil spill, net cash provided by operating activities was
compared with 2013. The reduction was mainly due to a lower prot in $32.8 billion for 2014, an increase of $11.6 billion compared with 2013.
Upstream, partially offset by improved earnings from Downstream. Prot before taxation was lower but this was partially offset by movements
in the adjustments for non-cash items, including depreciation, depletion
Prot for the year ended 31 December 2013 increased by $12.4 billion and amortization, impairments and gains and losses on sale of businesses
compared with 2012. Excluding inventory holding losses, RC prot also and xed assets. Furthermore, 2013 was impacted by an adverse
increased by $12.2 billion compared with 2012. The increase in both results movement in working capital and 2014 was favourably impacted.
was due to a $12.5-billion gain of disposal of our interest in TNK-BP.
The increase in 2013 compared with 2012 primarily beneted from the
After adjusting for a net credit for non-operating items, which mainly reduction of $2.3 billion in the cash outow in respect of the Gulf of
related to the gain on disposal of our interest in TNK-BP and was partially Mexico oil spill. Excluding the impacts of the Gulf of Mexico oil spill, net
offset by an $845-million write-off and impairments in Upstream and cash provided by operating activities was $21.2 billion for 2013, compared
further charges associated with the Gulf of Mexico oil spill; and net with $22.9 billion for 2012, a decrease of $1.7 billion. The decrease was
unfavourable fair value accounting effects, underlying RC prot for the year mainly due to an increase in working capital requirements of $3.9 billion,
ended 31 December 2013 was down by $3.6 billion compared with 2012. which was partially offset by a reduction in income tax paid.
This was impacted by the absence of equity-accounted earnings from
TNK-BP and lower earnings from both Downstream and Upstream, Net cash used in investing activities
partially offset by the equity-accounted earnings from Rosneft from Net cash used in investing activities for the year ended 31 December 2014
21 March 2013 (when sale and purchase agreements with Rosneft and increased by $11.7 billion compared with 2013. The increase reected a
Rosneftegaz completed). decrease in disposal proceeds of $18.5 billion, partly offset by a $4.9-billion
decrease in our investments in equity-accounted entities, mainly relating to
the completion of the sale of our interest in TNK-BP and subsequent
investment in Rosneft in 2013. There was also a decrease in our other
capital expenditure excluding acquisitions of $2.0 billion.

22 BP Annual Report and Form 20-F 2014


The decrease in 2013 compared with 2012 reected an increase in For more information on reserves and production, see Oil and gas

Strategic report
disposal proceeds of $10.4 billion, partly offset by an increase in our disclosures for the group on page 219.
investments in equity-accounted entities, mainly relating to the completion
2014 2013 2012
of the sale of our interest in TNK-BP and subsequent investment in
Rosneft. There was also an increase in our other capital expenditure Estimated net proved reservesa
excluding acquisitions of $1.3 billion. (net of royalties)
Liquids million barrels
There were no signicant acquisitions in 2014, 2013 and 2012. Crude oilb
The group has had signicant levels of capital investment for many years. Subsidiaries 3,582 3,798 4,082
Cash ow in respect of capital investment, excluding acquisitions, was Equity-accounted entitiesc 5,663 5,589 5,275
$23.1 billion in 2014 (2013 $30 billion and 2012 $24.8 billion). Sources of 9,244 9,387 9,357
funding are fungible, but the majority of the groups funding requirements
Natural gas liquids
for new investment come from cash generated by existing operations.
Subsidiaries 510 551 591
We expect capital expenditure, excluding acquisitions and asset Equity-accounted entitiesc 62 131 103
exchanges, to be around $20 billion in 2015.
572 682 693
Total cash disposal proceeds received during 2014 were $3.5 billion (2013 Total liquids
$22 billion, 2012 $11.6 billion). In 2013 this included $16.7 billion for the
Subsidiaries 4,092 4,349 4,672
disposal of BPs interest in TNK-BP and in 2012 it included $5.6 billion for
the disposal of BPs interests in the Marlin hub, Horn Mountain, Holstein, Equity-accounted entitiesc 5,725 5,721 5,378
Ram Powell and Diana Hoover elds in the Gulf of Mexico. See Financial 9,817 10,070 10,050
statements Note 3 for more information on disposals. Natural gas billion cubic feet
Subsidiaries 32,496 34,187 33,264
Net cash used in nancing activities
Net cash used in nancing activities for the year ended 31 December 2014 Equity-accounted entitiesc 12,200 11,788 7,041
decreased by $5.1 billion compared with 2013. The decrease primarily 44,695 45,975 40,305
reected higher net proceeds of $3.3 billion from long-term nancing Total hydrocarbons million barrels of oil equivalent
and a decrease in the net repayment of short-term debt of $1.3 billion. Subsidiaries 9,694 10,243 10,408
The $8-billion share repurchase programme was completed in July 2014. Equity-accounted entitiesc 7,828 7,753 6,592
The increase in 2013 compared with 2012 primarily reected the buyback 17,523 17,996 17,000
of shares of $5.5 billion, as part of our $8-billion share repurchase Productiona (net of royalties)
programme, lower net proceeds of $1.1 billion from long-term nancing Liquids thousand barrels per day
and an increase in the net repayment of short-term debt of $1.4 billion.
Crude oild
Total dividends paid in 2014 were 39 cents per share, up 6.8% compared Subsidiaries 844 789 795
with 2013 on a dollar basis and 1.9% in sterling terms. This equated to a Equity-accounted entitiese 979 1,120 1,137
total cash distribution to shareholders of $5.9 billion during the year (2013
1,823 1,909 1,932
$5.4 billion, 2012 $5.3 billion).
Natural gas liquids
Net debt Subsidiaries 91 86 96
Net debt at the end of 2014 decreased by $2.5 billion from the 2013
Equity-accounted entitiese 12 19 27
year-end position. The ratio of net debt to net debt plus equity at the end of
2014 increased by 0.5%. 103 105 123
Total liquidsf
The total cash and cash equivalents at the end of 2014 were $7.2 billion
Subsidiaries 936 874 891
higher than 2013.
Equity-accounted entitiese 991 1,139 1,164
We will continue to target our net debt ratio in the 10-20% range while
1,927 2,013 2,056
uncertainties remain. Net debt and the ratio of net debt to net debt plus
equity are non-GAAP measures. See Financial statements Note 25 for Natural gas million cubic feet per day

further information on net debt. Subsidiaries 5,585 5,845 6,193


Equity-accounted entitiese 1,515 1,216 1,200
For information on nancing the groups activities, see Financial
statements Note 27 and Liquidity and capital resources on page 211. 7,100 7,060 7,393
Total hydrocarbonsf thousand barrels of oil equivalent per day
Group reserves and production
Subsidiaries 1,898 1,882 1,959
Total hydrocarbon proved reserves at 31 December 2014, on an oil
equivalent basis including equity-accounted entities, decreased by 3% Equity-accounted entitiese 1,253 1,348 1,372
(decrease of 5% for subsidiaries and increase of 1% for equity-accounted 3,151 3,230 3,331
entities) compared with 31 December 2013. Natural gas represented about a
Because of rounding, some totals may not agree exactly with the sum of their component parts.
44% of these reserves (58% for subsidiaries and 27% for equity- b
Includes condensate and bitumen.
c
accounted entities). The change includes a net decrease from acquisitions Includes BPs share of Rosneft (2014 and 2013) and TNK-BP reserves (2012). See Rosneft on
page 33 and Supplementary information on oil and natural gas on page 167 for further
and disposals of 39mmboe (all within our subsidiaries). Acquisition activity information.
in our subsidiaries occurred in Azerbaijan, the US and the UK, and d
Includes condensate.
divestment activity in our subsidiaries occurred in the US and Brazil. e
Includes BPs share of Rosneft (2014 and 2013) and TNK-BP production (2013 and 2012).
See Rosneft on page 33 and Oil and gas disclosures for the group on page 219 for
Our total hydrocarbon production for the group was 2% lower compared further information.
with 2013. The decrease comprised a 1% increase (7% increase for liquids f
A minor amendment has been made to the split between subsidiaries and equity-accounted
and 4% decrease for gas) for subsidiaries and a 7% decrease (13% entities for the comparative periods.

decrease for liquids and 25% increase for gas) for equity-accounted
entities.

Dened on page 252. BP Annual Report and Form 20-F 2014 23


Upstream We actively manage our portfolio and are placing increasing emphasis
on accessing, developing and producing from elds able to provide
the greatest value (including those with the potential to make the
highest contribution to our operating cash ow ). We sell assets that
we believe have more value to others. This allows us to focus our
We continued to actively manage our portfolio to leadership, technical resources and organizational capability on the
play to our strengths, divesting non-core assets and resources we believe are likely to add the most value to our portfolio.
nding alternative ways to create long-term value.
Our strategy is to grow long-term value by continuing to
build a portfolio of material, enduring positions in the worlds key
hydrocarbon basins. Our strategy is enabled by:
t A continued focus on safety and the systematic management of risk.
t Prioritizing value over volume:
A more focused portfolio with strengthened incumbent positions
and reduced operating complexity.
Efcient execution of our base activities, a quality set of major
projects and leveraging our access and exploration expertise.
t Disciplined investment in three distinctive engines for growth: deep
water, gas value chains and giant elds. We maintain a balanced
portfolio of opportunities.
t Delivery of competitive operating cash growth through
improvements in efciency and reliability for both operations and
investment.
t Strong relationships built on mutual advantage, deep knowledge of
the basins in which we operate and technology.
An operator works the controls at the Rumaila oileld in Iraq. The eld
extends 50 miles from end to end. Our performance summary
t For upstream safety performance see page 40.
Our business model and strategy t Our exploration function gained access to new potential resources
The Upstream segment is responsible for our activities in oil and natural covering more than 47,000km2 in ve countries.
gas exploration, eld development and production, and midstream t We started up seven major upstream projects.
transportation, storage and processing. We also market and trade
natural gas, including liqueed natural gas, power and natural gas t We achieved an upstream BP-operated plant efciency of 90%.
liquids. In 2014 our activities took place in 28 countries. t Our disposals generated $2.5 billion in proceeds in 2014.
With the exception of the US Lower 48 onshore business, we deliver Upstream protability ($ billion)
our exploration, development and production activities through ve RC prot before interest and tax Underlying RC prot before interest and tax
global technical and operating functions: 40
t The exploration function is responsible for renewing our resource 28.3
30 25.1 26.4 25.2
base through access, exploration and appraisal, while the reservoir 22.5
19.4
development function is responsible for the stewardship of our 16.7 18.3
20 15.2
resource portfolio.
8.9
t The global wells organization and the global projects 10
organization are responsible for the safe, reliable and compliant
execution of wells (drilling and completions) and major projects . 2010 2011 2012 2013 2014

t The global operations organization is responsible for safe, reliable See Financial performance on page 25 for an explanation of the main
and compliant operations, including upstream production assets and factors inuencing upstream prot.
midstream transportation and processing activities.
We optimize and integrate the delivery of these activities with support Outlook for 2015
from global functions with specialist areas of expertise: technology, t We expect reported production in 2015 to be higher than 2014,
nance, procurement and supply chain, human resources and mainly reecting higher entitlements in production-sharing
information technology. agreement (PSA) regions on the basis of assumed lower oil prices.
In 2015 our US Lower 48 onshore business began operating as a Actual reported outcome will depend on the exact timing of project
separate business, with its own governance, processes and systems. start-ups, OPEC quotas and entitlement impacts in our PSAs. We
This is designed to promote nimble decision making and innovation so expect underlying production in 2015 to be broadly at with 2014,
that BP can be more competitive in the US onshore market, while with the base decline being offset by new major project volumes
maintaining BPs commitment to safe, reliable and compliant both from 2014 and 2015.
operations. The businesss approach is to operate in line with industry t We expect four major projects to come onstream in 2015 two in
standards developed within the context of the highly regulated US Angola and one each in Australia and Algeria.
environment. BPs US Lower 48 business manages a diverse portfolio
t Capital investment in 2015 is expected to decrease, largely reecting
which includes an extensive unconventional resource base.
the lower oil price environment and our commitment to continued
Technologies such as seismic imaging, enhanced oil recovery and capital discipline. The reduction is expected to come primarily from
real-time data support our upstream strategy by helping to gain new prioritizing activity in our operations, paring back exploration and
access, increase recovery and reserves and improve production access spend, and shelving a number of marginal projects.
efciency. See Our distinctive capabilities on page 16.

24 BP Annual Report and Form 20-F 2014


Strategic report
Committing to the future
The Gulf of Mexico is one of four key areas where we believe further growth in higher-margin
barrels is possible. As the regions leading acreage holder and largest investor for the last 10 years,
BP has focused its activities on this important location for many years. Our four deepwater
production platforms Thunder Horse, Atlantis, Mad Dog and Na Kika are all in the early stages of
their life cycles. These major hubs offer long-term growth opportunities for BP and we aim to
optimize production from them, as well as from our non-operated hubs.
In 2014 we made signicant progress on a multi-billion dollar investment programme by starting up
three major projects in the region. Na Kika Phase 3 began oil production from our rst well in
February; our Atlantis North Expansion Phase 2 development started up in April with the rst of four
planned production wells; and with technical input and support from our experts, Shell-operated
Mars B started up in February. We also entered a strategic partnership with Chevron in January
2015 to explore and develop Paleogene assets, combining our subsurface expertise with Chevrons
Paleogene development design and build experience.
Our progress highlights the potential of our portfolio to unlock value for investors while also
delivering vital energy resources to the US.

We are strengthening our portfolio of higher-value and longer-life assets.

Financial performance Brent ($/bbl)


2014 2013 5-year range
$ million
2014 2013 2012 150
Sales and other operating revenuesa 65,424 70,374 72,225
120
RC prot before interest and tax 8,934 16,657 22,491
Net (favourable) unfavourable impact 90
of non-operating items and fair
value accounting effects 6,267 1,608 (3,055) 60
Underlying RC prot before interest
and tax 15,201 18,265 19,436 30
Capital expenditure and acquisitions 19,772 19,115 18,520
BP average realizationsb $ per barrel Jan Feb Mar Apr May Jun Jul Aug Sep Oct Nov Dec
Crude oil 93.65 105.38 108.94
An extremely cold start to 2014 in North America increased heating
Natural gas liquids 36.15 38.38 42.75 demand and drained storage levels. US gas supply continued to expand in
Liquids 87.96 99.24 102.10 2014, reaching yet another record production level, in particular supported
$ per thousand cubic feet by rising liquids-rich gas production.
Natural gas 5.70 5.35 4.75
US natural gas 3.80 3.07 2.32 Henry Hub ($/mmBtu)
$ per barrel of oil equivalent 2014 2013 5-year range
Total hydrocarbons 60.85 63.58 61.86 9

Average oil marker pricesc $ per barrel


Brent 98.95 108.66 111.67
6
West Texas Intermediate 93.28 97.99 94.13
Average natural gas marker prices $ per million British thermal units
Average Henry Hub gas priced 4.43 3.65 2.79
pence per therm 3

Average UK National Balancing Point


gas pricec 50.01 67.99 59.74
a
Includes sales to other segments. Jan Feb Mar Apr May Jun Jul Aug Sep Oct Nov Dec
b
Realizations are based on sales by consolidated subsidiaries only, which excludes
equity-accounted entities. The UK National Balancing Point gas price in 2014 fell by 26% compared
c
All traded days average. with 2013 (2013 an increase of 14% on 2012). This reected milder
d
Henry Hub First of Month Index. weather and weak demand in Europe. Lower LNG prices in Asia led to a
reduction in the price of spot LNG available for Europe, which contributed
Market prices to the weakness of European spot prices. For more information on the
Brent remains an integral marker to the production portfolio, from which a global energy market in 2014, see page 20.
signicant proportion of production is priced directly or indirectly. Certain
regions use other local markers, which are derived using differentials or a Financial results
lagged impact from the Brent crude oil price. Sales and other operating revenues for 2014 decreased compared with
2013, primarily reecting lower liquids realizations partially offset by higher
The dated Brent price in 2014 averaged $98.95 per barrel, after three production in higher-margin areas, higher gas realizations and higher gas
consecutive years of prices above $100. Prices averaged about $109 marketing and trading revenues. The decrease in 2013 compared with
during the rst half of 2014, but fell sharply during the second half in the 2012 primarily reected lower volumes due to disposals and lower liquids
face of continued strong growth of light, sweet oil production in the US and realizations, partially offset by higher gas marketing and trading revenues.
weak global consumption growth. Brent prices ended the year near $55.
Replacement cost (RC) prot before interest and tax for the segment
The Henry Hub First of Month Index price was up by 21%, year on year, in included a net non-operating charge of $6,298 million. This is primarily
2014 (2013, up by 31%). related to impairments associated with several assets, mainly in the North

Dened on page 252. BP Annual Report and Form 20-F 2014 25


Major projects portfolio
Alaska Canada North Sea Egypt Key
Point Thomson Sunrise Phase 1 Kinnoull West Nile Delta Started up in 2014.
West end Pike Phase 1 Quad 204 Taurus/Libra On track for 2015 start-up.
development Pike Phase 2 Clair Ridge West Nile Delta In progress for 2016
Liberty Sunrise Phase 2 Culzean Giza/Fayoum/Raven and beyond.
Alaska LNG Sunrise South Alligin East Nile Delta
Terre de Grace Vorlich Salamat India
Greater Clair Satis KG D6 R Series
Norway Azerbaijan KG D6 Satellites
Snadd Chirag oil KG D6 D55
Valhall West Flank Shah Deniz Stage 2
Hod redevelopment
Middle East Indonesia
Oman Khazzan Tangguh expansion
Sanga Sanga CBM
Algeria
Australia
Gulf of Mexico In Salah gas southern elds Western Flank Phase A
Mars B In Amenas compression Persephone
Na Kika Phase 3 Western Flank Phase B
Trinidad & Tobago
Atlantis North expansion Phase 2 Angola Browse
Juniper
Thunder Horse water injection CLOV
Angelin
Thunder Horse South expansion Greater Plutonio Phase 3
Cassia
Mad Dog Phase 2 Kizomba Satellites Phase 2
Manakin
Atlantis water injection expansion Angola LNG re-start
SEQ-B
Kaskida Zinia Phase 2
Thunder Horse Northwest expansion Brazil Dalia Phase 1b
Gila Itaipu B18 PCC
Tiber Wahoo B31 SE

Sea and Angola reecting the impact of the lower near-term price 2014, with a corresponding reduction in net proved reserves of
environment, revisions to reserves and increases in expected 114mmboe, all within our subsidiaries.
decommissioning cost estimates. This also included a charge to write
The major disposal transactions during 2014 were the farm-out of a 40%
down the value ascribed to block KG D6 in India as part of the acquisition
stake in block 61 in the Khazzan eld, Oman, to government owned
of upstream interests from Reliance Industries in 2011. The charge arises
Makarim Gas Development LLC, for $545 million; the sale of our interests in
as a result of uncertainty in the future long-term gas price outlook,
four BP-operated oilelds on the North Slope of Alaska to Hilcorp, including
following the introduction of a new formula for Indian gas prices, although
all of BPs interests in the Endicott and Northstar oilelds and a 50% interest
we do see the commencement of a transition to market-based pricing as a
in each of the Milne Point eld and the Liberty prospect, together with BPs
positive step. We expect further clarity on the new pricing policy and the
interests in the oil and gas pipelines associated with these elds for $1.25
premiums for future developments to emerge in due course. Fair value
billion plus an additional carry of up to $250 million, if the Liberty eld is
accounting effects had a favourable impact of $31 million relative to
developed; and the sale of our interests in the Panhandle West and Texas
managements view of performance.
Hugoton gas elds to Pantera Acquisition Group, LLC for $390 million. Sales
The 2013 result included a net non-operating charge of $1,364 million, transactions are typically subject to post-closing adjustments and future
which included an $845-million write-off attributable to block BM-CAL-13 payments depending on oil price and production. More information on
offshore Brazil as a result of the Pitanga exploration well not encountering disposals is provided in Upstream analysis by region on page 213 and
commercial quantities of oil or gas, and had an unfavourable impact of Financial statements Note 3.
$244 million from fair value accounting effects. The 2012 result included Provisions for decommissioning increased from $17.2 billion at the end of
net non-operating gains of $3,189 million, primarily as a result of gains on 2013 to $18.7 billion at the end of 2014. The increase primarily reects
disposals being partly offset by impairment charges. In addition, fair value updated estimates of the cost of future decommissioning, additions and
accounting effects had an unfavourable impact of $134 million. a change in discount rate, partially offset by utilization of provisions,
After adjusting for non-operating items and fair value accounting effects, the exchange revaluation and impacts of divestments. Decommissioning costs
decrease in the underlying RC prot before interest and tax compared with are initially capitalized within xed assets and are subsequently depreciated
2013 reected lower liquids realizations, higher costs, mainly depreciation, as part of the asset.
depletion and amortization and exploration write-offs and the absence of
one-off benets which occurred in 2013 (see below). This was partly offset
Exploration
by higher production in higher-margin areas, higher gas realizations and a The group explores for oil and natural gas under a wide range of licensing,
benet from stronger gas marketing and trading activities. joint arrangement and other contractual agreements. We may do this
alone or, more frequently, with partners.
Compared with 2012 the 2013 result reected lower production due to
divestments, lower liquids realizations and higher costs, including New access in 2014
exploration write-offs and higher depreciation, depletion and amortization, We gained access to new potential resources covering more than
partly offset by an increase in underlying volumes, a benet from stronger 47,000km2 in ve countries (Australia, Greenland, UK (North Sea), the US
gas marketing and trading activities, one-off benets related to production (Gulf of Mexico) and Morocco, which received nal government approval in
taxes and a cost pooling settlement agreement between the owners of the April 2014). In December, we signed a new PSA with the State Oil
Trans-Alaska Pipeline System (TAPS), and higher gas realizations. Company of the Republic of Azerbaijan to jointly explore for and develop
potential prospects in the shallow water area around the Absheron
Total capital expenditure including acquisitions and asset exchanges in
Peninsula in the Azerbaijan sector of the Caspian Sea. This is pending nal
2014 was higher compared with 2013. This included $469 million in 2014
ratication by the government. Additionally, Rosneft and BP signed a
relating to the purchase of an additional 3.3% equity in Shah Deniz,
heads of agreement in May 2014 relating to a long-term project for the
Azerbaijan and the South Caucasus Pipeline.
exploration and potential development of the Domanik formations in the
In total, disposal transactions generated $2.5 billion in proceeds during Volga-Urals region of Russia.

26 BP Annual Report and Form 20-F 2014


In January 2015, we received formal licences for El Matariya and Karawan Proved reserves replacement ratio

Strategic report
concessions in Egypt after ratication and nalization of the agreements. The proved reserves replacement ratio for the Upstream segment in 2014,
During the year we participated in ve discoveries that are potentially excluding acquisitions and disposals, was 31% for subsidiaries and
commercial including: one in Egypt with the BG-operated Notus well in the equity-accounted entities (2013 93%), 29% for subsidiaries alone (2013
El Burg concession; one in the pre-salt play of Angola with the Orca well in 105%) and 43% for equity-accounted entities alone (2013 30%). For more
Block 20, operated by Cobalt International Energy; one at Xerelete in Brazils information on proved reserves replacement for the group see page 219.
Campos basin, operated by Total; one at Vorlich in the North Sea, which Developments
spans the GDF-SUEZ-operated block 30/1f and the BP-operated block 30/1c;
The map on page 26 shows our major development areas. We achieved
and Guadalupe in the deepwater Gulf of Mexico, operated by Chevron.
seven major project start-ups in 2014: the Chirag oil project in Azerbaijan;
Exploration and appraisal costs Na Kika Phase 3, Mars B and Atlantis North expansion Phase 2 in the Gulf
Excluding lease acquisitions, the costs for exploration and appraisal costs of Mexico; CLOV in Angola; Kinnoull in the North Sea and Sunrise in
were $2,911 million (2013 $4,811 million, 2012 $4,356 million). These Canada. In addition to starting up major projects, we made good progress
costs included exploration and appraisal drilling expenditures, which were in the four areas we believe most likely to provide us with higher-value
capitalized within intangible xed assets, and geological and geophysical barrels Angola, Azerbaijan, the North Sea and the Gulf of Mexico.
exploration costs, which were charged to income as incurred. t Angola we had an oil and gas discovery, Orca, in the pre-salt play of
Approximately 31% of exploration and appraisal costs were directed Angola in Block 20 (BP 30%), operated by Cobalt International Energy,
towards appraisal activity. We participated in 67 gross (32.75 net) Inc. and the CLOV project reached plateau production of 160mboe/d.
exploration and appraisal wells in 10 countries.
t "[FSCBJKBOo the Shah Deniz and South Caucasus Pipeline consortia
Exploration expense awarded further key contracts for the development of the Shah Deniz
Total exploration expense of $3,632 million (2013 $3,441 million, 2012 $1,475 Stage 2 and South Caucasus Pipeline expansion projects. The BP-
million) included the write-off of expenses related to unsuccessful drilling operated Azerbaijan International Operating Company celebrated the
activities or lease expiration in the Lower 48 ($665 million), Algeria ($524 20th anniversary of the Azeri-Chirag-Gunashli PSA.
million), India ($139 million), the Gulf of Mexico ($500 million), Brazil ($368
million), China ($112 million), Angola ($110 million), Morocco ($83 million) and t /PSUI4FBo we continued to see high levels of activity, including a new
others ($133 million). In addition, $395 million was written off KG D6 in India as discovery, Vorlich, in the central North Sea (see page 28); progress in the
a result of uncertainty in the future long-term gas price outlook (see page 216). major redevelopment of the west of Shetland Schiehallion and Loyal elds;
and the restart of operations at the Rhum eld. BP has been granted
Upstream reserves seven awards in the UK governments 28th licensing round. The blocks
Estimated net proved reservesa (net of royalties) are located in three of our core areas: to the north of our Magnus eld,
next to Vorlich, and west of our Kinnoull development. The government is
2014 2013 2012
still to award some blocks in this round. These blocks are undergoing
Liquids million barrels
environmental assessment.
Crude oilb
Subsidiaries 3,582 3,798 4,082
Equity-accounted entitiesc 702 729 813
4,283 4,527 4,895
Natural gas liquids
Subsidiaries 510 551 591
Equity-accounted entitiesc 16 16 25
526 567 616
Total liquids
Subsidiariesd 4,092 4,349 4,672
Equity-accounted entitiesc 717 745 838
4,809 5,094 5,510
Natural gas
Subsidiariese 32,496 34,187
billion cubic feet
33,264
Unlocking hidden resources
Equity-accounted entitiesc 2,373 2,517 2,549
Accessing gas resources locked in hot sandstone almost three miles
34,869 36,704 35,813 below the earths surface is a task that our advanced technology and
Total hydrocarbons million barrels of oil equivalent exploration experience has made possible.
Subsidiaries 9,694 10,243 10,408 Faced with the particular challenge of Omans remote desert, we used
Equity-accounted entitiesc 1,126 1,179 1,277 our expertise to safely and successfully complete one of our largest ever
10,821 11,422 11,685 3D seismic surveys across the Khazzan eld, an area the size of Greater
a
London. To unlock this huge resource, we used the technical knowledge
Because of rounding, some totals may not agree exactly with the sum of their component parts.
b
Includes condensate and bitumen. we gained from accessing the tight gas that is common in our US
c
BPs share of reserves of equity-accounted entities in the Upstream segment. During 2014, Lower 48 onshore business.
upstream operations in Abu Dhabi, Argentina and Bolivia, as well as some of our operations in
Angola and Indonesia, were conducted through equity-accounted entities.
We proved our approach by conducting an extended well test
d
Includes 21 million barrels (21 million barrels at 31 December 2013 and 14 million barrels at producing gas from four appraisal wells and acquiring a surveillance
31 December 2012) in respect of the 30% non-controlling interest in BP Trinidad & Tobago LLC. programme that signicantly helped our understanding of the reservoir
e
Includes 2,519 billion cubic feet of natural gas (2,685 billion cubic feet at 31 December 2013 and and enabled us to proceed with a eld development plan. By the end of
2,890 billion cubic feet at 31 December 2012) in respect of the 30% non-controlling interest in BP
Trinidad & Tobago LLC. 2014, we had three rigs in operation and large-scale construction under
way to build the central processing facility, roads and well pads, as well as
Reserves booking workforce accommodation and facilities.
Reserves booking from new discoveries will depend on the results of Khazzan represents the rst phase in developing one of the largest
ongoing technical and commercial evaluations, including appraisal drilling. known tight gas accumulations in the Middle East. It has the potential
The segments total hydrocarbon reserves on an oil equivalent basis, to be a major new source of gas supply for Oman over many decades.
including equity-accounted entities at 31 December 2014, decreased by
5% (5% for subsidiaries and 4% for equity-accounted entities) compared We seek efcient ways to deliver projects on time and on budget.
with reserves at 31 December 2013.

Dened on page 252. BP Annual Report and Form 20-F 2014 27


t (VMGPG.FYJDPo we made a new discovery Guadalupe and were Our total hydrocarbon production for the segment in 2014 was 5% lower
awarded 51 blocks in the March and August Gulf of Mexico lease sales. compared with 2013. The decrease comprised a 1% increase (7% increase
At the end of the year we had 10 rigs operating. Following our strategic for liquids and 4% decrease for gas) for subsidiaries and a 35% decrease
divestment programme, we now have a focused portfolio with growth (44% decrease for liquids and 4% increase for gas) for equity-accounted
potential around four operated and three non-operated hubs. entities compared with 2013. Divestments in 2014 accounted for 2% of
Development expenditure of subsidiaries incurred in 2014, excluding the year-on-year production decrease. For more information on production
midstream activities, was $15.1 billion (2013 $13.6 billion, 2012 see Oil and gas disclosures for the group on page 219.
$12.6 billion). In aggregate, after adjusting for the impact of price movements on our
Production entitlement to production in our PSAs and the effect of acquisitions and
disposals, underlying production was 2.2% higher compared with 2013.
Our oil and natural gas production assets are located onshore and offshore This primarily reects strong Gulf of Mexico performance that was not
and include wells, gathering centres, in-eld ow lines, processing impacted by weather, higher entitlements from lower oil prices and ADMA
facilities, storage facilities, offshore platforms, export systems (e.g. transit offshore concession (BP 14.67%) beneting from higher OPEC nomination
lines), pipelines and LNG plant facilities. It includes production from for Abu Dhabi.
conventional and unconventional (coalbed methane, shale) assets. The
principal areas of production are Angola, Argentina, Australia, Azerbaijan, The group and its equity-accounted entities have numerous long-term
Egypt, Trinidad, the UAE, the UK and the US. sales commitments in their various business activities, all of which are
expected to be sourced from supplies available to the group that are not
Production (net of royalties)a subject to priorities, curtailments or other restrictions. No single contract or
2014 2013 2012 group of related contracts is material to the group.
Liquids thousand barrels per day
Crude oil Gas marketing and trading activities
Subsidiaries 844 789 795 We market and trade natural gas (including liqueed natural gas (LNG)),
power and natural gas liquids (NGLs). This provides us with routes into
Equity-accounted entities 163 294 281
liquid markets for the gas we produce. It also generates margins and fees
1,007 1,083 1,076 from selling physical products and derivatives to third parties, together with
Natural gas liquids income from asset optimization and trading. The integrated supply and
Subsidiaries 91 86 96 trading function manages our trading activities in natural gas, power and
Equity-accounted entities 7 8 7 NGLs. This means we have a single interface with the gas trading markets
99 94 103 and one consistent set of trading compliance and risk management
processes, systems and controls.
Total liquidsb
Subsidiaries 936 874 891 Gas and power marketing and trading activity is undertaken primarily in the
Equity-accounted entities 170 302 288 US, Canada and Europe to market both BP production and third-party
natural gas, support group LNG activities, and to manage market price risk
1,106 1,176 1,179
and create incremental trading opportunities through the use of commodity
Natural gas million cubic feet per day
derivative contracts. This activity also enhances margins and generates fee
Subsidiaries 5,585 5,845 6,193 income from sources such as the management of price risk on behalf of
Equity-accounted entities 431 415 416 third-party customers.
6,016 6,259 6,609 The groups risk governance framework seeks to manage and oversee the
Total hydrocarbonsb thousand barrels of oil equivalent per day nancial risks associated with this trading activity, as described in Financial
Subsidiaries 1,898 1,882 1,959 statements Note 27.
Equity-accounted entities 245 374 360 The group uses a range of commodity derivative contracts, storage and
2,143 2,256 2,319 transport contracts in connection with its trading activities. The range of
a
Includes BPs share of production of equity-accounted entities in the Upstream segment. contracts that the group enters into is described in Glossary commodity
Because of rounding, some totals may not agree exactly with the sum of their component parts. trading contracts on page 252.
b
A minor amendment has been made to the split between subsidiaries and equity-accounted
entities for the comparative periods. For an analysis of our upstream business by geographic region
and key events in 2014, see page 213.

Extending the life of the North Sea


This year marked 50 years since we were awarded our rst licence in
the UK North Sea. And now, after producing more than 5 billion
barrels of oil equivalent, we are not only nding more oil and gas, but
also extending the life of our existing elds.
Our latest discovery in the Central North Sea called Vorlich
demonstrates the basins ongoing potential. The nd was made
jointly with GDF SUEZ E&P, underlining the benets increased
collaboration can bring to a mature basin. Vorlich spans two adjacent
but separately operated blocks one by BP and one by GDF SUEZ.
It has been tested to a ow rate of 5,350 barrels a day.
We identied Vorlich through analysis of existing wells in the area,
along with detailed mapping of high-quality seismic data, and are
now looking at options to develop it. These options range from a
simple subsea tie back into existing infrastructure, through to
possibly introducing new infrastructure that could also serve to
unlock additional undeveloped resources in the area.
We continue to grow our exploration position using our
leading subsurface capabilities.

28 BP Annual Report and Form 20-F 2014


Downstream

Strategic report
t Fuels marketing and lubricants we will invest in higher returning
businesses which have operating cash ow growth potential.
t Portfolio quality we will maintain our focus on quality by high-
grading of assets combined with capital discipline. Where businesses
In 2014 we saw continued improvement in our do not t our strategic frame, we will seek to divest.
process safety and delivered strong operational t Simplication and efciency we have launched a simplication and
efciency programme to support performance improvement and to
performance resulting in prot and operating cash make our businesses even more competitive.
ow growth. Implementing this strategy is expected to lead to a growing
downstream earnings prole and increasingly make the business more
robust to external environmental impacts. Growing operating cash
ows and capital discipline should ensure that Downstream remains a
source of increasing cash ow for BP.

Our performance summary


t For downstream safety performance see page 41.
t We continue to deliver strong operational performance across our
rening system with the Whiting renery now fully onstream.
t We acquired the aviation fuel business, Statoil Fuel and Retail
Aviation AS, to expand our Air BP business in Scandinavia.
t We launched a new product, Castrol EDGE boosted with Titanium
Fluid Strength Technology in our lubricants business.
t We sold our lubricants global aviation turbine oils business and
completed the sale of our LPG marketing businesses.
The storage tanks, pipes and towers at BPs Rotterdam renery, which can t We announced that we will halt rening operations at the Bulwer
run at least 70 different kinds of crude. renery in Australia in 2015.
t In petrochemicals, we decided to invest and retrot some of our
operations in the US and Europe with new proprietary technology
Our business model and strategy while ceasing certain other operations in our aromatics business as a
Our Downstream segment has signicant operations in Europe, North result of our strategic review.
America and Asia, and also manufactures and markets products in Downstream protability ($ billion)
Australasia, Africa and Central and South America.
RC prot before interest and tax Underlying RC prot before interest and tax
Downstream is the product and service-led arm of BP, made up of 7 6.0
6.5
three businesses: 5.6 5.5
6 4.9
4.4
t Fuels includes reneries, fuels marketing and convenience retail 5
3.7
4 3.6
businesses, together with global oil supply and trading activities that 2.9 2.9
make up fuels value chains (FVCs). We sell rened petroleum 3
products including gasoline, diesel and aviation fuel. 2
1
t Lubricants manufactures and markets lubricants and related
products and services globally, adding value through brand, 2010 2011 2012 2013 2014
technology and relationships, such as collaboration with original See Financial performance on page 30 for the main factors inuencing
equipment manufacturing partners. downstream prot.
t Petrochemicals manufactures products at locations around the
world, mainly using proprietary BP technology. These products are Outlook for 2015
then used by others to make essential consumer products such as
paint, plastic bottles and textiles. t We anticipate a weaker rening environment due to narrowing crude
differentials in the low crude price environment.
We aim to run safe and reliable operations across all our businesses,
supported by leading brands and technologies, to deliver high-quality t We expect the nancial impact of renery turnarounds to be
products and services to meet our customers needs. comparable to that in 2014.
t We expect gradual improvement in the petrochemicals margin
Our strategy focuses on improving returns, growing operating cash environment.
ow, and building a quality Downstream business that aims to lead
the industry as measured by net income per rening barrel. Our ve
strategic priorities are:
t Safe and reliable operations this remains our rst priority and we
continue to drive improvement in personal and process safety
performance.
t Advantaged manufacturing we aim to continue building a top
quartile rening business by having a competitively advantaged
portfolio which is underpinned by operations excellence. In
petrochemicals we seek to create a business with higher earnings
potential which is signicantly more robust to a bottom of cycle
environment.

Dened on page 252. BP Annual Report and Form 20-F 2014 29


Financial performance We continue to grow our fuels marketing businesses, including retail,
through differentiated marketing offers and distinctive partnerships. We
$ million
partner with leading retailers globally, creating distinctive offers that deliver
2014 2013 2012
good returns and reliable prot and cash generation.
Sale of crude oil through spot
and term contracts 80,003 79,394 56,383 Underlying RC prot before interest and tax was higher than 2013, mainly
Marketing, spot and term sales due to improved fuels marketing performance, increased heavy crude
of rened products 227,082 258,015 274,666 processing and higher production, mainly as a result of the ramp-up of
Other sales and operating revenues 16,401 13,786 15,342 operations at our Whiting renery following the modernization project. This
was partially offset by a weaker rening environment. Compared with
Sales and other operating revenuesa 323,486 351,195 346,391
2012, the 2013 results were impacted by signicantly weaker rening
RC prot before interest and taxb margins, reduced throughput due to the planned Whiting renery outage
Fuels 2,830 1,518 1,403 as a result of our modernization project, and the absence of earnings from
Lubricants 1,407 1,274 1,276 the divested Texas City and Carson reneries. This was partially offset by a
Petrochemicals (499) 127 185 signicantly improved supply and trading contribution and lower overall
3,738 2,919 2,864 turnaround activity.
Net (favourable) unfavourable impact Rening marker margin
of non-operating items and fair We track the margin environment by a global rening marker margin
value accounting effects (RMM). Rening margins are a measure of the difference between the
Fuels 389 712 3,609 price a renery pays for its inputs (crude oil) and the market price of its
Lubricants (136) (2) 9 products. Although reneries produce a variety of petroleum products, we
track the margin environment using a simplied indicator that reects the
Petrochemicals 450 3 (19)
margins achieved on gasoline and diesel only. The RMM may not be
703 713 3,599 representative of the margin achieved by BP in any period because of BPs
Underlying RC prot before interest particular renery congurations and crude and product slates. In addition,
and taxb the RMM does not include estimates of energy or other variable costs.
Fuels 3,219 2,230 5,012 $ per barrel
Lubricants 1,271 1,272 1,285 Region Crude marker 2014 2013 2012
Petrochemicals (49) 130 166 US North West Alaska North
4,441 3,632 6,463 Slope 16.6 15.2 18.0
Capital expenditure and acquisitions 3,106 4,506 5,249 US Midwest West Texas
Intermediate 17.4 21.7 27.8
a
Includes sales to other segments.
b
Income from petrochemicals produced at our Gelsenkirchen and Mlheim sites is reported within Northwest Europe Brent 12.5 12.9 16.1
the fuels business. Segment-level overhead expenses are included within the fuels business. Mediterranean Azeri Light 10.6 10.5 12.7
Financial results Australia Brent 13.5 13.4 14.8
Sales and other operating revenues in 2014 decreased compared with BP RMM 14.4 15.4 18.2
2013 primarily due to falling crude prices. The increase in 2013, compared
with 2012, reected higher prices largely offset by lower volumes and
BP rening marker margin ($/bbl)
foreign exchange losses.
2014 2013 5-year range
The 2014 result included a net non-operating charge of $1,570 million, 40
primarily relating to impairment charges in our petrochemicals and fuels
businesses, while 2013 and 2012 results included impairment charges in 32
our fuels business, which were mainly associated with our disposal
programme. In addition, fair value accounting effects had a favourable 24
impact of $867 million in 2014 versus unfavourable impacts in 2013 and
2012. 16

After adjusting for non-operating items and fair value accounting effects,
8
underlying replacement cost (RC) prot before interest and tax in 2014 was
higher than 2013 but lower than 2012.
Jan Feb Mar Apr May Jun Jul Aug Sep Oct Nov Dec
Our fuels business
The average global RMM in 2014 was $14.4/bbl, the lowest level since
The fuels strategy focuses primarily on fuels value chains (FVCs). These
2010 and $1.0/bbl lower than 2013. This was largely due to the narrower
include large-scale, highly upgraded, feedstock-advantaged reneries
West Texas Intermediate-Brent spread as improving pipeline and rail
which are integrated with logistics and marketing businesses.
logistics in the US reduced the discount of US domestic crude oil relative
We believe that having a quality rening portfolio connected to strong to the international benchmark.
marketing positions is core to our integrated FVC businesses as this
Rening
provides optimization opportunities in highly competitive markets. We look
At 31 December 2014 we owned or had a share in 14 reneries producing
to build on our strong portfolio of rening assets and, through advantaged
rened petroleum products that we supply to retail and commercial
crude, optimize across the supply chain.
customers. For a summary of our interests in reneries and average daily
We have improved our rening portfolio quality in terms of crude feedstock crude distillation capacities see page 217.
and location advantage, scale and have sustained competitive complexity
In 2014, renery operations were strong, with Solomon rening availability
through portfolio rationalization and selective investment. Across all
sustained at around 95% and utilization rates of 88% for the year. Overall
regions we expect to operate our portfolio at top quartile availability and
renery throughputs in 2014 were lower than those in 2013, mainly due to
with improved efciency.
the divestment of the Texas City and Carson reneries.

30 BP Annual Report and Form 20-F 2014


2014 2013 2012 Number of retail sites operated under a BP brand

Strategic report
Renery throughputsa thousand barrels per day Retail sitesf 2014 2013 2012
USb 642 726 1,310 US 7,100 7,700 10,100
Europe 782 766 751 Europe 8,000 8,000 8,300
Rest of world 297 299 293 Rest of world 2,100 2,100 2,300
Total 1,721 1,791 2,354 Total 17,200 17,800 20,700
% f
The number of retail sites includes sites not operated by BP but instead operated by dealers,
Rening availability 94.9 95.3 94.8 jobbers, franchisees or brand licensees under a BP brand. These may move to or from the BP
brand as their fuel supply or brand licence agreements expire and are renegotiated
Sales volumes thousand barrels per day
in the normal course of business. Retail sites are primarily branded BP, ARCO and Aral. Excludes
Marketing salesc 2,872 3,084 3,213 our interests in equity-accounted entities that are dual-branded.
Trading/supply salesd 2,448 2,485 2,444 Retail is the most material element of our fuels marketing operations and
Total rened product sales 5,320 5,569 5,657 has good exposure to growth markets. We have distinctive partnerships
Crude oile 2,360 2,142 1,518 with leading retailers in six countries and plan to expand elsewhere. Retail
Total 7,680 7,711 7,175 is a signicant source of growth today and is expected to be so in the
a
future. See Driving success below.
Renery throughputs reect crude oil and other feedstock volumes.
b
The Texas City and Carson reneries were both divested in 2013. Supply and trading
c
Marketing sales include sales to service stations, end-consumers, bulk buyers and jobbers BPs integrated supply and trading function is responsible for delivering
(i.e. third parties who own networks of a number of service stations) and small resellers.
d
Trading/supply sales are sales to large unbranded resellers and other oil companies. value across the overall crude and oil products supply chain. This structure
e
Crude oil sales relate to transactions executed by our integrated supply and trading function, enables the optimization of our FVCs to maintain a single interface with
primarily for optimizing crude oil supplies to our reneries and in other trading. 88,000 barrels oil trading markets and to operate with a single set of trading compliance
per day relate to revenues reported by the Upstream segment.
and risk management processes, systems and controls. The oil trading
Logistics and marketing function (including support functions) has trading ofces in Europe, the US
Downstream of our reneries, we operate an advantaged infrastructure and Asia. Our presence in the more actively-traded regions of the global oil
and logistics network that includes pipelines, storage terminals and tankers markets supports overall understanding of the supply and demand forces
for road and rail. We seek to drive for excellence in operational and across these markets. It has a two-fold strategic purpose in our
transactional processes and deliver compelling customer offers in the Downstream business.
various markets where we operate. For example, in 2014 we added the First, it seeks to identify the best markets and prices for our crude oil,
capability to receive additional US shale crudes by rail at our Cherry Point source optimal feedstocks for our reneries and provide competitive
renery in Washington. This increases the use of location-advantaged supply for our marketing businesses. Wherever possible we will look to
crudes at this renery, improving access and diversication of crude slates. optimize value across the supply chain. For example, we will often sell our
We supply fuel and related retail services to consumers through company- own crude and purchase alternative crudes from third parties for our
owned and franchised retail sites, as well as other channels, including reneries where this will provide incremental margin.
dealer wholesalers and jobbers. We also supply commercial customers
within the transport and industrial sectors.

Driving success
Since 2005, our retail partnership with Marks &
Spencer (M&S) has gone from strength
to strength, offering a premium convenience
experience thats helped to drive overall service
station sales growth above the industry average.
Our success is reected not only by our expansion
rate 26 stores opening across the UK in 2014
but also by strong sales growth across our
existing M&S Simply Food forecourts.
The combination of BP and M&S brands
complement each other, creating a highly
differentiated offer for our target customers who
are looking for a forecourt offer that combines
high-quality fuel, premium convenience foods
and the Wild Bean Cafe.
A typical customers spend in a M&S Simply
Food outlet is more than 50% higher than in our
other stores, and weve had a signicant increase
in customers visiting the store specically for our
food offer.
BP currently owns and operates nearly 200 BP
forecourts with an M&S Simply Food.

Our Downstream business provides


signicant cash generation for the group.

Dened on page 252. BP Annual Report and Form 20-F 2014 31


Second, the function aims to create and capture incremental trading We aim to improve our earnings potential and make the business more
opportunities by entering into a full range of exchange-traded commodity robust to a bottom of cycle environment. We are taking steps to
derivatives, over-the-counter contracts and spot and term contracts. In signicantly improve the cash break even performance of the business.
order to facilitate the generation of trading margin from arbitrage, blending This should improve our earnings potential and make the business more
and storage opportunities, it also owns and contracts for storage and robust to a bottom of cycle environment. The actions to achieve this
transport capacity. include:
The groups risk governance framework, which seeks to manage and t Restructuring a signicant portion of our portfolio, primarily in our
oversee the nancial risks associated with this trading activity, is described aromatics business, to shut down older capacity in the US and Asia and
in Financial statements Note 27. assess disposal options for less advantaged assets.
The range of contracts that the group enters into is described in Glossary t Retrotting our best technology in our advantaged sites to reduce overall
commodity trading contracts on page 252. operating costs.
Aviation t Growing third-party licensing income to create additional value.
Air BPs strategic aim is to maintain its position in the core locations of t Delivering operational improvements focused on turnaround efciency
Europe and the US, while expanding its portfolio in airports that offer
and improved reliability.
long-term competitive advantage in material growing markets such as Asia
and South America. We are one of the worlds largest global aviation fuels In addition to the assets we own and operate, we have also invested in a
suppliers. Air BP serves many major commercial airlines as well as the number of joint arrangements in Asia, where our partners are leading
general aviation sectors. We have marketing sales of approximately companies within their domestic market. An example of this is our latest
400,000 barrels per day. For details of acquisitions in 2014, see Running generation technology PTA plant in China, which we are building with our
reliably on page 40. partner, Zhuhai Port Co. The plant is currently commissioning with planned
start-up in the rst half of 2015.
Our lubricants business
In 2014 the petrochemicals business delivered a lower underlying RC prot
Our lubricants strategy is to focus on our premium brands and growth before interest and tax compared with 2013 and 2012. This result reected
markets while leveraging technology and customer relationships. With a continuation of the weak margin environment, particularly in the Asian
more than 50% of prot generated from growth markets and continued aromatics sector, and unplanned operational events.
growth in premium lubricants, we have an excellent base for further
expansion and sustained prot growth. Our petrochemicals production in 2014 was at compared with 2013 and
slightly lower than 2012, with the low margin environment in 2014 and
Our lubricants business manufactures and markets lubricants and related 2013 driving reduced output.
products and services to the automotive, industrial, marine and energy
markets across the world. Our key brands are Castrol, BP and Aral. Castrol In November 2014 we announced plans to invest more than $200 million
is a recognized brand worldwide which we believe provides us with to upgrade PTA plants at Cooper River in South Carolina and Geel in
signicant competitive advantage. In technology, we apply our expertise to Belgium using our latest proprietary technology. We expect these
create quality lubricants and high-performance uids for customers in investments to signicantly increase manufacturing efciency at these
on-road, off-road, sea and industrial applications globally. facilities. We plan to continue deploying our technology in new asset
platforms to access Asian demand and advantaged feedstock sources.
We are one of the largest purchasers of base oil in the market, but have
chosen not to produce it or manufacture additives at scale. Our
participation choices in the value chain are focused on areas where we can
leverage competitive differentiation and strength, such as:
t Applying cutting-edge technologies in the development and formulation
of advanced products.
t Creating and developing product brands and clearly communicating their
benets to our customers.
t Building and extending our relationships with customers to better
understand and meet their needs.
The lubricants business delivered an underlying RC prot before interest
and tax which is largely consistent with 2013 and 2012 levels. The 2014
result saw an underlying 6% year-on-year improvement in results, which
was offset by adverse foreign exchange translation impacts.
Our petrochemicals business
Our petrochemicals strategy is to own and develop petrochemicals value
chain businesses that are built around proprietary technology to deliver
leading cost positions against our competition. We manufacture and
market four main product lines:
t Puried terephthalic acid (PTA).
t Paraxylene (PX).
t Acetic acid.
t Olens and derivatives.
We also produce a number of other specialty petrochemicals products.

32 BP Annual Report and Form 20-F 2014


Rosneft

Strategic report
BP holds a unique position in Russia through its Upstream
19.75% share in Rosneft. Rosneft is the largest oil company in Russia and the largest publicly traded
oil company in the world based on hydrocarbon production volume.
Rosneft has a major resource base of hydrocarbons onshore and offshore,
with assets in all key hydrocarbon regions of Russia: Western Siberia,
Eastern Siberia, Timan-Pechora, Volga-Urals, North Caucasus, the
continental shelf of the Arctic Sea, and the Far East.
Rosneft participates in international exploration projects or has operations
in countries including the US, Canada, Vietnam, Venezuela, Brazil, Algeria,
United Arab Emirates, Turkmenistan and Norway.
To progress Arctic exploration, it conducted exploration drilling with
ExxonMobil in the South Kara Sea and announced a hydrocarbon discovery
in September. Exxon subsequently suspended its participation in this
project with Rosneft due to sanctions. Rosneft also began production
drilling in the Sea of Okhotsk in September 2014, and continued to grow its
gas business increasing gas production from 38 to 57bcm as well as
advancing plans for the development of LNG export capacity.
Downstream
Rosneft is the leader of the Russian rening industry. It owns and
Rosneft discovery in the South Kara Sea. operates 10 reneries in Russia and also has an interest in four reneries in
Germany through its Ruhr Oel GmbH partnership with BP. It continued
implementation of the modernization programme for its Russian reneries
BP and Rosneft in 2014 to signicantly upgrade and expand rening capacity.
t BPs shareholding in Rosneft allows us to benet from a diversied set Rosneft renery throughput in 2014 amounted to 2,027mb/d. As at
of existing and potential projects in the Russian oil and gas sector. 31 December 2014, Rosneft owned and operated more than 2,500 retail
t Russia has signicant hydrocarbon resources and will continue to play service stations, representing the largest network in Russia. This included
an important role in long-term energy supply to the global economy. BP-branded sites acquired as part of the TNK-BP acquisition in 2013 which
continue to operate under the BP brand under a licence agreement with
t BP believes the primary sources of value to BP shareholders from its BP. Downstream operations also include jet fuel, bunkering, bitumen and
investment in Rosneft will be potential long-term share price lubricants.
appreciation and dividend growth.
Rosneft segment performance
t BP is positioned to contribute to Rosnefts strategy implementation
BPs investment in Rosneft is managed and reported as a separate
through collaboration on technology and best practice. We also have segment under IFRS. The segment result includes equity-accounted
the potential to undertake standalone projects with Rosneft, both in earnings from Rosneft, representing BPs share in Rosneft.
Russia and internationally.
$ million
t We remain committed to our strategic investment in Rosneft while 2014 a 2013b
complying with all relevant sanctions.
Prot before interest and taxc d 2,076 2,053
2014 summary Inventory holding (gains) losses 24 100
t US and EU sanctions were imposed on certain Russian activities, RC prot before interest and tax 2,100 2,153
individuals and entities, including Rosneft. Net charge (credit) for non-operating items (225) 45
Underlying RC prot before interest and tax 1,875 2,198
t BP received $693 million, net of withholding taxes, in July
Average oil marker prices $ per barrel
representing our share of Rosnefts dividend of 12.85 Russian
roubles per share for 2013. Urals (Northwest Europe CIF) 97.23 107.38
Russian domestic oil 50.40 54.97
t Rosneft and BP signed a contract in June to supply BP with up to
a
12 million tons of oil products over ve years. A syndicate of banks, The operational and nancial information of the Rosneft segment for 2014 is based on preliminary
operational and nancial results of Rosneft for the three months ended 31 December 2014.
through a pre-export nancing agreement, made a payment of Actual results may differ from these amounts.
approximately $1.935 billion to Rosneft. b
From 21 March 2013.
c
BPs share of Rosnefts earnings after nance costs, taxation and non-controlling interests
t Rosneft and BP signed a heads of agreement in May relating to a is included in the BP group income statement within prot before interest and taxation.
d
long-term project for the exploration and potential development of the Includes $25 million (2013 $5 million loss) of foreign exchange losses arising on the
dividend received.
Domanik formations in the Volga-Urals region of Russia.
Replacement cost (RC) prot before interest and tax for the segment
t Rosneft and BP concluded framework agreements in May to enable
included a non-operating gain of $225 million, relating to Rosnefts sale of
technical collaboration between the parties. Work is ongoing in a
its interest in the Yugragazpererabotka joint venture . In addition, the result
number of areas pursuant to these agreements in both upstream and
was affected by an unfavourable duty lag effect, lower oil prices and other
downstream.
items, partially offset by certain foreign exchange effects which had a
t Bob Dudley serves on the Rosneft board of directors, and its strategic favourable impact on the result. See also Financial statements Notes 15
planning committee. and 30 for other foreign exchange effects.

Dened on page 252. BP Annual Report and Form 20-F 2014 33


Balance sheet
$ million
2014 2013
Investments in associates a
(as at 31 December) 7,312 13,681
Production and reserves
2014b 2013
Production (net of royalties) (BP share)c
Liquids (mb/d)
Crude oild 816 643
Natural gas liquids 5 7
Total liquids 821 650
Natural gas (mmcf/d) 1,084 617
Total hydrocarbons (mboe/d) 1,008 756
Estimated net proved reserves (net of royalties)
(BP share)
Liquids (million barrels)
Crude oild 4,961 4,860
Natural gas liquids 47 115
Total liquids 5,007 4,975
Natural gas (billion cubic feet) 9,827 9,271
Total hydrocarbons (mmboe) 6,702 6,574
a
See Financial statements Note 15 for further information.
b
The operational and nancial information of the Rosneft segment for 2014 is based on preliminary
operational and nancial results of Rosneft for the three months ended 31 December 2014.
Actual results may differ from these amounts.
c
2013 reects production for the period 21 March to 31 December, averaged over the full year.
Information on BPs share of TNK-BPs production for comparative periods is provided on pages
222 and 223.
d
Includes condensate.

34 BP Annual Report and Form 20-F 2014


Other businesses
BP continues to invest throughout the entire biofuels value chain, from

Strategic report
growing sustainable higher-yielding and lower-carbon feedstocks through
to the development, production and marketing of the advantaged fuel

and corporate molecule biobutanol which has higher energy content than ethanol and
delivers improved fuel economy.
In conjunction with our partner DuPont, we are undertaking research into
the production of biobutanol under the company name Butamax.
Comprises our biofuels and wind businesses, Across our biofuels business, BPs share of ethanol-equivalent production
shipping, treasury and corporate activities including (which includes ethanol and sugar) for 2014 was 653 million litres
compared with 521 million litres in 2013. The majority of this production
centralized functions. was from BPs sugar cane mills in Brazil.
Wind
We have a wind energy business in the US, with interests in 16 operating
wind farms. Gross generating capacity from this portfolio is 2,585MW of
electricity. Our focus is on safe operations and optimizing performance at
our owned and joint venture wind farms.
Based on our nancial stake, BPs net wind generation capacity b was
1,588MW at 31 December 2014, compared with 1,590MW at
31 December 2013. Our net share of wind generation for 2014 was
4,617GWh, compared with 4,203GWh a year ago.
b
Capacity gures include 32MW in the Netherlands managed by our Downstream segment.

Shipping
The primary purpose of BPs shipping and chartering activities is the
transportation of the groups hydrocarbon products using a combination of
BP-operated, time-chartered and spot-chartered vessels. Surplus capacity
may also be used to transport third-party products. All vessels conducting BP
shipping activities are subject to our health, safety, security and environmental
Crew carrying out mooring operations on the deck of BPs oil tanker, British requirements. At 31 December 2014, our eet included four Alaskan vessels,
Chivalry, as it berths in Singapore. 46 BP-operated and 41 time-chartered vessels for our deep-sea, international
oil and gas shipping operations. In December 2014 BP shipping entered into
Financial performance contracts with Daewoo Shipbuilding & Marine Engineering in South Korea for
the construction of LNG tankers to be delivered in 2018 and 2019.
$ million
2014 2013 2012 Treasury
Sales and other operating revenuesa 1,989 1,805 1,985 Treasury manages the nancing of the group centrally, with responsibility
RC prot (loss) before interest and for managing the groups debt prole, share buyback programmes and
tax (2,010) (2,319) (2,794) dividend payments while ensuring liquidity is sufcient to meet group
Net (favourable) unfavourable impact requirements. It also manages key nancial risks including interest rate,
of non-operating items 670 421 798 foreign exchange, pension and nancial institution credit risk. From
Underlying RC prot (loss) before locations in the UK, the US and Singapore, treasury provides the interface
interest and tax (1,340) (1,898) (1,996) between BP and the international nancial markets and supports the
nancing of BPs projects around the world. Treasury trades foreign
Capital expenditure and acquisitions 903 1,050 1,435
exchange and interest rate products in the nancial markets, hedging group
a
Includes sales to other segments. exposures and generating incremental value through optimizing and
The replacement cost (RC) loss before interest and tax for the year ended managing cash ows and the short-term investment of operational cash
31 December 2014 was $2.0 billion (2013 $2.3 billion, 2012 $2.8 billion). balances. Trading activities are underpinned by the compliance, control and
The 2014 result included a net charge for non-operating items of risk management infrastructure common to all BP trading activities. For
$670 million (2013 $421 million, 2012 $798 million). This represented further information, see Financial statements Note 27.
restructuring provisions and impairments, principally in respect of our Insurance
biofuels businesses in the UK and US.
The group generally restricts its purchase of insurance to situations where
After adjusting for these non-operating items, the underlying RC loss this is required for legal or contractual reasons. We bear losses as they
before interest and tax for the year ended 31 December 2014 was arise, rather than spreading them over time through insurance premiums
$1.3 billion (2013 $1.9 billion, 2012 $2.0 billion). This result reected with attendant transaction costs. This approach is reviewed on a regular
improved shipping, biofuels and wind performance and a number of basis and if specic circumstances require such a review.
one-off credits.
Outlook
Biofuels Other businesses and corporate annual charges, excluding non-operating
Our investment in alternative energies is focused on biofuels, where our items, are expected to be around $1.6 billion in 2015.
strategy is to focus on the conversion of cost-advantaged and sustainable
feedstocks that are materially scalable and can be competitive without
subsidies.
We operate three sugar cane mills in Brazil producing bioethanol and sugar
and exporting power to the local grid. We continue to evaluate options to
increase production at these facilities and completed work on expanding
ethanol production capacity at one mill as planned.

Dened on page 252. BP Annual Report and Form 20-F 2014 35


Gulf of Mexico oil spill
Natural resource damage assessment and early restoration projects
Scientists from BP, government agencies, academia and other
organizations are studying a range of species and habitats to understand
how wildlife populations and the environment may have been affected
by the accident and oil spill. Since May 2010, more than 240 initial and
Economic and environmental restoration progress amended work plans have been developed by state and federal trustees
and BP to study resources and habitat. The study data will inform an
continues, while BP makes its case in court. assessment of injury to natural resources in the Gulf of Mexico and the
development of a restoration plan. The plan will address the identied
injuries including the recreational use of these resources, as well as an
estimated cost to implement it. By the end of 2014, BP had spent
approximately $1.3 billion to support the assessment process. See
gulfsciencedata.bp.com for environmental data collected through the
natural resource damage assessment process.
While the injury assessment is still ongoing, restoration work has begun.
In April 2011 BP committed to provide up to $1 billion in early restoration
funding to expedite recovery of natural resources injured as a result of the
Deepwater Horizon incident. BP and the trustees, as at December 2014,
had reached agreement on a total of 54 early restoration projects that
are expected to cost approximately $700 million, of which $629 million had
been funded by the end of 2014. BP is providing project funding in
exchange for restoration credits to be applied against the trustees nal
assessment of BPs natural resource damages funding obligations.
Gulf of Mexico Research Initiative
In May 2010 BP committed $500 million over 10 years to fund
BP restoration projects in Louisiana include creating a sh hatchery and independent scientic research through the Gulf of Mexico Research
rebuilding and restoring beach, dune and marsh habitat on a number of Initiative. The goal of the research initiative is to improve societys ability
coastal islands. to understand, respond to and mitigate the potential impacts of oil spills
on marine and coastal ecosystems. BP has contributed $215 million to
the programme as at 31 December 2014.
Key events Economic recovery
t In April the US Coast Guard ended active clean-up along the Gulf of BP continued to support economic recovery efforts in local communities
Mexico shoreline, with any future identication of residual oil to be through a variety of actions and programmes in 2014. By 31 December
dealt with through the National Response Center process. 2014, BP had spent $13.4 billion on economic recovery, including claims,
t The federal district court in New Orleans ruled in September that the advances, settlements and other payments, such as state tourism grants
discharge of oil was the result of the gross negligence and wilful and funding for state-led seafood testing and marketing.
misconduct of BP Exploration & Production Inc. BP has appealed this See bp.com/gulfofmexico for more information on environmental and
ruling. economic restoration activities.
t In January 2015 the district court ruled that 3.19 million barrels of oil Multi-district litigation proceedings in New Orleans
were discharged into the Gulf of Mexico and that BP was not grossly
The multi-district litigation trial relating to liability, limitation, exoneration
negligent in its source control efforts. We have also appealed this
and fault allocation (part of MDL 2179) began in the federal district court in
ruling.
New Orleans in February 2013.
t BP continued to challenge the implementation of the settlement
Phase 1 causes of the accident and allocation of fault
agreement with the Plaintiffs Steering Committee, including issues
The district court issued its ruling on the rst phase of the trial in
around compensation for losses with no apparent connection to
September 2014. It found that BP Exploration & Production Inc. (BPXP
the spill. In December, the US Supreme Court declined BPs petition
the BP group company that conducts exploration and production
to review the lower court decisions relating to these issues.
operations in the Gulf of Mexico), BP America Production Company and
t As at the end of 2014, the cumulative pre-tax income statement various other parties are each liable under general maritime law for the
charge since the incident amounted to $43.5 billion. This does not blowout, explosion and oil spill from the Macondo well. With respect to the
include amounts that BP does not consider possible to measure United States claim against BPXP under the Clean Water Act, the district
reliably at this time. The magnitude and timing of all possible court found that the discharge of oil was the result of BPXPs gross
obligations continue to be subject to significant uncertainty. negligence and wilful misconduct and that BPXP is therefore subject to
t The cumulative charges to be paid from the Deepwater Horizon Oil enhanced civil penalties. BP does not believe that the evidence at trial
Spill Trust fund reached $20 billion in 2014. Subsequent additional supports a nding of gross negligence and wilful misconduct and has
costs are being charged to the income statement as they arise. appealed the Phase 1 ruling.
A provision of $3,510 million was recognized in 2010 for estimated civil
Environmental and economic restoration penalties under Section 311 of the Clean Water Act. BP continues to
We have made signicant progress in completing the response to the believe that a provision of $3,510 million represents a reliable estimate of
accident and supporting environmental and economic recovery efforts in the amount of the liability if the appeal is successful and this provision,
affected areas. The US Coast Guard ended patrols and operations on the calculated on the basis of the previous assumptions, has been maintained
nal shoreline miles in Louisiana in April 2014. The Coast Guard has now in the accounts. If BP is unsuccessful in its appeal, and the ruling of gross
transitioned all shoreline areas to their National Response Center process. negligence and wilful misconduct is upheld, the maximum penalty that
If residual oil from the Deepwater Horizon incident is later identied and could be imposed is up to $4,300 per barrel. Based upon this penalty rate
requires removal, BP will take action at the direction of the Coast Guard. and the district courts ruling of the number of barrels spilled which, as
noted above is also subject to appeal, the maximum penalty could be up to
BP is responsible for the reasonable and necessary costs of assessing $13.7 billion. The court has wide discretion in its application of statutory
injury to natural resources resulting from the oil spill and of restoration as penalty factors and we are therefore unable to determine a reliable
dened under the Oil Pollution Act of 1990 (OPA 90). In 2014 activity was estimate for any additional penalty which might apply should the gross
focused on natural resource damage assessment and further progress was negligence nding be upheld.
made on early restoration work.

36 BP Annual Report and Form 20-F 2014


Phase 2 efforts to stop the ow of oil and the volume of oil spilled Process safety and ethics monitors

Strategic report
The district court issued its ruling on the second phase of the trial in
Two independent monitors a process safety monitor and an ethics
January 2015. It found that 3.19 million barrels of oil were discharged into
monitor were appointed under the terms of the criminal plea agreement
the Gulf of Mexico. In addition, the district court found that BP was not
BP reached with the US government in 2012 to resolve all federal criminal
grossly negligent in its source control efforts. We have also appealed this
claims arising out of the Deepwater Horizon incident. Under the terms of
Phase 2 ruling.
the agreement, BP is taking additional actions, enforceable by the court, to
Penalty phase further enhance the safety of drilling operations in the Gulf of Mexico.
The penalty phase of the trial concluded in February 2015. In this phase,
The process safety monitor is reviewing and providing recommendations
the district court will determine the amount of civil penalties owed to the
concerning BPXPs process safety and risk management procedures for
United States under the Clean Water Act. This will be based on the courts
deepwater drilling in the Gulf of Mexico.
rulings or ultimate determinations on appeal as to the presence of
negligence, gross negligence or wilful misconduct and the volume of oil The ethics monitor is reviewing and providing recommendations
spilled, as well as the application of the penalty factors under the Clean concerning BPs ethics and compliance programme.
Water Act. The monitors have interviewed BP employees, reviewed policies and
BP is not currently aware of the timing of the district courts ruling for the procedures and made site visits in preparation for their initial reports, which
penalty phase. will be delivered in 2015.
Plaintiffs Steering Committee settlements A third-party auditor has also been retained and will review and report
BP reached settlements in 2012 with the Plaintiffs Steering Committee to the probation ofcer, the US government and BP on BPXPs
(PSC) to resolve the substantial majority of legitimate individual and compliance with the plea agreements implementation plan. See
business claims and medical claims stemming from the accident and oil bpxpcompliancereports.com for annual updates on BPs compliance with
spill. The PSC was established to act on behalf of individual and business the plea agreement.
plaintiffs in MDL 2179. During 2014, amounts paid out under the PSC Other legal proceedings
settlements totalled approximately $600 million.
BP is subject to a number of different legal proceedings in connection
Individual and business claims with the Deepwater Horizon incident in addition to the legal proceedings
As part of its monitoring of payments made by the court-supervised relating to the PSC settlements and the multi-district litigation proceedings
programme for the economic and property damages settlement, BP in New Orleans. For more information see Legal proceedings on page 228.
identied and disputed multiple business economic loss claim
OPA 90 and other civil claims
determinations that appeared to result from an incorrect interpretation
BP p.l.c., BPXP and various other BP entities have been among the
of the economic and property damages settlement agreement by the
companies named as defendants in approximately 3,000 civil lawsuits
claims administrator. BP has also raised issues about misconduct and
resulting from the accident and oil spill, including the claims by several
inefciency in the facility administering the settlement.
states and local government entities. The majority of these lawsuits assert
In December 2013 the district court ruled that, for the purposes of claims under OPA 90, as well as various other claims, including for
determining business economic loss claims, revenues must be matched economic loss and real property damage, and claims under maritime law
with expenses incurred by claimants in conducting their business even and state law. These lawsuits seek various remedies including economic
when the revenues and expenses were recorded at different times. In May and compensatory damages, punitive damages, removal costs and natural
2014, the district court approved the claims administrators revised resource damages. Many of the lawsuits assert claims excluded from the
matching policy reecting this order and the policy is now in effect. The PSC settlements, such as claims for recovery for losses allegedly resulting
PSC has led a motion with the district court to alter or amend the policy. from the 2010 federal deepwater drilling moratoria and the related
permitting process. Many of these lawsuits have been consolidated into
In September 2014 the district court denied BPs motion to order the
MDL 2179.
return of excessive payments made by the Deepwater Horizon Court
Supervised Settlement Program under the matching policy in effect Alabama, Mississippi, Florida, Louisiana, Texas and various local
before the district courts December 2013 ruling requiring a claimants government entities have submitted or asserted claims to BP under OPA
revenue to be matched with variable expenses. BP has appealed this 90 for alleged losses including economic losses and property damage as a
decision to the US Court of Appeals for the Fifth Circuit (Fifth Circuit). result of the Gulf of Mexico oil spill. BP has provided for the current best
estimate of the amount required to settle these obligations. BP considers
Following the ruling by the district court, which was afrmed by the
most of these claims to be unsubstantiated and the methodologies used to
Fifth Circuit, that the settlement agreement did not contain a causation
calculate them to be seriously awed, not supported by OPA 90, not
requirement beyond the revenue and related tests set out in an exhibit
supported by documentation and to be substantially overstated.
to that agreement, the district court in May dissolved the injunction that
had halted the processing and payment of business economic loss claims Securities litigation proceedings
and instructed the claims administrator to resume the processing and The multi-district litigation proceedings pending in federal court in
payment of claims. In August BP petitioned the US Supreme Court for Houston (MDL 2185), including a purported class action on behalf of
review of the Fifth Circuits decisions relating to compensation of claims purchasers of American Depositary Shares under US federal securities
for losses with no apparent connection to the Deepwater Horizon spill. law, are continuing. A jury trial is scheduled to begin in January 2016.
In December 2014 the US Supreme Court denied BPs petition for review.
SEC settlement
Business economic loss claims continue to be assessed and paid under In connection with the 2012 settlement with the SEC resolving the SECs
the revised matching policy. The deadline for submitting claims is 8 June Deepwater Horizon-related civil claims, in August 2014, the nal instalment
2015. of $175 million was paid under the civil penalty of $525 million.
In September 2014 BP sought to remove Patrick Juneau from his roles as US Environmental Protection Agency (EPA) suspension
claims administrator and settlement trustee for the economic and property and debarment
damages settlement for reasons including a conict of interest. This was In March 2014, BP p.l.c., BPXP, and all other BP entities that the EPA had
denied by the district court and BP has appealed this decision. suspended from receiving new federal contracts or renewing existing ones
entered into an administrative agreement with the EPA resolving all issues
Medical claims
related to suspension or debarment arising from the Deepwater Horizon
The medical benets class action settlement provides for claims to
incident. The administrative agreement restores the eligibility of BP entities
be paid to qualifying class members from the agreements effective
to enter into new contracts or leases with the US government. Under the
date. Following the resolution of all appeals relating to this settlement,
terms and conditions of the administrative agreement, which applies for
the agreements effective date was 12 February 2014. The deadline
ve years, BP has agreed to safety and operations, ethics and compliance
for submitting claims under the settlement was one year from the
and corporate governance requirements.
effective date.

BP Annual Report and Form 20-F 2014 37


Financial update Payments made out of the Trust during 2014 totalled $1.7 billion for
individual and business claims, medical settlement programme payments,
Analysis of cumulative $43.5 billiona charge to the natural resource damage assessment and early restoration, state and local
income statement ($ billion) government claims, costs of the court supervised settlement programme
and other resolved items. As at 31 December 2014, the aggregate cash
1. Spill response 14.3 balances in the Trust and the associated qualied settlement funds
5 6 1 2. Environmental 3.2
3. Litigation and claimsb 16.7
amounted to $5.1 billion, including $1.1 billion remaining in the seafood
4
4. Clean Water Act penalties 3.5 compensation fund, from which a further $0.5 billion partial distribution
5. Other nes 4.5 started in early 2015, and $0.4 billion held for natural resource damage
6. Functional costs 1.3
early restoration projects.
Total 43.5
2 a
The cumulative income statement charge does not include
3 amounts that BP considers are not possible to measure
reliably at this time.
b
The litigation and claims cost is net of recoveries of $5.7 billion.

The group income statement for 2014 includes a pre-tax charge of


$819 million in relation to the Gulf of Mexico oil spill. The charge for
the year reects additional litigation and claims costs and the ongoing
costs of the Gulf Coast Restoration Organization. As at 31 December 2014,
the total cumulative charges recognized to date amount to $43.5 billion.
The total amounts that will ultimately be paid by BP in relation to all the
obligations relating to the incident are subject to signicant uncertainty and
the ultimate exposure and cost to BP and the timing of such costs will be
dependent on many factors, including in relation to any new information or
future developments. These could have a material impact on our
consolidated nancial position, results and cash ows.

BP has provided for spill response costs, environmental expenditure,


litigation and claims and Clean Water Act penalties that can be measured
reliably. The cumulative income statement charge does not include
amounts for obligations that BP considers are not possible to measure
reliably at this time, such as:
t Natural resource damages, except for reasonable costs for damage
assessment, the $1-billion allocation for early restoration projects and
associated legal costs.
t Any obligation that may arise from securities-related litigation.
t The cost of business economic loss claims under the PSC settlement
not yet received, or received but not yet processed, or processed but
not yet paid (except where an eligibility notice had been issued before
the end of the month following the balance sheet date and is not subject
to appeal by BP within the claims facility).
t Claims asserted in civil litigation, including any further litigation through
excluded parties from the PSC settlement.
t Any further liability for the Clean Water Act penalty arising in the event
the gross negligence nding is upheld.
t Any further obligation that may arise from state and local claims.
The additional amounts payable for these and other items could be
considerable. More details regarding the impacts and uncertainties relating
to the Gulf of Mexico oil spill can be found in Risk factors on page 48, Legal
proceedings on page 228 and Financial statements Note 2.
Deepwater Horizon Oil Spill Trust update
BP, in agreement with the US government, set up the $20-billion
Deepwater Horizon Oil Spill Trust (the Trust) to provide condence that
funds would be available to satisfy legitimate individual and business
claims, state and local government claims resolved by BP, nal judgments
and settlements, state and local response costs, and natural resource
damages and related costs. The cumulative charges to the Trust had
reached $20 billion in 2014. Subsequent additional costs over and above
those provided within the $20 billion, are being charged to the income
statement as they arise.

38 BP Annual Report and Form 20-F 2014


Corporate responsibility

Strategic report
Additional information on our safety, environmental and social
performance is available in our Sustainability Report. See
bp.com/sustainability for case studies, country reports
and an interactive tool for health, safety and environmental data.
We believe we have a positive role to play in shaping
the long-term future of energy.
Group safety performance
In 2014, BP reported three fatalities; a fall from height in the UK, an
incident involving a forklift in Indonesia and an incident that occurred while
working inside a process vessel in Germany. We deeply regret the loss of
these lives.
Personal safety performance
2014 2013 2012
Recordable injury frequency (group)b 0.31 0.31 0.35
Day away from work case frequencyc
(group)b 0.081 0.070 0.076
Severe vehicle accident rated 0.132 0.120 0.130
b
Incidents per 200,000 hours worked.
c
Incidents that resulted in an injury where a person is unable to work for a day (shift) or more.
d
Number of vehicle incidents that result in death, injury, a spill, a vehicle rollover, or serious
disabling vehicle damage per one million kilometres travelled.

Process safety performance


A safety and health specialist tests a conned space to make sure its safe 2014 2013 2012
for entry at the Kwinana renery in Western Australia. Tier 1 process safety events 28 20 43
Tier 2 process safety events 95 110 154
Safety Loss of primary containment
number of all incidentse 286 261 292
We continue to promote deep capability and a safe operating Loss of primary containment
culture across BP. number of oil spillsf 156 185 204
Number of oil spills to land and water 63 74 102
t Our operating management system (OMS) sets out BPs principles Volume of oil spilled (thousand litres) 400 724 801
for good operating practice. Volume of oil unrecovered
t By the end of 2014, we had completed 25 of the 26 (thousand litres) 155 261 320
recommendations from BPs internal investigation regarding the e
Does not include either small or non-hazardous releases.
f
Deepwater Horizon accident, the Bly Report. Number of spills greater than or equal to one barrel (159 litres, 42 US gallons).

t Contractors carried out 52% of the 357 million hours worked by BP We report our safety performance using industry metrics including the
in 2014. American Petroleum Institute (API) RP-754 standard. These include tier 1
process safety events, dened as the loss of primary containment from
Process safety events a process of greatest consequence causing harm to a member of the
(number of incidents) workforce or costly damage to equipment, or exceeding dened
Tier 1 Tier 2 Loss of primary containment
quantities. Tier 2 process safety events are those of lesser
500 consequence than tier 1. We take a long-term view on process safety
400 indicators because the full benet of the decisions and actions in this area
is not always immediate.
300
We seek to record all losses of primary containment (LOPC), regardless of
200 the volume of the release and report on losses over a severity threshold.
100
These include unplanned or uncontrolled releases from a tank, vessel,
pipe, rail car or equipment used for containment or transfer. Our 2014 data
2010 2011 2012 2013 2014 reects increases in part due to the introduction of enhanced automated
monitoring for many remote sites in our Lower 48 business.
Recordable injury frequency
(workforce incidents per 200,000 hours worked) Our performance in these areas over time suggests that our focus on
American Petroleum Institute US benchmarka
safety is having a positive impact. However, we need to continue to
International Association of Oil & Gas Producers benchmarka remain vigilant and focused on delivering safe, reliable and compliant
1.0 operations.

0.8 Managing safety


0.6
We are working to continuously improve safety and risk management
across BP. Our operating businesses are responsible for identifying and
0.4 managing risks and bringing together people with the right skills and
0.2 competencies to address them. They are also required to carry out
self-verication and are subject to independent scrutiny and assurance.
2010 2011 2012 2013 2014 Our safety and operational risk team works alongside our operating
Employees 0.25 0.31 0.26 0.25 0.27 businesses to provide oversight and technical guidance, while members
Contractors 0.84 0.41 0.43 0.36 0.34
of our group audit teams visit certain sites, including third-party rigs, to
a
API and OGP 2014 data reports are not available until May 2015.
check how they are managing risks.

Dened on page 252. BP Annual Report and Form 20-F 2014 39


Capability development
We aim to equip our staff with the skills needed to run safe and efcient
operations. Our OMS capability development programmes cover areas
such as process safety, risk, and safety leadership. Our applied deepwater
well control course uses simulator facilities to train key members of rig
teams, including contractors. We have conducted more than 35 classes
for rig crews from around the world since the course began in October
2012.
Security and crisis management
The scale and spread of BPs operations means we must prepare for a
range of business disruptions and emergency events. BP monitors for,
and aims to guard against, hostile actions that could cause harm to our
people or disrupt our operations, including physical and digital threats and
vulnerabilities.
We also maintain disaster recovery, crisis and business continuity
management plans and work to build day-to-day response capabilities to
support local management of incidents. See page 42 for information on
Running reliably BPs approach to oil spill preparedness and response.

Every day Air BP fuels around 6,000 ights thats around four a In January 2013, the In Amenas gas plant in Algeria, which is run as a joint
minute, making safe and efcient processes critical to the way we operation between BP, the Algerian state oil and gas company Sonatrach
operate for each and every one of these ights. and Statoil, came under armed terrorist attack. Algerian military action
regained control of the site. Forty people, including four BP employees,
With a combination of ammable liquids, people and aircraft, running and a former employee, lost their lives in the incident. This was a tragic
operations safely is Air BPs rst priority. Technical and operations and unprecedented event which impacted many employees and their
teams are dedicated to servicing customers safely at more than 700 families.
locations across 50 countries.
BP participated fully in the UK Coroners inquest, which we considered
The business designs, builds and operates aviation fuelling facilities the most effective means of providing a greater understanding of what
around the world, and each year it supplies more than 23.2 billion litres happened. The UK Coroner handed down his verdicts, conclusions and
of aviation fuel, helping to make it one of the worlds largest aviation detailed factual ndings on 26 February 2015.
fuel products and services suppliers.
Since the attack, BP and Statoil have jointly carried out an extensive review
Air BP is delivering its growth strategy through efcient operations and of security arrangements in Algeria and have been working with Sonatrach
investment in assets. In 2014 we expanded our activities with a supply and the Algerian authorities on a programme of security enhancements.
contract at Brazils largest heliport, Helibase, in So Paulo. We also The Coroner accepted the opinion of his independent security expert who
acquired Statoil Fuel & Retails aviation fuel business, which is endorsed the security measures now in place and commented that in his
principally based in Scandinavia. This has added more than 70 airports opinion the security enhancements now provide a signicantly safer
to our global network, helping to position Air BP as one of Scandinavias environment for the staff working there.
leading, competitive suppliers.
Upstream safety
We prioritize the safety and reliability of our operations.
Key safety metrics 2010-2014
Recordable injury frequency
Loss of primary containment
Each business segment has a safety and operational risk committee, Tier 1 process safety events
chaired by the business head, to oversee the management of safety and 120
operational risk in their respective areas of the business. In addition, the
100
group operations risk committee facilitates the group chief executives
oversight of safety and operational risk management across BP. 80
The boards safety, ethics and environment assurance committee
60
(SEEAC) receives updates from the group chief executive and the head of
safety and operational risk on the management of the highest priority 40
risks. SEEAC also receives updates on BPs process and personal safety
performance, and the monitoring of major incidents and near misses 20
across the group. See Our management of risk on page 46.
2010 2011 2012 2013 2014
Operating management system (OMS) Indexed (2010=100)
BPs OMS is a group-wide framework designed to help us manage risks in
our operating activities. It brings together BP requirements on health, Safety performance
safety, security, the environment, social responsibility and operational 2014 2013 2012
reliability, as well as related issues, such as maintenance, contractor Recordable injury frequency 0.23 0.32 0.32
relations and organizational learning, into a common management system.
Day away from work case frequency 0.051 0.068 0.053
Any necessary variations in the application of OMS in order to meet local
regulations or circumstances are subject to a governance process. Loss of primary containment
incidents number 187 143 151
OMS also helps us improve the quality of our operating activities.
All businesses covered by OMS undertake an annual performance
Safer drilling
improvement cycle and assess alignment with the OMS framework.
Our global wells organization is responsible for planning and executing all
Recently acquired operations need to transition to OMS. We review and
our wells operations across the world. It is also responsible for
amend our group requirements within OMS from time to time to reect
establishing standards on compliance, risk management, contractor
BPs priorities and experience or changing external regulations. See page
management, performance indicators, technology and capability for our
41 for information about contractors and joint arrangements .
well operations.

40 BP Annual Report and Form 20-F 2014


Completing the Bly Report recommendations petrochemicals businesses were making toward becoming industry

Strategic report
BPs investigation into the Deepwater Horizon accident, the Bly Report, leaders in process safety performance.
made 26 recommendations aimed at further reducing risk across our
global drilling activities. A total of 25 recommendations had been Working with contractors and partners
completed by the end of 2014. BP, like our industry peers, rarely works in isolation we need to work
We expect the nal recommendation to be completed by the end of 2015, with contractors, suppliers and partners to carry out our operations. In
as scheduled. This recommendation involves verifying the implementation 2014, 52% of the 357 million hours worked by BP were carried out by
of revised well control and monitoring standards to BP-owned and contractors.
BP-contracted offshore rigs. It takes time to fully implement as it requires Our ability to be a safe and responsible operator depends in part on the
training a large proportion of our global wells operating personnel on the capability and performance of those who help us carry out our operations.
revised standards. We therefore seek to identify and manage risks in the supply chain
Our group audit team has veried closure of the recommendations. relating to areas such as safety, corruption and money laundering, and aim
to have suitable provisions in our contracts with contractors, suppliers and
See bp.com/26recommendations for the Bly Report recommendations. partners.
The BP board appointed Carl Sandlin as independent expert in 2012 to Contractors
provide an objective assessment of BPs global progress in implementing We expect and encourage our contractors and their employees to act in a
the recommendations from the Bly Report. Mr Sandlin also provides his way that is consistent with our code of conduct. Our OMS includes
views on the organizational effectiveness and culture of the global wells requirements and practices for working with contractors.
organization, and process safety observations.
We seek to set clear and consistent expectations of our contractors. Our
As part of his activities in 2014, Mr Sandlin conducted his third round of standard model upstream contracts, for example, include health, safety,
visits to regional wells teams with active drilling operations. Mr Sandlin security and environmental requirements. Bridging documents are
visited 10 regions in total. During each visit he conducted reviews with necessary in some cases to dene how our safety management system
senior managers, and held discussions with key wells personnel and and those of our contractors co-exist to manage risk on site.
drilling contractors on site.
To help us manage risks effectively and take advantage of economies of
Mr Sandlin is engaged through to June 2016. scale, we are focusing on developing deeper, longer-term relationships
Downstream safety with selected upstream contractors. We have established global
agreements in areas such as engineered equipment and well services.
Key safety metrics 2010-2014
Recordable injury frequency
Our partners in joint arrangements
Loss of primary containment We seek to work with companies that share our commitment to ethical,
Tier 1 process safety events safe and sustainable working practices. Our code of conduct states that
140 we seek to clearly communicate our relevant expectations to our business
120 partners, agreeing contractual obligations where applicable.
100 We have a group framework for identifying and managing BPs exposure
related to safety, operational, and bribery and corruption risk from our
80
participation in non-operated joint arrangements.
60
Typically, our level of inuence or control over a joint arrangement is linked
40 to the size of our nancial stake compared with other participants. In
20
some joint arrangements we act as the operator. Our OMS applies to the
operations of joint arrangements only where we are the operator.
2010 2011 2012 2013 2014
In other cases, one of our partners may be the designated operator, or the
Indexed (2010=100)
operator may be an incorporated joint arrangement company owned by
BP and other companies. In those cases, our OMS does not apply as the
Safety performance
management system to be used by the operator, but is generally available
2014 2013 2012 as a reference point for engagement with operators and co-venturers.
Recordable injury frequency 0.34 0.25 0.33
Day away from work case frequency 0.121 0.063 0.089
Severe vehicle accident rate 0.09 0.10 0.16
Loss of primary containment
incidents number 82 101 117
We take measures to prevent leaks and spills at our reneries and other
downstream facilities through well-designed, well-maintained and properly
operated equipment. We also seek to provide safe locations, emergency
procedures and other mitigation measures in the event of a release, re or
explosion.
We focus on managing the highest priority risks associated with our
storage, handling and processing of hydrocarbons. We use technology,
such as automated systems, which are intended to prevent our gasoline
storage tanks from overlling, to help manage our operations within safe
operating and design limits. In 2014 a total of 12 facilities participated in
our exemplar programme, which aims to help sites apply our OMS using
continuous improvement processes.
Process safety expert
The board appointed Duane Wilson as process safety expert for our
downstream activities in 2012 for a three-year term and assigned him to
work in a global capacity with the business. Mr Wilson provided an
independent perspective on the progress that BPs fuels, lubricants and
The Toledo renery in Ohio processes around 160,000 barrels of crude oil
each day to make gasoline, jet fuel and other products.

Dened on page 252. BP Annual Report and Form 20-F 2014 41


Environment and society Oil spill preparedness and response
Our requirements for oil spill preparedness and response planning, and
Throughout the life cycle of our projects and crisis management incorporate what we have learned over many years of
operation, and specically from the Deepwater Horizon accident. Almost
operations, we aim to manage the environmental three quarters of our businesses with the potential to spill oil have updated
and social impacts of our presence. oil spill planning scenarios and response strategies, in line with our new
requirements issued in 2012. We aim to complete the remaining updates
by the end of 2016.
t Almost three quarters of our businesses with the potential to spill oil
have updated oil spill planning scenarios and response strategies. Meeting the requirements is a substantial piece of work and we believe
this has already resulted in a signicant increase in our oil spill response
t We actively monitor and report greenhouse gas (GHG) emissions to
capability. For example, this includes using specialized modelling
improve our understanding and management of potential carbon risks. techniques that help predict the impact of potential spills, the provision of
t We are working towards aligning with the United Nations Guiding stockpiles of dispersants and the use of new tools for environmental
Principles on Business and Human Rights. monitoring, such as aerial and underwater robotic vehicles.
Enhancing response capabilities
Greenhouse gas emissionsa
We consider the environmental and socio-economic sensitivities of a
(MteCO2 equivalent)
region to help inform oil spill response planning. Sensitivity mapping helps
58.0 us to identify the various types of habitats, resources and communities
that could be affected by oil spills and develop appropriate response
54.0 strategies. We are implementing a mapping system that brings together
+0.8 3 geographical, operational, infrastructure, socio-economic, biological and
50.3b
50.0 +0.6 0.1 48.6 habitat information to help us identify and better understand potential
impacts of an oil spill.
46.0 We are also testing the applicability of a number of emerging technologies
for oil spill response, including the use of robotic vehicles with camera
sensors to locate spills and provide remote visibility for oil spill response at
2013 direct GHG

Acquisitions

Divestments

Operational
changes

Real sustainable
reductions

2014 direct GHG

sea.
We seek to work collaboratively with government regulators in planning
for oil spill response, with the aim of improving any potential future
response. For example, in 2014 we shared lessons on dispersant use and
oil spill response technologies with government regulators in Angola, the
a
This is based on BPs equity share basis. UK and the US.
b
The reported 2013 gure of 49.2 MteCO2e has been amended to 50.3 MteCO2e.
See page 39 for information on volume of oil spilled by our operations in
2014, including volume of oil unrecovered.
Managing our impacts
Our operating sites can have a lifespan of several decades and our Climate change
operations are expected to work to reduce their impacts and risks. BP believes that climate change is an important long-term issue that
This starts in early project planning and continues through operations justies global action. We are taking steps to address carbon risk and
and decommissioning. collaborating with others on climate change issues. For example, we
Our operating management system (OMS) includes practices that set require our operations to incorporate energy use considerations in their
out requirements and guidance for how we identify and manage business plans and to assess, prioritize and implement technologies and
environmental and social impacts. The practices apply to our major systems that could improve usage. We factor a carbon cost into our own
projects , projects that involve new access, those that could affect an investments and engineering designs for large new projects, and invest in
international protected area and some BP acquisition negotiations. lower-carbon energy products. We seek to address potential climate
change impacts on our new projects in the design phase. We have
In the early planning stages of these projects, we complete a screening guidance for existing operations and projects on how to assess potential
process to identify the most signicant environmental and social impacts. climate risks and impacts to enable mitigation steps to be incorporated
We completed the process for 19 projects in 2014. Following screening, into project planning, design and operations.
projects are required to carry out impact assessments, identify mitigation
measures and implement these in project design, construction and Greenhouse gas emissions
operations. We report on direct and indirect GHG emissions on a carbon dioxide-
equivalent (CO2e) basis. Direct emissions include CO2 and methane from
BPs environmental expenditure in 2014 totalled $4,024 million (2013 the combustion of fuel and the operation of facilities, and indirect
$4,288 million, 2012 $7,230 million). For a breakdown of environmental emissions include those resulting from the purchase of electricity, heat,
expenditure see page 225. This gure includes a charge of $190 million steam or cooling. In 2014 we changed our GHG reporting boundary from
relating to the Gulf of Mexico oil spill. For reference, expenditure related to a BP equity-share basis to an operational control basis.
the Gulf of Mexico oil spill was a credit of $66 million in 2013 and a charge
of $919 million in 2012. For Regulation of the groups business Our approach to reporting GHG emissions broadly follows the IPIECA/
Environmental regulation see page 225. API/IOGP Petroleum Industry Guidelines for Reporting GHG Emissions
(the IPIECA guidelines). We calculate emissions based on the fuel
We review our management of material issues such as greenhouse gas consumption and fuel properties for major sources rather than the use
emissions, water, sensitive and protected areas and oil spill response. of generic emission factors. We do not include nitrous oxide,
This includes examining emerging risks and actions taken to mitigate hydrouorocarbons, peruorocarbons and sulphur hexauoride as
them. they are not material and it is not practical to collect this data.

42 BP Annual Report and Form 20-F 2014


Greenhouse gas emissions (MteCO2e) BP seeks to apply responsible well design and construction, surface

Strategic report
2014 2013 2012
operation and uid handling practices to mitigate these risks.
Operational controla Water and sand constitute on average 99.5% of the injection material
Direct emissions 54.1 used in hydraulic fracturing. Some of the chemicals that are added to this
Indirect emissions 7.2 when used in certain concentrations, are classied as hazardous by the
BP equity shareb relevant regulatory authorities. BP works with service providers to
Direct emissions 48.6 50.3c 59.8 minimize their use where possible. We list the chemicals we use in the
fracturing process in material safety data sheets at each site. We also
Indirect emissions 6.6 6.6 8.4
submit data on chemicals used at our hydraulically fractured wells in the
a
Operational control data comprises 100% of emissions from activities that are operated by BP, US, to the extent allowed by our suppliers who own the chemical
going beyond the IPIECA guidelines by including emissions from certain other activities such as formulas, at fracfocus.org or other state-designated websites.
contracted drilling activities. Data for emissions on an operational control basis was not available
prior to 2014. We aim to minimize air pollutant and GHG emissions, such as methane, at
b
BP equity share comprises our share of BPs consolidated entities and equity-accounted entities,
our operating sites. For example, we use a process called green
other than BPs share of TNK-BP and Rosneft. Rosnefts emissions data can be found on its
website. completions at the majority of our gas operations in the US. This process,
c
The reported 2013 gure of 49.2 MteCO2e has been amended to 50.3 MteCO2e. which we have been using since 2001, captures natural gas that would
otherwise be ared or vented during the completion and commissioning
The decrease in our GHG emissions is primarily due to the sale of our
of wells.
Carson and Texas City reneries in the US as part of our divestment
programme. See bp.com/greenhousegas for more information about our Our US Lower 48 onshore businesss approach is to operate in line with
GHG emissions from upstream production, rening throughput and industry standards developed within the context of the highly regulated
chemicals produced. US environment.
Intensity See bp.com/unconventionalgas for information about our approach to
In 2014 we changed the intensity ratio we report on from a nancial to a unconventional gas and hydraulic fracturing.
production-based one. The ratio of our total GHG emissions reported on
an operational control-based boundary to gross production was Canadas oil sands
0.25teCO2e/te production in 2014. Gross production comprises upstream BP is involved in three oil sands lease areas in Canada. Sunrise Phase 1,
production, rening throughput and petrochemicals produced. operated by Husky Energy, started up at the end of 2014 and we expect
rst oil to be recovered in the rst quarter of 2015. Pike Phase 1, operated
In 2013 we reported the ratio of our total GHG emissions on a BP
by Devon Energy, was granted regulatory approval in November 2014 and
equity-share basis to adjusted revenue of those entities or share of
is at the design and planning stage. Terre de Grace, which is BP-operated,
entities included in GHG reporting. This was 0.15kte/$million. Adjusted
is currently under appraisal for development.
revenue reects total revenues and other income, less gains on sales of
businesses and xed assets. Our decision to invest in Canadian oil sands projects takes into
consideration GHG emissions, impacts on land, water use, local
Greenhouse gas regulation
communities and commercial viability. Projects are managed through
GHG regulation is increasing globally. For example, we are seeing the
governance committees, with equal representation from BP and our
growth of emission pricing schemes in Europe, California and China,
partners, and approval rights laid out in agreements with our partners.
additional monitoring regulations in the US and increased focus on
reducing aring and methane emissions in many jurisdictions. See bp.com/oilsands for information on BPs investments in Canadas
oil sands.
We expect that GHG regulation will have an increasing impact on our
businesses, operating costs and strategic planning, but may also offer Human rights
opportunities for the development of lower-carbon technologies and We are committed to conducting our business in a manner that respects
businesses. the rights and dignity of all people. We respect internationally recognized
Accordingly, we require larger projects, and those for which emissions human rights, as set out in the International Bill of Human Rights and the
costs would be a material part of the project, to apply a standard carbon International Labour Organizations Declaration on Fundamental Principles
cost to the projected GHG emissions over the life of the project. In and Rights at Work. We set out our commitments in our human rights
industrialized countries, our standard cost assumption is currently $40 per policy. Our code of conduct references the policy, requiring employees to
tonne of CO2 equivalent. We use this cost as a basis for assessing the report any human rights abuse in our operations or in those of our
economic value of the investment and as one consideration in optimizing business partners.
the way the project is engineered with respect to GHG emissions. We are delivering our human rights policy by implementing the relevant
See page 225 for information on other environmental regulations. sections of the United Nations Guiding Principles on Business and Human
Rights and incorporating them into the processes and policies that govern
Water our business activities. Our action plan aims to achieve closer alignment
BP recognizes the importance of managing fresh water use and water with the UN Guiding Principles over a number of years using a risk-based
discharges effectively in our operations and evaluates risks, including approach. Representatives from key functions, including human
water scarcity, wastewater disposal and the long-term social and resources, ethics and compliance, procurement, security, and safety and
environmental pressures on local water resources. operational risk oversee the plans implementation.
We have invested in a specialist water treatment company to support In 2014 our actions included:
operations in areas of water scarcity. The company manufactures t Human rights training events for more than 270 people, including
desalinization and brine management systems and we aim to trial these
awareness training for relevant senior leadership teams and
technologies at our operations.
representatives from functions such as procurement, shipping, nance
Unconventional gas and hydraulic fracturing and legal.
Natural gas resources, including unconventional gas, have an increasingly t The inclusion of human rights clauses in a number of our standard model
important role in meeting the worlds growing energy needs. New contracts.
technologies are making it possible to extract unconventional gas t Participation in the work of oil and gas industry organization IPIECA on
resources safely, responsibly and economically. BP has unconventional developing shared industry approaches to managing human rights risks in
gas operations in Algeria, Indonesia, Oman and the US. the supply chain and guidance on responding to community grievances.
Some stakeholders have raised concerns about the potential t Continued implementation of the Voluntary Principles on Security and
environmental and community impacts of hydraulic fracturing. Human Rights, with periodic internal assessments to identify areas for
improvement.

Dened on page 252. BP Annual Report and Form 20-F 2014 43


Employees
We seek employees who have the right skills and who
understand and embody the values and expected behaviours
that guide everything we do.

t Our values and code of conduct set out the expected qualities and
actions of all our people.
t We aim for a workforce that is engaged and representative of the
societies where we operate.
t We have a bias towards building capability and promoting within the
organization. Where necessary, this is complemented by selective
external recruitment.
Our values
Construction work on the Sunrise energy project, based in the Canadian oil
sands of northern Alberta. Safety
See bp.com/humanrights for more information about our approach to Respect
human rights.
Business ethics Excellence
Bribery and corruption are signicant risks in the oil and gas industry.
We have a responsibility to our shareholders and the countries
and communities in which we do business to be ethical and lawful in all Courage
our dealings. Our code of conduct explicitly states that we do not
tolerate bribery and corruption in any of its forms.
One Team
Our group-wide anti-bribery and corruption policy applies to all
BP-operated businesses. The policy governs areas such as appropriate
clauses in contracts, risk assessments and training. We target training on BP headcount
a risk basis and to those employees for whom it is thought to be most Number of employees at 31 Decembera 2014 2013 2012
relevant, for example, given specic incidents or the nature or location of Upstream 24,400 24,700 24,200
their role. Downstream 48,000 48,000 51,800
Financial transparency Other businesses and corporate 12,100 11,200 10,400
Total 84,500 83,900 86,400
We have taken part in consultations in relation to new or proposed a
Reported to the nearest 100. For more information see Financial statements Note 33.
revenue transparency reporting requirements in the US and EU for
companies in the extractive industries. We are preparing to comply with The above table includes:
the transposed EU Accounting Directive in the UK and are participating in
2014 2013 2012
the development of industry guidance. We are awaiting publication of the
nal rules of the US Dodd-Frank Act, expected to be issued before the Retail staff 14,400 14,100 14,700
end of 2015. Agricultural, operational and
seasonal workers in Brazil 5,300 4,300 3,500
As a founding member of the Extractive Industries Transparency Initiative
(EITI), BP works with governments, non-governmental organizations and At the end of December 2014, we had 84,500 employees. This includes
international agencies to improve transparency and disclosure of 14,400 service station staff and 5,300 agricultural, operational and
payments to governments. We support governments efforts towards seasonal workers in Brazil, which has increased by 1,000 in 2014 due to
EITI certication in countries where we operate and have worked with the expansion of one of our sugar cane processing mills which was
many countries on implementation of their EITI commitments, including completed in 2014. Meanwhile, operational headcount decreased in other
Australia, Azerbaijan, Indonesia, Iraq, Norway, Trinidad & Tobago, the UK areas. We expect our number of employees to align with BPs smaller
and the US. footprint in 2015 and 2016 as we right-size the organization as part of our
Enterprise and community development response to a lower oil price.

We run programmes to help build the skills of businesses and to develop Our values
the local supply chain in a number of locations. For example, in Indonesia, Our values of safety, respect, excellence, courage and one team align
we provide one-on-one business consultancy and technical assistance to explicitly with BPs code of conduct and translate into the responsible
local businesses during the tender process. actions necessary for the work we do every day. Our values represent the
BPs community investments support development that meets local qualities and actions we wish to see in BP, they guide the way we do
needs and are relevant to our business activities. We contributed $85 business and the decisions we make. We use these values as part of our
million in social investment in 2014. recruitment, promotion and individual performance assessment
processes. See bp.com/values for more information.
See bp.com/society for more information about our social contribution.
Our people
We aim to develop the talents of our workforce with a focus on
maintaining safe and reliable operations, engaging and developing our
employees, and increasing the diversity of our workforce.
The group people committee, chaired by the group chief executive, has
overall responsibility for key policy decisions relating to employees and
governance of BPs people management processes. In 2014 the

44 BP Annual Report and Form 20-F 2014


committee discussed longer-term people priorities; reward; progress in the business to thrive, our people need to be treated with respect and

Strategic report
our diversity and inclusion programme; recruitment priorities including dignity and without discrimination.
graduate recruitment and improvements to our learning and
We aim to ensure equal opportunity in recruitment, career development,
development programmes.
promotion, training and reward for all employees regardless of race,
Attracting and retaining our people colour, national origin, religion, gender, age, sexual orientation, gender
The complex projects we work on require a wide range of specialist skills identity, marital status, disability, or any other characteristic protected by
from the capability to explore for new sources of energy through to applicable laws. Where existing employees become disabled, our policy is
transporting and distributing hydrocarbons safely across the world. We to provide continuing employment and training wherever possible.
have a bias towards building capability and promoting from within the
organization. Where necessary, we complement this with selective Employee engagement
external recruitment. In 2014, 84% of new senior leaders were recruited Executive team members hold regular meetings and webcasts with
from within the organization. employees around the world. Team and one-to-one meetings are
complemented by formal processes through works councils in parts of
A total of 670 graduates joined BP in 2014. We target the elds of science,
Europe. We seek to maintain constructive relationships with labour
technology, engineering and maths and run initiatives and awareness days
unions.
at universities and colleges. We also run future leader programmes to
recruit post-graduates. In 2014, 37% of our graduate intake were women Each year, we conduct a survey to gather employees views on a wide
and 50% were from outside the UK and US. range of business topics and to identify areas where we can improve.
Approximately 38,000 people in 70 countries completed our 2014 survey.
We conduct external assessments for people entering senior managerial
We measure employee engagement with our strategic priorities using
roles to help achieve rigour and objectivity in our hiring and talent
questions about perceptions of BP and how it is managed in terms of
processes. These provide an in-depth analysis of leadership behaviour and
leadership and standards. This measure remained stable in 2014 at 72%
whether candidates have the necessary experience and skills for the role.
(2013 72%, 2012 71%).
Building enduring capability
Business leadership teams review the results of the survey and agree
Our development opportunities help to build the diverse skills and
actions to address focus areas. The 2014 survey found that employees
expertise that we need. We provide a range of opportunities for our
remain clear about the safety procedures, standards and requirements
employees, with an increased focus on on-the-job learning. This can
that apply to them and that pride in working at BP has increased steadily
include mentoring, team development days, workshops, seminars, online
since 2011. Understanding and support of BPs strategy is strong at senior
learning and international assignments.
levels, but needs further communication and engagement across the
A career transition is a critical moment in an employees professional organization this is a focus area for 2015. Scores related to development
growth. We have moved towards prioritizing learning at these points, for and career opportunities have fallen slightly compared to 2013. We have
example, for those joining BP or moving into a new level of management. been making changes to how we deliver learning and manage talent and
We also offer in-role development that covers a range of levels and we expect to see benets in the longer term.
subject areas, from effective planning to inclusive leadership and change
management. Employees from 51 countries attended leadership training, Share ownership
delivered in six different languages in 2014. We encourage employee share ownership. For example, through our
ShareMatch plan, which operates in more than 50 countries, we match
Through our internal academies, we provide leading technical, functional,
BP shares purchased by our employees. We operate a single group-wide
compliance and leadership learning opportunities. In 2014, we launched
equity plan which allows employee participation at different levels globally
ve academies including the operating management system (OMS)
and is linked to the companys performance.
academy that provides training to operations personnel on implementing
and applying OMS. The BP code of conduct
Diversity Our code of conduct is based on our values and claries the principles and
As a global business, we aim for a workforce representative of the expectations for everyone who works at BP. It applies to all employees,
societies in which we operate. ofcers and members of the board.
We have set out our ambitions for diversity and our group people Employees, contractors or other third parties who have a question about
committee reviews performance on a quarterly basis. We aim for women our code of conduct or see something they feel to be unsafe, unethical or
to represent at least 25% of our group leaders the most senior potentially harmful can get help through OpenTalk, a confidential helpline
managers of our businesses and functions by 2020. We continue to operated by an independent company.
support the UK governments review of gender diversity on boards, In 2014 1,114 people contacted OpenTalk with concerns or enquiries (2013
undertaken by Lord Davies in 2011. Currently we have two women on our 1,121, 2012 1,295). The most common concerns related to the people
board. We are actively seeking qualied candidates and remain committed section of the code. This includes treating people fairly, with dignity and
to Lord Davies goal of a quarter of our board to be female by the end of giving everyone equal opportunity; creating a respectful, harassment-free
2015. For more information on our board composition see page 58. workplace; and protecting privacy and condentiality.
Workforce by gender We take steps to identify and correct areas of non-conformance and take
Numbers as at 31 December Male Female Female % disciplinary action where appropriate. In 2014, our businesses dismissed
Board directors 12 2 14 157 employees for non-conformance with our code of conduct or unethical
Group leaders 426 95 18 behaviour (2013 113). This excludes dismissals of staff employed at our
Subsidiary directors 776 125 14 retail service stations for incidents such as thefts of small amounts of
All employees 58,700 25,800 31 money. We have enhanced our human resources processes, resulting in
improved identication and recording of code-related dismissals.
At the end of 2014, 22% of our group leaders came from countries other
than the UK and the US, compared with 14% in 2000. We have continued
Policy on political activity
to increase the number of local leaders and employees in our operations We do not use BP funds or resources to support any political candidate or
so that they reect the communities in which we operate. This is party. Employees rights to participate in political activity are governed by
monitored at a local, business and national level. the applicable laws in the countries in which we operate. For example, in
the US, BP provides administrative support to the BP employee political
Inclusion
action committee to facilitate employee involvement and to assess
Our goal is to create an environment of inclusion and acceptance. For our
whether contributions comply with the law and satisfy all necessary
employees to be motivated and to perform to their full potential, and for
reporting requirements.

Dened on page 252. BP Annual Report and Form 20-F 2014 45


Our management of risk
BPs group risk team analyses the groups risk prole and maintains
the group risk management system. Our group audit team provides
independent assurance to the group chief executive and board, as to
whether the groups system of internal control is adequately designed and
operating effectively to respond appropriately to the risks that are
BP manages, monitors and reports on the principal risks and uncertainties signicant to BP.
that can impact our ability to deliver our strategy of meeting the worlds
energy needs responsibly while creating long-term shareholder value; Risk governance and oversight
these risks are described in the Risk factors on page 48. Key risk governance and oversight committees include the following:
Our management systems, organizational structures, processes, Executive committees
standards, code of conduct and behaviours together form a system of
internal control that governs how we conduct the business of BP and Executive team meeting for strategic and commercial risks.
manage associated risks. Group operations risk committee for health, safety, security,
BPs risk management system environment and operations integrity risks.
BPs risk management system is designed to be a consistent and clear Group nancial risk committee for nance, treasury, trading and
framework for managing and reporting risks from the groups operations to cyber risks.
the board. The system seeks to avoid incidents and maximize business
outcomes by allowing us to: Group disclosure committee for nancial reporting risks.

t Understand the risk environment, and assess the specic risks and Group people committee for employee risks.
potential exposure for BP. Resource commitment meeting for investment decision risks.
t Determine how best to deal with these risks to manage overall potential
Group ethics and compliance committee for legal and regulatory
exposure.
compliance and ethics risks.
t Manage the identied risks in appropriate ways.
t Monitor and seek assurance of the effectiveness of the management Board and its committees
of these risks and intervene for improvement where necessary.
BP board.
t Report up the management chain and to the board on a periodic basis
on how signicant risks are being managed, monitored, assured and the Audit committee.
improvements that are being made. Safety, ethics and environment assurance committee.
Our risk management activities Gulf of Mexico committee.
Day-to-day risk Business and Oversight and Board committees
management strategic risk governance For information on the board and its committees see page 58.
Identify, manage management Set policy
and report risks Plan, manage and monitor Risk management processes
performance principal risks As part of BPs annual planning process, we review the groups principal
and assure risks and uncertainties. These may be updated throughout the year in
response to changes in internal and external circumstances.
We aim for a consistent basis of measuring risk to allow comparison on
a like-for-like basis, taking into account potential likelihood and impact, and
to inform how we prioritize specic risk management activities and invest
Facilities, Business Executive Board resources to manage them.
assets and segments and corporate
operations and functions functions Our risk prole
The nature of our business operations is long term, resulting in many of our
risks being enduring in nature. Nonetheless, risks can develop and evolve
Day-to-day risk management management and staff at our
over time and their potential impact or likelihood may vary in response to
facilities, assets and functions identify and manage risk, promoting safe,
internal and external events.
compliant and reliable operations. BP requirements, which take into
account applicable laws and regulations, underpin the practical plans We identify those risks as having a high priority for particular oversight by
developed to help reduce risk and deliver strong, sustainable performance. the board and its various committees in the coming year. Those identied
For example, our operating management system (OMS) integrates BP for 2015 are listed on page 47. These may be updated throughout the year
requirements on health, safety, security, environment, social responsibility, in response to changes in internal and external circumstances.
operational reliability and related issues. The oversight and management of other risks is undertaken in the
Business and strategic risk management our businesses and normal course of business throughout the business and in executive
functions integrate risk into key business processes such as strategy, and board committees. For example market pricing and liquidity reviews
planning, performance management, resource and capital allocation, are conducted on a regular basis by the board and executive committees,
and project appraisal. We do this by using a standard framework for including the group nancial risk committee, to consider how we respond
collating risk data, assessing risk management activities, making further to market conditions and when making or reviewing investment decisions.
improvements and planning new activities. For further information see page 10.
Oversight and governance functional leadership, the executive team, There can be no certainty that our risk management activities will mitigate
the board and relevant committees provide oversight to identify, or prevent these, or other risks, from occurring.
understand and endorse management of signicant risks to BP. They also
Further details of the principal risks and uncertainties we face are set
put in place systems of risk management, compliance and control to
out in Risk factors on page 48.
mitigate these risks. Executive committees set policy and oversee the
management of signicant risks, and dedicated board committees review
and monitor certain risks throughout the year.

46 BP Annual Report and Form 20-F 2014


Risks for particular oversight by the board and its Safety and operational risks

Strategic report
committees in 2015 Process safety, personal safety and environmental risks
The risks for particular oversight by the board and committees in 2015 The nature of the groups operating activities exposes us to a wide range of
remain the same as those for 2014 except that we have replaced risks signicant health, safety and environmental risks such as incidents associated
associated with delivery of our 10-point plan, which has now been with releases of hydrocarbons when drilling wells, operating facilities and
delivered, with those relating to major project delivery one of our group transporting hydrocarbons.
key performance indicators. Our OMS helps us manage these risks and drive performance improvements.
Gulf of Mexico oil spill It sets out the rules and principles which govern key risk management
activities such as inspection, maintenance, testing, business continuity and
A wide range of risks have arisen as a result of the Gulf of Mexico oil crisis response planning and competency development. In addition, we
spill. These include legal, operational, reputational and compliance risks. conduct our drilling activity through a global wells organization in order to
BPs management and mitigation of these risks is overseen by the boards promote a consistent approach for designing, constructing and managing
Gulf of Mexico committee, which seeks to ensure that BP fulls all wells.
legitimate obligations while protecting and defending BPs interests.
For more information on safety and our OMS see page 39.
The committees responsibilities include oversight and review of the
following activities: the legal strategy for litigation; the strategy connected Security
with settlements and claims; the environmental work to remediate or Hostile acts such as terrorism or piracy could harm our people and disrupt our
mitigate the effects of the oil spill; management strategy and actions to operations. We monitor for emerging threats and vulnerabilities to manage our
restore the groups reputation in the US; and compliance with government physical and information security.
settlement and administrative agreements arising out of the accident and
oil spill. Our central security team provides guidance and support to a network of
regional security advisers who advise and conduct assurance with respect to
See Legal proceedings page 228, Financial statements Note 2 and the management of security risks affecting our people and operations. We
Gulf of Mexico committee page 69 for further information. also maintain disaster recovery, crisis and business continuity management
plans. We continue to monitor the situation in the Middle East and North Africa
Strategic and commercial risks closely.
Geopolitical Compliance and control risks
The diverse locations of our operations around the world expose us to a wide
range of political developments and consequent changes to the economic and Ethical misconduct and legal or regulatory non-compliance
operating environment. Geopolitical risk is inherent to many regions in which Ethical misconduct or breaches of applicable laws or regulations could
we operate, and heightened political or social tensions or changes in key damage our reputation, adversely affect operational results and shareholder
relationships could adversely affect the group. value, and potentially affect our licence to operate.

We seek to actively manage this risk through development and maintenance Our code of conduct and our values and behaviours, applicable to all
of relationships with governments and stakeholders and becoming trusted employees, are central to managing this risk. Additionally, we have various
partners in each country and region. In addition, we closely monitor events group requirements and training covering areas such as anti-bribery and
(such as the situation that arose in Ukraine in 2014) and implement risk corruption, anti-money laundering, competition/anti-trust law and international
mitigation plans where appropriate. trade regulations. We seek to keep abreast of new regulations and legislation
and plan our response to them. We offer an independent condential helpline,
Major project delivery OpenTalk, for employees, contractors and other third parties. Under the terms
Renewing our portfolio requires ongoing innovation and development in of the US Department of Justice settlement, an ethics monitor will also review
exploration, production, processing and distribution. Major projects contribute and provide recommendations concerning BPs ethics and compliance
signicantly to reshaping our portfolio and delivering our strategy. programme.
To manage the risks associated with major project delivery, each stage of a
projects life cycle must meet certain criteria to proceed to the next stage, Find out more about our code of conduct, our business ethics and
or it will be re-assessed to improve value or be discontinued. Additionally, the ethics monitor on pages 45, 44 and 37 respectively.
executive directors regularly review capital allocation at the resource Trading non-compliance
commitment meetings. In the upstream our global projects organization In the normal course of business, we are subject to risks around our trading
focuses specically on major projects and the risks to their delivery. We activities which could arise from shortcomings or failures in our systems, risk
undertake post-project evaluations to review decision-making processes, management methodology, internal control processes or employees.
project execution and project outcomes, and share these with other major
projects as appropriate to support continuous improvement. We have specic operating standards and control processes to manage these
risks, including guidelines specic to trading, and seek to monitor compliance
For information on our major projects portfolio see page 26, and for through our dedicated compliance teams. We also seek to maintain a positive
a recent example of how we remodel projects see Increasing value and collaborative relationship with regulators and the industry at large.
on page 21.
For further information see Upstream gas marketing and trading
Cybersecurity activities on page 28, Downstream supply and trading on page 31
The threats to the security of our digital infrastructure continue to evolve and Financial statements Note 27.
rapidly and, like many other global organizations, our reliance on computers
and network technology is increasing. A cybersecurity breach could have a
signicant impact on business operations.
We seek to manage this risk through cybersecurity standards, ongoing
monitoring of threats, testing of cyber response procedures and close
co-operation with authorities. Over the past few years our employee
campaigns on topics such as email phishing and the protection of our
information and equipment have helped to raise awareness of these issues.

Dened on page 252. BP Annual Report and Form 20-F 2014 47


Risk factors
Major project delivery failure to invest in the best opportunities
or deliver major projects successfully could adversely affect our
nancial performance.
We face challenges in developing major projects, particularly in
geographically and technically challenging areas. Operational challenges
The risks discussed below, separately or in combination, could have a
and poor investment choice, efciency or delivery at any major project that
material adverse effect on the implementation of our strategy, our
underpins production or production growth could adversely affect our
business, nancial performance, results of operations, cash ows, liquidity,
nancial performance.
prospects, shareholder value and returns and reputation.
Geopolitical we are exposed to a range of political developments and
Gulf of Mexico oil spill consequent changes to the operating and regulatory environment.

The spill has had and could continue to have a material adverse impact We operate and may seek new opportunities in countries and regions
on BP. where political, economic and social transition may take place. Political
instability, changes to the regulatory environment or taxation, international
There is signicant uncertainty regarding the extent and timing of the sanctions, expropriation or nationalization of property, civil strife, strikes,
remaining costs and liabilities relating to the 2010 Gulf of Mexico oil spill insurrections, acts of terrorism and acts of war may disrupt or curtail our
(the incident), including the amount of claims, nes and penalties that operations or development activities. These may in turn cause production
become payable by BP (including as a result of any ultimate determination to decline, limit our ability to pursue new opportunities, affect the
of BPs appeal of the ruling of gross negligence), the outcome or resolution recoverability of our assets or cause us to incur additional costs, particularly
of current or future litigation and any costs arising from any longer-term due to the long-term nature of many of our projects and signicant capital
environmental consequences of the incident, the impact of the incident on expenditure required.
our reputation and the resulting possible impact on our licence to operate.
The provisions recognized in the income statement represent the current Rosneft investment our investment in Rosneft may be impacted by
best estimates of expenditures required to settle certain present events in or relating to Russia and our ability to recognize our share of
obligations that can be reliably estimated at the end of the reporting period, Rosnefts income, production and reserves may be adversely impacted.
and there are future expenditures for which we currently cannot measure Events in or relating to Russia, including further trade restrictions and other
our obligations reliably. These uncertainties are likely to continue for a sanctions, could adversely impact our investment in Russia. To the extent
signicant period. See Financial statements Note 2. we are unable in the future to exercise signicant inuence over our
The risks associated with the incident could also heighten the impact of investment in Rosneft or pursue growth opportunities in Russia, our
other risks the group is exposed to as described below. business and strategic objectives in Russia and our ability to recognize our
share of Rosnefts income, production and reserves may be adversely
Strategic and commercial risks impacted.
Liquidity, nancial capacity and nancial, including credit,
Prices and markets our nancial performance is subject to uctuating
exposure failure to work within our nancial framework could impact our
prices of oil, gas, rened products, exchange rate uctuations and the
ability to operate and result in nancial loss.
general macroeconomic outlook.
Failure to accurately forecast, manage or maintain sufcient liquidity and
Oil, gas and product prices are subject to international supply and demand
credit could impact our ability to operate and result in nancial loss. Trade
and margins can be volatile. Political developments, increased supply from
and other receivables, including overdue receivables, may not be recovered
new oil and gas sources, technological change, global economic conditions
and a substantial and unexpected cash call or funding request could disrupt
and the inuence of OPEC can impact supply and prices for our products.
our nancial framework or overwhelm our ability to meet our obligations.
Decreases in oil, gas or product prices could have an adverse effect on
revenue, margins and protability and, if signicant, we may have to write An event such as a signicant operational incident, legal proceedings or a
down assets and re-assess the viability of certain projects. A prolonged geopolitical event in an area where we have signicant activities, could
period of low prices may impact our cash ows, prot, capital expenditure reduce our credit ratings. This could potentially increase nancing costs
and ability to maintain our long-term investment programme. Conversely, and limit access to nancing or engagement in our trading activities on
an increase in oil, gas and product prices may not improve margin acceptable terms, which could put pressure on the groups liquidity. Credit
performance as there could be increased scal take, cost ination and rating downgrades could trigger a requirement for the company to review
more onerous terms for access to resources. The protability of our its funding arrangements with the BP pension trustees and may cause
rening and petrochemicals activities can be volatile, with periodic other impacts on nancial performance. In the event of extended
over-supply or supply tightness in regional markets and uctuations in constraints on our ability to obtain nancing, we could be required to
demand. reduce capital expenditure or increase asset disposals in order to provide
additional liquidity. See Liquidity and capital resources on page 211 and
Exchange rate uctuations can create currency exposures and impact
Financial statements Note 27.
underlying costs and revenues. Crude oil prices are generally set in US
dollars, while products vary in currency. Many of our major project Joint arrangements and contractors we may have limited control
development costs are denominated in local currencies, which may be over the standards, operations and compliance of our partners, contractors
subject to uctuations against the US dollar. and sub-contractors.
Access, renewal and reserves progression our inability to access, We conduct many of our activities through joint arrangements,
renew and progress upstream resources in a timely manner could associates or with contractors and sub-contractors where we may have
adversely affect our long-term replacement of reserves. limited inuence and control over the performance of such operations. Our
partners and contractors are responsible for the adequacy of the resources
Delivering our group strategy depends on our ability to continually replenish
and capabilities they bring to a project. If these are found to be lacking,
a strong exploration pipeline of future opportunities to access and produce
there may be nancial, operational or safety risks for BP. Should an incident
oil and natural gas. Competition for access to investment opportunities,
occur in an operation that BP participates in, our partners and contractors
heightened political and economic risks in certain countries where
may be unable or unwilling to fully compensate us against costs we may
signicant hydrocarbon basins are located and increasing technical
incur on their behalf or on behalf of the arrangement. Where we do not
challenges and capital commitments may adversely affect our strategic
have operational control of a venture, we may still be pursued by regulators
progress. This, and our ability to progress upstream resources and sustain
or claimants in the event of an incident.
long-term reserves replacement, could impact our future production and
nancial performance.

48 BP Annual Report and Form 20-F 2014


Digital infrastructure and cybersecurity breach of our digital security sometimes conducted in hazardous, remote or environmentally sensitive

Strategic report
or failure of our digital infrastructure could damage our operations and our locations, where the consequences of such events could be greater than in
reputation. other locations.
A breach or failure of our digital infrastructure due to intentional actions Drilling and production challenging operational environments and other
such as attacks on our cybersecurity, negligence or other reasons, could uncertainties can impact drilling and production activities.
seriously disrupt our operations and could result in the loss or misuse of
data or sensitive information, injury to people, disruption to our business, Our activities require high levels of investment and are often conducted in
harm to the environment or our assets, legal or regulatory breaches and extremely challenging environments which heighten the risks of technical
potentially legal liability. These could result in signicant costs or integrity failure and the impact of natural disasters. The physical
reputational consequences. characteristic of an oil or natural gas eld, and cost of drilling, completing or
operating wells is often uncertain. We may be required to curtail, delay or
Climate change and carbon pricing public policies could increase cancel drilling operations because of a variety of factors, including
costs and reduce future revenue and strategic growth opportunities.
unexpected drilling conditions, pressure or irregularities in geological
Changes in laws, regulations and obligations relating to climate change formations, equipment failures or accidents, adverse weather conditions
could result in substantial capital expenditure, taxes and reduced and compliance with governmental requirements.
protability. In the future, these could potentially impact our upstream
assets, revenue generation and strategic growth opportunities. Security hostile acts against our staff and activities could cause harm to
people and disrupt our operations.
Competition inability to remain efcient, innovate and retain an
appropriately skilled workforce could negatively impact delivery of our Acts of terrorism, piracy, sabotage and similar activities directed against our
strategy in a highly competitive market. operations and facilities, pipelines, transportation or digital infrastructure
could cause harm to people and severely disrupt business and operations.
Our strategic progress and performance could be impeded if we are
Our activities could also be severely affected by conict, civil strife or
unable to control our development and operating costs and margins, or to
political unrest.
sustain, develop and operate a high-quality portfolio of assets efciently.
We could be adversely affected if competitors offer superior terms for Product quality supplying customers with off-specication products
access rights or licences, or if our innovation in areas such as exploration, could damage our reputation, lead to regulatory action and legal liability,
production, rening or manufacturing lags the industry. Our performance and potentially impact our nancial performance.
could also be negatively impacted if we fail to protect our intellectual
property. Failure to meet product quality standards could cause harm to people and
the environment, damage our reputation, result in regulatory action and
Our industry faces increasing challenge to recruit and retain skilled and legal liability, and impact nancial performance.
experienced people in the elds of science, technology, engineering and
mathematics. Successful recruitment, development and retention of
specialist staff is essential to our plans.
Compliance and control risks
Crisis management and business continuity potential disruption US government settlements our settlements with legal and regulatory
to our business and operations could occur if we do not address an bodies in the US in respect of certain charges related to the Gulf of Mexico
incident effectively. oil spill may expose us to further penalties, liabilities and private litigation or
could result in suspension or debarment of certain BP entities.
Our business and operating activities could be disrupted if we do not
respond, or are perceived not to respond, in an appropriate manner to any Settlements with the US Department of Justice (DoJ) and the US
major crisis or if we are not able to restore or replace critical operational Securities and Exchange Commission (SEC) impose signicant compliance
capacity. and remedial obligations on BP and its directors, ofcers and employees,
Insurance our insurance strategy could expose the group to material including the appointment of an ethics monitor, a process safety monitor
uninsured losses. and an independent third-party auditor. Failure to comply with the terms
of these settlements could result in further enforcement action by the DoJ
BP generally purchases insurance only in situations where this is legally and the SEC, expose us to severe penalties, nancial or otherwise, and
and contractually required. We typically bear losses as they arise rather subject BP to further private litigation, each of which could impact our
than spreading them over time through insurance premiums. This means
operations and have a material adverse effect on the groups reputation
uninsured losses could have a material adverse effect on our nancial
and nancial performance. Failure to satisfy the requirements or comply
position, particularly if they arise at a time when we are facing material
costs as a result of a signicant operational event which could put pressure with the terms of the administrative agreement with the US Environmental
on our liquidity and cash ows. Protection Agency (EPA), under which BP agreed to a set of safety and
operations, ethics and compliance and corporate governance
Safety and operational risks requirements, could result in suspension or debarment of certain
BP entities.
Process safety, personal safety, and environmental risks we are
Regulation changes in the regulatory and legislative environment could
exposed to a wide range of health, safety, security and environmental risks
increase the cost of compliance, affect our provisions and limit our access
that could result in regulatory action, legal liability, increased costs, damage
to our reputation and potentially denial of our licence to operate. to new exploration opportunities.

Technical integrity failure, natural disasters, human error and other adverse Governments that award exploration and production interests may impose
events or conditions could lead to loss of containment of hydrocarbons or specic drilling obligations, environmental, health and safety controls,
other hazardous materials, as well as res, explosions or other personal controls over the development and decommissioning of a eld and
and process safety incidents, including when drilling wells, operating possibly, nationalization, expropriation, cancellation or non-renewal of
facilities and those associated with transportation by road, sea or pipeline. contract rights. Royalties and taxes tend to be high compared with those of
other commercial activities, and in certain jurisdictions there is a degree of
There can be no certainty that our operating management system or other
uncertainty relating to tax law interpretation and changes. Governments
policies and procedures will adequately identify all process safety, personal
safety and environmental risks or that all our operating activities will be may change their scal and regulatory frameworks in response to public
conducted in conformance with these systems. See Safety on page 39. pressure on nances, resulting in increased amounts payable to them or
their agencies.
Such events, including a marine incident, or inability to provide safe
environments for our workforce and the public while at our facilities, Such factors could increase the cost of compliance, reduce our protability
premises or during transportation, could lead to injuries, loss of life or in certain jurisdictions, limit our opportunities for new access, require us to
environmental damage. We could as a result face regulatory action and divest or write-down certain assets or curtail or cease certain operations, or
legal liability, including penalties and remediation obligations, increased affect the adequacy of our provisions for pensions, tax, decommissioning,
costs and potentially denial of our licence to operate. Our activities are environmental and legal liabilities. Potential changes to pension or nancial
market regulation could also impact funding requirements of the group.

Dened on page 252. BP Annual Report and Form 20-F 2014 49


Following the Gulf of Mexico oil spill, there have been cases of additional
oversight and more stringent regulation of BP and other companies oil and
gas activities in the US and elsewhere, particularly relating to
environmental, health and safety controls and oversight of drilling
operations, which could result in increased compliance costs. In addition,
we may be subjected to a higher number of citations and level of nes
imposed in relation to any alleged breaches of safety or environmental
regulations, which could result in increased costs.
Ethical misconduct and non-compliance ethical misconduct or
breaches of applicable laws by our businesses or our employees could be
damaging to our reputation.
Incidents of ethical misconduct or non-compliance with applicable laws
and regulations, including anti-bribery and corruption and anti-fraud laws,
trade restrictions or other sanctions, or non-compliance with the
recommendations of the ethics monitor appointed under the terms of the
DoJ and EPA settlements, could damage our reputation, result in litigation,
regulatory action and penalties.
Treasury and trading activities ineffective management of treasury
and trading activities could lead to business disruption, nancial loss,
regulatory intervention or damage to our reputation.
We are subject to operational risk around our treasury and trading activities
in nancial and commodity markets, some of which are regulated. Failure
to process, manage and monitor a large number of complex transactions
across many markets and currencies while complying with all regulatory
requirements could hinder protable trading opportunities. There is a risk
that a single trader or a group of traders could act outside of our
delegations and controls, leading to regulatory intervention and resulting in
nancial loss and potentially damaging our reputation. See Financial
statements Note 27.
Reporting failure to accurately report our data could lead to regulatory
action, legal liability and reputational damage.
External reporting of nancial and non-nancial data, including reserves
estimates, relies on the integrity of systems and people. Failure to report
data accurately and in compliance with applicable standards could result in
regulatory action, legal liability and damage to our reputation. For a period
of three years after the SEC settlement in December 2012, we are unable
to rely on the US safe harbor provisions regarding forward-looking
statements, which may expose us to future litigation and liabilities in
connection with our public disclosures. See Legal proceedings on
page 228.

The Strategic report was approved by the board and signed on its behalf by David J Jackson, company secretary on 3 March 2015.

50 BP Annual Report and Form 20-F 2014


Corporate 52 Board of directors

governance 56 Executive team

58 Governance overview
58 Board diversity
59 Board and committee attendance

59 How the board works


59 Board governance in BP

Corporate governance
59 Role of the board
59 Board composition
59 Key roles and responsibilities
60 Appointment and time commitment
60 Independence and conicts of interest
60 Succession
60 Board activity
60 Risk and assurance

61 Board effectiveness
61 Induction and board learning
61 Board evaluation

62 Shareholder engagement
62 Institutional investors
62 Private investors
62 AGM
62 UK Corporate Governance Code compliance

63 International advisory board

63 Internal Control Revised Guidance for Directors (Turnbull)

64 Committee reports
64 Audit committee
68 Safety, ethics and environment assurance committee
69 Gulf of Mexico committee
71 Nomination committee
71 Chairmans committee

72 Directors remuneration report


72 Chairmans annual statement
74 Remuneration committee report
86 Non-executive directors

BP Annual Report and Form 20-F 2014 51


Board of directors
As at 3 March 2015
See BPs board governance principles related to director independence on page 239.

Carl-Henric Svanberg Bob Dudley Paul Anderson Alan Boeckmann


Chairman Group chief executive Independent non-executive director Independent non-executive director
Chair of nomination and chairmans Chair of the SEEAC; member Member of the chairmans, Gulf of
committees; attends Gulf of Mexico, of the chairmans, Gulf of Mexico Mexico and SEEAC committees;
a
SEEAC and remuneration and nomination committees attends the remuneration committee
committees

Admiral Frank Bowman Antony Burgmans Cynthia Carroll George David


Independent non-executive director Independent non-executive director Independent non-executive director Independent non-executive director
Member of the chairmans, SEEAC Chair of the remuneration committee; Member of the chairmans, SEEAC Member of the chairmans, audit,
and Gulf of Mexico committees member of the chairmans, SEEAC and nomination committees Gulf of Mexico and remuneration
and nomination committees committees

Ian Davis Professor Dame Ann Dowling Dr Brian Gilvary Brendan Nelson
Independent non-executive director Independent non-executive director Chief nancial ofcer Independent non-executive director
Chair of the Gulf of Mexico Member of the chairmans, SEEAC Chair of the audit committee;
committee; member of the and remuneration committees member of the chairmans and
chairmans, nomination and nomination committees
remuneration committees

Phuthuma Nhleko Andrew Shilston David Jackson


Independent non-executive director Senior independent non-executive Company secretary
Member of the chairmans director
and audit committees Member of the chairmans and audit
committees; attends nomination a
Safety, ethics and environment assurance
committee committee.

52 BP Annual Report and Form 20-F 2014


Carl-Henric Svanberg Bob joined Amoco Corporation in 1979,
working in a variety of engineering
served as a non-executive director of
BAE Systems PLC and on a number of
the engineering and contracting industry
which was developed not only in the
and commercial posts. Between 1994 boards in the US and Australia, and was United States but also globally. He is an
Chairman
and 1997, he worked on corporate also chief executive ofcer of Pan engineer and brings the skills of that
Tenure development in Russia. In 1997 he Energy Corp and chairman of Spectra profession to the SEEAC. Over his career
Appointed 1 September 2009 became general manager for strategy Energy. he has been involved in remuneration
for Amoco and in 1999, following the matters and will join the remuneration
Outside interests Relevant skills and experience
merger between BP and Amoco, was committee after the 2015 AGM.
Chairman of AB Volvo Paul Anderson has spent his career in
appointed to a similar role in BP.
the oil and gas industry working with
Age 62 Nationality Swedish
Between 1999 and 2000, Bob was
executive assistant to the group chief
global organizations. He brings the skills
of an experienced chairman and chief
Admiral Frank
Career
Carl-Henric Svanberg became chairman
executive, subsequently becoming executive and has played an important Bowman
group vice president for BPs role, as chairman of the SEEAC since
of the BP board on 1 January 2010. renewables and alternative energy 2012, of continuing the boards focus on Independent non-executive director
Carl-Henric spent his early career at activities. In 2002, he became group safety and on broader non-nancial
Tenure
Asea Brown Boveri and the Securitas vice president responsible for BPs issues. His experience of business in the
Appointed 8 November 2010
Group, before moving to the Assa Abloy upstream businesses in Russia, US and its regulatory environment has

Corporate governance
Group as president and chief executive the Caspian region, Angola, Algeria greatly assisted the work of the Gulf of Outside interests
ofcer. and Egypt. Mexico committee. President of Strategic Decisions, LLC
Director of Morgan Stanley
From 2003 until 31 December 2009, From 2003 to 2008, he was president Paul has continued to ensure that the
Mutual Funds
he was president and chief executive and chief executive ofcer of TNK-BP. SEEACs activities are not limited to the
Director of Naval and Nuclear
ofcer of Ericsson, also serving as the On his return to BP in 2009 he was UK by leading visits, in this year, to Baku
Technologies, LLP
chairman of Sony Ericsson Mobile appointed to the BP board and oversaw and Brazil.
Communications AB. He was a the groups activities in the Americas Age 70 Nationality American
non-executive director of Ericsson and Asia. Between 23 June and
between 2009 and 2012. He was 30 September 2010, he served as the Alan Boeckmann Career
appointed chairman and a member of president and chief executive ofcer Frank L Bowman served for more than
the board of AB Volvo on 4 April 2012. of BPs Gulf Coast Restoration Independent non-executive director
38 years in the US Navy, rising to the
Organization in the US. He was Tenure rank of Admiral. He commanded the
He is a member of the External Advisory appointed a director of Rosneft in
Board of the Earth Institute at Columbia Appointed 24 July 2014 nuclear submarine USS City of Corpus
2013 following BPs acquisition of a Christi and the submarine tender USS
University and a member of the stake in Rosneft. Outside interests
Advisory Board of Harvard Kennedy Holland. After promotion to ag ofcer,
Non-executive director of Sempra
School. He is also the recipient of the Relevant skills and experience he served on the joint staff as director of
Energy and Archer Daniels Midland
King of Swedens medal for his Bob Dudley has spent his entire career political-military affairs and as the chief
Board member and trustee of
contribution to Swedish industry. in the oil and gas industry. He has held of naval personnel. He then served over
Eisenhower Medical Center in Rancho
senior management roles in Amoco and eight years as director of the Naval
Relevant skills and experience Mirage, California Nuclear Propulsion Program where he
BP and has signicant experience as the
Carl-Henric Svanberg has, throughout chief executive ofcer of TNK-BP. Age 66 Nationality American was responsible for the operations of
his career, been involved with more than one hundred reactors aboard
businesses with a global reach. He has Over the four years that he has been the US navys aircraft carriers and
group chief executive, Bob has used Career
done this as both a chairman and a chief submarines. He holds two masters
these skills in leading BPs recovery. He Alan Boeckmann retired as non-
executive ofcer. His experience is very degrees in engineering from the
initiated the 10-point plan, the main executive chairman of Fluor Corporation
broad which has assisted him in leading Massachusetts Institute of Technology.
2014 tasks of which have been in February 2012, ending a 35-year
the board in the development of the
completed. He has changed the way in career with the company. Between After his retirement as an Admiral in
groups strategy. He is focused on the
which the group operates and focused 2002 and 2011, he held the post of 2004, he was president and chief
development of the board as the
its delivery on value not volume. He has chairman and chief executive ofcer, executive ofcer of the Nuclear Energy
long-term stewards of the company and
reshaped the group through non-core and was president and chief operating Institute until 2008. He served on the
ensuring the right combination of skills
asset divestment and has achieved a ofcer from 2001 to 2002. His tenure BP Independent Safety Review Panel
and diversity on the board to deliver that
clear direction through a set of with the company included and was a member of the BP America
task.
consistent values. responsibility for global operations. External Advisory Council. He was
Carl-Henric Svanbergs performance appointed Honorary Knight Commander
Bob Dudleys performance has been As chairman and chief executive ofcer,
has been evaluated by the chairmans of the British Empire in 2005. He was
considered and evaluated by the he refocused the company on
committee, led by Andrew Shilston. elected to the US National Academy of
chairmans committee. engineering, procurement, construction
and maintenance services. Engineering in 2009.

Bob Dudley After graduating from the University Frank is a member of the CNA military
Paul Anderson of Arizona with a degree in electrical advisory board and has participated in
Group chief executive engineering, he joined Fluor in 1974 as studies of climate change and its impact
Independent non-executive director an engineer and worked in a variety of on national security. Additionally he was
Tenure co-chair of a National Academies study
Appointed to the board 6 April 2009 Tenure domestic and international locations,
including South Africa and Venezuela. investigating the implication of climate
Appointed 1 February 2010
Outside interests change for naval forces.
Non-executive director of Rosneft Outside interests Alan was previously a non-executive
director of BHP Billiton and the Relevant skills and experience
Member of Tsinghua Management No external appointments
Burlington Santa Fe Corporation, and Frank Bowman has a deep knowledge
University Advisory Board, Age 69 Nationality American of engineering coupled with exceptional
Beijing, China has served on the boards of the
American Petroleum Institute, the experience in safety issues arising from
Member of BritishAmerican Business his time with the US Navy and, later, the
Career National Petroleum Council and the
International Advisory Board Nuclear Energy Institute. When coupled
Paul Anderson was formerly chief advisory board of Southern Methodist
Member of UAE/UK CEO Forum with his work on the BP Independent
executive at BHP Billiton and at Duke Universitys Cox School of Business.
Member of the Emirates Foundation Safety Review Panel, Admiral Bowman
Energy, where he also served as
Board of Trustees He led the formation of the World has direct experience of BPs safety
chairman of the board. Having previously
Age 59 Nationality American been chief executive ofcer and Economic Forums Partnering Against goals. In addition, the other roles in his
managing director of BHP Limited and Corruption initiative in 2004. career give him a broader perspective of
Career then BHP Billiton Limited and BHP Relevant skills and experience systems and of people. He continues to
Bob Dudley became group chief Billiton Plc, he rejoined these latter two Alan Boeckmann was asked to join the make important contributions to the
executive on 1 October 2010. boards in 2006 as a non-executive board because of his deep experience as work of the SEEAC and the Gulf of
director, retiring on 31 January 2010. He a chairman and chief executive ofcer in Mexico committee.

BP Annual Report and Form 20-F 2014 53


Antony Burgmans extractive industries. This has required
deep strategic and operational
Ian Davis Turbomachinery in the Department of
Engineering in 2002. She was appointed
involvement. In leading these the UK lead of the Silent Aircraft
Independent non-executive director Independent non-executive director
businesses a high level of interaction Initiative in 2003, a collaboration
Tenure with governments, the media, special Tenure between researchers at Cambridge and
Appointed 5 February 2004 interest groups and other stakeholders Appointed 2 April 2010 MIT. She was head of the Department
has been needed. of Engineering at the University of
Outside interests Outside interests
Cambridge from 2009 to 2014. She was
Member of the supervisory board of Cynthia began her career as a petroleum Chairman of Rolls-Royce Holdings plc
appointed director of the University Gas
SHV Holdings N.V. geologist with Amoco Production Non-executive member of the UKs
Turbine Partnership with Rolls-Royce in
Chairman of the supervisory board of company in Denver, Colorado, after Cabinet Ofce
2001, and chairman in 2009.
TNT Express completing a masters degree in geology. Non-executive director of Johnson &
Chairman of Akzo Nobel N.V. In 1989, she joined Alcan (Aluminum Johnson, Inc. Between 2003 and 2008 she chaired
Company of Canada) and ran a Senior adviser to Apax Partners LLP the Rolls-Royce Propulsion and Power
Age 68 Nationality Dutch
packaging company, led a global bauxite, Advisory Board. She chaired the Royal
Age 63 Nationality British
alumina and speciality chemicals Society/Royal Academy of Engineering
Career business and later was president and study on nanotechnology. She is a
Antony Burgmans joined Unilever in chief executive ofcer of the Primary Career Fellow of the Royal Society and the
1972, holding a succession of marketing Metal Group, responsible for operations Ian Davis spent his early career at Royal Academy of Engineering and is a
and sales posts including the in more than 20 countries. In 2007, she Bowater, moving to McKinsey & foreign associate of the US National
chairmanship of PT Unilever Indonesia became the chief executive of Anglo Company in 1979. He was managing Academy of Engineering and of the
from 1988 until 1991. American plc, the global mining group, partner of McKinseys practice in the UK French Academy of Sciences.
operating in 45 countries with 150,000 and Ireland from 1996 to 2003. In 2003,
In 1991, he joined the board of Unilever, She was elected President of the
employees, and was chairman of Anglo he was appointed as chairman and
becoming business group president, ice Royal Academy of Engineering in
Platinum Limited and of De Beers s.a. worldwide managing director of
cream and frozen foods Europe in 1994, September 2014.
She stepped down from these roles in McKinsey, serving in this capacity until
and chairman of Unilevers Europe
April 2013. 2009. During his career with McKinsey, Relevant skills and experience
committee co-ordinating its European
he served as a consultant to a range of Dame Ann has a strong engineering
activities. In 1998, he became vice Relevant skills and experience global organizations across the private, background, not only in the academic
chairman of Unilever NV and in 1999, Cynthia Carroll is an experienced former public and not-for-prot sectors. He world but also in its practical application
chairman of Unilever NV and vice chief executive who has spent all of her retired as senior partner in July 2010. in business. She has led the department
chairman of Unilever PLC. In 2005, he career in the extractive industries,
became non-executive chairman of Relevant skills and experience of engineering at Cambridge which
having trained as a petroleum geologist.
Unilever NV and Unilever PLC until his Ian Davis brings the skills of a managing is one of the leading centres for
Cynthia has been a leader in working to
retirement in 2007. During his career director and signicant nancial and engineering research worldwide.
enhance safety in the mining industry.
he has lived and worked in London, strategic experience to the board. He This has been recognized by her
She has also made a strong contribution
Hamburg, Jakarta, Stockholm and has worked with and advised global appointment as President of the Royal
to the work of the SEEAC and notably
Rotterdam. organizations and companies in the Academy of Engineering. She chairs the
to the nomination committee.
oil and gas industry. His work in the BP technology advisory council which
Relevant skills and experience
public sector and with the Cabinet Ofce aims to provide challenge and direction
Antony Burgmans is an experienced
chairman and chief executive who has George David gives him a unique perspective on to the work in the eld of technology
government affairs. throughout the group. Dame Ann is a
served on the BP board for over 11
Independent non-executive director member of the SEEAC and, having
years. He spent his executive career at He has chaired the Gulf of Mexico
joined the remuneration committee in
Unilever where he developed skills in Tenure committee since its formation and has
2012, will take its chair when Antony
production, distribution and marketing. Appointed 11 February 2008 led the boards oversight of the response
Burgmans stands down during 2015.
His experience of consumer facing in the Gulf and guided the boards
business has meant that he has been Outside interests consideration of the various legal issues
Vice-chairman of the Peterson Institute
able to provide the board with deep
insight in the elds of reputation, brand, for International Economics
which continue to arise following the
Deepwater Horizon accident. He has
Dr Brian Gilvary
culture and values. He was asked to Age 72 Nationality American been an active member of the Chief nancial ofcer
remain on the board until 2016 in the remuneration committee.
light of rapid board turnover in 2010 and Tenure
Career
2011. Antony remains fully independent. Appointed to the board 1 January 2012
Antony has now led the remuneration
George David began his career in The
Boston Consulting Group before joining
Professor Dame Ann Outside interests
committee for ve years and has the Otis Elevator Company in 1975. He Dowling Visiting professor at Manchester
detailed and regular dialogue with held various roles in Otis and later in University
shareholders on remuneration matters. United Technologies Corporation (UTC), Independent non-executive director External advisor to director general
He will hand the chair of the following Otiss merger with UTC in (spending and nance), HM
1976. In 1992 he became UTCs chief Tenure
remuneration committee to Professor Treasury Financial Management
operating ofcer and served as its chief Appointed 3 February 2012
Dame Ann Dowling in 2015, and, having Review Board
previously led the evaluation of the executive ofcer from 1994 until 2008 Outside interests
and as chairman from 1997 until his Age 53 Nationality British
chairman, he handed this task to Professor of Mechanical Engineering
Andrew Shilston this year in anticipation retirement in 2009. at the University of Cambridge
of standing down at the 2016 AGM. President of the Royal Academy Career
Relevant skills and experience Dr Brian Gilvary was appointed chief
George David has substantial business of Engineering
Member of the Prime Ministers Council nancial ofcer on 1 January 2012.
Cynthia Carroll and nancial experience through his
long career with UTC, a business with for Science and Technology He joined BP in 1986 after obtaining a
signicant reliance on safety and Non-executive member of the board of PhD in mathematics from the University
Independent non-executive director the Department for Business, of Manchester. Following a variety of
technology. His time as a chairman and
Tenure a chief executive ofcer has been Innovation & Skills (BIS) roles in the upstream, downstream and
Appointed 6 June 2007 valuable in enabling him to engage in the Age 62 Nationality British trading in Europe and the United States,
complexities of global business. He has he became the Downstreams chief
Outside interests nancial ofcer and commercial director
previously chaired BPs technology Career
Non-executive director of Hitachi Ltd. from 2002 to 2005. From 2005 until
advisory council and has brought Dame Ann Dowling was appointed a
Age 58 Nationality American insights from that task to the board. 2009 he was chief executive of the
Professor of Mechanical Engineering
integrated supply and trading function,
He is an important member of the audit, in the Department of Engineering at
Career BPs commodity trading arm. In 2010
remuneration and Gulf of Mexico the University of Cambridge in 1993.
Cynthia Carroll has led multiple large he was appointed deputy group chief
committees, bringing a strong US and She became Head of the Division of
complex global businesses in the nancial ofcer with responsibility for
global perspective to their deliberations. Energy, Fluid Mechanics and
the nance function.

54 BP Annual Report and Form 20-F 2014


He was a director of TNK-BP over two
periods, from 2003 to 2005 and from
Phuthuma Nhleko After the sale of Enterprise Oil to Shell
in 2002, in 2003 he became nance
2010 until the sale of the business and director of Rolls-Royce plc until his
Independent non-executive director
acquisition of Rosneft equity in 2013. retirement on 31 December 2011.
Tenure
Relevant skills and experience He has served as a non-executive
Appointed 1 February 2011
Dr Brian Gilvary has spent his entire director on the board of Cairn Energy plc
career at BP. He has a strong knowledge Outside interests where he chaired the audit committee.
of nance and trading and a deep Non-executive director of Anglo
Relevant skills and experience
understanding of BPs assets and American plc
Andrew Shilston has had a long career
businesses. Having worked in both Non-executive director and chairman of
in nance in the oil and gas industry and
Upstream and Downstream, he also has MTN Group Ltd
more generally. His knowledge and
very broad experience of the business as Chairman of the Pembani Group
experience as a chief nancial ofcer,
a whole.
Age 54 Nationality South African rstly in Enterprise Oil and then
Brian has consistently worked to further Rolls-Royce, makes him well suited to
strengthen the nance function and has Career be a member of BPs audit committee.
continued to develop the companys Phuthuma Nhleko began his career as a This is complemented by his experience

Corporate governance
engagement with shareholders. civil engineer in the US and as a project as the chair of the audit committee at
manager for infrastructure Cairn Energy.
Brian Gilvarys performance has been
evaluated by the group chief executive developments in southern Africa. Andrew has very broad experience of
and considered by the chairmans Following this, he became a senior the oil and gas industry which has
committee. executive of the Standard Corporate and assisted the board in its work in
Merchant Bank in South Africa. He later overseeing the groups strategy and
held a succession of directorships in particular the evaluation of capital
Brendan Nelson before joining MTN Group, a pan-African projects.
and Middle Eastern telephony group
Independent non-executive director represented in 21 countries, as group As senior independent director he
president and chief executive ofcer in has contributed to the work of the
Tenure 2002. During his tenure at the MTN nomination committee. He has also
Appointed 8 November 2010 Group he led a number of substantial overseen the evaluation of the chairman
Outside interests mergers and acquisitions transactions. in 2014 and will lead the external
Non-executive director and chairman of evaluation of the board in 2015.
He stepped down as group chief
the group audit committee of executive of MTN Group at the end of
The Royal Bank of Scotland Group plc
Member of the Financial Reporting
March 2011 and became chairman. David Jackson
He was formerly a director of a number
Council Monitoring Committee of listed South African companies, Company secretary
Age 65 Nationality British including Johnnic Holdings (formerly a
subsidiary of the Anglo American group Tenure
of companies), Nedbank Group, Bidvest Appointed 2003
Career
Brendan Nelson is a chartered Group and Alexander Forbes.
David Jackson, a solicitor, is a director of
accountant. He was made a partner of Relevant skills and experience BP Pension Trustees Limited.
KPMG in 1984 and served as a member Phuthuma Nhlekos background in
of the UK board of KPMG from 2000 to engineering and his broad experience
2006, subsequently being appointed as a chief executive of a multinational
vice chairman until his retirement in company enables him to make a broad
2010. At KPMG International he held contribution to the board. This is
a number of senior positions including particularly so in the areas of emerging
global chairman, banking and global market economies and the evolution of
chairman, nancial services. the groups strategy. His nancial and
He served for six years as a member of commercial experience is also very
the Financial Services Practitioner Panel relevant to his work on the audit
and in 2013 was the president of the committee.
Institute of Chartered Accountants
of Scotland.
Andrew Shilston
Relevant skills and experience
Brendan Nelson has had a long career in Senior independent non-executive
nance and auditing, particularly in the director
areas of nancial services and trading.
Tenure
During his career he has also had
Appointed 1 January 2012
management experience at a very
senior level. He is well qualied to chair Outside interests
the audit committee and to act as its Non-executive director of Circle
nancial expert. As chair of the audit Holdings plc
committee he has focused particularly Chairman of the Morgan Advanced
on the oversight of the groups trading Materials plc
operations.
Age 59 Nationality British
All of this is complemented by his
broader business experience and his Career
role as the chair of the audit committee Andrew Shilston trained as a chartered
of a major bank. accountant before joining BP as a
management accountant. He
subsequently joined Abbott Laboratories
before moving to Enterprise Oil plc in
1984 at the time of otation. In 1989 he
became treasurer of Enterprise Oil and
was appointed nance director in 1993.

The ages of the board are correct


as at 3 March 2015.

BP Annual Report and Form 20-F 2014 55


Executive team Trinidad, including chief operating ofcer
for Atlantic LNG, and vice president of
operations. Bob has also served in a
As at 3 March 2015 variety of engineering and management
positions in onshore US and deepwater
Career Gulf of Mexico.
Tufan Erginbilgic was appointed chief
executive, Downstream on
1 October 2014.
Prior to this, Tufan was the chief
operating ofcer of the fuels business,
accountable for BPs fuels value chains
worldwide, the global fuels businesses
and the rening, sales and commercial
Katrina Landis
optimization functions for fuels. Tufan
Current position
joined Mobil in 1990 and BP in 1997 and
Executive vice president, corporate
has held a wide variety of roles in
business activities
Rupert Bondy rening and marketing in Turkey, various
European countries and the UK. In 2004 Executive team tenure
Current position
he became head of the European fuels
business. Tufan took up leadership of
Andy Hopwood Appointed 1 May 2013
Group general counsel Outside interests
BPs lubricant business in 2006 before
Current position Independent director of Alstom SA
Executive team tenure moving to head the group chief
Chief operating ofcer, strategy and Founding member of Alstoms Ethics,
Appointed 1 May 2008 executives ofce. In 2009 he became
regions, Upstream Compliance and Sustainability
chief operating ofcer for the eastern
Outside interests Committee
hemisphere fuels value chains and Executive team tenure
Non-executive director, Indivior PLC Member of Earth Day Networks
lubricants businesses. Appointed 1 November 2010
Global Advisory Committee
Age 53 Nationality British
Outside interests Ambassador to the U.S. Department of
President TOC-Rocky Mountains Inc. Energys U.S. Clean Energy
Career Vice president BP Corporation North Education & Empowerment program
Rupert Bondy is responsible for legal America Inc.
and compliance matters across the BP Age 55 Nationality American
group. Age 57 Nationality British
Career
Rupert began his career as a lawyer in
Career Katrina Landis is responsible for BPs
private practice. In 1989 he joined US
Andy Hopwood is responsible for BPs integrated supply and trading activities,
law rm Morrison & Foerster, working in
upstream strategy, portfolio, and renewable energy activities, shipping,
San Francisco and London, and from
leadership of its global regional technology and remediation
1994 he worked for UK law rm Lovells
presidents. management.
in London. In 1995 he joined SmithKline
Beecham as senior counsel for mergers Andy joined BP in 1980, spending his Katrina began her career with BP in
and acquisitions and other corporate Bob Fryar rst 10 years in operations in the North
Sea, Wytch Farm, and Indonesia. In
1992 in Anchorage, Alaska and held a
matters. He subsequently held positions variety of senior roles. She was chief
of increasing responsibility and, Current position 1989 Andy joined the corporate planning executive ofcer of BPs integrated
following the merger of SmithKline Executive vice president, safety and team formulating BPs upstream supply and trading Oil Americas from
Beecham and GlaxoWellcome to form operational risk strategy, and subsequent portfolio 2003 to 2006, group vice president of
GlaxoSmithKline, was appointed senior rationalization. Andy held commercial BPs integrated supply and trading from
vice president and general counsel of Executive team tenure leadership positions in Mexico and 2007 to 2008 and chief operating ofcer
GlaxoSmithKline in 2001. Appointed 1 October 2010 Venezuela, before becoming the of BP Alternative Energy from 2008 to
Outside interests Upstreams planning manager. Following 2009. She was then appointed chief
In April 2008 he joined the BP group,
No external appointments the BP-Amoco merger, Andy spent time executive ofcer of BP Alternative
and he became the group general
leading BPs businesses in Azerbaijan, Energy in 2009. In May 2013, she
counsel in May 2008. Age 51 Nationality American Trinidad & Tobago, and onshore North became executive vice president,
America. In 2009, he joined the corporate business activities. Since
Career Upstream executive team as head of mid-2010 she has served as an
Bob Fryar is responsible for portfolio and technology and in 2010 independent director of Alstom SA, a
strengthening safety, operational risk was appointed executive vice president, world leader in transport infrastructure,
management and the systematic exploration and production. power generation, and transmission,
management of operations across the and is a founding member of Alstoms
BP group. He is group head of safety ethics, compliance and sustainability
and operational risk, with accountability committee.
for group-level disciplines including
engineering, health, safety, security, and
the environment. In this capacity, he
looks after the group-wide operating
management system implementation
Tufan Erginbilgic and capability programmes.
Bob has 29 years experience in the oil
Current position and gas industry, having joined Amoco
Chief executive, Downstream Production Company in 1985. Between
2010 and 2013, Bob was executive vice
Executive team tenure
president of the production division and
Appointed 1 October 2014
was accountable for safe and compliant
Outside interests exploration and production operations
Independent non-executive director and stewardship of resources across all
of GKN plc. regions. Prior to this, Bob was chief
executive of BP Angola and also held
Age 55 Nationality British and Turkish
several management positions in

56 BP Annual Report and Form 20-F 2014


Career businesses in 2002. In November 2003
Lamar McKay is responsible for the he was appointed chief executive ofcer
Upstream segment which consists of of Air BP international. In June 2006 he
exploration, development and was appointed head of the group chief
production. executives ofce. He was appointed
group vice president and group treasurer
Lamar started his career in 1980 with
in 2007. During this period, he was also
Amoco and held a range of technical and
chairman of BP Investment
leadership roles.
Management Ltd and was accountable
During 1998 to 2000, he worked on the for the groups aluminium interests.
BP-Amoco merger and served as head
of strategy and planning for the
exploration and production business. In
Bernard Looney 2000 he became business unit leader
for the central North Sea. In 2001 he
Current position became chief of staff for exploration and
Chief operating ofcer, production production, and subsequently for BPs

Corporate governance
deputy group chief executive. Lamar
Executive team tenure
became group vice president, Russia
Appointed 1 November 2010
and Kazakhstan in 2003. He served as a
Outside interests member of the board of directors of
Member of the Stanford University TNK-BP between February 2004 and
Graduate School of Business May 2007. In 2007 he was appointed
Advisory Council executive vice president, BP America.
Fellow of the Energy Institute In 2008 he became executive vice Helmut Schuster
president, special projects where he
Age 44 Nationality Irish Current position
led BPs efforts to restructure the
governance framework for TNK-BP. In Executive vice president, group human
Career 2009 Lamar was appointed chairman resources director
Bernard Looney is responsible for BPs and president of BP America, serving
operated production, with specic Executive team tenure
as BPs chief representative in the US. Appointed 1 March 2011
accountability for drilling, operations, In January 2013, he became chief
engineering, procurement and supply executive, Upstream. Outside interests
chain management, and health, safety Non-executive director of Ivoclar
and environment in the Upstream. Vivadent AG
Bernard joined BP in 1991 as a drilling Age 54 Nationality Austrian
engineer, working in the North Sea,
Vietnam and the Gulf of Mexico. In 2001 Career
Bernard took responsibility for drilling Helmut Schuster became group human
operations on Thunder Horse in the resources director in March 2011. In this
deepwater Gulf of Mexico. In 2005 he role he is accountable for the BP human
became senior vice president for BP resources function.
Alaska, before moving in 2007 to be
head of the group chief executives Helmut began his career working for
ofce. In 2009 he became the managing Henkel in a marketing capacity. Since
director of BPs North Sea business in joining BP in 1989 Helmut has held a
the UK and Norway. At the same time, number of major leadership roles within
Bernard became a member of the Oil & Dev Sanyal the organization. He has worked in BP
Gas UK Board the North Sea oil and ofces in the US, the UK and continental
gas trade association. He became Current position Europe and within most parts of
co-chair in mid-2010. Bernard became Executive vice president, strategy and rening, marketing, trading and gas and
executive vice president, developments, regions power. Before taking on his current role,
in October 2010 and took up his current Executive team tenure his responsibilities as a vice president,
role in February 2013. Appointed 1 January 2012 human resources included the rening
and marketing segment of BP, and
Outside interests corporate and functions. That role saw
Independent non-executive director, him leading the people agenda for
Man Group plc. roughly 60,000 people across the globe
Member, Accenture Global Energy that includes businesses such as
Board petrochemicals, fuels value chains,
Member, Board of Advisors of the lubricants and functional experts across
Fletcher School of Law and the group.
Diplomacy
Age 49 Nationality British and Indian

Career
Dev Sanyal is responsible for Europe,
Lamar McKay Asia, strategy and long-term planning,
risk management, government and
political affairs, policy and group The executive team represents the
Current position
integration and governance. principal executive leadership of the
Chief executive, Upstream
Dev joined BP in 1989 and has held a BP group. Its members include
Executive team tenure
variety of international roles in London, BPs executive directors (Bob
Appointed 16 June 2008
Athens, Istanbul, Vienna and Dubai. He Dudley and Dr Brian Gilvary whose
Outside interests was appointed chief executive, BP biographies appear on pages 52-55)
Member of Mississippi State University eastern Mediterranean fuels in 1999. and the senior management listed
Deans Advisory Council He moved to London as chief of staff
left.
of BPs worldwide downstream
Age 56 Nationality American
The ages of the executive team are
correct as at 3 March 2015.

BP Annual Report and Form 20-F 2014 57


Governance overview
The nomination committee has continued to assess the mix of the skills
and experience on the board, in particular for the future, and in line with our
aspiration for diversity. Your board has a diverse membership and we
continue to work to increase its diversity. As I have previously commented,
while candidates can be identied, it is often the case that the timing of
appointments is dependent on those candidates becoming free from
current commitments. You should expect us to make progress in the
current year.
Finally, we have again this year, considered whether all our narrative
reporting is fair, balanced and understandable. We have applied the
process adopted last year and concluded that this report meets that test.
I believe that the system of governance used by the board has assisted it
to meet the challenges of past years and will do so in the future.

Carl-Henric Svanberg
I believe that the system of governance Chairman

used by the board has assisted it to meet


the challenges of past years and will do so in
the future.
Board diversity
BP recognizes the importance of diversity, including gender diversity, at the
board and all levels of the group. BP is committed to increasing diversity
Introduction from the chairman across its operations and has in place a wide range of activities to support
2014 was another active year for the board as we continued to work with the development and promotion of talented individuals, regardless of
Bob Dudley and his team in reshaping the way that BP operates. gender and ethnic background.
Once again, I have been impressed by the time and commitment given by The board operates a policy which aims to promote diversity in its
my board colleagues. We have built on the progress made in 2013 in composition. Under this policy, director appointments are evaluated against
developing how the board works in supporting and challenging executive the existing balance of skills, knowledge and experience on the board, with
management. We have had the benet of being a settled group for several directors asked to be mindful of diversity, inclusiveness and meritocracy
years now and I believe that this allows us to spend our time wisely. Later considerations when examining nominations to the board.
in this report there is a breakdown of our activities. I would, however, like Implementation of this policy is monitored through agreed metrics. During
to highlight several areas. its annual evaluation, the board considered diversity as part of the review of
The 10-point plan set the direction of travel for the group through to 2014. its performance and effectiveness.
We worked through the year with executive management to determine our The board is supportive of the recommendations contained in Lord Davies
strategic direction for 2015 and beyond. To do this, we regularly reected report Women on Boards for female board representation and has an
on the impact of economics and geopolitics both in the world and the aspiration to increase this to 25% by the end of 2015. At the end of 2014
markets in which we operate. there were two female directors on the board. The nomination committee
This has particularly been the case as the oil price fell during the last is actively considering diverse candidates as part of its wider search for
quarter of the year and action was needed to reset the business to a board candidates and it is anticipated that an appointment is likely to be
lower-price environment. made in 2015.
During the year, we reviewed and enhanced the regular information which
comes to the board. This is in response to feedback from directors which
came from our 2013 board evaluation.
We also considered, in some depth, the manner in which the remuneration Board diversity as at 31 December 2014
committee operates. We have adopted a revised set of tasks for the 1
Gender
committee which reect the need to balance development and
1. Female directors 14%
implementation of the remuneration policy for the directors while 2
2. Male directors 86%
overseeing the approach to reward for executives below the board.
BP, with input from board members, has revised its code of conduct with
the aim of simplifying and clarifying its requirements without weakening
their effect. As a board, we are committed to BPs values and the code,
and have received training on its application.
In 2014 the UK Corporate Governance Code was revised. We have taken
this into account at the board and in the committees whose work it Geographic background
4 1
impacts. There is particular focus on how risk is governed and managed.
1. UK 36%
As a result there is much for us to consider here and we will be reviewing
3 2. US 43%
our systems ahead of its implementation in 2015.
3. Europe excluding UK 14%
4. Rest of world 7%

58 BP Annual Report and Form 20-F 2014


Board and committee attendance in 2014
Remuneration Gulf of Mexico Nomination Chairmans
Board Audit committee SEEAC committee committee committee committee
A B A* B A* B A B A B A B A B
Non-executive
directors
Carl-Henric Svanberg 10 10 6c 6 5c 5
Paul Anderson1 10 10 7 c
7 11 10 6 6 5 5
Alan Boeckmann 4 4 2 2 5 5 2 2
Frank Bowman 10 10 7 7 11 11 5 5
Antony Burgmans2 10 7 7 7 5c 5 6 6 5 4
Cynthia Carroll3 10 9 7 7 6 6 5 5
George David4 10 10 13 12 5 5 11 11 5 5
Ian Davis 10 10 5 5 11c 11 6 6 5 5

Corporate governance
Ann Dowling 10 10 7 7 5 5 5 5
Brendan Nelson 10 10 13c 13 6 6 5 5
Phuthuma Nhleko5 10 10 13 12 5 5
Andrew Shilston6 10 9 13 12 5 5
Executive directors
Bob Dudley 10 9
Iain Conn 9 9
Brian Gilvary 10 10
A = Total number of meetings the director was eligible to attend.
B = Total number of meetings the director did attend.
C
Committee chairman.
* Includes a joint audit committee-SEEAC meeting to review BPs system of internal control and risk management.

1
Paul Anderson attended all scheduled Gulf of Mexico committee meetings in 2014; however he was unable to attend the meeting on 15 September that was called at short notice due to long-standing
travel arrangements.
2
Antony Burgmans was unable to attend the board teleconference scheduled at short notice on 5 September due to a prior commitment. He was unable to attend the telephone board meeting on 27
October 2014 for health reasons and the board and chairmans committee meeting on 4 December 2014 due to a conict with other board meetings on the same day.
3
Cynthia Carroll was unable to attend the telephone board meeting on 27 October 2014 due to a conicting board meeting.
4
George David was unable to attend the telephone audit committee meeting on 26 February 2014 due to a clash with travel arrangements.
5
Phuthuma Nhleko was unable to attend the telephone audit committee on 24 April due to a clash with the AGM of another company.
6
Andrew Shilston attended all scheduled board and audit committee meetings in 2014; however he was unable to attend the board and audit teleconferences scheduled at short notice on
5 September 2014 due to a prior overseas commitment.

How the board works Key roles and responsibilities


The chairman
Board governance in BP Carl-Henric Svanberg
The board operates within a system of governance that is set out in the BP t Provides leadership of the board.
board governance principles. These principles dene the role of the board, t Acts as main point of contact between the board and management.
its processes and its relationship with executive management. t Speaks on board matters to shareholders and other parties.
This system is reected in the governance of the groups subsidiaries. t Ensures that systems are in place to provide directors with accurate,
See bp.com/governance for the board governance principles. timely and clear information to enable the board to operate effectively.
t Is responsible for the integrity and effectiveness of the BP boards
Role of the board system of governance.
The board is responsible for the overall conduct of the groups business
and the directors have duties under both UK company law and BPs articles The group chief executive
of association. Bob Dudley
The primary tasks of the board include: t Is responsible for day-to-day management of the group.
t Chairs the executive team (ET), the membership of which is set out
Active consideration and direction of long-term strategy and on pages 56-57.
approval of the annual plan.
Monitoring of BPs performance against the strategy and plan. The senior independent director
Andrew Shilston
Obtaining assurance that the principal risks and uncertainties to
BP are identied and that systems of risk management and t Is available to shareholders if they have concerns that cannot be
control are in place to mitigate such risk. addressed through normal channels.
Board and executive management succession.
During 2014 Antony Burgmans, BPs longest serving non-executive
director, has acted as an internal sounding board for the chairman and
The board seeks to set the tone from the top for BP by working with
served as an intermediary for the other directors with the chairman when
management to agree the company values and considering specic issues
necessary. He has also led the chairmans evaluation. From the 2015 AGM,
including health, safety, the environment and reputation.
Andrew Shilston will assume these tasks as part of his role as senior
Board composition independent director.
On 1 January 2015 the board had 14 directors the chairman, two Neither the chairman nor the senior independent director is employed as
executive directors and 11 independent, non-executive directors (NEDs). an executive of the group.

BP Annual Report and Form 20-F 2014 59


Appointment and time commitment Board activity
The chairman and NEDs have letters of appointment; there is no term limit The boards activities are structured to enable the directors to full their
on a directors service as BP proposes all directors for annual re-election by role, in particular with respect to strategy, monitoring, assurance and
shareholders (a practice followed since 2004). succession. At every meeting, the board receives reports from the chair of
each committee that has met since the last meeting. The main areas of
While the chairmans appointment letter sets out the time commitment
focus by the board during 2014 are shown below.
expected of him, letters of appointment for NEDs do not set a xed time
commitment. It is anticipated that the time required of directors may Board activities
uctuate depending on demands of BP business and other events. It is
tBP Energy Outlook 2035. t'VFMTWBMVFDIBJO
expected that directors will allocate sufcient time to BP to perform their
t+PJOUNFFUJOHXJUI*"# t0SHBOJ[BUJPOBMDBQBCJMJUZ
duties effectively and that they will make themselves available for all Strategy
on geopolitical issues. t&DPOPNJDBOE
regular and ad-hoc meetings.
t-POHUFSNUFDIOPMPHZ competitor outlook.
Executive directors are permitted to take up one external board view.
appointment, subject to the agreement of the chairman. Fees received for
an external appointment may be retained by the executive director and are t$IJFGFYFDVUJWFTSFQPSU t3FMBUJPOTIJQTXJUI
reported in the annual report on remuneration (see page 72). t6QTUSFBNQSPKFDUTSFWJFX strategic contractors.
Performance t&GGFDUJWFOFTTPG t3FWJFXPGBDUJWJUJFT
Independence and conicts of interest investment review. in Azerbaijan, Caspian
NEDs are expected to be independent in character and judgement and free t3PTOFGU and Turkey.
from any business or other relationship which could materially interfere
with the exercise of that judgement. It is the view of the board that all t(SPVQSJTLQSPDFTT t*EFOUJmDBUJPOBOE
non-executive directors, with the exception of the chairman, are tGeopolitical risk. allocation of risks to the
Risk
independent. See page 239 for a description of BPs board governance t%FMJWFSZPGUIFQPJOU board and committees
principles relating to director independence. plan. for 2015.
Antony Burgmans joined the board in February 2004 and by the 2015 AGM t(SPVQmOBODJBMPVUMPPL tQMBO
will have served 11 years as a director. In 2012, the board asked him to t2VBSUFSMZBOEGVMM-year t4IBSFIPMEFSEJTUSJCVUJPOT
remain as a director until the 2016 AGM. The board continues to consider Finance and
results.
that his experience as the longest serving board member provides valuable planning
tAnnual Report and Form
insight, knowledge and continuity, that he continues to meet its criteria for 20-F 2013 and 2014.
independence and will keep this under review.
The board is satised that there is no compromise to the independence of, t&NQMPZFFGFFECBDL t*OWFTUPSBVEJU
and nothing to give rise to conicts of interest for, those directors who Reputation survey. t0UIFSJOWFTUPSGFFECBDL
serve together as directors on the boards of outside entities or who hold t#1CSBOEBOEHMPCBM
other external appointments. The nomination committee keeps the other reputation.
interests of the NEDs under review to ensure that the effectiveness of the
board is not compromised. t#PBSEFWBMVBUJPO t7JTJUTUP"[FSCBJKBOBOE
Board t$PEFPGDPOEVDUBOE the Whiting renery.
Succession development BP values. t"(.GFFECBDL
Alan Boeckmann joined the board in July 2014 as a non-executive director.
He is a member of the Gulf of Mexico and the safety, ethics and
environment assurance committees and attends the remuneration Risk and assurance
committee.
During the year the board, either directly or through its committees,
Iain Conn, chief executive of BPs Downstream segment, retired from the regularly reviewed the processes whereby risks are identied, evaluated
board on 31 December 2014. and managed. The effectiveness of the groups system of internal control
At BPs AGM in 2015, George David will retire from the board following and risk management was also assessed (see Internal Control Revised
seven years service as a non-executive director. Guidance for Directors (Turnbull) on page 63).
Professor Dame Ann Dowling will take the chair of the remuneration The annual plan, group risk reviews and strategy are central to BPs risk
committee when Antony Burgmans stands down in 2015. management programme. They provide a framework by which the board
can consider principal risks, manage the groups overall risk exposure and
Andrew Shilston and Alan Boeckmann will join the remuneration underpin the delegation and assurance model for the board in its oversight
committee after the 2015 annual general meeting. of executive management and other activities. The board and its
committees (principally the audit, SEEAC and Gulf of Mexico committees)
monitored the group risks which were allocated following the boards
review of the annual plan at the end of 2013.
Those group risks reviewed by the board during 2014 included risks
associated with the delivery of BPs 10-point plan and geopolitical risk
associated with BPs operations around the world. The board considered at
the half year whether any changes were required to the allocation of group
risks and conrmed the schedule for oversight of these risks. The boards
monitoring committees (the audit, SEEAC and Gulf of Mexico committees)
were also allocated a number of group risks for review over the year. These
are outlined in the reports of the committees on pages 64-71.
For 2015, the group risks allocated for review by the board include
geopolitical risk and the delivery of major projects, particularly in the
Upstream. Further information on BPs system of risk management is
outlined in Our management of risk on page 46.

60 BP Annual Report and Form 20-F 2014


Board effectiveness Board evaluation
Each year BP undertakes a review of the board, its committees and
Induction and board learning individual directors. The chairmans performance is evaluated by the
chairmans committee.
On joining BP, non-executive directors are given a tailored induction
programme. This includes one-to-one meetings with management, the In 2014, an internally designed board evaluation for the board and the
external auditors and eld visits to operations. The induction also covers committees was carried out using a questionnaire prepared by an external
governance, duties of directors, the work of the board committees facilitator (Lintstock). The evaluation tested key areas of the boards work
generally and specically the committees that a director will join. including strategy, business performance, risk and governance processes.
The output of the committee reviews were discussed individually at each
To help develop an understanding of BPs business, the board continues to
committee meeting in December 2014. The output of the board review
build its knowledge through briengs and eld visits. In 2014 the board
was used as the basis for one-to-one interviews between each director
received training on BPs code of conduct and briengs on key business
and the chairman. Results of the board evaluation and feedback from these
developments and changes to the UK Corporate Governance Code. The
interviews were discussed by the board in January 2015.
board met local management and external stakeholders at its board
meetings in Istanbul and Chicago. Key conclusions from the evaluation

Corporate governance
The evaluation, which considered the work of the board and its
Non-executive directors are expected to attend at least one eld visit per
committees, concluded that the processes of the board had worked well.
year. In 2014 the board visited the Whiting renery in the US and members
The evaluation focused on how the board would continue to ensure that it
of the SEEAC visited BPs operations in Baku and Brazil. After each visit,
was discussing the right issues and that, overall the board was adding
the board or appropriate committee was briefed on the impressions gained
value.
by the directors during the visit.
Reports from the business and on major projects were in very good shape.
On the rapidly shifting economic and geopolitical climate, the board was
Board visit to the Whiting renery keen to ensure that it manages its time to allow appropriate levels of
discussion. The need to balance its monitoring activities with discussion on
Ahead of its meeting in Chicago, the board visited the Whiting renery. strategic matters was recognized and ought to be continually borne in
Directors met the renerys leadership team as well as staff and mind. The future role of technology in delivering BPs strategy was
contractors on-site. They got a rst-hand view of progress on the Whiting highlighted.
renery modernization project and an opportunity to see existing Follow up from our previous evaluation
operations. Following the 2013 evaluation, more agenda time was allocated to the
As well as seeing the application of BPs OMS at the renery, the board development of strategy and governance around capital projects, resulting
also heard details of the role the renery plays in delivering results for in the creation of a regular performance report on the groups major
North America Fuels and the wider BP group. projects. The board also had a detailed brieng on the groups view on
long-term technology trends and examined organizational capability,
including diversity and inclusion, at one of its strategic days.

Defined on page 252. BP Annual Report and Form 20-F 2014 61


Shareholder engagement Private investors
BP held a further event for private investors in conjunction with the UK
The company operates an active investor relations programme and the
Shareholders Association (UKSA) in 2014. The chairman and head of
board receives feedback on shareholder views through results of an
investor relations made presentations on BPs annual results, strategy and
anonymous investor audit and reports from management and those
the work of the board. The shareholders asked questions on BPs
directors who met with shareholders over the year.
activities. Later in the year, the UKSA met with the company to give
Shareholder engagement cycle 2014 feedback on the BP Strategic Report 2013.
January BP Energy Outlook 2035 presentation AGM
February Fourth quarter results Voting levels decreased slightly in 2014 to 63.13% (of issued share capital,
Investor roadshows with executive management including votes cast as withheld), compared to 64.24% in 2013 and
March Strategy update presentation to investors 63.24% in 2012. Each year the board receives a report after the AGM
Chairman and board committee chairs meeting giving a breakdown of the votes and investor feedback on their voting
Engagement on remuneration decisions for the meeting to inform the board on any issues arising.
and governance issues UK Corporate Governance Code compliance
UKSA private shareholders meeting
BP complied throughout 2014 with the provisions of the UK Corporate
SRI updates unconventional gas
Governance Code, except in the following aspects:
and hydraulic fracturing; and oil sands
SRI roadshow on BP Sustainability Review 2013 B.3.2 Letters of appointment do not set out xed-time commitments
since the schedule of board and committee meetings is subject
April US legal issues conference call
to change according to the demands of business and other events.
Annual General Meeting
All directors are expected to demonstrate their commitment to the
First quarter results
work of the board on an ongoing basis. This is reviewed by the
June Launch of BP Statistical Review of World Energy nomination committee in recommending candidates for annual
July Second quarter results re-election.
Publication of the BP proposition on bp.com D.2.2 The remuneration of the chairman is not set by the remuneration
Investor roadshows with the group CEO committee. Instead the chairmans remuneration is reviewed by
and CFO the remuneration committee which makes a recommendation
August Engagement with UKSA private shareholder to the board as a whole for nal approval, within the limits set
panel on BPs 2013 nancial reports by shareholders. This wider process enables all board members
to discuss and approve the chairmans remuneration (rather than
September US legal issues conference call
Oil and gas sector conferences solely the members of the remuneration committee).

October Third quarter results


December Engagement on remuneration
Group SRI meeting
Upstream strategy presentation

Institutional investors
Senior management regularly meet with institutional investors through
roadshows, group and one-to-one meetings and events for socially
responsible investors.
During the year the chairman, senior independent director and chairs of the
audit and remuneration committees held individual investor meetings to
discuss strategy, the boards view on BPs performance, governance, audit
and remuneration. An annual investor event was held in March 2014 with
the chairman and all the board committee chairs. This meeting enables
BPs largest shareholders to hear about the work of the board and its
committees and for non-executive directors to engage with investors.
In December the chairman and members of the executive team met with
socially responsible investors as part of BPs annual SRI meeting. The
meeting examined a number of operational and strategic issues, including
how the board looks at risk and strategy, BPs Energy Outlook 2035,
how the company approaches operational risk, upstream contractor
management, technology and BPs portfolio.
See bp.com/investors to download materials from investor presentations,
including the groups nancial results and information on the work of the
board and its committees.

62 BP Annual Report and Form 20-F 2014


International advisory board Internal Control Revised Guidance
BPs international advisory board (IAB) advises the chairman, group chief for Directors (Turnbull)
executive and the board on geopolitical and strategic issues relating to the
company. This group has an advisory role and meets twice a year, with In discharging its responsibility for the companys risk management and
one meeting held jointly with the main board. Between meetings IAB internal control systems under the UK Corporate Governance Code, the
members remain on hand to provide advice and counsel when needed. board, through its governance principles, requires the group chief
executive to operate with a comprehensive system of controls and internal
The IAB is chaired by BPs previous chairman, Peter Sutherland. Its
audit to identify and manage the risks that are material to BP. The
membership in 2014 included Ko Annan, Lord Patten of Barnes, Josh
governance principles are reviewed periodically by the board and are
Bolten, President Romano Prodi, Dr Ernesto Zedillo and Dr Javier Solana.
consistent with the requirements of the UK Corporate Governance Code
The chairman and chief executive attend meetings of the IAB. Issues
including principle C.2 (risk management and internal control).
discussed during the year included emerging geopolitical issues which
could impact BPs business, developments in Russia, the Middle East and The board has an established process by which the effectiveness of the
North Africa, the liberalization of Mexicos oil and gas sector and the US system of internal control (which includes the risk management system) is
mid-term election cycle. reviewed as required by provision C.2.1 of the UK Corporate Governance

Corporate governance
Code. This process enables the board and its committees to consider the
system of internal control being operated for managing signicant risks,
including strategic, safety and operational and compliance and control
risks, throughout the year. Material joint ventures and associates have
not been dealt with as part of the group in this process.
As part of this process, the board and the audit, Gulf of Mexico and safety,
ethics and environment assurance committees requested, received and
reviewed reports from executive management, including management of
the business segments, corporate activities and functions, at their regular
meetings.
In considering the systems, the board noted that such systems are
designed to manage, rather than eliminate, the risk of failure to achieve
business objectives and can only provide reasonable, and not absolute,
assurance against material misstatement or loss.
During the year, the board through its committees regularly reviewed with
executive management processes whereby risks are identied, evaluated
and managed. These processes were in place for the year under review,
remain current at the date of this report and accord with the guidance on
the UK Corporate Governance Code provided by the Financial Reporting
Council. In December 2014 the board considered the groups signicant
risks within the context of the annual plan presented by the group chief
executive.
A joint meeting of the audit and safety, ethics and environment assurance
committees in January 2015 reviewed a report from the group head of
audit as part of the boards annual review of the risk management and
internal control systems. The report described the annual summary of
group audits consideration of the design and operation of elements of
BPs system of internal control over signicant risks arising in the
categories of strategic and commercial, safety and operational and
compliance and control, and considered the control environment for the
group. The report also highlighted the results of audit work conducted
during the year and the remedial actions taken by management in
response to signicant failings and weaknesses identied.
During the year, these committees engaged with management, group
head of audit and other monitoring and assurance providers (such as the
group ethics and compliance ofcer, head of safety and operational risk
and the external auditor) on a regular basis to monitor the management of
risks. Signicant incidents that occurred and managements response to
them were considered by the appropriate committee and reported to the
board.
In the boards view, the information it received was sufcient to enable it
to review the effectiveness of the companys system of internal control in
accordance with the Internal Control Revised Guidance for Directors
(Turnbull).
Subject to determining any additional appropriate actions arising from
items still in process, the board is satised that, where signicant failings
or weaknesses in internal controls were identied during the year,
appropriate remedial actions were taken or are being taken.

Defined on page 252. BP Annual Report and Form 20-F 2014 63


Committee reports t Overseeing the appointment, remuneration, independence and
performance of the external auditor and the integrity of the audit process
as a whole, including the engagement of the external auditor to supply
Audit committee non-audit services to BP.
t Reviewing the systems in place to enable those who work for BP to
raise concerns about possible improprieties in nancial reporting or other
issues and for those matters to be investigated.
Members
Name Membership status
Brendan Nelson Member since November 2010; chairman since
(chairman) April 2011
George David Member since February 2008
Phuthuma Nhleko Member since February 2011
Andrew Shilston Member since February 2012

Brendan Nelson is chair of the audit committee. He was formerly vice


chairman of KPMG, and is chairman of the group audit committee of The
Royal Bank of Scotland Group plc, and a member of the Financial Reporting
Chairmans introduction Council Monitoring Committee. He was president of the Institute of
The work of the audit committee in 2014 remained focused on the Chartered Accountants of Scotland in 2013. The board is satised that Mr
appropriateness of BPs nancial reporting and accounting judgements, the Nelson is the audit committee member with recent and relevant nancial
review of key group-level risks and the rigour of BPs audit processes, experience as outlined in the UK Corporate Governance Code. It considers
system of internal control and risk management. A number of key topics that the committee as a whole has an appropriate and experienced blend
have remained core to the committees agenda, including regular of commercial, nancial and audit expertise to assess the issues it is
assessment of the groups nancial responsibilities arising from the required to address. The board also determined that the audit committee
Deepwater Horizon accident and judgement on whether the group has meets the independence criteria provisions of Rule 10A-3 of the US
maintained signicant inuence over Rosneft. Securities Exchange Act of 1934 and that Mr Nelson may be regarded as
an audit committee nancial expert as dened in Item 16A of Form 20-F.
Outside these core areas, the committee undertook detailed reviews of key
areas of BPs business, most notably in trading where the committee visited Meetings are also attended by the chief nancial ofcer, group controller,
the trading oors in London and Chicago. This allowed the committee to see chief accounting ofcer, group auditor (head of group audit) and
the role trading plays in the groups broader business and its system of representatives of the external auditor, who also meet with the committee
governance, control, risk and compliance. Over the year, formal business of chair on a regular basis outside the meetings.
the committee was supplemented by private meetings with key
Activities during the year
constituents. These include BPs group audit function, the group ethics and
compliance ofcer and the external auditor. I believe the background and Training
experience of the committees members, together with the ability to The committee received technical updates from the chief accounting
discuss issues directly with management, has led to an effective ofcer on developments in nancial reporting and accounting policy.
performance from the committee over the year. Externally facilitated learning sessions were held on director responsibilities
for assurance over joint ventures, trends and developments in the use of
Brendan Nelson third-party agents and developments in global accounting standards.
Committee chair
Financial disclosure
Role of the committee The committee reviewed the quarterly, half-year and annual nancial
statements with management, focusing on the integrity and clarity of
The committee monitors the effectiveness of the groups nancial disclosure, compliance with relevant legal and nancial reporting standards
reporting and systems of internal control and risk management. and the application of accounting policies and judgements.
Key responsibilities In conjunction with the SEEAC, the committee examined whether the
t Monitoring and obtaining assurance that the management or mitigation BP Annual Report and Form 20-F 2014 was fair, balanced and
of nancial risks are appropriately addressed by the group chief understandable and provided the information necessary for shareholders
executive and that the system of internal control is designed and to assess the groups performance, business model and strategy. The
implemented effectively in support of the limits imposed by the board committees recommended that the board could make the statement as
(executive limitations) as set out in the BP board governance principles. set out in the statement of directors responsibilities on page 90.
t Reviewing nancial statements and other nancial disclosures and
monitoring compliance with relevant legal and listing requirements.
t Reviewing the effectiveness of the group audit function and BPs
internal nancial controls and systems of internal control and risk
management.

64 BP Annual Report and Form 20-F 2014


Accounting judgements and estimates
Areas of signicant judgement considered by the committee during the year and how these were addressed included:
Key issues/judgements in nancial reporting Audit committee review
Accounting for BP exercises judgement when assessing the level of control The committee continued to review the accounting for BPs
interests in other obtained in a transaction to acquire an interest in another investment in Rosneft including the assessment of signicant
entities entity, and, on an ongoing basis in assessing whether there inuence in light of developments during the year, such as the
have been any changes in the level of control. imposition of US and EU sanctions.
Oil and natural gas BP uses judgement and estimations when accounting for oil The committee reviewed judgemental aspects of oil and gas
accounting and gas exploration, appraisal and development expenditure accounting as part of the companys quarterly due-diligence
and determining the groups estimated oil and gas reserves. process, including the treatment of certain intangible assets.
The committee considered the judgements made in
assessing the exploration write-offs recorded during the year.
It received a brieng on the measurement of reserves and

Corporate governance
also examined the groups oil and gas reserves disclosures
that appear in this BP Annual Report and Form 20-F 2014.
Recoverability of asset Determining whether and how much an asset is impaired The committee reviewed the discount rates for impairment
carrying values involves management judgement and estimates on highly testing as part of its annual process and examined the
uncertain matters such as future pricing or discount rates. assumptions for long-term oil and gas prices and rening
Judgements are also required in assessing the recoverability margins, particularly in light of the decline in prices in the latter
of overdue receivables and deciding whether a provision is part of the year. The committee considered the judgements
required. made in assessing the existence of indicators of impairment of
assets as well as the signicant estimates made in the
measurement of the impairment losses recognized. The
committee also continued to discuss periodically with
management the recoverability of overdue receivables.
Provisions and The group holds provisions for the future decommissioning of The committee received briengs on the groups
contingencies oil and natural gas production facilities and pipelines at the decommissioning, environmental remediation and litigation
end of their economic lives. Most of these decommissioning provisioning, including key assumptions used, discount rates
events are in the long term and the requirements that will and the movement in provisions over time.
have to be met when a removal event occurs are uncertain.
Judgement is applied by the company when estimating
issues such as settlement dates, technology and legal
requirements.
Gulf of Mexico oil spill Judgement was applied during the year around the provisions The committee regularly discussed the provisioning for and
and contingencies relating to the incident. the disclosure of contingent liabilities relating to the Gulf of
Mexico oil spill with management, external auditors and
external counsel, including as part of the review of BPs stock
exchange announcement at each quarter end. The committee
examined developments relating to US court rulings (including
Clean Water Act penalties, business and economic loss
settlement payments and natural resource damages) and
monitored legal developments while considering the impact
on the nancial statements and other disclosures.
Pensions and other Accounting for pensions and other post-retirement benets The committee examined the assumptions used by
post-retirement involves judgement about uncertain events, including management as part of its annual reporting process.
benets discount rates, ination and life expectancy.
Taxation Computation of the groups tax expense and liability, the The committee reviewed the judgements exercised on tax
provisioning for potential tax liabilities and the level of deferred provisioning as part of its annual review of key provisions.
tax asset recognition in relation to accumulated tax losses are
underpinned by management judgement.

BP Annual Report and Form 20-F 2014 65


Audit committee focus in 2014

t'JOBODJBMSFTVMUTBOOPVODFNFOUT t$POmSNBUJPOPGFYUFSOBMBVEJUPS
t"OOVBM3FQPSUBOE'PSN' independence.
t"DDPVOUJOHKVEHFNFOUTBOEFTUJNBUFT t/POBVEJUGFFToQPMJDZBOEBQQSPWBM
t%FWFMPQNFOUTJOmOBODJBMSFQPSUJOH t"VEJUQMBO GFFTBOEFOHBHFNFOU
and accounting. t"VEJUPSQFSGPSNBODFBOEFGGFDUJWFOFTT
t0JMBOEHBTSFTFSWFTEJTDMPTVSFT Financial External t,FZBSFBTPGKVEHFNFOUGPSZFBS-end audit.
t'BJS CBMBODFEBOEVOEFSTUBOEBCMF disclosure audit t"VEJUUFOEFSJOH

t3FWJFXPGFGGFDUJWFOFTTPG#1TTZTUFN System of internal t$ZCFSTFDVSJUZ


Risk
of internal control and risk management.* control and risk t5SBEJOH, compliance and control.
reviews
t(SPVQBVEJUSFQPSUT management t$PNQMJBODFXJUICVTJOFTTSFHVMBUJPOT.
t'SBVEBOENJTDPOEVDUSFQPSUT t5BY
t&UIJDTBOEDPNQMJBODFSFQPSUT t&GGFDUJWFOFTTPGJOWFTUNFOU
t"OOVBMFUIJDTDFSUJmDBUJPO t-JRVJEJUZ
t(PJOHDPODFSO

* Undertaken jointly with the SEEAC.

Risk reviews The effectiveness of the audit process was evaluated through a survey of
The group risks allocated to the audit committee for monitoring in 2014 the committee and those impacted by the audit. It used a set of criteria to
included those associated with trading activities, compliance with applicable measure the auditors performance against the quality commitment set
laws and regulations and security threats against BPs digital infrastructure. out in their annual audit plan. This related to both the quality of opinion
The committee held in-depth reviews of these group risks over the year. It and of service. This included the robustness of the audit process,
also examined the groups governance of the tax function and its approach independence and objectivity, quality of delivery, quality of people and
to tax planning and reviewed how risk is assessed and considered when service and value added advice. The 2014 evaluation concluded that there
evaluating BPs capital investment projects. was a good quality audit process and that the external auditors were
regarded as technically knowledgeable and unafraid to challenge and
Internal control and risk management
intervene where necessary. Areas of suggested focus for the auditors
The committee reviewed the groups system of internal control and risk
included audit team turnover and the identication of risk areas for audit
management over the year, holding a joint meeting with the SEEAC to
focus. There was also support for the independence of the external
discuss key audit ndings and managements actions to remedy signicant
auditors and feedback that they should continue sharing good industry
issues. The committee reviewed the scope, activity and effectiveness of
practice.
the group audit function and met privately with the general auditor and his
segment and functional heads during the year. The committee held private meetings with the external auditors during the
year and its chair met privately with the external auditor before each
The committee received quarterly reports on the ndings of group audit,
meeting.
on signicant allegations and investigations and on key ethics and
compliance issues. Further joint meetings were held with the SEEAC to Auditor appointment and independence
discuss the annual certication report of compliance with the BP code of The committee considers the reappointment of the external auditor each
conduct and the role and remit of the newly formed business integrity year before making a recommendation to the board and shareholders. It
function. The two committees also met to discuss the group audit and assesses the independence of the external auditor on an ongoing basis
ethics and compliance programmes for 2014. The committee held a private and the external auditor is required to rotate the lead audit partner every
meeting with the group ethics and compliance ofcer during the year. ve years and other senior audit staff every seven years. No partners or
senior staff associated with the BP audit may transfer to the group. The
External audit
current lead partner has been in place since the start of 2013.
The external auditors started the annual cycle with their audit strategy
which identied key risks to be monitored during the year including the Audit tendering
provisions and contingencies related to the Gulf of Mexico oil spill, the During the year the committee considered the groups position on its audit
impact of the estimation of the quantity of oil and gas reserves and services contract taking into account the UK Corporate Governance Code,
resources on impairment testing, depreciation, depletion and amortization the EU Audit Regulation 2014 and the Statutory Audit Service Order 2014,
and decommissioning provisions, unauthorized trading activity and BPs order issued by the UK Competitions and Markets Authority. Having
ability to maintain signicant inuence over Rosneft and consequently our considered the impact of these regimes, the committee concluded that
ability to recognize our share of Rosnefts income, production and the best interests of the group and its shareholders would be served by
reserves. The committee received updates during the year on the audit utilizing the transition arrangements outlined by the Financial Reporting
process, including how the auditors had challenged the groups Council in relation to the governance code and retaining BPs existing audit
assumptions on these issues. rm until the conclusion of the term of its current lead partner. Accordingly
the committee intends that the audit contract will be put out to tender in
The audit committee reviews the fee structure, resourcing and terms of
2016, in order that a decision can be taken and communicated to
engagement for the external auditor annually. Fees paid to the external
shareholders at BPs AGM in 2017; the new audit services contract would
auditor for the year were $53 million, of which 8% was for non-assurance
then be effective from 2018.
work (see Financial statements Note 34). Non-audit or non-audit related
assurance fees were $5 million (2013 $5 million). Non-audit or non-audit
related assurance services consisted of tax compliance services, tax
advisory services and services relating to corporate nance transactions.
The audit committee is satised that this level of fee is appropriate in
respect of the audit services provided and that an effective audit can be
conducted for this fee.

66 BP Annual Report and Form 20-F 2014


Non-audit services services categories, approval above a certain nancial amount must be
sought on a case-by-case basis. Any proposed service not included in the
Audit objectivity and independence is safeguarded through the limitation of
permitted services categories must be approved in advance either by the
non-audit services to tax and audit-related work which falls within dened
audit committee chairman or the audit committee before engagement
categories. BPs policy on non-audit services states that the auditors may
commences. The audit committee, chief nancial ofcer and group
not perform non-audit services that are prohibited by the SEC, Public
controller monitor overall compliance with BPs policy on audit-related and
Company Accounting Oversight Board (PCAOB) and UK Auditing Practices
non-audit services, including whether the necessary pre-approvals have
Board (APB). The categories of approved and prohibited services are
been obtained.
outlined below.
The audit committee approves the terms of all audit services as well as Committee review
permitted audit-related and non-audit services in advance. The external The audit committee undertakes an annual evaluation of its performance
auditor is only considered for permitted non-audit services when its and effectiveness. In 2014 the committee used an online survey which
expertise and experience of the company is important. A two-tier system examined governance issues such as committee processes and support,
operates for approval of audit-related and non-audit work. For services the work of the committee and priorities for change.
relating to accounting, auditing and nancial reporting matters, internal
Areas of focus for 2015 arising from the evaluation included the inclusion of
accounting and risk management control reviews or non-statutory audit,

Corporate governance
broader segment and business reviews, undertaking more deep dive
the committee has agreed to pre-approve these services up to an annual
reviews and suggestions for further committee training.
aggregate level. For all other services which fall under the permitted

Permitted and non-permitted audit services


Permitted services Non-permitted services
Audit related SEC principles of auditor independence
Advice on accounting, auditing and nancial reporting. Bookkeeping/other services related to nancial records.
Internal accounting and risk management control reviews. Financial information systems design and implementation.
Non-statutory audit. Appraisal, valuation, fairness opinions, contribution in-kind.
Project assurance/advice on business and accounting process Actuarial services.
improvement. Internal audit outsourcing.
Due diligence (acquisition, disposals, joint arrangements). Management functions.
Tax services HR functions.
Tax compliance. Broker-dealer, investment advisor, banking services.
Direct and indirect tax advisory services. Legal services.
Transaction tax advisory services. Expert services unrelated to audit.
Assistance with tax audits and appeals. Public Company Accounting Oversight Board (PCAOB) ethics and
Tax compliance/advisory relating to human capital independence rules
and performance/reward. Contingent fees.
Transfer pricing advisory services. Condential or aggressive tax position transactions.
Tax legislative monitoring. Tax services for persons in nancial reporting oversight roles.
Tax performance advisory.
Other services
Workshops, seminars and training on an arms length basis.
Assistance on non-nancial regulatory requirements.
Provision of independent third-party audit on BPs Conict Minerals
Report.

BP Annual Report and Form 20-F 2014 67


Safety, ethics and environment assurance In addition to the committee membership, all the SEEAC meetings were
attended by the group chief executive, the executive vice president for safety
committee (SEEAC) and operational risk and the general auditor or his delegate. The external
auditor attended some of the meetings (and was briefed on the other
meetings by the chair and secretary to the committee), as did the group
general counsel and group ethics and compliance ofcer. The committee
scheduled private sessions for the committee members only (without the
presence of executive management) at the conclusion of each meeting to
discuss any issues arising and the quality of the meeting.
Members
Name Membership status
Paul Anderson Member since February 2010; chairman since
(chairman) December 2012
Frank Bowman Member since November 2010
Antony Member since February 2004
Burgmans
Cynthia Carroll Member since June 2007
Chairmans introduction Ann Dowling Member since February 2012
The SEEAC has continued to monitor closely and provide constructive Alan Boeckmann Member since September 2014
challenge to management in the drive for safe and reliable operations at all
times. This included the committee receiving specic reports on BPs
management of high priority risks in marine, wells, pipelines, facilities and Activities during the year
major security incidents. The committee also undertook a number of eld Safety, operations and environment
visits as well as maintained its schedule of regular meetings with executive The committee received regular reports from the S&OR function, including
management. quarterly reports prepared for executive management on the groups
We continued to receive regular reports from the independent experts that health, safety and environmental performance and operational integrity.
we have engaged in the Upstream (Carl Sandlin) and in the Downstream These included quarter-by-quarter measures of personal and process
(Duane Wilson). They have provided valuable insights and advice on many safety, environmental and regulatory compliance and audit ndings.
aspects of process safety and we are grateful to them for their work. Operational risk and performance forms a large part of the committees
agenda.
We were also very pleased to welcome Alan Boeckmann to the
committee in September. Alan brings valuable experience and insight from During the year the committee received specic reports on the companys
his many years at Fluor. management of risks in marine, wells, pipelines, facilities and major
security incidents. The committee reviewed these risks, and risk
Paul Anderson management and mitigation, in depth with relevant executive
Committee chair management.
Independent expert Upstream
Role of the committee
Mr Carl Sandlin continued in his role as an independent expert to provide
The role of the SEEAC is to look at the processes adopted by BPs further oversight and assurance regarding the implementation of the Bly
executive management to identify and mitigate signicant non-nancial Report recommendations. We were pleased that Mr Sandlin agreed, at the
risk. This includes the committee monitoring the management of personal committees request, to extend his engagement to the summer of 2016.
and process safety and receiving assurance that processes to identify and He reported twice directly to the SEEAC in 2014, and presented detailed
mitigate such non-nancial risk are appropriate in design and effective in reports on his work, including reporting on a number of visits made to
implementation. group operations around the world. He also reported to the committee that
Key responsibilities 25 out of 26 recommendations in the Bly Report were completed by the
end of 2014 (and he will report to the committee regarding the nal
The committee receives specic reports from the business segments as recommendation which is expected to be completed at the end of 2015).
well as cross-business information from the functions. These include, but
are not limited to, the safety and operational risk (S&OR) function, group
audit, group ethics and compliance and group security. The SEEAC can
access any other independent advice and counsel if it requires, on an
unrestricted basis.
The committee met six times in 2014, including joint meetings with the audit
committee. At one of the joint meetings the committee reviewed the
general auditors report on the system of internal control and risk
management for the year in preparation for the boards report to
shareholders in the annual report (see Internal Control Revised Guidance for
Directors (Turnbull) on page 63). In that joint meeting the committees also
reviewed the general auditors audit programme for the year ahead to ensure
both committees endorsed the coverage. The SEEAC and audit committee
worked together, through their chairs and secretaries, to ensure that the
agendas did not overlap or omit coverage of any key risks during the year.

68 BP Annual Report and Form 20-F 2014


SEEAC focus in 2014

tGroup chief executives operations risk reports. t&YUFSOBMBVEJUPSBTTVSBODFPG


t2VBSUFSMZSFQPSUTPO)4&QFSGPSNBODFBOEPQFSBUJPOBM sustainability reporting.
integrity. t(SPVQBVEJUBTTVSBODFPGTZTUFNPG
t4VTUBJOBCJMJUZreporting annual overview. internal control.
t'BJS CBMBODFEBOEVOEFSTUBOEBCMF t403BVEJUBTTVSBODF BTQBSUPGHSPVQ
t'JFMEUSJQTMFECZthe SEEAC (including visits to audit).
Monitoring of
Azerbaijan and Brazil biofuels). External and
operations and
internal audit
reporting

t3FWJFXPGFGGFDUJWFOFTTPG#1TTZTUFNPG System of internal t&YQMPTJPOPSSFMFBTFBUGBDJMJUJFT


internal control and risk management.* control and risk Risk reviews tMajor security incident (terrorism).
t2VBSUFSMZHSPVQBVEJUSFQPSUT management t8FMMJODJEFOU
t2VBSUFSMZTJHOJmDBOUBMMFHBUJPOTBOE t1JQFMJOFJODJEFOU

Corporate governance
investigations reports. t.BSJOFJODJEFOU
t2VBSUFSMZethics and compliance reports.
t"OOVBMFUIJDTDFSUJmDBUJPO

* Undertaken jointly with the audit committee.

Process safety expert Downstream its work, in particular by giving committee members the ability to examine
Mr Duane Wilson continued to report to the committee in his role as how risk management is being embedded in businesses and facilities,
process safety expert for the Downstream segment. He continues to work including management culture.
with segment management on a worldwide basis (having previously
focused on US reneries) to monitor and advise on the process safety Gulf of Mexico committee
culture and lessons learned across the segment. He twice reported
directly to the SEEAC in 2014 and presented detailed reports on his work
(including reporting on a number of visits he has made to reneries and
other downstream facilities). Mr Wilson will complete his engagement in
April 2015 and delivered his nal report to the SEEAC in January 2015. The
committee wishes to thank him for all of his work during the course of his
engagement and believes he has made a lasting and positive impact on the
process safety culture in the Downstream segment.
Reports from group audit and group ethics and compliance
The committee received quarterly reports from both of these functions.
These included summaries of investigations into signicant alleged fraud or
misconduct (which are now undertaken through the business integrity
team established in 2014). In addition, both the general auditor and the
group ethics and compliance ofcer met in private with the chairman and
other members of the committee.
Field trips
In May the chairman and other members of the committee visited Baku in Chairmans introduction
Azerbaijan to examine both offshore facilities (Central Azeri platform) and The Gulf of Mexico committee continues to oversee the groups response
the onshore gas reception terminal (Sangachal) operated by the group. In to the Deepwater Horizon accident, ensuring that BP fulls all its legitimate
October the chairman and another committee member visited operations obligations while protecting and defending the interests of the group. In the
at the biofuels business in central Brazil. In September all members of the past year the focus has been on the review of ongoing proceedings in
committee visited the Whiting renery in Indiana, US, as part of a larger Multi-District Litigation (MDL) 2179 and 2185, the assessment of natural
board visit. In all cases, the visiting committee members received briengs resource damages, and of a number of other legal proceedings in relation
on operations, the status of local OMS implementation, and risk to the Deepwater Horizon accident.
management and mitigation. Committee members then reported back in
detail about each visit to the committee and subsequently to the board. In I believe the committee has been thorough in the execution of its duties.
addition the local management team reported back to the committee The high frequency of meetings and long tenure of committee
regarding the status of the issues raised during the visit. membership has enabled members to review an evolving and complex
spectrum of issues.
Committee review
Ian Davis
For its 2014 evaluation, the SEEAC examined its performance and Committee chair
effectiveness with a questionnaire administered by external consultants.
The topics covered included the balance of skills and experience among its
Role of the committee
membership, the quality and timeliness of the information the committee
receives, the level of challenge between committee members and The committee was formed in July 2010 to oversee the management and
management and how well the committee communicates its activities and mitigation of legal and licence-to-operate risks arising out of the Deepwater
ndings to the board. Horizon accident and oil spill. Its work is integrated with that of the board,
which retains ultimate accountability for oversight of the groups response to
The evaluation results were generally positive. Committee members the accident.
considered that the committee possessed the right mix of skills and
background, had an appropriate level of support and had received open and
transparent briengs from management. The committee considered that
the eld trips made by its members had become an important element in

BP Annual Report and Form 20-F 2014 69


Gulf of Mexico committee focus in 2014

t.%-BOE t3FTQPOTFBOESFNFEJBUJPOBDUJWJUJFT
t/BUVSBMSFTPVSDFEBNBHFT t/BUVSBMSFTPVSDFEBNBHFTBTTFTTNFOU
t4VTQFOTJPOBOEEFCBSNFOUBDUJPOT t3FTUPSBUJPOQSPKFDUT
tImpact on nancial reporting.
t$MBJNTBENJOJTUSBUJPO
t0UIFSMJUJHBUJPOBOEJOWFTUJHBUJPO Legal Operational

t&YUFSOBMBGGBJSTBOEDPNNVOJUZPVUSFBDI t%FQBSUNFOUPG+VTUJDFQMFBBHSFFNFOU
t64HPWFSONFOUBOENFEJBDPNNVOJDBUJPOT Reputation Compliance t4&$DPOTFOUPSEFS
t*OUFSOBMDPNNVOJDBUJPOT
t-JDFODFUPPQFSBUF

Key responsibilities Committee review


t Oversee the legal strategy for litigation, investigations and suspension/ Each year the Gulf of Mexico committee evaluates its performance and
debarment actions arising from the accident and its aftermath, including effectiveness. Key areas covered included the balance of skills and
the strategy connected with settlements and claims. experience among its membership, quality and timeliness of information
t Review the environmental work to remediate or mitigate the effects of and support received by the committee, the appropriateness of committee
the oil spill in the waters of the Gulf of Mexico and on the affected tasks and how well the committee communicates its activities and ndings
shorelines. to the board.
t Oversee management strategy and actions to restore the groups
The results of the evaluation were positive. Specic areas for focus in 2015
reputation in the US.
included maintaining constructive and challenging engagement with
t Review compliance with government settlement agreements arising out
management as well as continuing timely and effective communication of
of the Deepwater Horizon accident and oil spill, including the SEC
its activities and ndings to the board.
Consent Order, the Department of Justice plea agreement and the EPA
administrative agreement, in co-ordination with other committee and
board oversight.
Members
Name Membership status
Ian Davis (chair) Member since July 2010; committee chair since
July 2010
Paul Anderson Member since July 2010
Frank Bowman Member since February 2012
George David Member since July 2010
Alan Boeckmann Member since September 2014
The chairman and the group chief executive attend all meetings of the
committee.
Activities during the year
The committee reviewed plans and progress in moving Gulf Coast
shoreline response activities through to completion and sign-off by the US
Coast Guard. Active clean-up activities are now complete in all states.
The committee continued to oversee numerous legal matters relating to
the Deepwater Horizon accident, including the ruling made in respect of
Phase 1 of the trial in MDL 2179 (and the subsequent appeal of that ruling),
preparation for the penalty phase of the trial and BPs appeals to the US
Court of Appeals for the Fifth Circuit and the US Supreme Court relating to
the Court Supervised Settlement Program.
The committee met 11 times in 2014.

70 BP Annual Report and Form 20-F 2014


Nomination and chairmans committees The committee considered the feedback from its own evaluation. There
were several actions including a greater focus on executive succession and
the interaction between the chairmans and nomination committee in this
respect. The committee also wishes to make agenda time to consider
broader issues such as succession and diversity. Future searches for
non-executive directors should generally focus on industry expertise and
also consider the split between former chief executive ofcers and
directors with others skills on the board.
Chairmans committee
Role of the committee
To provide a forum for matters to be discussed among the non-executive
directors.
Key responsibilities

Corporate governance
t Evaluate the performance and the effectiveness of the group chief
executive.
t Review the structure and effectiveness of the business organization.
Chairmans introduction t Review the systems for senior executive development and determine
the succession plan for the group chief executive, the executive
I am pleased to report on the two board committees that I chair. Both have directors and other senior members of executive management.
been active during the year in seeking to develop the membership of the t Determine any other matter that is appropriate to be considered
board and its governance. by all of the non-executive directors.
Nomination committee t Opine on any matter referred to it by the chairman of any committees
comprised solely of non-executive directors.
Role of the committee
Members
The committee ensures an orderly succession of candidates for directors
The committee comprises all the non-executive directors who join
and the company secretary.
the committee at the date of their appointment to the board. The chief
Key responsibilities executive attends the committee when requested.
t Identify, evaluate and recommend candidates for appointment or Activities during the year
reappointment as directors.
The committee met ve times in the year to:
t Identify, evaluate and recommend candidates for appointment as
company secretary. t Assess the effect of sanctions on Russia on BPs relationship
t Keep under review the mix of knowledge, skills and experience of the with Rosneft.
board to ensure the orderly succession of directors. t Monitor the progress of the Gulf of Mexico litigation.
t Review the outside directorship/commitments of the non-executive t Determine the framework for board evaluation in 2015.
directors. t Review the background to the 2015 plan in light of the decline
in oil prices.
Members t Consider the chief executives plans for the succession and organization
Name Membership status of the executive team.
t Evaluate the performance of the chairman and chief executive.
Carl-Henric Svanberg (chair) Member since September 2009;
committee chair since January 2010
Paul Anderson Member since April 2012
Antony Burgmans Member since May 2011
Cynthia Carroll Member since May 2011
Ian Davis Member since August 2010
Brendan Nelson Member since April 2012

Andrew Shilston, as the senior independent director, attends all meetings


of the committee.
Activities during the year
The committee met six times during the year.
It continued to reect on the rhythm of the meetings. As in 2013, the
committee held one longer meeting during the year and reviewed board
composition and skills in light of BPs strategy.
In 2014 the committee considered the sequencing of board retirements
over the coming years and potential board candidates. It is pursuing several
promising individuals and appointments are likely to be made in 2015. As
part of this, letters of appointment for all non-executive directors were
reviewed and amended. The committee considered the chairmanship and
membership of each committee. As a result it was agreed that Dame
Professor Ann Dowling would take the chair of the remuneration
committee when Antony Burgmans steps down from that role in 2015, and
that Andrew Shilston and Alan Boeckmann will join the remuneration
committee after the 2015 annual general meeting.

BP Annual Report and Form 20-F 2014 71


Directors remuneration report

Chairmans annual statement


We are responding to these concerns and are committed to making as full
a retrospective disclosure of those targets that we are able to, subject to
condentiality. I believe that this is demonstrated in this years report,
particularly in the tables relating to annual bonus and performance shares.
In terms of overall quantum of remuneration, I have previously made clear
that the committee understands the concerns felt in society and by some
shareholders. The committee, however, believes that these concerns are
properly recognized and balanced in the way in which the policy is framed
and implemented.
At the time of our last report, the outcome for the performance shares was
based on an estimated second place for relative reserves replacement.
Once results for the oil majors were publicly available it was assessed that
BP was in rst place, resulting in a vesting of 45.5%. The awards were
adjusted and announced accordingly.
Finally, in July, Iain Conn agreed with the board that he would stand down
as a director on 31 December 2014. Iain has made a signicant
Dear shareholder, contribution to the company over his long career and, on this basis, the
terms of his departure were agreed with the committee within the policy.
2014 started strongly but, as others have commented in this report, ended The terms were promptly communicated on BPs website and are set out
more turbulently as the price of oil fell, mainly in the last quarter. This again later in this report.
formed the backdrop for the decisions of the committee at the end of
2014. The work of the committee is governed by a number of overriding 2014 outcomes
principles. Key among these is seeking a fair outcome in reward that is
BP has performed well in increasingly difcult circumstances. This has
linked to BPs immediate and long-term performance and strategy delivery.
been demonstrated by the delivery of the 10-point plan, which the board
As part of this, the committee seeks to ensure that variable remuneration
approved as BPs strategic direction in 2011. In considering performance in
is based on underlying performance and is not driven by factors over which
2014 and its effect on remuneration, two areas stand out. Firstly, a key
the directors have no control. All of this work is carried out within the policy
milestone in delivery of the plan was achieving $32.8 billion of operating
framework that was approved overwhelmingly by shareholders earlier in
cash ow . The excellent performance in this measure had a strong
the year.
inuence on both the annual bonus and the performance share element.
In this context: The second area with an equally strong inuence was safety. Over the
t 2014 saw the end of an improving three-year period for BP. This is three years of the performance share element, performance improved by
more than 15% on two of the measures and over 60% on one measure.
demonstrated elsewhere in the report. The high-performance gearing in
remuneration of the executive directors reects good business results Annual bonus
through an overall increase in remuneration compared to last year.
Measures for the annual bonus that focused on safety and value were
t The world is a more uncertain place in 2015. BP has responded broadly largely unchanged from previous years to encourage continuity of
to this, including freezing salaries, and the committee has refocused the performance and delivery. There had been a strong safety performance in
measures for the annual bonus to reect new challenges. 2013. We seek continuous improvement in this area and the targets for
t There are clear concerns in society and among shareholders that 2014 were ambitious. Against that background, performance was mixed
and showed a modest improvement.
remuneration for executive directors is simply too much. The policy,
now approved by shareholders, is clear and recognizes these concerns Operating cash stood out as being well ahead of target but underlying
particularly by placing limits on the amounts that can be awarded. replacement cost prot was below. Seven projects started up in 2014,
Equally, this remuneration has to be appropriate to be aligned with the making 16 major projects start-ups since the beginning of 2012. All of
global market for talent in which BP works. Here the committee has to this resulted in a group performance score of 1.10, compared with a score
strike a balance. of 1.32 last year. The committee felt that this score reasonably reected
the overall performance for the year. Following elections by the executive
2014 in retrospect directors, one third of this bonus will be paid in cash and two thirds in
Our remuneration policy was approved at the 2014 AGM for a three-year shares that are deferred for three years and matched. There is
period. At the same meeting, a number of shareholders voted against or retrospective disclosure of many of the targets for the annual bonus later in
withheld their votes on our annual remuneration report. There were several this report.
reasons for this. There were concerns around our commitment to Deferred bonus
disclosure of targets, whether prospectively or retrospectively, and the
need for additional disclosure when the committee was exercising 2011 deferred bonus share awards became eligible for vesting at the end
judgements around qualitative measures. Some shareholders believed that of 2014. Vesting is dependent on safety and environmental sustainability
the overall remuneration of the executive directors was excessive. performance over that period. The committee reviewed this in consultation
with the SEEAC. Based on strong and consistent improvement and no
signicant incidents, the deferred and matching shares vested in full.

72 BP Annual Report and Form 20-F 2014


Performance shares Policy issues
The 2012-2014 performance share plan was, as in the previous year, based In 2014, the UK Corporate Governance Code was revised. The Code
on three sets of measures equally weighted; relative total shareholder introduced, on a comply or explain basis, a requirement to introduce
return (TSR), operating cash ow and nally strategic imperatives, which malus and clawback provisions into all performance related elements of
include relative reserves replacement ratio (RRR), safety and operational directors remuneration. The committee has reviewed the terms of the
risk and rebuilding trust. The committee made its assessment of executive directors remuneration and conrmed that malus and clawback
performance over the three-year period against the agreed targets and its provisions exist in all terms save the cash element of the annual bonus. It
view of the achievements over that time. There were no shares awarded will propose an appropriate provision on the next occasion that it renews
for TSR as the minimum threshold was not reached. As I have mentioned the remuneration policy. The committee also undertook a detailed
above, there was strong performance against the safety measures and the examination of its tasks. The changes that have been made are set out in
committee exercised its judgement based on qualitative data in respect of more detail later in this report.
the need to rebuild trust. As for 2013, the assessment was preliminary as
the nal results from the comparator group for RRR were not available. On Conclusion
the basis of information available, second place was recorded. Based on Whilst BP has performed well in recent years and momentum has been
this preliminary assessment, 60.5% of the shares are expected to vest. building, there are clearly more challenging times ahead. We have set out

Corporate governance
The committee believes that this represents a fair outcome for a our approach in this changing world. It is likely that, within our policy, we
continually improving performance over the period. Again, there is will need to exercise judgement and discretion based on solid data. Should
retrospective disclosure of many of the targets used for the 2012-2014 we be required to do so, it will be done within our policy and with
performance share plan in this report. subsequent disclosure so that our shareholders are clear on the decisions
that we have taken.
2015 and the future Finally, I will be standing down as the chair of the committee in June and I
During 2014, BP set out a clear proposition to shareholders aimed at will be succeeded by Professor Dame Ann Dowling. Ann has sat on the
delivering value rather than volume through active portfolio management, committee after joining the board in 2012 and I look forward to introducing
growing sustainable free cash ow through capital discipline and growing her to our shareholders. I would like to thank our shareholders for the
distributions for shareholders. The companys key performance indicators support, and the challenge, over the past four years.
(KPIs) are designed to measure performance against this proposition. The
committee is determined that the remuneration of the directors remains
clearly linked to the companys strategy. There has been a refocus of some Antony Burgmans
of the measures for the 2015 annual bonus to reect this and the current Chairman of the remuneration committee
short-term imperatives facing BP. The graphic below sets out BPs 3 March 2015
strategic priorities and links them to the measures used for short and long
term remuneration with further detail in this report.
Previously, the committee reviewed the executive directors salaries in
May each year. In future, it will do so in January for implementation in April,
at the same time as the rest of the organization. Given the general company
pay freeze, no salary increases were awarded to directors for 2015.

Strategic priorities

Focus on
Grow our high-value
Safe, reliable and exploration upstream Advanced
compliant operations position assets technology
Clear priorities Quality portfolio Distinctive capabilities
Competitive Disciplined Build high-quality Proven Strong
project nancial downstream businesses expertise relationships
execution choices

2015 bonus and equity plans supporting BPs strategic priorities

Short-term: annual bonus Long-term: performance share plan


Safety and operational risk Safety and operational risk

Operating cash ow Operating cash ow

Underlying replacement
Net investment (organic) Total shareholder return
cost prot

Major projects delivery Corporate and functional costs Major projects delivery Reserves replacement

Creating long-term shareholder value

Group key performance indicator. Safety and operational risk KPIs include loss of primary containment, tier 1 process safety events and recordable
injury frequency.

Defined on page 252. BP Annual Report and Form 20-F 2014 73


Remuneration committee report group. Neither he, nor the chairman of the board, participate in decisions
on their own remuneration. The group human resources director normally
The committee was made up of the following independent attends, and other executives may attend relevant parts of meetings.
non-executive directors in 2014.
The committee consults other relevant committees of the board, for
Members example the SEEAC, on issues relating to the exercise of its judgement or
discretion.
Antony Burgmans (chairman)
Advice
George David During 2014 David Jackson, the company secretary, who is employed by
Ian Davis the company and reports to the chairman of the board, acted as secretary
to the remuneration committee. The company secretary periodically
Professor Dame Ann Dowling
reviews the independence of the committees advisers.
In addition, Carl-Henric Svanberg and Bob Dudley normally attend the
Gerrit Aronson, an independent consultant, is the committees
meetings except for matters relating to their own remuneration.
independent adviser. He is engaged directly by the committee. He advises
the chairman, the board and the nomination committee on a variety of
Key responsibilities governance issues. Advice and services on particular remuneration
The committees tasks were reviewed during the year and are as follows: matters were also received from other external advisers appointed by the
t Determine the policy for the chairman and the executive directors (the committee.
policy) for inclusion in the remuneration policy for all directors as required Towers Watson provided information on the global remuneration market,
by the regulations. principally for benchmarking purposes. Freshelds Bruckhaus Deringer LLP
t Review and determine as appropriate the terms of engagement, provided legal advice on specic compliance matters to the committee.
Both rms provide other advice in their respective areas to the group.
remuneration and termination of employment of the chairman and the
executive directors in accordance with the policy, and be responsible for Total fees or other charges (based on an hourly rate) paid in 2014 to the
compliance with all remuneration issues relating to the chairman and the above advisers for the provision of remuneration advice to the committee
executive directors required by the regulations. as set out above (save in respect of legal advice) are as follows:
t Prepare for the board an annual report to shareholders on the Gerrit Aronson 140,000
implementation of the policy, so far as it relates to the chairman and the
Towers Watson 23,400
executive directors, as required by the regulations.
t Approve the principles of any equity plan for which shareholder approval Activities during the year
is to be sought. During the year, the committee met ve times. Key discussions and
t Approve the terms of the remuneration (including pension and decision items are shown in the table below.
termination arrangements) of the executive team as proposed by the Remuneration committee 2014 meetings
group chief executive (GCE). Jan May Jul Sept Dec
t Approve changes to the design of remuneration as proposed by the
GCE, for the group leaders of the company. Strategy and policy
t Monitor implementation of remuneration for group leaders to ensure Review and approve DRR for 2014 AGM
alignment and proportionality. Review and approve EDIP for 2014 AGM
t Engage such independent consultants or other advisers as the Consider DRR votes from 2014 AGM
committee may from time to time deem necessary, at the expense of Review committee tasks and operation
the company.
Salary review
In these tasks regulations shall mean regulations made under the Executive directors
Companies Act 2006 from time to time in relation to the remuneration of
directors of quoted companies, the UK Corporate Governance Code Executive team and leadership group
adopted by the Financial Reporting Council from time to time and the UK Annual bonus
Listing Authoritys Listing Rules from time to time. Assess performance
Committee review and composition Determine bonus for 2013
The board evaluation process included a separate questionnaire on the work Agree measures and targets for 2014
of the remuneration committee. The results were analysed by an external Review measures for 2015
consultant and discussed at the committees meeting in December 2014. Consider measures and targets for 2015
Processes continued to be rated as good to excellent and a number of
topics for more in-depth discussion were identied. In particular the Long-term equity plan
committee decided to schedule a longer strategy meeting each year. Assess performance
George David stands down from the board at the next annual general Determine vesting of 2011-2013 plan
meeting and will leave the committee. Alan Boeckmann and Andrew Determine vesting of 2010 deferred bonus
Shilston will join the committee after that meeting. Agree measures, targets and awards
Professor Dame Ann Dowling will take the chair of the committee in June for 2014-2016 plan
2015. Antony Burgmans will remain a member of the committee. Review measures for 2015-2017 plan
Independence and advice Consider measures and targets
for 2015-2017 plan
Independence
The committee operates with a high level of independence. The board Other items
considers all committee members to be independent with no personal Review principles for target setting
nancial interest, other than as shareholders, in the committees decisions. and disclosure
Consultation Other issues as required
The GCE is consulted on the remuneration of the other executive directors
and the executive team and on matters relating to the performance of the

74 BP Annual Report and Form 20-F 2014


Executive directors 2014. There was strong and consistent delivery against this hurdle and
2011 deferred and matched shares vested in full.
Total remuneration summary 2014 Performance shares vesting was based one third on relative total
Salary reviewed mid-year and increased by an average of 3% for all shareholder return (TSR), one third on operating cash ow and one third on
directors this was in line with average employee increases in the UK and strategic imperatives including safety and operational risk (S&OR), relative
US. reserves replacement ratio (RRR) and rebuilding trust internally and
Annual bonus the key focus for 2014 was delivery of the groups externally. TSR performance did not achieve the minimum level necessary
10-point plan, strong operating cash ow, safe and reliable operations and for this part of the award to vest. There was strong operating cash ow.
delivery of major projects within the year. Operating cash ow exceeded There was similarly strong performance against the strategic imperatives.
planned targets. Overall safety results were satisfactory and consolidated On a preliminary assessment 60.5% of the 2012-2014 award are
the improvements made over the last three years. The underlying expected to vest.
operating performance was strong. Overall group score was 1.10 times Pension pension gures reect the UK requirements to show 20 times
target. the increase in accrued pension over the year for dened benet plans, as
Deferred bonus 2011 deferred bonus was conditional on safety and well as any cash paid in lieu.

Corporate governance
environmental sustainability performance over the period 2012 through to

Single gure table of remuneration of executive directors in 2014 (audited)


Remuneration is reported in the currency received by the individual
Bob Dudley Dr Brian Gilvary Iain Conn
thousand thousand thousand
Annual remuneration 2014 2014 2013 2014 2013 2014 2013
Salary $1,827 $1,776 721 700 786 763
Annual cash bonusa $1,005 $2,344 396 924 1,252 961
Benets $114 $90 51 45 55 59
Total $2,946 $4,210 1,168 1,669 2,093 1,783

Vested equity
Deferred bonus and matchb $3,401 $0 0 0 1,698 242
Performance shares $6,391c $5,963d 1,904c 505 2,014c 1,688d
Total $9,792 $5,963 1,904 505 3,712 1,930

Total remuneration $12,738 $10,173 3,072 2,174 5,805 3,713


Pension
Pension value increasee $2,596 $4,447 21 44 18 46
Cash in lieu of future accrual N/A N/A 252 245 275 267
Total including pension $15,334 $14,620 3,345 2,463 6,098 4,026
a
This reects the amount of bonus paid in cash with the deferred portion as set out in the conditional equity table below. In the case of Iain Conn, there was no deferral of bonus and all bonus was paid
in cash.
b
Value of vested deferred bonus and matching shares. The amounts reported for 2014 relate to the 2011 annual bonus deferred over three years, which vested on 11 February 2015 at the market price of
$40.35 and 4.46 and include re-invested dividends on shares vested. The amounts reported for 2013 relate to the 2010 annual bonus.
c
Represents the assumed vesting of shares in 2015 following the end of the relevant performance period, based on a preliminary assessment of performance achieved under the rules of the plan and
includes re-invested dividends on shares vested. In accordance with UK regulations, the vesting price of the assumed vesting is the average market price for the fourth quarter of 2014 which was 4.27
for ordinary shares and $40.74 for ADSs. The nal vesting will be conrmed by the committee in second quarter 2015 and provided in the 2015 Directors remuneration report.
d
In accordance with UK regulations, in the 2013 single gure table, the performance outcome value was based on an estimated vesting at an assumed share price of 4.69 for ordinary shares and
$45.52 for ADSs. In May 2014, after the external data became available, the committee reviewed the relative reserves replacement ratio position and assessed that the group was rst place relative to
the other oil majors. This resulted in an adjustment to the nal vesting from 39.5% to 45.5%. On 15 May 2014, 115,766 ADSs for Bob Dudley and 331,330 shares for Iain Conn vested at prices of
$50.90 and 5.03 respectively. The vesting of the nal notional dividends prior to the vesting date took place on 24 June 2014 when Bob Dudley received 1,331 ADSs and Iain Conn received 4,122
shares at prices of $52.84 and 5.24 respectively. The 2013 values for the total vesting have increased by $1,440,954 for Bob Dudley and 356,604 for Iain Conn.
e
Represents the annual increase net of ination in accrued pension multiplied by 20 as prescribed by UK regulations.

Conditional equity to vest in future years, subject to performance


Bob Dudley Dr Brian Gilvary Iain Conn
Deferred bonus in respect of bonus year 2014 2013 2014 2013 2014 2013
Total deferred bonus Value (thousand) $2,010 $1,172 793 462 481
Total deferred converted to shares Shares 294,108 149,628 176,576 96,653 100,563
Total matched shares Shares 294,108 149,628 176,576 96,653 100,563
Vesting date Feb 2018 Feb 2017 Feb 2018 Feb 2017 Feb 2017
Release datea Feb 2021 Feb 2020 Feb 2021 Feb 2020 Feb 2018

Performance share element 2014-2016 2013-2015 2014-2016 2013-2015 2014-2016 2013-2015


Potential maximum shares 1,304,922 1,384,026 605,544 637,413 220,043b 463,126b
Vesting date Feb 2017 Feb 2016 Feb 2017 Feb 2016 Feb 2017 Feb 2016
Release date Feb 2020 Feb 2019 Feb 2020 Feb 2019 Feb 2018 Feb 2017
a
Deferred shares are released at vesting with the exception of matched shares which normally have a further three-year retention period.
b
Potential maximum of performance shares element has been pro-rated to reect actual service during the performance period.

BP Annual Report and Form 20-F 2014 75


Total remuneration in more depth approved by shareholders at the companys annual general meeting on 10
April 2014. BPs strategy is reected in the measures adopted by the
In describing the work and decisions of the committee in 2014, the committee for the executive directors and further aligned with those for
summary wording of the approved policy has been used to introduce the the senior leadership of the group. The policy is available at
committees approach to each element of remuneration. Throughout this bp.com/remuneration and is set out in the BP Annual Report and
report, the word policy refers to the directors remuneration policy Form 20-F 2013.

Salary and benets


Provides base-level xed remuneration to reect the scale and dynamics of the business, and to be competitive with the external market.
Policy summary
Operation and opportunity
t 4BMBSJFTBSFOPSNBMMZTFUJOUIFIPNFDVSSFODZPGUIFFYFDVUJWFEJSFDUPSBOESFWJFXFEBOOVBMMZ
t 4BMBSZMFWFMTBOEUPUBMSFNVOFSBUJPOPGPJMBOEPUIFSUPQ&VSPQFBONVMUJOBUJPOBMT BOESFMBUFE64DPSQPSBUJPOT BSFDPOTJEFSFECZUIFDPNNJUUFF
Internally, increases for the group leaders as well as employees in relevant countries are considered.
t 4BMBSZJODSFBTFTXJMMCFJOMJOFXJUIBMMFNQMPZFFJODSFBTFTJOUIF6,BOE64BOEMJNJUFEUPXJUIJOPGBWFSBHFJODSFBTFGPSUIFHSPVQMFBEFST
t #FOFmUTSFnFDUIPNFDPVOUSZOPSNT5IFDVSSFOUQBDLBHFPGCFOFmUTXJMMCFNBJOUBJOFE BMUIPVHIUIFUBYBCMFWBMVFNBZnVDUVBUF
Performance framework
t 4BMBSZJODSFBTFTBSFOPUEJSFDUMZMJOLFEUPQFSGPSNBODF)PXFWFSBCBTFMJOFMFWFMPGQFSTPOBMDPOUSJCVUJPOJTOFFEFEJOPSEFSUPCFDPOTJEFSFEGPSB
salary increase and exceptional sustained contribution may be grounds for accelerated salary increases.

Base salary 2015 implementation


The annual base salaries of the executive directors were reviewed in May The committee determined that in future years, salaries would be
2014. In conducting this review the committee considered all of the factors reviewed in January to be effective in April, consistent with the rest
required by the policy and the overall level of increases for employees in of BPs employees. No increases were granted for 2015, in line with the
both the UK and the US. They also considered the distribution and average group-wide salary freeze.
level of increases for group leaders comprising around 500 executives in
Benets
the group. This averaged 3.1%. Based on this review, salaries were
Executive directors received car-related benets, security assistance,
increased by 3% on average, resulting in salaries of $1,854,000 for Bob
insurance and medical benets.
Dudley, 731,500 for Dr Brian Gilvary and 797,000 for Iain Conn. These
increases took effect on 1 July 2014.

Annual bonus
Provides a variable level of remuneration dependent on short-term performance against the annual plan.
Policy summary
Operation and opportunity
t 5
 PUBMPWFSBMMCPOVT CFGPSFBOZEFGFSSBM
JTCBTFEPOQFSGPSNBODFSFMBUJWFUPNFBTVSFTBOEUBSHFUTSFnFDUFEJOUIFBOOVBMQMBO XIJDIJOUVSO
reects BPs strategy.
t 0
 OUBSHFUCPOVTJTPGTBMBSZXJUIBTNBYJNVN
t "
 DIJFWJOHBOOVBMQMBOPCKFDUJWFTFRVBUFTUPPOUBSHFUCPOVT5IFMFWFMPGUISFTIPMEQBZPVUGPSNJOJNVNQFSGPSNBODFWBSJFTBDDPSEJOHUPUIF
nature of the measure in question.

Performance framework
t 4QFDJmDNFBTVSFTBOEUBSHFUTBSFEFUFSNJOFEFBDIZFBSCZUIFSFNVOFSBUJPODPNNJUUFF
t " QSPQPSUJPOXJMMCFCBTFEPOTBGFUZBOEPQFSBUJPOBMSJTLNBOBHFNFOUBOEJTMJLFMZUPJODMVEFNFBTVSFTTVDIBTMPTTPGQSJNBSZDPOUBJONFOU 
recordable injury frequency and tier 1 process safety events.
t 5 IFQSJODJpal measures of annual bonus will be based on value creation and may include nancial measures such as operating cash ow,
replacement cost operating prot and cost management, as well as operating measures such as major project delivery, downstream net income
per barrel and upstream unplanned deferrals. The specic metrics chosen each year will be set out and explained in the annual report on
remuneration.

Framework Value made up 70% of group annual bonus objectives. Measures included
The committee determined performance measures and their weightings delivering operating cash ow in line with the 10-point plan; increasing
for the 2014 annual bonus at the beginning of the performance year, underlying replacement cost prot; reducing corporate and functional
focusing on two key priorities: safety and value. costs; improving operating efciency in upstream operations by minimizing
unplanned deferrals; completing major projects planned within the year;
Performance measures remained largely unchanged from last year in order
and delivering downstream prot per barrel of rening capacity.
to maintain continuity and build momentum for delivery of the 10-point
plan. Measures and targets reected the business plan for the year and Iain Conns annual bonus was based 70% against the group annual bonus
were set so that meeting plan would result in an on target bonus reward. objectives and 30% against safety, operating efciency and protability
performance of the downstream segment.
Bob Dudley and Dr Brian Gilvarys annual bonus was based 100% on
group annual bonus objectives.
Safety made up 30% of group annual bonus objectives. Safety measures
related to loss of primary containment, tier 1 process safety events and
recordable injury frequency. Challenging targets for these measures were
set, both to build on the improving trend of the last three years and to
continue to reduce the number of safety events.

76 BP Annual Report and Form 20-F 2014


2014 outcomes targeted reduction of 7%. In terms of operational performance seven major
In January 2015, the committee considered the groups performance during projects were successfully delivered in 2014 against the plan of six.
2014 against the measures and targets set out below. Upstream unplanned deferrals were reduced by 6% against a targeted
reduction of 9%. Downstream net income per barrel of $4.4/bbl was below
In safety, the committee recognized that ambitious targets had been set
target of $6.4/bbl.
and the improvements in the year varied between the measures. In loss of
primary containment, the improvement was above the threshold but below Based on these results, the overall group performance score was 1.10.
the target resulting in a weighted score of 7.96 out of 10; similarly in The committee, as is its normal practice, considered this result in the
recordable injury frequency (RIF) the improvement was above the threshold context of the underlying nancial performance of the group, competitors
but below the target resulting in a weighted score of 6.07 out of 10. results, shareholder feedback and input from the board and other
Importantly, these levels of performance still represented an improvement committees. After review, it concluded that this result fairly represented the
on the previous year. Tier 1 process safety events did not reach the overall performance of the business during the year.
threshold expectation and therefore did not score. The outcomes relative to
In the downstream segment, safety results were good with improvements
these targets were mixed, however the underlying trend remained positive,
in loss of primary containment and process safety tier 2 events. Operating
reecting continued improvement over the past three years.
cash ow was ahead of plan but rening availability and net income per
Operating cash ow of $32.8 billion was well ahead of target of $30 billion. barrel were below plan expectations. The performance score was 0.98.

Corporate governance
Underlying replacement cost prot of $12.1 billion was below target of
A summary of the outcomes for each measure, set against the target for
$14.5 billion. Through greater simplication and efciency across all
the year, is shown below.
functions, corporate and functional costs were reduced by 9% against a

2014 annual cash bonus


Safety Value

Tier 1 Corporate
Measures Loss of process Recordable Operating Underlying and Downstream Major Upstream Total
primary safety injury cash replacement functional net income/ project unplanned
containment eventsa frequency owb cost protb costs bblb delivery deferrals
Weight
On target 10% 10% 10% 16.33% 16.33% 16.33% 7% 7% 7% 100%
Maximum 20% 20% 20% 32.67% 32.67% 32.67% 14% 14% 14% 200%
110% =
Weighted
outcome %
7.96 Nil 6.07 32.67 13.78 28.26 4.77 10.50 5.95 score
1.10

32.67%
28.26%

Target
Met
Not met 13.78%
Group key 10.50%
7.96%
performance 0% 6.07% 5.95%
indicator
4.77%

7% 6 project 9%
Plan/target 3-10% improvement $30bn $14.5bn $6.4/bbl
reduction start-ups reduction
0.307 per 9% 7 project 6%
Outcome 246 events 28 events $32.8bn $12.1bn $4.4/bbl
200k hrs reduction start-ups reduction
a
Dened by American Petroleum Institute (API).
b
Assessment of the nancial outcomes was done using the same conditions as the targets were set at oil price, rening margin and other environmental factors were taken into account.

The overall bonus for directors was determined by multiplying the group Annual bonus summary
score of 1.10 times target by the on-target bonus level of 150% of salary. Overall bonus Paid in cash Deferred in BP shares
Bob Dudleys total overall bonus was 165% of salary, as was Dr Brian Bob Dudley $3,014,550 $1,004,850 $2,009,700
Gilvarys. Iain Conns total overall bonus was 159% of salary, based on Dr Brian Gilvary 1,189,238 396,413 792,825
both group and downstream segment performance (accounting for 30% of
Iain Conn 1,252,480 1,252,480 0
his bonus). Under the terms of the deferred element of the EDIP, one third
of the total bonus is paid in cash. A director is required to defer a further
third and the nal third is paid either in cash or voluntarily deferred at the
individuals election.
Bob Dudley and Dr Brian Gilvary have both elected to defer the nal third of
their annual bonus. Iain Conn, who left at the end of the year, was not
eligible for deferral and so all his bonus (reecting his 12 months of service)
was paid in cash. The following table outlines the amounts paid in cash and
amounts deferred into shares.

BP Annual Report and Form 20-F 2014 77


2015 implementation 2015 annual bonus measures
For 2015, 100% of Bob Dudleys and Dr Brian Gilvarys bonus will be
based on group results.
Strategic priorities
The 2015 bonus plan has been set in the context of recent group
achievements (delivery of the 10-point plan), current short-term
imperatives and the groups strategy. The committee will continue to focus
Clear Quality Distinctive
on the two overall themes of safety and value. In order to focus on
priorities of the short term, the number of value measures has been priorities portfolio capabilities
reduced from six in 2014 to ve in 2015. The measures reect the current
short term imperatives and tie back to the 2015 priorities in the groups
annual plan. Targets for each measure are challenging but realistic and have
been set in the context of the current environment.
Safety and operational risk 30% Value 70%
Continued improvement in safety remains a group priority and is fully
reected in the measures. Safety will continue to have a 30% weight in the
Operating cash ow 20%
overall bonus plan. The value measures are now more heavily weighted on Loss of primary containment 10%
operating cash ow and underlying replacement cost prot. Capital and Underlying replacement cost
cost discipline are reected through two measures net investment prot 20%
(organic) and corporate and functional cost management. The delivery of
Process safety tier 1 events 10%
major projects remains a point of focus. All of these value measures are Net investment (organic) 15%
key to short-term performance within the group and will have an overall
weight of 70% for the annual bonus 2015. Corporate and functional costs 10%
Recordable injury frequency 10%
The committee agreed the performance measures for the 2015 annual Major project delivery 5%
cash bonus as set out opposite.
Creating long-term shareholder value
Targets will be disclosed retrospectively in the 2015 remuneration report to
the extent that they are no longer considered commercially sensitive.

Deferred bonus
Reinforces the long-term nature of the business and the importance of sustainability, linking a further part of remuneration to equity.
Policy summary
Operation and opportunity
t " UIJSEPGthe annual bonus is required to be deferred and up to a further third can be deferred voluntarily. This deferred bonus is awarded in shares.
t %FGFSSFETIBSFTBSFNBUDIFEPOBPOFGPSPOFCBTJT BOECPUIEFGFSSFEBOENBUDIFETIBSFTWFTUBGUFSUISFFZFBSTEFQFOEJOHPOBOBTTFTTNFOUCZ
the committee of safety and environmental sustainability over the three-year period.
t 8IFSFTIBSFTWFTU BEEJUJPOBMTIBSFTSFQSFTFOUJOHUIFWBMVFPGSFJOWFTUFEEJWJEFOETBSFBEEFE
t #FGPSFCFJOHSFMFBTFE BMMNBUDIFETIBSFTUIBUWFTUBGUFSUIFUISFFZFBSQFSGPSNBODFQFSJPEBSFTVCKFDU BGUFSUBY
UPBOBEEJUJPOBMUISFFZFBS
retention period.
Performance framework
t #PUIEFGFSSFEBOENBUDIFETIBSFTNVTUQBTTBOBEEJUJPOBMIVSEMFSFMBUFEUPTBGFUZBOEFOWJSPONFOUBMTVTUBJOBCJMJUZQFSGPSNBODFJOPSEFSUPWFTU
t *GUIFSFIBTCFFOBNBUFSJBMEFUFSJPSBUJPOJOTBGFUZBOEFOWJSPONFOUBMNFUSJDT PSUIFSFIBWFCFFONBKPSJODJEFOUTSFWFBMJOHVOEFSMZJOHXFBLOFTTFT
in safety and environmental management then the committee, with advice from the safety, ethics and environmental assurance committee, may
conclude that shares vest in part, or not at all.
t "MMEFGFSSFETIBSFTBSFTVCKFDUUPDMBXCBDLQSPWJTJPOTJGUIFZBSFGPVOEUPIBWFCFFOHSBOUFEPOUIFCBTJTPGNBUFSJBMMZNJTTUBUFEmOBODJBMPSPUIFSEBUB

2014 outcomes 2011 deferred bonus vesting


Both Bob Dudley and Iain Conn deferred two thirds of their 2011 annual Total shares Total
bonus in accordance with the terms of the policy in place at the time of Shares Vesting including value
Name deferred agreed dividends at vesting
deferral.
Bob Dudley 436,824 100% 505,782 $3,401,384
The three-year performance period concluded at the end of 2014. The
Iain Conn 322,608 100% 380,785 1,698,301
committee reviewed safety and environmental sustainability performance
over this period and sought the input of the safety, ethics and environment
assurance committee (SEEAC). Over the three-year period 2012-2014 Dr Brian Gilvary participated in a separate deferred bonus plan prior to his
safety measures showed steady improvement. All performance hurdles appointment as an executive director and details of this are provided in the
were met and the group-wide operating management system is now table on page 84.
sufciently embedded throughout the organization to continue driving Details of the deferred bonus awards made to the executive directors in
improvement in environmental as well as safety areas. early 2014, in relation to 2013 annual bonuses, were set out in last years
Following the committees review, full vesting of the deferred and matched report. A summary of these awards is included on page 84.
shares for the 2011 deferred bonus was approved, as shown in the 2015 implementation
following table (as well as in the single gure table on page 75). The committee has determined that the safety and environmental
sustainability hurdle will continue to apply to shares deferred from the 2014
bonus. All matched shares that vest in 2018 will, after sufcient shares
have been sold to pay tax, be subject to an additional three-year retention
period before being released to the individual in 2021. This further
reinforces long-term shareholder alignment and the nature of the groups
business. Both Bob Dudley and Dr Brian Gilvary deferred two thirds of their
2014 annual bonus.

78 BP Annual Report and Form 20-F 2014


Performance shares
Ties the largest part of remuneration to long-term performance. The level varies according to performance relative to measures linked directly to
strategic priorities.
Policy summary
Operation and opportunity
t 4
 IBSFTVQUPBNBYJNVNWBMVFPGmWFBOEBIBMGUJNFTTBMBSZGPSUIFHSPVQDIJFGFYFDVUJWFBOEGPVSUJNFTTBMBSZGPSUIFPUIFSFYFDVUJWFEJSFDUPST
can be awarded annually.
t 7
 FTUJOHPGTIBSFTBGUFSUISFFZFBSTJTEFQFOEFOUPOQFSGPSNBODFSFMBUJWFUPNFBTVSFTBOEUBSHFUTSFnFDUJOH#1TTUSBUFHZ
t 8
 IFSFTIBSFTWFTU BEEJUJPOBMTIBSFTSFQSFTFOUJOHUIFWBMVFPGSFJOWFTUFEEJWJEFOETBSFBEEFE
t #
 FGPSFCFJOHSFMFBTFE UIPTFTIBSFTUIBUWFTUBGUFSUIFUISFFZFBSQFSGPSNBODFQFSJPEBSFTVCKFDU BGUFSUBY
UPBOBEEJUJPOBMUISFFZFBSSFUFOUJPO
period.
Performance framework

Corporate governance
t 1FSGPSNBODFTIBSFTXJMMWFTUPOUIFGPMMPXJOHUISFFQFSGPSNBODFNFBTVSFT
 t5PUBMTIBSFIPMEFSSFUVSOSFMBUJWFUPPUIFSPJMNBKPST
 t0QFSBUJOHDBTInPX
 t4USBUFHJDJNQFSBUJWFT
t .FBTVSFTCBTFEPOSFMBUJWFQFSGPSNBODFUPPJMNBKPSTXJMMWFTU  GPSmSTU TFDPOEBOEUIJSEQMBDFmOJTISFTQFDUJWFMZBOEGPS
fourth or fth position.
t 5IFDPNNJUUFFJEFOUJmFTUIFTQFDJmDTUSBUFHJDJNQFSBUJWFTUPCFJODMVEFEFWFSZZFBSBOENBZBMTPBMUFSUIFPUIFSNFBTVSFTJGPUIFSTBSFEFFNFE
to be more aligned to strategic priorities. These are explained in the annual report on remuneration.
t 5IFDPNNJUUFFNBZFYFSDJTFKVEHFNFOUUPBEKVTUWFTUJOHPVUDPNFTJGJUDPODMVEFTUIBUUIFGPSNVMBJDBQQSPBDIEPFTOPUSFnFDUUIFUSVFVOEFSMZJOH
performance of the companys business or is inconsistent with shareholder benets.
t "MMQFSGPSNBODFTIBSFTBSFTVCKFDUUPDMBXCBDLQSPWJTJPOTJGUIFZBSFGPVOEUPIBWFCFFOHSBOUFEPOUIFCBTJTPGNBUFSJBMMZNJTTUBUFEmOBODJBMPS
other data.

Framework Relative TSR did not achieve the minimum required for any vesting. The
Performance shares were conditionally awarded to each executive director signicant weight associated with this measure (one third in total) aligns
in 2012. Maximum awards under the policy were granted representing the actual value delivered to executive directors with that to shareholders.
ve-and-a-half-times salary for Bob Dudley and four-times salary for
Operating cash ow, representing a further one third of the award, was
Dr Brian Gilvary and Iain Conn. Vesting of these awards was subject to
$32.8 billion. This notably exceeded the target set in 2011 to increase
delivering targets set over the three-year performance period.
operating cash ow by more than 50% between 2012 and 2014 at
One third of the award was based on relative total shareholder return $100/bbl. Consequently, maximum shares for this component will vest.
(TSR), one third on operating cash ow and one third on strategic
Strategic imperatives represented the nal third. These included relative
imperatives which were relative reserves replacement ratio (RRR), safety
RRR, S&OR, and rebuilding trust internally and externally. These elements
and operational risk (S&OR) and rebuilding trust internally and externally, all
are discussed individually below.
equally weighted. Again, performance against each of these measures
was designed to be aligned with group strategy, future direction and Preliminary assessment of BPs relative RRR indicated a positive outcome
creation of shareholder value. with a minimum expected second place amongst the comparator group.
The nal ranking will be determined once the actual results for 2014 have
Relative TSR represents the change in value of a BP shareholding between
been published by other comparator companies. For the purposes of this
the average of the fourth quarter of 2011 and the fourth quarter of 2014
report, and in accordance with the UK regulations, second place has been
compared to other oil majors (dividends are re-invested). RRR represents
assumed. Any adjustment to this will be reported in next years annual
organic reserves added over the three-year performance period divided by
report on remuneration. Based on a provisional second place assessment,
the reserves extracted. This ratio is ranked against like-for-like organic RRR
7.8% of the maximum of 11.1% shares are expected to vest for RRR.
for other oil major peers.
S&OR has improved signicantly over the 2012-2014 period. Loss of
The 2012-2014 comparator group for relative TSR (33.3% weight) and
primary containment showed a reduction of 32%, the number of reported
relative RRR (11.1% weight) was Chevron, ExxonMobil, Shell and Total.
work related incidents (RIFs) reduced by 15% and tier 1 process safety
The number of conditional shares that would vest for each of the relative
events reduced by 62%. The underlying trend of continuing improvement
performance measures for rst, second and third place was set at the start
over the past three years has been very positive. Consequently, the
of 2012 and equals 100%, 70% and 35% respectively. This reects the
maximum of 11.1% shares will vest for the safety measures.
approved rules applicable to the 2012-2014 plan. No shares would vest for
fourth or fth place. In 2011, shortly after the Deepwater Horizon incident, restoring trust both
externally and internally was an important priority for the group and, as
For S&OR, percentage improvement targets were set. For rebuilding trust
such, featured as one of the strategic imperatives of the plan. Since then,
measures, the committee determined that it would use qualitative and
external and internal trust has been measured by surveys conducted with
quantitative data to assess the improvement of external and internal
external audiences and internally with employees. External trust is tracked
perception of the group and to gauge whether trust was being rebuilt.
through six indicators with key stakeholders in the US and UK. Over the
Judgement would then be exercised as appropriate.
three years, external surveys showed improvements ranging from one to
2014 outcomes six percent with different external audiences.
The committee considered the performance of the group over the
Employee engagement is assessed by an index which measures
three-year period of the plan and the specic achievements against each of
employees perceptions of BP including understanding of business
the targets set for the measures. Based on a preliminary assessment of
priorities, trust in BP leaders and condence in BPs future strategy. This
relative RRR, 60.5% of the shares awarded in the 2012-2014 plan are
index has shown a four percent improvement since 2011 and a two
expected to vest.
percent improvement since 2012 across different levels of the organization.

Defined on page 252. BP Annual Report and Form 20-F 2014 79


The results of this index were benchmarked against external data and were The vested shares for current executive directors are subject to a further
particularly encouraging. three-year retention period before they will be released to the individuals in
2018.
Recognizing the need to make further progress in this area, the committee
determined that 8.3% of the maximum 11.1% of shares will vest for the 2012-2014 performance shares preliminary outcome
rebuilding trust measure. Shares Shares vested Value of
awarded inc dividends vested shares
As in past years, the committee also considered the overall performance of
Bob Dudley 1,343,712 941,286 $6,391,332
the group during the period and whether any other factors should be taken
into account. Following this review, the committee assessed that a Dr Brian Gilvary 624,434 445,912 1,904,044
preliminary 60.5% vesting was a fair reection of the overall performance Iain Conn 660,633 471,761 2,014,419
pending conrmation of the reserves replacement result. This will result in
the vesting shown in the table. The measures, targets and weight for the plan as well as, on a preliminary
basis, the outcomes achieved are shown below.
2012-2014 performance shares vesting

Relative
Measures Relative total reserves
shareholder Operating replacement Rebuilding Total
return cash ow ratio Safetya trust
Weight at maximum 33.3% 33.3% 11.1% 11.1% 11.1% 100%
Outcome % Nil 33.3% 7.8% 11.1% 8.3% 60.5%

0%
33.3
Met
Not met
7.8 11.1 8.3
Group key performance indicator

Outperform Outperform Improvement


Plan/target $30bn Improvement
peers peers 10-15%

Outcome Fifth $32.8bn Secondb 15-62% Met


a
Safety includes loss of primary containment, tier 1 process safety event (dened by API) and recordable injury frequency.
b
This represents a preliminary assessment.

2011-2013 nal outcomes conrmation 2015-2017 performance shares


Last year it was reported that the committee had made a preliminary
assessment of second place for the relative RRR in the 2011-2013 Strategic priorities
performance shares element. In May 2014 the committee reviewed the
results for all comparator companies as published in their reports and
accounts and assessed that BP was in rst place relative to other oil majors
and that the full 20% of shares would vest for this performance measure Clear Quality Distinctive
as opposed to 14% for second place. This resulted in a nal vesting of priorities portfolio capabilities
45.5% from 39.5% for the entire award. This is reected in the single
gure table on page 75.
2015 implementation
Shares were awarded in February 2015 to the maximum value allowed
under the policy, ve-and-a-half-times salary for Bob Dudley and four-times Total shareholder return 1/3
salary for Dr Brian Gilvary (see table on page 85). These have been
awarded under the performance share element of the EDIP and are Cumulative operating cash ow 1/3
subject to a three-year performance period. Those shares that vest are
subject, after tax, to an additional three-year retention period. The Safety and operational risk
2015-2017 performance share element will be assessed over three years
based on the following measures: relative TSR (one third); cumulative Strategic priorities 1/3 Reserves replacement
operating cash ow (one third); and strategic imperatives (one third)
Major project delivery
including relative RRR; S&OR risk assessment; and major project delivery.
Creating long-term shareholder value

80 BP Annual Report and Form 20-F 2014


These measures continue to be aligned with BPs strategic priorities of Relative performance ranking
safe, reliable and compliant operations, major project delivery, disciplined Vesting percentage for each
nancial choices and growing our exploration position. BPs ranking place versus oil majors relative performance measure
First 100%
TSR and RRR will be assessed on a relative basis compared with the other
oil majors Chevron, ExxonMobil, Shell and Total with the following vesting Second 80%
schedule. Third 25%
The committee has agreed targets and ranges for measures that will be Fourth or fth Nil
used to assess performance at the end of the three-year performance
period and will be disclosed retrospectively.

Pension
Recognizes competitive practice in home country.
Policy summary

Corporate governance
Operation and opportunity
t&YFDVUJWFEJSFDUPSTQBSUJDJQBUFJOUIFDPNQBOZQFOTJPOTDIFNFTUIBUBQQMZJOUIFJSIPNFDPVOUSZ
t$VSSFOU6,FYFDVUJWFEJSFDUPSTSFNBJOPOBEFmOFECFOFmUpension plan and receive a cash supplement of 35% of salary in lieu of future service
accrual when they exceed the annual allowance set by legislation.
t$VSSFOU64FYFDVUJWFEJSFDUPSTQBSUJDJQBUFJOUSBOTJUJPOBSSBOHFNFOUTSFMBUFEUPIFSJUBHFQMBOTPG"NPDPBOE"SDPBOEOPSNBMEFmOFECFOFmUQMBOT
that apply to executives with an accrual rate of 1.3% of nal earnings (salary plus bonus) for each year of service.

Performance framework
t1FOTJPOJOUIF6,JTOPUEJSFDUMZMJOLFEUPQFSGPSNBODF
t1FOTJPOJOUIF64JODMVEFTCPOVTJOEFUFSNJOJOHCFOFmUMFWFM

Framework In the event of retirement before age 60, the following early retirement
Executive directors are eligible to participate in group pension schemes terms would apply:
that apply in their home countries which follow national norms in terms of
t On retirement between 55 and 60, in circumstances approved by the
structure and levels.
committee, an immediate unreduced pension in respect of the proportion
US pension of their benet for service up to 30 November 2006, and subject to such
Bob Dudley participates in the US plans. Pension benets in the US are reduction as the scheme actuary certies in respect of the period of
provided through a combination of tax-qualied and non-qualied benet service after 1 December 2006. The scheme actuary has, to date,
plans, consistent with applicable US tax regulations. The BP retirement applied a reduction of 3% per annum for each year retirement precedes
accumulation plan (US pension plan) is a US tax-qualied plan that features 60 in respect of the period of service from 1 December 2006 up to the
a cash balance formula and includes grandfathering provisions under nal leaving date; however a greater reduction can be applied in other
average pay formulas for certain employees of companies acquired by BP circumstances.
(including Amoco and ARCO) who participated in these predecessor
t On leaving before age 55, in circumstances approved by the
company pension plans. The TNK-BP supplemental retirement plan is a
committee, a deferred pension payable from 55 or later, with early
lump sum benet based on the same calculation as the benet under the
retirement terms if it is paid before 60 as set out above.
US pension plan but reecting service and earnings at TNK-BP.
Irrespective of this, on leaving in circumstances of total incapacity, an
The BP excess compensation (retirement) plan (excess compensation plan)
immediate unreduced pension is payable from their leaving date.
provides a supplemental benet which is the difference between (1) the
benet accrual under the US pension plan and the TNK-BP supplemental On leaving BP, Iain Conn is entitled to a deferred pension payable from age
retirement plan without regard to the IRS compensation limit (including for 55 or later. The early retirement terms applying to this pension are as set
this purpose base salary, cash bonus and bonus deferred into a out above.
compulsory or voluntary award under the deferred matching element of 2014 outcomes
the EDIP), and (2) the actual benet payable under the US pension plan and In 2014, Mr Dudleys accrued pension increased, net of ination, by
the TNK-BP supplemental retirement plan, applying the IRS compensation $130,000; Dr Gilvarys by 1,100 and Mr Conns by 900. These increases
limit. The benet calculation under the Amoco formula includes a reduction have been reected in the single gure table on page 75 by multiplying
of 5% per year if taken before age 60. them by twenty in accordance with the requirements of the UK regulations.
The BP Supplemental Executive Retirement Benet plan (SERB) is a Dr Gilvary and Mr Conn participate in the UK pension arrangements
supplemental plan based on a target of 1.3% of nal average earnings described above. Both individuals have exceeded the annual or lifetime
(including, for this purpose, base salary plus cash bonus and bonus allowance under UK pensions legislation and, in accordance with the policy,
deferred into a compulsory or voluntary award under the deferred matching receive a cash supplement of 35% of salary. These cash supplements have
element of the EDIP) for each year of service (without regard for tax limits) been separately identied in the single gure table on page 75.
less benets paid under all other BP (US) qualied and non-qualied Mr Dudley participates in the transitional arrangements in the US plans
pension arrangements. The benet payable under SERB is unreduced at described above. These are aimed at an accrual rate of 1.3% of nal
age 60 but reduced by 5% per year if separation occurs before age 60. earnings (which include salary and bonus), for each year of service.
Benets payable under this plan are unfunded and therefore paid from
corporate assets. The committee continues to keep under review the increase in the value of
pension benets for individual directors. There are signicant differences in
UK pension calculation of pensions between the UK and the US. US pension benets
Iain Conn and Dr Brian Gilvary participate in a UK nal salary pension are not subject to cost of living adjustments after retirement as they are in
scheme in respect of service prior to 1 April 2011. This scheme provides a the UK. Equally, transfer values are frequently inuenced by changes in
pension relating to length of pensionable service and nal pensionable interest rates and discount factors.
salary. The disclosure of total pension includes any cash in lieu of additional
accrual that is paid to individuals in the UK scheme who have exceeded the The committee will continue to make the required disclosures in
annual allowance or lifetime allowance under UK regulations. Both Iain accordance with the UK regulations; however, given the issues and
Conn and Dr Brian Gilvary fall into this category and in 2014 received cash differences set out above, the committee would note that 12 to 14 would
supplements of 35% of salary in lieu of future service accrual. be a typical annuity factor in the US compared with the factor of 20 upon
which the UK regulations are based.

BP Annual Report and Form 20-F 2014 81


Shareholder engagement Certain aspects of the arrangements described involved the exercise of
discretion by the committee in his favour. The committee was satised
The committee values its dialogue with major shareholders on that this was appropriate in view of his long and successful career with BP.
remuneration matters. During the year, the committees chairman, the
committees independent adviser and the company secretary held lain Conn was potentially entitled to a termination payment of up to
individual meetings with shareholders to ascertain their views and discuss 453,677, calculated as approximately seven months of his base salary of
important aspects of the committees policy and its implementation. They 797,000 per annum. This was to be paid in seven monthly instalments
also met key proxy advisers. These meetings supplemented a group from January 2015, but would cease to be payable in the event that he
meeting of major shareholders with all committee chairs and the chairman commenced another employment prior to 24 July 2015. lain Conn
which took place in March 2014, as well as an investor relations commenced employment with Centrica plc on 1 January 2015 and,
programme including a regular ongoing dialogue between the chairman accordingly, no termination payment was made to him.
and shareholders. Throughout the year this engagement provided the lain Conn worked for the full 2014 nancial year, and so was eligible for an
committee with an important and direct perspective of shareholder views annual bonus payment paid in cash. The amount of this bonus is stated on
and, together with the voting results on remuneration matters at the AGM, page 77.
was considered when making decisions.
lain Conn is entitled to an early retirement pension from age 55. In respect
Shareholders who voted against the report or withheld their vote did so for of service from 1 December 2006 to his leaving date, he will be subject to
several reasons. These related principally to insufcient detailed a 3% per annum reduction in his pension from age 55.
information to explain vesting outcomes and no rm commitment to
retrospective disclosure of targets currently deemed to be commercially The share awards held by Iain Conn under the EDIP have been preserved
sensitive. For some, quantum was also an issue. in accordance with the good leaver provisions and will vest at the normal
date, to the extent that performance targets are met:
In his engagement, the chairman of the committee has sought to address
these issues. While the absolute quantum of remuneration is a product of t Performance share awards granted in 2012, 2013 and 2014 (all of which
the implementation of the approved policy and of the performance of the will be pro-rated to reect Iain Conns period of service within the
group, additional disclosure is now part of this report. Specically, the performance cycle); and
committee now discloses targets retrospectively for both annual bonus t Compulsory deferred bonus awards granted in 2012, 2013 and 2014,
and long-term performance shares unless there are specic condentiality voluntary deferred bonus awards granted in 2012 and 2013 and
issues. matching share awards granted in 2012, 2013 and 2014. The vesting of
The boards annual report on remuneration was approved by shareholders the matching share awards (but not the compulsory deferred bonus or
at the 2014 AGM. The votes on the report are shown below. the voluntary deferred bonus) will be subject to time pro-rating.

2014 AGM directors remuneration report vote results Information on these preserved share awards (including the vesting of
Year % vote for % vote against Votes withheld
share awards in the period up to 23 February 2015 and details of additional
shares awarded representing re-invested dividends on such vested
2014 83.9% 16.1% 2,218,417,773 awards) is shown (pro-rated as appropriate) on pages 84 and 85.
The information relating to the vesting of share awards will be updated in
The committees remuneration policy was approved by shareholders at the the 2015 and 2016 remuneration reports.
2014 AGM. The votes on the policy are shown below.
To the extent that matching share awards granted in 2014 and any
2014 AGM directors remuneration policy vote results performance share awards vest, the post-tax number of shares will be
Year % vote for % vote against Votes withheld subject to a twelve-month retention period. Vested performance share
2014 96.4% 3.6% 125,217,443 awards that are currently within their three-year post-vesting retention
period must be retained until 31 December 2015.
The shareholder approved policy now governs the remuneration of the
Iain Conn will continue to be covered by the companys D&O insurance
directors for a period of three years expiring in 2017. It is the boards
and his indemnity in respect of third-party liabilities will continue in force
intention that the policy be renewed at the AGM in 2017.
according to its terms. The company made a contribution towards his legal
See bp.com/remuneration for a copy of the approved policy.
fees in connection with these arrangements.
External appointments Historical data and statistics
The board supports executive directors taking up appointments outside the
company to broaden their knowledge and experience. Each executive Historical TSR performance
director is permitted to accept one non-executive appointment, from which FTSE 100 BP
they may retain any fee. External appointments are subject to agreement
200
Value of hypothetical 100 holding

by the chairman and reported to the board. Any external appointment must
not conict with a directors duties and commitments to BP. Details of
appointments during 2014 are shown below. 150
Additional position held at
Director Appointee company appointee company Total fees
100
Bob Dudley Rosnefta Director 0
Iain Conn BT Group plcb Non-executive 54,000
50
director
Rolls-Royce plcc Senior independent 29,300
director and chairman 2008 2009 2010 2011 2012 2013 2014
of the ethics
committee
This graph shows the growth in value of a hypothetical 100 holding in BP
a
Bob Dudley holds this appointment as a result of the companys shareholding in Rosneft. p.l.c. ordinary shares over six years, relative to a hypothetical 100 holding
b
Appointed 1 June 2014. in the FTSE 100 Index of which the company is a constituent. The values
c
Resigned 23 May 2014. of the hypothetical 100 holdings at the end of the six-year period were
107.45 and 194.77 respectively.
Executive director leaving the board
Iain Conn resigned as a director of the company and left BPs employment
on 31 December 2014. This decision was announced on 24 July 2014, and
he served BP on his existing contractual terms until 31 December 2014
while working ve months of the 12 months notice period specied in his
service contract. His settlement agreement dated 24 July 2014 is in
accordance with the policy and details are set out in the summary below.

82 BP Annual Report and Form 20-F 2014


History of CEO remuneration uctuations. The table below shows the status of each of the executive
directors in developing this level. These gures include the value as at
Total Annual bonus Performance
remuneration % of share vesting
23 February 2015 from the directors interests shown below plus the
Year CEO thousanda maximum % of maximum assumed vesting of the 2012-2014 performance shares and is consistent
2009 with the gures reported in the single gure table on page 75.
Hayward 6,753 89b 17.5
Value of current % of policy
2010c Hayward 3,890 0 0
Appointment date shareholding achieved
Dudley $7,722 0 0
Bob Dudley October 2010 $10,147,581 109
2011 Dudley $8,312 67 16.7
Dr Brian Gilvary January 2012 3,618,299 99
2012 Dudley $9,184 65 0
2013 Dudley $14,620d 88 45.5 The committee is satised that all executive directors comply with the
policy by building the required personal shareholding in a reasonable period
2014 Dudley $15,334 73 60.5
of time following their appointment. Importantly, none of the existing
a
Total remuneration gures include pension and are shown as reported each year in the respective executive directors have sold shares that vested from the EDIP.
Directors remuneration report with the exception of 2012 and 2013 which are restated in line

Corporate governance
with the gures reported in the single gure tables in this report and in 2013. The gures below indicate and include all benecial and non-benecial
b
2009 annual bonus did not have an absolute maximum and so is shown as a percentage of the interests of each executive director of the company in shares of BP (or
maximum established in 2010.
c
2010 gures show full year total remuneration for both Tony Hayward and Bob Dudley, although
calculated equivalents) that have been disclosed to the company under the
Bob Dudley did not become CEO until October 2010. Disclosure and Transparency Rules as at the applicable dates.
d
This number is detailed in the single gure table on page 75 and includes the actual outcomes of
the 2011-2013 performance share vesting. Ordinary
Ordinary Ordinary Change from shares or
Relative importance of spend on pay (million) shares or shares or
equivalents at equivalents at
31 Dec 2014
to
equivalents
total at
Current directors 1 Jan 2014 31 Dec 2014 23 Feb 2015 23 Feb 2015
Distributions to Remuneration paid to Capital investmentb
shareholders all employeesa Bob Dudleya 355,707 738,858 267,582 1,006,440
Dr Brian Gilvary 412,973 545,217 44,928 590,145
$24,600 Former executive director
$22,892
Iain Connb 600,272 826,602
a
Held as ADSs.
b
$13,936 Includes 48,024 ordinary shares held as ADSs.
$13,654
$11,938 $12,374 The following table shows both the performance shares and the deferred
Buybacksc Buybacksc bonus element awarded under the EDIP. These gures represent the
$4,770 $5,463 maximum possible vesting levels. The actual number of shares/ADSs that
vest will depend on the extent to which performance conditions have been
Dividendsd Dividendsd
$7,168 $6,911 satised over a three-year period.
Performance Performance Change from Performance
2014 2013 2014 2013 2014 2013 shares at shares at 31 Dec 2014 to shares total at
Total 3.5% decrease 2.1% increase 6.9% decrease Current directors 1 Jan 2014 31 Dec 2014 23 Feb 2015 23 Feb 2015
Bob Dudleya 4,953,654 5,227,500 1,653,162 6,880,662
Dividends 3.7%
increase Dr Brian Gilvary 1,599,607 2,375,957 1,038,398 3,414,355
Former executive director
Buybacks 12.7% Iain Conn 2,666,314 2,069,321
decrease a
Held as ADSs.
a
Total remuneration reects overall employee costs. See Financial statements Note 33 for
further information. At 23 February 2015, the following directors held the numbers of options
b
Capital investment reects organic capital expenditure. See footnote a on page 208 for further under the BP group share option schemes over ordinary shares or their
information. calculated equivalent, and the number of restricted shares as set out
c
See Financial statements Note 29 for further information.
d
Dividends includes both scrip dividends as well as those paid in cash. See Financial statements
below. None of these are subject to performance conditions. Additional
Note 8 for further information. details regarding these options can be found on page 85.

Percentage change in CEO remuneration Current director Options


Restricted
shares
Comparing 2014 to 2013 Salary Benets Bonus Dr Brian Gilvary 504,191
% change in CEO remuneration 2.9% 26.7% -14.2% Former executive director

% change in comparator group Iain Conn


remuneration 3.4%a 0.0%b -7.7%
No director has any interest in the preference shares or debentures of the
a
The comparator group comprises some 40% of BPs global employee population being company or in the shares or loan stock of any subsidiary company.
professional/managerial grades of employees based in the UK and US and employed on more
readily comparable terms. This is the average across the comparator group. There are no directors or other members of senior management who own
b
There was no change in employee benets structure. Those benets that are linked to salary more than 1% of the ordinary shares in issue. At 23 February 2015, all
have changed in line with base salary increases.
directors and other members of senior management as a group held
interests of 12,980,342 ordinary shares or their calculated equivalent,
Directors shareholdings 10,295,017 performance shares or their calculated equivalent and
Executive directors are required to develop a personal shareholding of ve 6,051,908 options over ordinary shares or their calculated equivalent under
times salary within a reasonable period of time from appointment. It is the the BP group share option schemes. Senior management comprises
stated intention of the policy that executive directors build this level of members of the executive team. See pages 56-57 for further information.
personal shareholding primarily by retaining those shares that vest in the
deferred bonus and performance share plans which are part of the EDIP.
In assessing whether the requirement has been met, the committee takes
account of the factors it considers appropriate, including promotions and
vesting levels of these share plans, as well as any abnormal share price

Dened on page 252. BP Annual Report and Form 20-F 2014 83


Deferred shares (audited)a
Deferred share element interests Interests vested in 2014 and 2015
Number of
Potential maximum deferred shares ordinary
Performance Date of award of At 1 Jan Awarded At 31 Dec Awarded shares Face value
Bonus year Type period deferred shares 2014 2014 2014 2015 vested Vesting date of the award
Bob Dudleyb 2011 Comp 2012-2014 08 Mar 2012 109,206 109,206 126,444c 11 Feb 2015
Vol 2012-2014 08 Mar 2012 109,206 109,206 126,444c 11 Feb 2015
Mat 2012-2014 08 Mar 2012 218,412 218,412 252,894c 11 Feb 2015
2012d Comp 2013-2015 11 Feb 2013 114,690 114,690 521,840
Vol 2013-2015 11 Feb 2013 114,690 114,690 521,840
Mat 2013-2015 11 Feb 2013 229,380 229,380 1,043,679
2013e Comp 2014-2016 12 Feb 2014 149,628 149,628 728,688
Mat 2014-2016 12 Feb 2014 149,628 149,628 728,688
2014e Comp 2015-2017 11 Feb 2015 147,054 655,861
Vol 2015-2017 11 Feb 2015 147,054 655,861
Mat 2015-2017 11 Feb 2015 294,108 1,311,722
Dr Brian Gilvary 2010 DABf 2011-2013 14 Mar 2011 44,971 51,118c 9 Jan 2014
2011 DABf 2012-2014 15 Mar 2012 73,624 73,624 84,491c 15 Jan 2015
2012d Comp 2013-2015 11 Feb 2013 78,815 78,815 358,608
Vol 2013-2015 11 Feb 2013 78,815 78,815 358,608
Mat 2013-2015 11 Feb 2013 157,630 157,630 717,217
2013e Comp 2014-2016 12 Feb 2014 96,653 96,653 470,700
Mat 2014-2016 12 Feb 2014 96,653 96,653 470,700
2014e Comp 2015-2017 11 Feb 2015 88,288 393,764
Vol 2015-2017 11 Feb 2015 88,288 393,764
Mat 2015-2017 11 Feb 2015 176,576 787,529
Former executive directors
Iain Conn 2010 Comp 2011-2013 09 Mar 2011 21,384 24,670c 12 Feb 2014
Mat 2011-2013 09 Mar 2011 21,384 24,670c 12 Feb 2014
2011 Comp 2012-2014 08 Mar 2012 80,652 80,652 95,196c 11 Feb 2015
Vol 2012-2014 08 Mar 2012 80,652 80,652 95,196c 11 Feb 2015
Mat 2012-2014 08 Mar 2012 161,304 161,304 190,393c 11 Feb 2015
2012d Comp 2013-2015 11 Feb 2013 80,648 80,648 366,948
Vol 2013-2015 11 Feb 2013 80,648 80,648 366,948
Mat 2013-2015 11 Feb 2013 161,296 107,531g 489,266
2013e Comp 2014-2016 12 Feb 2014 100,563 100,563 489,742
Mat 2014-2016 12 Feb 2014 100,563 33,521g 163,247
Dr Byron Groteb 2010 Comp 2011-2013 09 Mar 2011 26,604 30,174c 12 Feb 2014
Vol 2011-2013 09 Mar 2011 26,604 30,174c 12 Feb 2014
Mat 2011-2013 09 Mar 2011 44,340g 50,292c 12 Feb 2014
2011 Comp 2012-2014 08 Mar 2012 91,638 91,638 106,104c 11 Feb 2015
Vol 2012-2014 08 Mar 2012 91,638 91,638 106,104c 11 Feb 2015
Mat 2012-2014 08 Mar 2012 91,638g 91,638g 106,104c 11 Feb 2015
2012d Comp 2013-2015 11 Feb 2013 97,278 97,278 442,615
Vol 2013-2015 11 Feb 2013 97,278 97,278 442,615
Mat 2013-2015 11 Feb 2013 32,424g 32,424g 147,529
Comp = Compulsory.
Vol = Voluntary.
Mat = Matching.
DAB = Deferred Annual Bonus Plan.
a
Since 2010, vesting of the deferred shares has been subject to a safety and environmental sustainability hurdle, and this will continue. If the committee assesses that there has been a material
deterioration in safety and environmental performance, or there have been major incidents, either of which reveal underlying weaknesses in safety and environmental management, then it may
conclude that shares should vest only in part, or not at all. In reaching its conclusion, the committee will obtain advice from the SEEAC. There is no identied minimum vesting threshold level.
b
Bob Dudley and Dr Byron Grote received awards in the form of ADSs. The above numbers reect calculated equivalents in ordinary shares. One ADS is equivalent to six ordinary shares.
c
Represents vestings of shares made at the end of the relevant performance period based on performance achieved under rules of the plan and includes reinvested dividends on the shares vested.
The market price of each share used to determine the total value at vesting on the vesting dates of 9 January 2014, 12 February 2014, 15 January 2015 and 11 February 2015 were 4.97, 4.87,
3.93 and 4.46 respectively and for ADSs on 12 February 2014 and 11 February 2015 were $48.38 and $40.35 respectively.
d
The face value has been calculated using the market price of ordinary shares on 11 February 2013 of 4.55.
e
The market price at closing of ordinary shares on 12 February 2014 was 4.87 and for ADSs was $48.38 and on 11 February 2015 was 4.46 and for ADSs was $40.35. The sterling value has been
used to calculate the face value.
f
Dr Brian Gilvary was granted the shares under the DAB prior to his appointment as a director. The vesting of these shares is not subject to further performance conditions and he receives deferred
shares at each scrip payment date as part of his election choice.
g
All matching shares have been pro-rated to reect actual service during the performance period and these gures have been used to calculate the face value.

84 BP Annual Report and Form 20-F 2014


Performance shares (audited)
Share element interests Interests vested in 2014 and 2015
Potential maximum performance sharesa Number of
ordinary
Performance Date of award of At 1 Jan Awarded At 31 Dec Awarded shares Face value
period performance shares 2014 2014 2014 2015 vested Vesting date of the award
Bob Dudleyb 2011-2013 09 Mar 2011 1,330,332 702,582c15 May 2014d
2012-2014 08 Mar 2012 1,343,712 1,343,712 941,286c March 2015
2013-2015e 11 Feb 2013 1,384,026 1,384,026 6,297,318
2014-2016e 12 Feb 2014 1,304,922 1,304,922 6,354,970
2015-2017e 11 Feb 2015 1,501,770 6,697,894
Dr Brian Gilvary 2011-2013f 14 Mar 2011 67,500 76,726c 9 Jan 2014
2011-2013g 14 Mar 2011 22,500 25,824c 6 Feb 2014
2012-2014 08 Mar 2012 624,434 624,434 445,912c March 2015
2013-2015e 11 Feb 2013 637,413 637,413 2,900,229

Corporate governance
2014-2016e 12 Feb 2014 605,544 605,544 2,948,999
2015-2017e 11 Feb 2015 685,246 3,056,197
Former executive directors
Iain Conn 2011-2013 09 Mar 2011 623,025 335,452c15 May 2014d
2012-2014 08 Mar 2012 660,633 660,633 471,761c March 2015
2013-2015e 11 Feb 2013 694,688 463,126h 2,107,223
2014-2016e 12 Feb 2014 660,128 220,043h 1,071,609
Dr Byron Groteb 2011-2013 09 Mar 2011 654,498 345,654c15 May 2014d
2012-2014 08 Mar 2012 414,468 414,468h 290,346c March 2015
2013-2015e 11 Feb 2013 142,278 142,278h 647,365
a
For awards under the 2011-2013 plan, performance conditions are measured 50% on TSR against ExxonMobil, Shell, Total and Chevron; 20% on reserves replacement against the same peer group;
and 30% against a balanced scorecard of strategic imperatives. For awards under the 2012-2014, 2013-2015 and 2014-2016 plans, performance conditions are measured one third on TSR against
ExxonMobil, Shell, Total and Chevron; one third on operating cash ow; and one third on a balanced scorecard of strategic imperatives. Each performance period ends on 31 December of the third
year. There is no identied overall minimum vesting threshold level but to comply with UK regulations a value of 30%, which is conditional on the TSR, reserves replacement ratio and one of the
strategic imperatives reaching the minimum threshold, has been calculated.
b
Bob Dudley and Dr Byron Grote received awards in the form of ADSs. The above numbers reect calculated equivalents in ordinary shares. One ADS is equivalent to six ordinary shares.
c
Represents vestings of shares made at the end of the relevant performance period based on performance achieved under rules of the plan and includes reinvested dividends on the shares vested.
The market price of each share at the vesting date of 9 January 2014 was 4.97, at 6 February 2014 was 4.77 and 15 May 2014 was 5.03 and for ADSs was $50.90. For the assumed vestings
dated March 2015 a price of 4.27 per ordinary share and $40.74 per ADS has been used. These are the average prices from the fourth quarter of 2014.
d
The 2011-2013 award vested on 15 May 2014 with an additional vesting of accrued notional dividends on 24 June 2014 on which the market price of each share was 5.24 and for ADSs was $52.84.
For Byron Grote this resulted in an increase in value at vesting of $708,913 and for Bob Dudley and lain Conn details can be found in the single gure table on page 75.
e
The market price at closing of ordinary shares on 11 February 2013 was 4.55 and for ADSs was $43.01, on 12 February 2014 was 4.87 and for ADSs was $48.38, and on 11 February 2015 was
4.46 and for ADSs was $40.35.
f
Dr Brian Gilvary was conditionally awarded shares under the Executive Performance Plan prior to his appointment as a director. The vesting of these shares is not subject to further performance
conditions.
g
Dr Brian Gilvary was conditionally awarded shares under the Competitive Performance Plan prior to his appointment as a director. The vesting of these shares is subject to performance conditions.
h
Potential maximum of performance shares element has been pro-rated to reect actual service during the performance period and these gures have been used to calculate the face value.

Share interests in share option plans (audited)


Market price at Date from which
Option type At 1 Jan 2014 Granted Exercised At 31 Dec 2014 Option price date of exercise rst exercisable Expiry date
Dr Brian Gilvary BP 2011 500,000 500,000 3.72 07 Sep 2014 07 Sep 2021
SAYE 4,191 4,191 3.68 01 Sep 2016 28 Feb 2017
Former executive directors
Iain Conn SAYE 797 a 3.16 31 Dec 2014
SAYE 3,017 2,005b 3.68 01 Jan 2015 30 Jun 2015
The closing market prices of an ordinary share and of an ADS on 31 December 2014 were 4.11 and $38.12 respectively.
During 2014 the highest market prices were 5.27 and $53.48 respectively and the lowest market prices were 3.64 and $34.88 respectively.
BP 2011 = BP 2011 plan. These options were granted to Dr Brian Gilvary prior to his appointment as a director and are not subject to performance conditions.
SAYE = Save As You Earn all employee share scheme.
a
The option lapsed on Iain Conns departure from the board in accordance with the rules.
b
Potential maximum shares have been pro-rated with a shorter exercise period in accordance with the rules.

BP Annual Report and Form 20-F 2014 85


Non-executive directors
This section of the directors remuneration report completes the directors annual report on remuneration with details for the chairman and non-executive
directors (NEDs). The boards remuneration policy for the NEDs was approved at the 2014 AGM. This policy was implemented during 2014. There has
been no variance of the fees or allowances for the chairman and the NEDs during 2014.
Chairman
Basic fee
t Remuneration is in the form of cash fees, payable monthly. Remuneration practice is consistent with recognized best practice standards for a
chairmans remuneration and as a UK-listed company, the quantum and structure of the chairmans remuneration will primarily be compared against
best UK practice.
Operation and opportunity
t The quantum and structure of chairmans remuneration is reviewed annually by the remuneration committee, which makes a recommendation to the
board.
Benets and expenses
t The chairman is provided with support and reasonable travelling expenses.
Operation and opportunity
t The chairman is provided with an ofce and full time secretarial and administrative support in London and a contribution to an ofce and secretarial
support in Sweden. A chauffeured car is provided in London, together with security assistance. All reasonable travelling and other expenses
(including any relevant tax) incurred in carrying out his duties is reimbursed.

The maximum remuneration for non-executive directors is set in accordance with the Articles of Association.

Fee structure Chairmans interests


The table below shows the fee structure for the chairman in place since The gures below include all the benecial and non-benecial interests of
1 May 2013. He is not eligible for committee chairmanship and the chairman in shares of BP (or calculated equivalents) that have been
membership fees or intercontinental travel allowance. He has the use of a disclosed under the DTRs as at the applicable dates. The chairmans
fully maintained ofce for company business, a chauffeured car and holdings represented as a percentage against policy achieved are 610%.
security advice in London. He receives secretarial support as appropriate to
Ordinary
his needs in Sweden. Ordinary Ordinary Change from shares or
shares or shares or 31 Dec 2014 equivalents
Fee level
equivalents at equivalents at to total at
thousand
Chairman 1 Jan 2014 31 Dec 2014 23 Feb 2015 23 Feb 2015
Chairman 785
Carl-Henric Svanberg 1,039,276 1,076,695 1,076,695
The table below shows the fees paid for the chairman for the year ending
31 December 2014.
2014 remuneration (audited)
thousand Fees Benetsa Total
2014 2013 2014 2013 2014 2013
Carl-Henric Svanberg 785 773 37 49 822 822
a
Benets include travel and other expenses relating to the attendance at board and other
meetings. Amounts disclosed have been grossed up using a tax rate of 45%, where relevant, as
an estimation of tax due.

86 BP Annual Report and Form 20-F 2014


Non-executive directors
Basic fee
t Remuneration is in the form of cash fees, payable monthly. Remuneration practice is consistent with recognized best practice standards for non-
executive directors remuneration and as a UK-listed company, the quantum and structure of NED director remuneration will primarily be compared
against best UK practice.
Operation
t The quantum and structure of NEDs remuneration is reviewed by the chairman, the group chief executive and the company secretary who make a
recommendation to the board; the NEDs do not vote on their own remuneration.
t Remuneration for non-executive directors is reviewed annually.
Committee fees and allowances
Intercontinental allowance
t The NEDs receive an allowance to reect the global nature of the Companys business. The allowance is payable for transatlantic or equivalent

Corporate governance
intercontinental travel for the purpose of attending a board or committee meeting or site visits.
Operation
t The allowance will be paid in cash following each event of intercontinental travel.
C ommittee chairmanship
Committee chairmans
nshhip ffee
ee
t Those NEDs who chair a committee receive an additional fee. The committee chairmanship fee reects the additional time and responsibility in
chairing a committee of the board, including the time spent in preparation and liaising with management.
C ommittee membership
Committee membe berrship ffee
ee
t NEDs receive a fee for each committee on which they sit other than as a chairman. The committee membership fee reects the time spent in
attending and preparation for a committee of the board.
Operation
t Fees for committee chairmanship and membership are determined annually and paid in cash.
The ssenior
The enior iindependent
nio ndependent director
director ((SID)
SID)
t In the light of the SIDs broader role and responsibilities, the SID is paid a single fee and is entitled to other fees relating to committees whether as
chair or member.
Operation
t The fee for the SID will be determined from time to time, and is paid in cash monthly.
Benets and expenses
t The NEDs are provided with support and reasonable travelling expenses.
Operation
t NEDs are reimbursed for all reasonable travelling and subsistence expenses (including any relevant tax) incurred in carrying out their duties.
Professional ffees
Professional ees
t Fees will be reimbursed in the form of cash, payable following assistance.
Operation
t The reimbursement of professional fees incurred by non-executive directors based outside the UK in connection with advice and assistance on UK
tax compliance matters.

The maximum remuneration for non-executive directors is set in accordance with the Articles of Association.

BP Annual Report and Form 20-F 2014 87


Fee structure 2014 remuneration (audited)
The table below shows the fee structure for non-executive directors from thousand Fees Benetsa Total
1 May 2014: 2014 2013 2014 2014 2013

Fee level Paul Anderson 175 175 48 223 175


thousand Alan Boeckmannb 70 17 87
Senior independent directora 120 Admiral Frank Bowman 165 165 17 182 165
Board member 90 Antony Burgmans 150 145 9 159 145
Audit, Gulf of Mexico, remuneration and 30 Cynthia Carroll 125 120 66 191 120
SEEA committees chairmanship feesb George Davidc 185 185 18 203 185
Committee membership feec 20 Ian Davis 150 150 5 155 150
Intercontinental travel allowance 5 Professor Dame Ann Dowlingd 140 140 11 151 140
a
The senior independent director is eligible for committee chairmanship fees and intercontinental
Brendan Nelson 125 130 16 141 130
travel allowance plus any committee membership fees.
b
For members of the audit, Gulf of Mexico, SEEA and remuneration committees. Phuthuma Nhleko 150 150 9 159 150
c
Committee chairmen do not receive an additional membership fee for the committee they chair. Andrew Shilston 150 150 8 158 150
a
Benets include travel and other expenses relating to the attendance at board and other
meetings. Amounts disclosed are estimated and have been grossed up using a tax rate of 45%,
where relevant, as an estimation of tax due. These are disclosed for 2014 following approval of
the policy.
b
Appointed on 24 July 2014.
c
In addition, George David received 12,500 for chairing the BP technology advisory council until
1 July 2013.
d
In addition, Professor Dame Ann Dowling received 25,000 for chairing and being a member of
the BP technology advisory council and 3,000 for an ad hoc technology advisory council
meeting fee.

Non-executive director interests


The gures below indicate and include all the benecial and non-benecial interests of each non-executive director of the company in shares of BP (or
calculated equivalents) that have been disclosed to the company under the DTRs as at the applicable dates.
Ordinary shares
Ordinary shares Ordinary shares Change from or equivalents Value of
or equivalents at or equivalents at 31 Dec 2014 to total at current % of policy
Current non-executive directors 1 Jan 2014 31 Dec 2014 23 Feb 2015 23 Feb 2015 shareholding achieved
a a a
Paul Anderson 30,000 30,000 30,000 $206,100 139
Alan Boeckmannb 43,890a 43,890a $301,524 203
Admiral Frank Bowman 16,320a 16,320a 16,320a $112,118 76
Antony Burgmans 10,156 10,156 10,156 45,194 50
Cynthia Carroll 10,500a 10,500a 10,500a $72,135 49
George David 579,000a 579,000a 579,000a $3,977,730 2,684
Ian Davis 11,449 22,420 22,420 99,769 111
Professor Dame Ann Dowling 22,320 22,320 22,320 99,324 110
Brendan Nelson 11,040 11,040 11,040 49,128 55
Phuthuma Nhleko 0
Andrew Shilston 15,000 15,000 15,000 66,750 56
a
Held as ADSs.
b
Appointed on 24 July 2014.

Past directors
Sir Ian Prosser (who retired as a non-executive director of BP in April 2010) was appointed as a director and non-executive chairman of BP Pension
Trustees Limited on 1 October 2010. During 2014, he received 100,000 for this role.

This directors remuneration report was approved by the board and signed on its behalf by David J Jackson, company secretary on 3 March 2015.

88 BP Annual Report and Form 20-F 2014


90 Statement of directors responsibilities
Financial 91 Consolidated financial statements of the BP group
statements Independent auditors reports
Group income statement
91
96
Group statement of changes in
equity 97
Group statement of Group balance sheet 98
comprehensive income 97 Group cash flow statement 99

100 Notes on financial statements


1. Significant accounting 21. Provisions 135
policies 100 22. Pensions and other post-
2. Significant event Gulf of retirement benefits 135
Mexico oil spill 111 23. Cash and cash equivalents 142
3. Disposals and impairment 117 24. Finance debt 142
4. Segmental analysis 119 25. Capital disclosures and
5. Income statement analysis 123 analysis of changes in net
6. Exploration expenditure 124 debt 143
7. Taxation 124 26. Operating leases 143
8. Dividends 126 27. Financial instruments and
9. Earnings per ordinary financial risk factors 144
share 126 28. Derivative financial
10. Property, plant and instruments 147
equipment 128 29. Called-up share capital 152
11. Capital commitments 128 30. Capital and reserves 154
12. Goodwill 129 31. Contingent liabilities 157
13. Intangible assets 130 32. Remuneration of senior

Financial statements
14. Investments in joint management and non-
ventures 131 executive directors 158
15. Investments in associates 131 33. Employee costs and
16. Other investments 134 numbers 159
17. Inventories 134 34. Auditors remuneration 159
18. Trade and other 35. Subsidiaries, joint
receivables 134 arrangements and
19. Valuation and qualifying associates 160
accounts 135 36. Condensed consolidating
20. Trade and other payables 135 information on certain US
subsidiaries 161

167 Supplementary information on oil and natural gas


(unaudited)
Oil and natural gas exploration Standardized measure of
and production activities 168 discounted future net cash
Movements in estimated net flows and changes therein
proved reserves 174 relating to proved oil and gas
reserves 192
Operational and statistical
information 195

197 Parent company financial statements of BP p.l.c.


Company balance sheet 197 5. Creditors 201
Company cash flow statement 198 6. Pensions 201
Company statement of total 7. Called-up share capital 204
recognized gains and losses 198 8. Capital and reserves 204
Notes on financial statements 199 9. Cash flow 205
1. Accounting policies 199 10. Contingent liabilities 205
2. Taxation 200 11. Share-based payments 205
3. Fixed assets investments 200 12. Auditors remuneration 205
4. Debtors 201 13. Directors remuneration 205

BP Annual Report and Form 20-F 2014 89


Statement of directors responsibilities
The directors are responsible for preparing the Annual Report and the financial statements in accordance with applicable law and regulations.
The directors are required by the UK Companies Act 2006 to prepare financial statements for each financial year that give a true and fair view of the
financial position of the group and the parent company and the financial performance and cash flows of the group and parent company for that period.
Under that law they are required to prepare the consolidated financial statements in accordance with International Financial Reporting Standards (IFRS)
as adopted by the European Union (EU) and applicable law and have elected to prepare the parent company financial statements in accordance with
applicable United Kingdom law and United Kingdom accounting standards (United Kingdom generally accepted accounting practice). In preparing the
consolidated financial statements the directors have also elected to comply with IFRSs as issued by the International Accounting Standards Board
(IASB). In preparing those financial statements, the directors are required to:
select suitable accounting policies and then apply them consistently.
make judgements and estimates that are reasonable and prudent.
present information, including accounting policies, in a manner that provides relevant, reliable, comparable and understandable information.
provide additional disclosure when compliance with the specific requirements of IFRS is insufficient to enable users to understand the impact of
particular transactions, other events and conditions on the groups financial position and financial performance.
state that applicable accounting standards have been followed, subject to any material departures disclosed and explained in the parent company
financial statements.
prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business.
The directors are responsible for keeping proper accounting records that disclose with reasonable accuracy at any time the financial position of the
group and company and enable them to ensure that the consolidated financial statements comply with the Companies Act 2006 and Article 4 of the
IAS Regulation and the parent company financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the
assets of the group and company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
The directors draw attention to Note 2 on the consolidated financial statements which describes the uncertainties surrounding the amounts and
timings of liabilities arising from the Gulf of Mexico oil spill.
The groups business activities, performance, position and risks are set out in this report. The financial position of the group, its cash flows, liquidity
position and borrowing facilities are detailed in the appropriate sections on pages 211 to 212 and elsewhere in the notes on the consolidated financial
statements. The report also includes details of the groups risk mitigation and management. Information on the Gulf of Mexico oil spill and BPs
response is included on pages 36 to 38 and elsewhere in this report, including Safety on pages 39 to 41. The group has considerable financial
resources, and the directors believe that the group is well placed to manage its business risks successfully. After making enquiries, the directors have
a reasonable expectation that the company and the group have adequate resources to continue in operational existence for the foreseeable future.
Accordingly, they continue to adopt the going concern basis in preparing the annual report and accounts.
Having made the requisite enquiries, so far as the directors are aware, there is no relevant audit information (as defined by Section 418(3) of the
Companies Act 2006) of which the companys auditors are unaware, and the directors have taken all the steps they ought to have taken to make
themselves aware of any relevant audit information and to establish that the companys auditors are aware of that information.
The directors confirm that to the best of their knowledge:
the consolidated financial statements, prepared in accordance with IFRS as issued by the IASB, IFRS as adopted by the EU and in accordance with
the provisions of the Companies Act 2006, give a true and fair view of the assets, liabilities, financial position and profit or loss of the group;
the parent company financial statements, prepared in accordance with United Kingdom generally accepted accounting practice, give a true and fair
view of the assets, liabilities, financial position, performance and cash flows of the company; and
the management report, which is incorporated in the strategic report and directors report, includes a fair review of the development and
performance of the business and the position of the group, together with a description of the principal risks and uncertainties that they face.
Fair, balanced and understandable
The board considers the Annual Report and financial statements, taken as a whole, is fair, balanced and understandable and provides the information
necessary for shareholders to assess the companys performance, business model and strategy.
C-H Svanberg
Chairman
3 March 2015

This page does not form part of BPs Annual Report on Form 20-F as filed with the SEC.

90 BP Annual Report and Form 20-F 2014


Consolidated financial statements of the BP group
Independent auditors report on the Annual Report and Accounts to the members of BP p.l.c.
Opinion on financial statements
In our opinion:
the financial statements give a true and fair view of the state of the groups and of the parent companys affairs as at 31 December 2014 and of the
groups profit for the year then ended;
the group financial statements have been properly prepared in accordance with IFRS as adopted by the European Union;
the parent company financial statements have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice;
and
the financial statements have been prepared in accordance with the requirements of the Companies Act 2006 and, as regards the group financial
statements, Article 4 of the IAS Regulation.
Emphasis of matter significant uncertainty over provisions and contingencies related to the Gulf of Mexico oil spill
In forming our opinion on the group financial statements we have considered the adequacy of the disclosure in Note 2 to the financial statements
concerning the provisions, future expenditures which cannot be reliably estimated and other contingent liabilities related to the claims, penalties and
litigation arising from the Gulf of Mexico oil spill. The total amount that will ultimately be paid by BP in relation to all obligations arising from this
significant event is subject to significant uncertainty and the ultimate exposure and cost to BP is dependent on many factors, including but not limited
to, the determinations of the Courts and Regulatory authorities in the US. Significant uncertainty exists in relation to the amount of claims that will
become payable by BP and the amount of fines that will be levied on BP (including any ultimate determination of BPs culpability based on negligence,
gross negligence or wilful misconduct). The outcome of litigation and the cost of the longer term environmental consequences of the oil spill are also
subject to significant uncertainty. For these reasons it is not possible to estimate reliably the ultimate cost to BP. Our opinion is not qualified in respect
of these matters.
Separate opinion in relation to IFRS as issued by the International Accounting Standards Board
As explained in Note 1 to the consolidated financial statements, the group in addition to applying IFRS as adopted by the European Union, has also
applied IFRS as issued by the International Accounting Standards Board (IASB). In our opinion the consolidated financial statements comply with IFRS
as issued by the IASB.
What we have audited
We have audited the financial statements of BP p.l.c. for the year ended 31 December 2014 which comprise the Group income statement, the Group

Financial statements
statement of comprehensive income, the Group statement of changes in equity, the Group and Parent Company balance sheets, the Group and Parent
Company cash flow statements, the Parent Company statement of total recognized gains and losses and the related notes. The financial reporting
framework that has been applied in the preparation of the group financial statements is applicable law and International Financial Reporting Standards
(IFRS) as adopted by the European Union. The financial reporting framework that has been applied in the preparation of the parent company financial
statements is applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice).
This report is made solely to the companys members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work
has been undertaken so that we might state to the companys members those matters we are required to state to them in an auditors report and for
no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the
companys members as a body, for our audit work, for this report, or for the opinions we have formed.
Respective responsibilities of directors and auditor
As explained more fully in the Statement of directors responsibilities set out on page 90, the directors are responsible for the preparation of the
financial statements and for being satisfied that they give a true and fair view. Our responsibility is to audit and express an opinion on the financial
statements in accordance with applicable law and International Standards on Auditing (UK and Ireland). Those standards require us to comply with the
Auditing Practices Boards Ethical Standards for Auditors.
Scope of the audit of the financial statements
An audit involves obtaining evidence about the amounts and disclosures in the financial statements sufficient to give reasonable assurance that the
financial statements are free from material misstatement, whether caused by fraud or error. This includes an assessment of: whether the accounting
policies are appropriate to the groups and parent companys circumstances and have been consistently applied and adequately disclosed; the
reasonableness of significant accounting estimates made by the directors; and the overall presentation of the financial statements. In addition, we read
all the financial and non-financial information in the Annual Report to identify material inconsistencies with the audited financial statements and to
identify any information that is apparently materially incorrect based on, or materially inconsistent with, the knowledge acquired by us in the course of
performing the audit. If we become aware of any apparent material misstatements or inconsistencies we consider the implications for our report.
Our assessment of risks of material misstatement
We identified the following risks that have the greatest effect on the overall audit strategy; the allocation of audit resource; and in directing the efforts
of the audit engagement team:
the determination of the liabilities, contingent liabilities and disclosures arising from the significant uncertainties related to the Gulf of Mexico oil spill
(See AC and AP)*;
the significant decline in oil and gas prices since late 2014 has the potential for a material impact on the carrying value of the groups assets. We
reconsidered our risk assessment at the year end to recognise this significant development (See AC and AP)*;
the estimate of oil and gas reserves and resources which has a significant impact on impairment tests, depreciation, depletion & amortisation and
decommissioning provisions (See AC and AP)*;
unauthorized trading activity within the Integrated Supply and Trading function and the potential impact on revenue (See AC)*;
BPs ability to exercise significant influence over Rosneft and the consequent accounting for the interest in Rosneft using the equity method
(See AC and AP)*;
1. The maintenance and integrity of the BP p.l.c website is the responsibility of BP p.l.c.; the work carried out by the auditors does not involve consideration of these
matters and, accordingly, the auditors accept no responsibility for any changes that may have occurred to the financial statements since they were initially presented
on the website.
2. Legislation in the United Kingdom governing the preparation and dissemination of financial statements may differ from legislation in other jurisdictions.
* These risks are discussed in other areas of this report as noted by the following key:
AC see Audit Committee Report on pages 64 to 67.
AP see Financial statementsNote 1 Significant accounting policies, judgements, estimates and assumptions on pages 100 to 110.

This page does not form part of BPs Annual Report on Form 20-F as filed with the SEC.

BP Annual Report and Form 20-F 2014 91


With the exception of the risk related to the recent significant decrease in the oil price the other risks are consistent with the prior year. The risk we
identified in the prior year related to the determination of the fair value of the assets and liabilities of the Rosneft business on acquisition of the equity
interest is not relevant to the current period as the acquisition was completed and accounted for in the prior year.
Our application of materiality
We quantify materiality in planning and executing the audit and in evaluating the materiality of misstatements on the financial statements and the
effect they have on our audit. In determining if the financial statements are free from material error, we define materiality as the magnitude of an
omission or misstatement that, individually or in the aggregate, in light of the surrounding circumstances, could reasonably be expected to influence
the economic decisions of the users of the financial statements. The evaluation of materiality requires professional judgement and the consideration of
both qualitative and quantitative factors.
We determined materiality for the group to be $1 billion (2013 $1 billion), which represents 5% of underlying replacement cost profit (as defined on
page 255) before tax having added back charges related to the Gulf of Mexico oil spill response. We used this measure to calculate our materiality to
exclude the impact of both changes in crude oil and product prices and items disclosed as non-operating items that can significantly distort the results.
This provides a basis for assessing the importance of misstatements and in determining the scope of our audit procedures.
We determined, based on our risk assessment and consideration of the groups control environment, that performance materiality be set at 75% of our
materiality for the group, namely at $750 million (2013 $750 million). Performance materiality is the application of materiality at an individual account or
balance level and is set to reduce to an appropriately low level the probability that the aggregate of uncorrected and undetected misstatements
exceeds materiality. Audit work on individual locations is undertaken using a percentage of our total performance materiality. We allocate performance
materiality to the components of the group we audit based on their relative risk and size. The range of performance materiality allocated to components
in 2014 was $150 million to $640 million (2013 $150 million to $640 million).
We agreed with the Audit Committee to report all audit differences in excess of $50 million (2013 $50 million).
We evaluate any uncorrected misstatements against both the quantitative measures of materiality discussed above and in the light of other relevant
qualitative considerations.
An overview of the scope of our audit
Our audit scope is risk based and is designed to focus our efforts on the areas at greatest risk of material misstatement, aspects subject to significant
management judgement and on the locations of greatest complexity, risk and size. We design and execute our audit based primarily on our
assessment of the risks particular to this company and the industry in which it operates.
In scoping the audit we view the group as 42 Regional Performance Units (RPUs) plus the group functions. The group audit scope focused on 19
RPUs in the US, Azerbaijan, Angola, UK, Germany, Russia, Singapore and the group functions. We designed specific procedures for these locations
and functions to provide an appropriate basis for executing audit work to address the risk of material misstatement. This included the audit of all
accounts that were impacted by our assessment of the risks of material misstatement (identified above). We note that for these RPUs we do not
include all balances at these entities in our specific audit scope, based on our assessment of risk we exclude certain low risk, lower value balances.
The specific in scope locations represent audit coverage of 71% (2013 68%) of revenue and 63% (2013 72%) of property, plant and equipment. Our
procedures at the locations in group scope included assessment and testing of managements financial controls and other substantive and analytical
verification procedures. For those locations and balances that are not subject to specific group scoping (there are many small, low risk locations and
balances in the 23 RPUs not included in our specific scope) we assess and test managements group wide controls and undertake analytical and
enquiry procedures to address the residual risk of material misstatement.
One of the key locations is Russia which includes Rosneft, a material associate not controlled by BP. We were provided with appropriate access to
Rosnefts auditors in order to ensure they had completed the procedures required by ISA 600 on the financial statements of Rosneft used as the basis
for BPs equity accounting.
The Group audit team continued to undertake a programme of planned visits to significant locations to ensure the audit is executed and delivered in
accordance with the planned approach and to confirm the quality of the audit work undertaken.
Our response to the risks of material misstatement identified above included the following procedures:
The determination of the liabilities, contingent liabilities and disclosures arising from the significant uncertainties related to the Gulf of
Mexico oil spill
We continued to assess developments in legal cases related to claims and penalties through reading the determinations and judgments made by the
courts, discussions with the BP legal team and correspondence with external lawyers. The determination of liabilities related to the oil spill takes
months and years to evolve and during 2014 there were some significant developments in loss claims and potential penalties, specifically related to the
Economic and Property Damages Settlement Agreement and Clean Water Act penalties (see Note 2), that we considered in assessing the
requirements of IFRS in relation to liabilities, contingent liabilities and disclosure. Where appropriate we deployed valuation and modelling experts to
inform our assessment. There is significant uncertainty related to the ultimate liabilities and we considered the disclosures related to these
uncertainties and concluded that it was appropriate to include an emphasis of matter related to these uncertainties in this report.
The significant decline in oil and gas prices since late 2014 has the potential for a material impact on the carrying value of the groups
assets.
Movements in commodity prices can have a significant effect on the carrying value of the groups assets. A significant and rapid drop in prices will also
quickly impact the groups operations and cash flows. We assessed the principal risk arising in relation to the financial statements to be associated
with the carrying value of tangible and intangible assets, many of which are supported by an assessment of future cash flows. The assessment of the
asset carrying values is further complicated as external market evidence, such as market transactions, become less reliable in a period of significant
change to the price of oil. We extended the scope of our procedures to address the change in risk profile of the groups assets and to scrutinize
impairment considerations. We extended the use of our own valuation experts and external data in critically assessing and corroborating the revised
assumptions used in impairment testing, the most significant being future market oil prices, reserves and resources volumes and discount rates. We
also performed audit procedures on the mathematical integrity of the impairment models and sensitivity analysis and procedures to ensure the
completeness of the impairment charge and exploration write offs.

This page does not form part of BPs Annual Report on Form 20-F as filed with the SEC.

92 BP Annual Report and Form 20-F 2014


The estimate of oil and gas reserves and resources which has a significant impact on impairment tests, depreciation, depletion &
amortisation and decommissioning provisions
We carried out testing of controls over BPs internal certification process for technical and commercial experts who are responsible for reserves
estimation. We assessed whether the significant changes in proved reserves have been made in compliance with relevant regulations. We ensured
that the updated reserves and resources estimates were included appropriately in consideration of impairment, depreciation, depletion and
amortization and decommissioning provisions.
Unauthorized trading activity and the potential impact on revenue
We performed testing relating to controls over unauthorized trading activity. Analytical tools were used to assist us in identifying trades which have the
highest risk of unauthorized activity so as to focus our testing on these trades. We obtained confirmations directly from third parties for a sample of
trades. We verified the fair value of a sample of derivatives using contract and external market prices. We tested the completeness of the amounts
recorded in the financial statements through performing procedures to detect unrecorded liabilities as well as detailed cut off procedures around sales,
purchases, trade receivables, and trade payables.
BPs ability to exercise significant influence over Rosneft and the consequent accounting for the interest in Rosneft using the equity
method
We challenged the evidence available to support BPs continuing conclusion that Rosneft should be accounted using the equity method. We assessed
the impact of sanctions imposed by the US and European Union through discussion with the BP legal team, consideration of EY internal guidance and
observation of the interaction between BP and Rosneft. We also considered the adequacy of the financial and other information provided to BP to
allow compliance with its reporting obligations. We ensured appropriate review was completed by BP on the information reported. We provided
instruction to Rosnefts auditors who reported in accordance with our timetable and instructions.
Opinion on other matter prescribed by the Companies Act 2006
In our opinion:
the part of the Directors Remuneration Report to be audited has been properly prepared in accordance with the Companies Act 2006; and
the information given in the Strategic Report and the Directors Report for the financial year for which the financial statements are prepared is
consistent with the financial statements.
Matters on which we are required to report by exception
We have nothing to report in respect of the following:

Financial statements
Under the ISAs (UK and Ireland), we are required to report to you if, in our opinion, information in the annual report is:
materially inconsistent with the information in the audited financial statements; or
apparently materially incorrect based on, or materially inconsistent with, our knowledge of the group acquired in the course of performing our audit;
or
is otherwise misleading.
In particular, we are required to consider whether we have identified any inconsistencies between our knowledge acquired during the audit and the
directors statement that they consider the annual report is fair, balanced and understandable and whether the annual report appropriately discloses
those matters that we communicated to the audit committee which we consider should have been disclosed.
Under the Companies Act 2006 we are required to report to you if, in our opinion:
adequate accounting records have not been kept by the parent company, or returns adequate for our audit have not been received from branches
not visited by us; or
the parent company financial statements and the part of the Directors Remuneration Report to be audited are not in agreement with the accounting
records and returns; or
certain disclosures of directors remuneration specified by law are not made; or
we have not received all the information and explanations we require for our audit.
Under the Listing Rules we are required to review:
the directors statement, set out on page 90, in relation to going concern; and
the part of the Governance and Risk section of the Annual Report relating to the companys compliance with the nine provisions of the UK Corporate
Governance Code specified for our review.
John C. Flaherty (Senior Statutory Auditor)
for and on behalf of Ernst & Young LLP, Statutory Auditor
London
3 March 2015

This page does not form part of BPs Annual Report on Form 20-F as filed with the SEC.

BP Annual Report and Form 20-F 2014 93


Consolidated financial statements of the BP group
Report of Independent Registered Public Accounting Firm on the Annual Report on Form 20-F
The Board of Directors and Shareholders of BP p.l.c.
We have audited the accompanying group balance sheets of BP p.l.c. as of 31 December 2014, 31 December 2013 and 1 January 2013, and the
related group income statement, group statement of comprehensive income, group statement of changes in equity and group cash flow statement for
each of the three years in the period ended 31 December 2014. These financial statements are the responsibility of the Companys management. Our
responsibility is to express an opinion on these financial statements based on our audits.
We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards
require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement.
An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement
presentation. We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in all material respects, the group financial position of BP p.l.c. at 31 December
2014, 31 December 2013 and 1 January 2013, and the group results of its operations and its cash flows for each of the three years in the period ended
31 December 2014, in accordance with International Financial Reporting Standards as adopted by the European Union and International Financial
Reporting Standards as issued by the International Accounting Standards Board.
In forming our opinion on the group financial statements we have considered the adequacy of the disclosure in Note 2 to the financial statements
concerning the provisions, future expenditures which cannot be reliably estimated and other contingent liabilities related to the claims, penalties and
litigation arising from the Gulf of Mexico oil spill. The total amount that will ultimately be paid by BP in relation to all obligations arising from this
significant event is subject to significant uncertainty and the ultimate exposure and cost to BP is dependent on many factors, including but not limited
to, the determinations of the Courts and Regulatory authorities in the US. Significant uncertainty exists in relation to the amount of claims that will
become payable by BP and the amount of fines that will be levied on BP (including any ultimate determination of BPs culpability based on negligence,
gross negligence or wilful misconduct). The outcome of litigation and the cost of the longer term environmental consequences of the oil spill are also
subject to significant uncertainty. For these reasons it is not possible to estimate reliably the ultimate cost to BP. Our opinion is not qualified in respect
of these matters.
We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States), BP p.l.c.s internal control
over financial reporting as of 31 December 2014, based on criteria established in Internal Control: Revised Guidance for Directors on the Combined
Code as issued by the Institute of Chartered Accountants in England and Wales (the Turnbull guidance) and our report dated 3 March 2015 expressed
an unqualified opinion.

/s/ Ernst & Young LLP


London, England
3 March 2015

1. The maintenance and integrity of the BP p.l.c. website are the responsibility of BP p.l.c.; the work carried out by the auditors does not involve consideration of these
matters and, accordingly, the auditors accept no responsibility for any changes that may have occurred to the financial statements since they were initially presented
on the website.
2. Legislation in the United Kingdom governing the preparation and dissemination of financial statements may differ from legislation in other jurisdictions.

94 BP Annual Report and Form 20-F 2014


Consolidated financial statements of the BP group
Report of Independent Registered Public Accounting Firm on the Annual Report on Form 20-F
The Board of Directors and Shareholders of BP p.l.c.
We have audited BP p.l.c.s internal control over financial reporting as of 31 December 2014, based on criteria established in Internal Control: Revised
Guidance for Directors on the Combined Code as issued by the Institute of Chartered Accountants in England and Wales (the Turnbull guidance).
BP p.l.c.s management is responsible for maintaining effective internal control over financial reporting, and for its assessment of the effectiveness of
internal control over financial reporting included in the accompanying Managements report on internal control on page 240. Our responsibility is to
express an opinion on the companys internal control over financial reporting based on our audit.
We conducted our audit in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require
that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all
material respects. Our audit included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness
exists, testing and evaluating the design and operating effectiveness of internal control based on the assessed risk, and performing such other
procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion.
A companys internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting
and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A companys internal
control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail,
accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are
recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and
expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide
reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of the companys assets that could have
a material effect on the financial statements.
Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation
of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of
compliance with the policies or procedures may deteriorate.
In our opinion, BP p.l.c. maintained, in all material respects, effective internal control over financial reporting as of 31 December 2014, based on the

Financial statements
Turnbull guidance.
We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States), the group balance sheets
of BP p.l.c. as of 31 December 2014 and 2013, and the related group income statement, group statement of comprehensive income, group statement
of changes in equity and group cash flow statement for each of the three years in the period ended 31 December 2014, and our report dated 3 March
2015 expressed an unqualified opinion thereon.
/s/ Ernst & Young LLP
London, United Kingdom
3 March 2015

Consent of independent registered public accounting firm


We consent to the incorporation by reference of our reports dated 3 March 2015, with respect to the group financial statements of BP p.l.c., and the
effectiveness of internal control over financial reporting of BP p.l.c., included in this Annual Report and Form 20-F for the year ended 31 December
2014 in the following Registration Statements:
Registration Statement on Form F-3 (File No. 333-201894-01) of BP Capital Markets p.l.c. and BP p.l.c.; and
Registration Statements on Form S-8 (File Nos.333-67206, 333-103924, 333-123482, 333-123483, 333-131583, 333-146868, 333-146870, 333-
146873, 333-131584, 333-132619, 333-173136, 333-177423, 333-179406, 333-186463, 333-186462, 333-199015, 333-200794, 333-200795 and
333-200796) of BP p.l.c.

/s/ Ernst & Young LLP


London, England
3 March 2015

1. The maintenance and integrity of the BP p.l.c. website are the responsibility of BP p.l.c.; the work carried out by the auditors does not involve consideration of these
matters and, accordingly, the auditors accept no responsibility for any changes that may have occurred to the financial statements since they were initially presented
on the website.
2. Legislation in the United Kingdom governing the preparation and dissemination of financial statements may differ from legislation in other jurisdictions.

BP Annual Report and Form 20-F 2014 95


Group income statement
For the year ended 31 December $ million
Note 2014 2013 2012
Sales and other operating revenues 4 353,568 379,136 375,765
Earnings from joint ventures after interest and tax 14 570 447 260
Earnings from associates after interest and tax 15 2,802 2,742 3,675
Interest and other income 5 843 777 1,677
Gains on sale of businesses and fixed assets 3 895 13,115 6,697
Total revenues and other income 358,678 396,217 388,074
Purchases 17 281,907 298,351 292,774
Production and manufacturing expensesa 27,375 27,527 33,926
Production and similar taxes 4 2,958 7,047 8,158
Depreciation, depletion and amortization 4 15,163 13,510 12,687
Impairment and losses on sale of businesses and fixed assets 3 8,965 1,961 6,275
Exploration expense 6 3,632 3,441 1,475
Distribution and administration expenses 12,696 13,070 13,357
Fair value gain on embedded derivatives 28 (430) (459) (347)
Profit before interest and taxation 6,412 31,769 19,769
Finance costsa 5 1,148 1,068 1,072
Net finance expense relating to pensions and other post-retirement benefits 22 314 480 566
Profit before taxation 4,950 30,221 18,131
Taxationa 7 947 6,463 6,880
Profit for the year 4,003 23,758 11,251
Attributable to
BP shareholders 30 3,780 23,451 11,017
Non-controlling interests 30 223 307 234
4,003 23,758 11,251
Earnings per share cents
Profit for the year attributable to BP shareholders
Basic 9 20.55 123.87 57.89
Diluted 9 20.42 123.12 57.50
a See Note 2 for information on the impact of the Gulf of Mexico oil spill on these income statement line items.

96 BP Annual Report and Form 20-F 2014


Group statement of comprehensive incomea
For the year ended 31 December $ million
Note 2014 2013 2012
Profit for the year 4,003 23,758 11,251
Other comprehensive income
Items that may be reclassified subsequently to profit or loss
Currency translation differences (6,838) (1,608) 485
Exchange gains (losses) on translation of foreign operations reclassified to gain or loss on sale of
businesses and fixed assets 51 22 (15)
Available-for-sale investments marked to market (1) (172) 306
Available-for-sale investments reclassified to the income statement 1 (523) (1)
Cash flow hedges marked to market 28 (155) (2,000) 1,466
Cash flow hedges reclassified to the income statement 28 (73) 4 62
Cash flow hedges reclassified to the balance sheet 28 (11) 17 19
Share of items relating to equity-accounted entities, net of tax (2,584) (24) (39)
Income tax relating to items that may be reclassified 7 147 147 (170)
(9,463) (4,137) 2,113
Items that will not be reclassified to profit or loss
Remeasurements of the net pension and other post-retirement benefit liability or asset 22 (4,590) 4,764 (1,572)
Share of items relating to equity-accounted entities, net of tax 4 2 (6)
Income tax relating to items that will not be reclassified 7 1,334 (1,521) 440
(3,252) 3,245 (1,138)
Other comprehensive income (12,715) (892) 975
Total comprehensive income (8,712) 22,866 12,226
Attributable to
BP shareholders (8,903) 22,574 11,988
Non-controlling interests 191 292 238

Financial statements
(8,712) 22,866 12,226
a See Note 30 for further information.

Group statement of changes in equitya


$ million
Share
capital Foreign
and currency Fair Profit BP Non-
capital Treasury translation value and loss shareholders controlling Total
reserves shares reserve reserves account equity interests equity
At 1 January 2014 43,656 (20,971) 3,525 (695) 103,787 129,302 1,105 130,407
Profit for the year 3,780 3,780 223 4,003
Other comprehensive income (6,934) (202) (5,547) (12,683) (32) (12,715)
Total comprehensive income (6,934) (202) (1,767) (8,903) 191 (8,712)
Dividends (5,850) (5,850) (255) (6,105)
Repurchases of ordinary share capital (3,366) (3,366) (3,366)
Share-based payments, net of tax 246 252 (313) 185 185
Share of equity-accounted entities changes in equity, net of tax 73 73 73
Transactions involving non-controlling interests 160 160
At 31 December 2014 43,902 (20,719) (3,409) (897) 92,564 111,441 1,201 112,642

At 1 January 2013 43,513 (21,054) 5,128 1,775 89,184 118,546 1,206 119,752
Profit for the year 23,451 23,451 307 23,758
Other comprehensive income (1,603) (2,470) 3,196 (877) (15) (892)
Total comprehensive income (1,603) (2,470) 26,647 22,574 292 22,866
Dividends (5,441) (5,441) (469) (5,910)
Repurchases of ordinary share capital (6,923) (6,923) (6,923)
Share-based payments, net of tax 143 83 247 473 473
Share of equity-accounted entities changes in equity, net of tax 73 73 73
Transactions involving non-controlling interests 76 76
At 31 December 2013 43,656 (20,971) 3,525 (695) 103,787 129,302 1,105 130,407

At 1 January 2012 43,454 (21,323) 4,509 267 84,661 111,568 1,017 112,585
Profit for the year 11,017 11,017 234 11,251
Other comprehensive income 619 1,508 (1,156) 971 4 975
Total comprehensive income 619 1,508 9,861 11,988 238 12,226
Dividends (5,294) (5,294) (82) (5,376)
Share-based payments, net of tax 59 269 (44) 284 284
Transactions involving non-controlling interests 33 33
At 31 December 2012 43,513 (21,054) 5,128 1,775 89,184 118,546 1,206 119,752
a See Note 30 for further information.

BP Annual Report and Form 20-F 2014 97


Group balance sheet
At 31 December $ million
Note 2014 2013
Non-current assets
Property, plant and equipment 10 130,692 133,690
Goodwill 12 11,868 12,181
Intangible assets 13 20,907 22,039
Investments in joint ventures 14 8,753 9,199
Investments in associates 15 10,403 16,636
Other investments 16 1,228 1,565
Fixed assets 183,851 195,310
Loans 659 763
Trade and other receivables 18 4,787 5,985
Derivative financial instruments 28 4,442 3,509
Prepayments 964 922
Deferred tax assets 7 2,309 985
Defined benefit pension plan surpluses 22 31 1,376
197,043 208,850
Current assets
Loans 333 216
Inventories 17 18,373 29,231
Trade and other receivables 18 31,038 39,831
Derivative financial instruments 28 5,165 2,675
Prepayments 1,424 1,388
Current tax receivable 837 512
Other investments 16 329 467
Cash and cash equivalents 23 29,763 22,520
87,262 96,840
Total assets 284,305 305,690
Current liabilities
Trade and other payables 20 40,118 47,159
Derivative financial instruments 28 3,689 2,322
Accruals 7,102 8,960
Finance debt 24 6,877 7,381
Current tax payable 2,011 1,945
Provisions 21 3,818 5,045
63,615 72,812
Non-current liabilities
Other payables 20 3,587 4,756
Derivative financial instruments 28 3,199 2,225
Accruals 861 547
Finance debt 24 45,977 40,811
Deferred tax liabilities 7 13,893 17,439
Provisions 21 29,080 26,915
Defined benefit pension plan and other post-retirement benefit plan deficits 22 11,451 9,778
108,048 102,471
Total liabilities 171,663 175,283
Net assets 112,642 130,407
Equity
BP shareholders equity 30 111,441 129,302
Non-controlling interests 30 1,201 1,105
Total equity 30 112,642 130,407

C-H Svanberg Chairman


R W Dudley Group Chief Executive
3 March 2015

98 BP Annual Report and Form 20-F 2014


Group cash flow statement
For the year ended 31 December $ million
Note 2014 2013 2012
Operating activities
Profit before taxation 4,950 30,221 18,131
Adjustments to reconcile profit before taxation to net cash provided by operating activities
Exploration expenditure written off 6 3,029 2,710 745
Depreciation, depletion and amortization 4 15,163 13,510 12,687
Impairment and (gain) loss on sale of businesses and fixed assets 3 8,070 (11,154) (422)
Earnings from joint ventures and associates (3,372) (3,189) (3,935)
Dividends received from joint ventures and associates 1,911 1,391 1,763
Interest receivable (276) (314) (379)
Interest received 81 173 175
Finance costs 5 1,148 1,068 1,072
Interest paid (937) (1,084) (1,166)
Net finance expense relating to pensions and other post-retirement benefits 22 314 480 566
Share-based payments 379 297 156
Net operating charge for pensions and other post-retirement benefits, less contributions and
benefit payments for unfunded plans 22 (963) (920) (858)
Net charge for provisions, less payments 1,119 1,061 5,338
(Increase) decrease in inventories 10,169 (1,193) (1,720)
(Increase) decrease in other current and non-current assets 3,566 (2,718) 2,933
Increase (decrease) in other current and non-current liabilities (6,810) (2,932) (8,125)
Income taxes paid (4,787) (6,307) (6,482)
Net cash provided by operating activities 32,754 21,100 20,479
Investing activities

Financial statements
Capital expenditure (22,546) (24,520) (23,222)
Acquisitions, net of cash acquired (131) (67) (116)
Investment in joint ventures (179) (451) (1,526)
Investment in associates (336) (4,994) (54)
Proceeds from disposals of fixed assets 3 1,820 18,115 9,992
Proceeds from disposals of businesses, net of cash disposed 3 1,671 3,884 1,606
Proceeds from loan repayments 127 178 245
Net cash used in investing activities (19,574) (7,855) (13,075)
Financing activities
Net issue (repurchase) of shares (4,589) (5,358) 122
Proceeds from long-term financing 12,394 8,814 11,087
Repayments of long-term financing (6,282) (5,959) (7,177)
Net increase (decrease) in short-term debt (693) (2,019) (666)
Net increase (decrease) in non-controlling interests 9 32
Dividends paid
BP shareholders 8 (5,850) (5,441) (5,294)
Non-controlling interests (255) (469) (82)
Net cash used in financing activities (5,266) (10,400) (2,010)
Currency translation differences relating to cash and cash equivalents (671) 40 64
Increase in cash and cash equivalents 7,243 2,885 5,458
Cash and cash equivalents at beginning of year 22,520 19,635 14,177
Cash and cash equivalents at end of year 29,763 22,520 19,635

BP Annual Report and Form 20-F 2014 99


Notes on financial statements
1. Significant accounting policies, judgements, estimates and assumptions
Authorization of financial statements and statement of compliance with International Financial Reporting Standards
The consolidated financial statements of the BP group for the year ended 31 December 2014 were approved and signed by the group chief executive
and chairman on 3 March 2015 having been duly authorized to do so by the board of directors. BP p.l.c. is a public limited company incorporated and
domiciled in England and Wales. The consolidated financial statements have been prepared in accordance with International Financial Reporting
Standards (IFRS) as issued by the International Accounting Standards Board (IASB), IFRS as adopted by the European Union (EU) and in accordance
with the provisions of the UK Companies Act 2006. IFRS as adopted by the EU differs in certain respects from IFRS as issued by the IASB, however,
the differences have no impact on the groups consolidated financial statements for the years presented. The significant accounting policies and
accounting judgements, estimates and assumptions of the group are set out below.
Basis of preparation
The consolidated financial statements have been prepared in accordance with IFRS and IFRS Interpretations Committee (IFRIC) interpretations issued
and effective for the year ended 31 December 2014. The accounting policies that follow have been consistently applied to all years presented.
The consolidated financial statements are presented in US dollars and all values are rounded to the nearest million dollars ($ million), except where
otherwise indicated.
Significant accounting policies: use of judgements, estimates and assumptions
Inherent in the application of many of the accounting policies used in preparing the financial statements is the need for BP management to make
judgements, estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities
at the date of the financial statements and the reported amounts of revenues and expenses during the period. Actual outcomes could differ from the
estimates and assumptions used. The accounting judgements and estimates that could have a significant impact on the results of the group are set out
in boxed text below, and should be read in conjunction with the information provided in the Notes on financial statements. The areas requiring the
most significant judgement and estimation in the preparation of the consolidated financial statements are: accounting for interests in other entities; oil
and natural gas accounting, including the estimation of reserves; the recoverability of asset carrying values; derivative financial instruments, including
the application of hedge accounting; provisions and contingencies, in particular provisions and contingencies related to the Gulf of Mexico oil spill;
pensions and other post-retirement benefits and taxation.
Basis of consolidation
The group financial statements consolidate the financial statements of BP p.l.c. and the entities it controls (its subsidiaries) drawn up to 31 December
each year. Subsidiaries are consolidated from the date of their acquisition, being the date on which the group obtains control, and continue to be
consolidated until the date that such control ceases. The financial statements of subsidiaries are prepared for the same reporting year as the parent
company, using consistent accounting policies. Intra-group balances and transactions, including unrealized profits arising from intra-group transactions,
have been eliminated. Unrealized losses are eliminated unless the transaction provides evidence of an impairment of the asset transferred. Non-
controlling interests represent the equity in subsidiaries that is not attributable, directly or indirectly, to BP shareholders.
Interests in other entities
Business combinations and goodwill
Business combinations are accounted for using the acquisition method. The identifiable assets acquired and liabilities assumed are measured at their
fair values at the acquisition date. The cost of an acquisition is measured as the aggregate of the consideration transferred, measured at acquisition-
date fair value, and the amount of any non-controlling interest in the acquiree. Acquisition costs incurred are expensed and included in distribution and
administration expenses.
Goodwill is initially measured as the excess of the aggregate of the consideration transferred, the amount recognized for any non-controlling interest
and the acquisition-date fair values of any previously held interest in the acquiree over the fair value of the identifiable assets acquired and liabilities
assumed at the acquisition date.
At the acquisition date, any goodwill acquired is allocated to each of the cash-generating units, or groups of cash-generating units, expected to benefit
from the combinations synergies.
Following initial recognition, goodwill is measured at cost less any accumulated impairment losses.
Goodwill arising on business combinations prior to 1 January 2003 is stated at the previous carrying amount under UK generally accepted accounting
practice, less subsequent impairments.
Goodwill may also arise upon investments in joint ventures and associates, being the surplus of the cost of investment over the groups share of the
net fair value of the identifiable assets and liabilities. Such goodwill is recorded within the corresponding investment in joint ventures and associates.
Interests in joint arrangements
The results, assets and liabilities of joint ventures are incorporated in these financial statements using the equity method of accounting as described
below.
Certain of the groups activities, particularly in the Upstream segment, are conducted through joint operations. BP recognizes, on a line-by-line basis in
the consolidated financial statements, its share of the assets, liabilities and expenses of these joint operations incurred jointly with the other partners,
along with the groups income from the sale of its share of the output and any liabilities and expenses that the group has incurred in relation to the joint
operation.
Interests in associates
The results, assets and liabilities of associates are incorporated in these financial statements using the equity method of accounting as described below.

Significant estimate or judgement: accounting for interests in other entities


Judgement is required in assessing the level of control obtained in a transaction to acquire an interest in another entity; depending upon the facts
and circumstances in each case, BP may obtain control, joint control or significant influence over the entity or arrangement. Transactions which give
BP control of a business are business combinations. If BP obtains joint control of an arrangement, judgement is also required to assess whether the
arrangement is a joint operation or a joint venture. If BP has neither control nor joint control, it may be in a position to exercise significant influence
over the entity, which is then accounted for as an associate.

100 BP Annual Report and Form 20-F 2014


1. Significant accounting policies, judgements, estimates and assumptions continued

Accounting for business combinations and acquisitions of investments in equity-accounted joint ventures and associates requires judgements and
estimates to be made in order to determine the fair value of the consideration transferred, together with the fair values of the assets acquired and
the liabilities assumed in a business combination, or the identifiable assets and liabilities of the equity-accounted entity at the acquisition date. The
group uses all available information, including external valuations and appraisals where appropriate, to determine these fair values. If necessary, the
group has up to one year from the acquisition date to finalize the determinations of fair value for business combinations.
Since 21 March 2013, BP has owned 19.75% of the voting shares of OJSC Oil Company Rosneft (Rosneft), a Russian oil and gas company. The
Russian federal government, through its investment company OJSC Rosneftegaz, owned 69.5% of the voting shares of Rosneft at 31 December
2014. BP uses the equity method of accounting for its investment in Rosneft because under IFRS it is considered to have significant influence.
Significant influence is defined as the power to participate in the financial and operating policy decisions of the investee but is not control or joint
control. IFRS identifies several indicators that may provide evidence of significant influence, including representation on the board of directors of the
investee and participation in policy-making processes. BPs group chief executive, Bob Dudley, has been elected to the board of directors of Rosneft
and he is a member of the Rosneft boards Strategic Planning Committee. Furthermore, under the Rosneft Charter, BP has the right to nominate a
second director to Rosnefts nine-person board of directors for election at a general meeting of shareholders should it choose to do so in the future.
In addition, BP holds the voting rights at general meetings of shareholders conferred by its 19.75% stake in Rosneft. In managements judgement,
the group has significant influence over Rosneft, as defined by the relevant accounting standard, and the investment is, therefore, accounted for as
an associate. BPs share of Rosnefts oil and natural gas reserves is included in the estimated net proved reserves of equity-accounted entities.

The equity method of accounting


Under the equity method, the investment is carried on the balance sheet at cost plus post-acquisition changes in the groups share of net assets of the
entity, less distributions received and less any impairment in value of the investment. Loans advanced to equity-accounted entities that have the
characteristics of equity financing are also included in the investment on the group balance sheet. The group income statement reflects the groups
share of the results after tax of the equity-accounted entity, adjusted to account for depreciation, amortization and any impairment of the equity-
accounted entitys assets based on their fair values at the date of acquisition. The group statement of comprehensive income includes the groups
share of the equity-accounted entitys other comprehensive income. The groups share of amounts recognized directly in equity by an equity-accounted
entity is recognized directly in the groups statement of changes in equity.
Financial statements of equity-accounted entities are prepared for the same reporting year as the group. Where material differences arise, adjustments

Financial statements
are made to those financial statements to bring the accounting policies used into line with those of the group.
Unrealized gains on transactions between the group and its equity-accounted entities are eliminated to the extent of the groups interest in the equity-
accounted entity. Unrealized losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred.
The group assesses investments in equity-accounted entities for impairment whenever events or changes in circumstances indicate that the carrying
value may not be recoverable. If any such indication of impairment exists, the carrying amount of the investment is compared with its recoverable
amount, being the higher of its fair value less costs of disposal and value in use. If the carrying amount exceeds the recoverable amount, the
investment is written down to its recoverable amount.
The group ceases to use the equity method of accounting from the date on which it no longer has joint control over the joint venture or significant
influence over the associate, or when the interest becomes classified as an asset held for sale.
Segmental reporting
The groups operating segments are established on the basis of those components of the group that are evaluated regularly by the chief operating
decision maker in deciding how to allocate resources and in assessing performance.
The accounting policies of the operating segments are the same as the groups accounting policies described in this note, except that IFRS requires
that the measure of profit or loss disclosed for each operating segment is the measure that is provided regularly to the chief operating decision maker.
For BP, this measure of profit or loss is replacement cost profit before interest and tax which reflects the replacement cost of inventories sold in the
period and is arrived at by excluding inventory holding gains and losses from profit. Replacement cost profit for the group is not a recognized measure
under IFRS. For further information see Note 4.
Foreign currency translation
In individual subsidiaries, joint ventures and associates, transactions in foreign currencies are initially recorded in the functional currency of those
entities by applying the rate of exchange ruling at the date of the transaction. Monetary assets and liabilities denominated in foreign currencies are
retranslated into the functional currency at the rate of exchange ruling at the balance sheet date. Any resulting exchange differences are included in the
income statement, unless hedge accounting is applied. Non-monetary assets and liabilities, other than those measured at fair value, are not
retranslated subsequent to initial recognition.
In the consolidated financial statements, the assets and liabilities of non-US dollar functional currency subsidiaries, joint ventures and associates,
including related goodwill, are translated into US dollars at the rate of exchange ruling at the balance sheet date. The results and cash flows of non-US
dollar functional currency subsidiaries, joint ventures and associates are translated into US dollars using average rates of exchange. In the consolidated
financial statements, exchange adjustments arising when the opening net assets and the profits for the year retained by non-US dollar functional
currency subsidiaries, joint ventures and associates are translated into US dollars are taken to a separate component of equity and reported in the
statement of comprehensive income. Exchange gains and losses arising on long-term intra-group foreign currency borrowings used to finance the
groups non-US dollar investments are also taken to other comprehensive income. On disposal or partial disposal of a non-US dollar functional currency
subsidiary, joint venture or associate, the related cumulative exchange gains and losses recognized in equity are reclassified to the income statement.
Non-current assets held for sale
Non-current assets and disposal groups classified as held for sale are measured at the lower of carrying amount and fair value less costs to sell.
Non-current assets and disposal groups are classified as held for sale if their carrying amounts will be recovered through a sale transaction rather than
through continuing use. This condition is regarded as met only when the sale is highly probable and the asset or disposal group is available for
immediate sale in its present condition subject only to terms that are usual and customary for sales of such assets. Management must be committed
to the sale, which should be expected to qualify for recognition as a completed sale within one year from the date of classification as held for sale.
Property, plant and equipment and intangible assets are not depreciated or amortized once classified as held for sale.

BP Annual Report and Form 20-F 2014 101


1. Significant accounting policies, judgements, estimates and assumptions continued
Intangible assets
Intangible assets, other than goodwill, include expenditure on the exploration for and evaluation of oil and natural gas resources, computer software,
patents, licences and trade marks and are stated at the amount initially recognized, less accumulated amortization and accumulated impairment losses.
Intangible assets acquired separately from a business are carried initially at cost. The initial cost is the aggregate amount paid and the fair value of any
other consideration given to acquire the asset. An intangible asset acquired as part of a business combination is measured at fair value at the date of
acquisition and is recognized separately from goodwill if the asset is separable or arises from contractual or other legal rights.
Intangible assets with a finite life are amortized on a straight-line basis over their expected useful lives. For patents, licences and trade marks, expected
useful life is the shorter of the duration of the legal agreement and economic useful life, and can range from three to 15 years. Computer software
costs generally have a useful life of three to five years.
The expected useful lives of assets are reviewed on an annual basis and, if necessary, changes in useful lives are accounted for prospectively.
Oil and natural gas exploration, appraisal and development expenditure
Oil and natural gas exploration, appraisal and development expenditure is accounted for using the principles of the successful efforts method of
accounting.
Licence and property acquisition costs
Exploration licence and leasehold property acquisition costs are capitalized within intangible assets and are reviewed at each reporting date to confirm
that there is no indication that the carrying amount exceeds the recoverable amount. This review includes confirming that exploration drilling is still
under way or firmly planned or that it has been determined, or work is under way to determine, that the discovery is economically viable based on a
range of technical and commercial considerations and sufficient progress is being made on establishing development plans and timing. If no future
activity is planned, the remaining balance of the licence and property acquisition costs is written off. Lower value licences are pooled and amortized on
a straight-line basis over the estimated period of exploration. Upon recognition of proved reserves and internal approval for development, the relevant
expenditure is transferred to property, plant and equipment.
Exploration and appraisal expenditure
Geological and geophysical exploration costs are charged against income as incurred. Costs directly associated with an exploration well are initially
capitalized as an intangible asset until the drilling of the well is complete and the results have been evaluated. These costs include employee
remuneration, materials and fuel used, rig costs and payments made to contractors. If potentially commercial quantities of hydrocarbons are not found,
the exploration well is written off as a dry hole. If hydrocarbons are found and, subject to further appraisal activity, are likely to be capable of
commercial development, the costs continue to be carried as an asset.
Costs directly associated with appraisal activity, undertaken to determine the size, characteristics and commercial potential of a reservoir following the
initial discovery of hydrocarbons, including the costs of appraisal wells where hydrocarbons were not found, are initially capitalized as an intangible
asset. When proved reserves of oil and natural gas are determined and development is approved by management, the relevant expenditure is
transferred to property, plant and equipment.
Development expenditure
Expenditure on the construction, installation and completion of infrastructure facilities such as platforms, pipelines and the drilling of development
wells, including service and unsuccessful development or delineation wells, is capitalized within property, plant and equipment and is depreciated from
the commencement of production as described below in the accounting policy for property, plant and equipment.

Significant estimate or judgement: oil and natural gas accounting


The determination of whether potentially economic oil and natural gas reserves have been discovered by an exploration well is usually made within
one year after well completion, but can take longer, depending on the complexity of the geological structure. Exploration wells that discover
potentially economic quantities of oil and natural gas and are in areas where major capital expenditure (e.g. an offshore platform or a pipeline) would
be required before production could begin, and where the economic viability of that major capital expenditure depends on the successful completion
of further exploration work in the area, remain capitalized on the balance sheet as long as additional exploration or appraisal work is under way or
firmly planned.
It is not unusual to have exploration wells and exploratory-type stratigraphic test wells remaining suspended on the balance sheet for several years
while additional appraisal drilling and seismic work on the potential oil and natural gas field is performed or while the optimum development plans
and timing are established. All such carried costs are subject to regular technical, commercial and management review on at least an annual basis to
confirm the continued intent to develop, or otherwise extract value from, the discovery. Where this is no longer the case, the costs are immediately
expensed.
One of the facts and circumstances which indicate that an entity should test such assets for impairment is that the period for which the entity has a
right to explore in the specific area has expired or will expire in the near future, and is not expected to be renewed.
BP has leases in the Gulf of Mexico making up a prospect, some with terms which were scheduled to expire at the end of 2013 and some with
terms which were scheduled to expire at the end of 2014. A significant proportion of our capitalized exploration and appraisal costs in the Gulf of
Mexico relate to this prospect. This prospect requires the development of subsea technology to ensure that the hydrocarbons can be extracted
safely. BP is in negotiation with the US Bureau of Safety and Environmental Enforcement in relation to seeking extension of these leases so that the
discovered hydrocarbons can be developed. BP remains committed to developing this prospect and expects that the leases will be renewed and,
therefore, continues to carry the capitalized costs on its balance sheet.

Property, plant and equipment


Property, plant and equipment is stated at cost, less accumulated depreciation and accumulated impairment losses. The initial cost of an asset
comprises its purchase price or construction cost, any costs directly attributable to bringing the asset into the location and condition necessary for it to
be capable of operating in the manner intended by management, the initial estimate of any decommissioning obligation, if any, and, for assets that
necessarily take a substantial period of time to get ready for their intended use, finance costs. The purchase price or construction cost is the aggregate
amount paid and the fair value of any other consideration given to acquire the asset. The capitalized value of a finance lease is also included within
property, plant and equipment.
Expenditure on major maintenance refits or repairs comprises the cost of replacement assets or parts of assets, inspection costs and overhaul costs.
Where an asset or part of an asset that was separately depreciated is replaced and it is probable that future economic benefits associated with the

102 BP Annual Report and Form 20-F 2014


1. Significant accounting policies, judgements, estimates and assumptions continued
item will flow to the group, the expenditure is capitalized and the carrying amount of the replaced asset is derecognized. Inspection costs associated
with major maintenance programmes are capitalized and amortized over the period to the next inspection. Overhaul costs for major maintenance
programmes, and all other maintenance costs are expensed as incurred.
Oil and natural gas properties, including related pipelines, are depreciated using a unit-of-production method. The cost of producing wells is amortized
over proved developed reserves. Licence acquisition, common facilities and future decommissioning costs are amortized over total proved reserves.
The unit-of-production rate for the depreciation of common facilities takes into account expenditures incurred to date, together with estimated future
capital expenditure expected to be incurred relating to as yet undeveloped reserves expected to be processed through these common facilities.
Other property, plant and equipment is depreciated on a straight-line basis over its expected useful life. The typical useful lives of the groups other
property, plant and equipment are as follows:

Land improvements 15 to 25 years


Buildings 20 to 50 years
Refineries 20 to 30 years
Petrochemicals plants 20 to 30 years
Pipelines 10 to 50 years
Service stations 15 years
Office equipment 3 to 7 years
Fixtures and fittings 5 to 15 years
The expected useful lives of property, plant and equipment are reviewed on an annual basis and, if necessary, changes in useful lives are accounted for
prospectively.
An item of property, plant and equipment is derecognized upon disposal or when no future economic benefits are expected to arise from the continued
use of the asset. Any gain or loss arising on derecognition of the asset (calculated as the difference between the net disposal proceeds and the
carrying amount of the item) is included in the income statement in the period in which the item is derecognized.

Significant estimate or judgement: estimation of oil and natural gas reserves


The determination of the groups estimated oil and natural gas reserves requires significant judgements and estimates to be applied and these are

Financial statements
regularly reviewed and updated. Factors such as the availability of geological and engineering data, reservoir performance data, acquisition and
divestment activity, drilling of new wells and commodity prices all impact on the determination of the groups estimates of its oil and natural gas
reserves. BP bases its proved reserves estimates on the requirement of reasonable certainty with rigorous technical and commercial assessments
based on conventional industry practice and regulatory requirements.
The estimation of oil and natural gas reserves and BPs process to manage reserves bookings is described in Supplementary information on oil and
natural gas on page 167, which is unaudited. Details on BPs proved reserves and production compliance and governance processes are provided on
page 219.
Estimates of oil and natural gas reserves are used to calculate depreciation, depletion and amortization charges for the groups oil and gas properties.
The impact of changes in estimated proved reserves is dealt with prospectively by amortizing the remaining carrying value of the asset over the
expected future production. Oil and natural gas reserves also have a direct impact on the assessment of the recoverability of asset carrying values
reported in the financial statements. If proved reserves estimates are revised downwards, earnings could be affected by higher depreciation
expense or an immediate write-down of the propertys carrying value.
The 2014 movements in proved reserves are reflected in the tables showing movements in oil and natural gas reserves by region in Supplementary
information on oil and natural gas (unaudited) on page 167. Information on the carrying amounts of the groups oil and natural gas properties,
together with the amounts recognized in the income statement as depreciation, depletion and amortization is contained in Note 10 and Note 4
respectively.

Impairment of property, plant and equipment, intangible assets, and goodwill


The group assesses assets or groups of assets for impairment whenever events or changes in circumstances indicate that the carrying amount of an
asset may not be recoverable, for example, changes in the groups business plans, changes in commodity prices leading to sustained unprofitable
performance, low plant utilization, evidence of physical damage or, for oil and gas assets, significant downward revisions of estimated reserves or
increases in estimated future development expenditure or decommissioning costs. If any such indication of impairment exists, the group makes an
estimate of the assets recoverable amount. Individual assets are grouped for impairment assessment purposes at the lowest level at which there are
identifiable cash flows that are largely independent of the cash flows of other groups of assets. An asset groups recoverable amount is the higher of
its fair value less costs of disposal and its value in use. Where the carrying amount of an asset group exceeds its recoverable amount, the asset group
is considered impaired and is written down to its recoverable amount.
The business segment plans, which are approved on an annual basis by senior management, are the primary source of information for the
determination of value in use. They contain forecasts for oil and natural gas production, refinery throughputs, sales volumes for various types of refined
products (e.g. gasoline and lubricants), revenues, costs and capital expenditure. As an initial step in the preparation of these plans, various market
assumptions, such as oil prices, natural gas prices, refining margins, refined product margins and cost inflation rates, are set by senior management.
These market assumptions take account of existing prices, global supply-demand equilibrium for oil and natural gas, other macroeconomic factors and
historical trends and variability. In assessing value in use, the estimated future cash flows are adjusted for the risks specific to the asset group and are
discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money.
Fair value less costs of disposal is the price that would be received to sell the asset in an orderly transaction between market participants and does not
reflect the effects of factors that may be specific to the entity and not applicable to entities in general.
An assessment is made at each reporting date as to whether there is any indication that previously recognized impairment losses may no longer exist
or may have decreased. If such an indication exists, the recoverable amount is estimated. A previously recognized impairment loss is reversed only if
there has been a change in the estimates used to determine the assets recoverable amount since the last impairment loss was recognized. If that is
the case, the carrying amount of the asset is increased to its recoverable amount. That increased amount cannot exceed the carrying amount that
would have been determined, net of depreciation, had no impairment loss been recognized for the asset in prior years. Such reversal is recognized in
profit or loss. After such a reversal, the depreciation charge is adjusted in future periods to allocate the assets revised carrying amount, less any
residual value, on a systematic basis over its remaining useful life.

BP Annual Report and Form 20-F 2014 103


1. Significant accounting policies, judgements, estimates and assumptions continued
Goodwill is reviewed for impairment annually or more frequently if events or changes in circumstances indicate the recoverable amount of the group of
cash-generating units to which the goodwill relates should be assessed. In assessing whether goodwill has been impaired, the carrying amount of the
group of CGUs (including goodwill) is compared with their recoverable amount. The recoverable amount of a group of CGUs to which goodwill is
allocated is the higher of value in use and fair value less costs of disposal. Where the recoverable amount of the group of CGUs to which goodwill has
been allocated is less than the carrying amount, an impairment loss is recognized. An impairment loss recognized for goodwill is not reversed in a
subsequent period.

Significant estimate or judgement: recoverability of asset carrying values


Determination as to whether, and by how much, an asset or group of CGUs containing goodwill is impaired involves management estimates on
highly uncertain matters such as future commodity prices, the effects of inflation on operating expenses, discount rates, production profiles and the
outlook for global or regional market supply-and-demand conditions for crude oil, natural gas and refined products. For oil and natural gas properties,
the expected future cash flows are estimated using managements best estimate of future oil and natural gas prices and reserves volumes.
The estimated future level of production in all impairment tests is based on assumptions about future commodity prices, production and
development costs, field decline rates, current fiscal regimes and other factors.
Fair value less costs of disposal may be determined based on similar recent market transaction data or, where recent market transactions for the
asset are not available for reference, using discounted cash flow techniques. Where discounted cash flow analyses are used to calculate fair value
less costs of disposal, accounting judgements are made about the assumptions market participants would use when pricing an asset, a CGU or a
group of CGUs containing goodwill and the test is performed on a post-tax basis. The discount rate used is the groups post-tax weighted average
cost of capital (2014 8%), with a 2% premium added in higher-risk countries. Reserves assumptions for fair value less costs of disposal discounted
cash flow tests consider all reserves that a market participant would consider when valuing the asset, which are usually broader in scope than the
reserves used in a value-in-use test. Discounted cash flow analyses used to calculate fair value less costs of disposal use market prices for the first
five years and long-term price assumptions that are consistent with the assumptions used by the group for investment appraisal purposes
thereafter. The long-term oil price assumption used in such tests is $97 per barrel in 2020 and is inflated at a rate of 2.5% per annum for the
remaining life of the asset. This long-term assumption is derived from the $80 per barrel real oil price assumption used for investment appraisal. In
the current price environment, the market prices used for the first five years of both value-in-use and fair value less costs of disposal impairment
tests are particularly volatile. Market prices used for the first five years of both value-in-use and fair value less costs of disposal impairment tests are
shown in the table below:
2014
2015 2016 2017 2018 2019
Brent oil price ($/bbl) 61 69 73 76 77
Henry Hub natural gas price ($/mmBtu) 3.11 3.53 3.82 4.00 4.15

2013
2014 2015 2016 2017 2018
Brent oil price ($/bbl) 108 102 97 93 90
Henry Hub natural gas price ($/mmBtu) 3.86 4.02 4.10 4.17 4.27
For value-in-use calculations, future cash flows are adjusted for risks specific to the cash-generating unit and are discounted using a pre-tax discount
rate. The discount rate is derived from the groups post-tax weighted average cost of capital and is adjusted where applicable to take into account
any specific risks relating to the country where the cash-generating unit is located. In 2014 the discount rate used for value-in-use calculations was
12% nominal (2013 12% nominal), with a 2% premium added in higher-risk countries. The discount rates applied in assessments of impairment are
reassessed each year. Reserves assumptions for value-in-use tests are confined to proved and sanctioned probable reserves. For value-in-use
calculations, prices for oil and natural gas used for future cash flow calculations are based on market prices for the first five years (consistent with
those shown in the table above) and the groups flat nominal long-term price assumptions thereafter. As at 31 December 2014, the groups long-
term flat nominal price assumptions were $90 per barrel for Brent and $6.50/mmBtu for Henry Hub (2013 $90 per barrel and $6.50/mmBtu). These
long-term price assumptions are subject to periodic review and revision.
Irrespective of whether there is any indication of impairment, BP is required to test annually for impairment of goodwill acquired in a business
combination. The group carries goodwill of approximately $11.9 billion on its balance sheet (2013 $12.2 billion), principally relating to the Atlantic
Richfield, Burmah Castrol, Devon Energy and Reliance transactions. In testing goodwill for impairment, the group uses the approach described
above to determine recoverable amount. If there are low oil or natural gas prices or refining margins or marketing margins for an extended period,
the group may need to recognize goodwill impairment charges.
The recoverability of intangible exploration and appraisal expenditure is covered under Oil and natural gas exploration, appraisal and development
expenditure above.
Details of impairment charges recognized in the income statement are provided in Note 3 and details on the carrying amounts of assets are shown
in Note 10, Note 12 and Note 13.

Inventories
Inventories, other than inventories held for trading purposes, are stated at the lower of cost and net realizable value. Cost is determined by the first-in
first-out method and comprises direct purchase costs, cost of production, transportation and manufacturing expenses. Net realizable value is
determined by reference to prices existing at the balance sheet date, adjusted where the sale of inventories after the reporting period gives evidence
about their net realizable value at the end of the period.
Inventories held for trading purposes are stated at fair value less costs to sell and any changes in fair value are recognized in the income statement.
Supplies are valued at cost to the group mainly using the average method or net realizable value, whichever is the lower.

104 BP Annual Report and Form 20-F 2014


1. Significant accounting policies, judgements, estimates and assumptions continued
Leases
Finance leases are capitalized at the commencement of the lease term at the fair value of the leased item or, if lower, at the present value of the
minimum lease payments. Finance charges are allocated to each period so as to achieve a constant rate of interest on the remaining balance of the
liability and are charged directly against income. Capitalized leased assets are depreciated over the shorter of the estimated useful life of the asset or
the lease term.
Operating lease payments are recognized as an expense in the income statement on a straight-line basis over the lease term.
Financial assets
Financial assets are classified as loans and receivables; financial assets at fair value through profit or loss; derivatives designated as hedging
instruments in an effective hedge; held-to-maturity financial assets; or as available-for-sale financial assets, as appropriate. Financial assets include cash
and cash equivalents, trade receivables, other receivables, loans, other investments, and derivative financial instruments. The group determines the
classification of its financial assets at initial recognition. Financial assets are recognized initially at fair value, normally being the transaction price plus, in
the case of financial assets not at fair value through profit or loss, directly attributable transaction costs.
The subsequent measurement of financial assets depends on their classification, as follows:
Loans and receivables
Loans and receivables are carried at amortized cost using the effective interest method if the time value of money is significant. Gains and losses are
recognized in income when the loans and receivables are derecognized or impaired, as well as through the amortization process. This category of
financial assets includes trade and other receivables. Cash and cash equivalents are short-term highly liquid investments that are readily convertible to
known amounts of cash, are subject to insignificant risk of changes in value and have a maturity of three months or less from the date of acquisition.
Financial assets at fair value through profit or loss
Financial assets at fair value through profit or loss are carried on the balance sheet at fair value with gains or losses recognized in the income
statement. Derivatives, other than those designated as effective hedging instruments, are classified as held for trading and are included in this
category.
Derivatives designated as hedging instruments in an effective hedge
These derivatives are carried on the balance sheet at fair value. The treatment of gains and losses arising from revaluation is described below in the
accounting policy for derivative financial instruments and hedging activities.

Financial statements
Held-to-maturity financial assets
Held-to-maturity financial assets are measured at amortized cost using the effective interest method, less any impairment.
Available-for-sale financial assets
After initial recognition, available-for-sale financial assets are measured at fair value, with gains or losses recognized within other comprehensive
income, except for impairment losses, and, for available-for-sale debt instruments, foreign exchange gains or losses and any changes in fair value
arising from revised estimates of future cash flows, which are recognized in profit or loss.
Impairment of loans and receivables
The group assesses at each balance sheet date whether a financial asset or group of financial assets is impaired. If there is objective evidence that an
impairment loss on loans and receivables carried at amortized cost has been incurred, the amount of the loss is measured as the difference between
the assets carrying amount and the present value of estimated future cash flows discounted at the financial assets original effective interest rate. The
carrying amount of the asset is reduced, with the amount of the loss recognized in the income statement.

Significant estimate or judgement: recoverability of trade receivables


Judgements are required in assessing the recoverability of overdue trade receivables and determining whether a provision against the future
recoverability of those receivables is required. Factors considered include the credit rating of the counterparty, the amount and timing of anticipated
future payments and any possible actions that can be taken to mitigate the risk of non-payment. See Note 27 for information on overdue receivables.

Financial liabilities
Financial liabilities are classified as financial liabilities at fair value through profit or loss; derivatives designated as hedging instruments in an effective
hedge; or as financial liabilities measured at amortized cost, as appropriate. Financial liabilities include trade and other payables, accruals, most items of
finance debt and derivative financial instruments. The group determines the classification of its financial liabilities at initial recognition. The
measurement of financial liabilities depends on their classification, as follows:
Financial liabilities at fair value through profit or loss
Financial liabilities at fair value through profit or loss are carried on the balance sheet at fair value with gains or losses recognized in the income
statement. Derivatives, other than those designated as effective hedging instruments, are classified as held for trading and are included in this
category.
Derivatives designated as hedging instruments in an effective hedge
These derivatives are carried on the balance sheet at fair value. The treatment of gains and losses arising from revaluation is described below in the
accounting policy for derivative financial instruments and hedging activities.
Financial liabilities measured at amortized cost
All other financial liabilities are initially recognized at fair value. For interest-bearing loans and borrowings this is the fair value of the proceeds received
net of issue costs associated with the borrowing.
After initial recognition, other financial liabilities are subsequently measured at amortized cost using the effective interest method. Amortized cost is
calculated by taking into account any issue costs, and any discount or premium on settlement. Gains and losses arising on the repurchase, settlement
or cancellation of liabilities are recognized respectively in interest and other income and finance costs.
This category of financial liabilities includes trade and other payables and finance debt.

BP Annual Report and Form 20-F 2014 105


1. Significant accounting policies, judgements, estimates and assumptions continued
Derivative financial instruments and hedging activities
The group uses derivative financial instruments to manage certain exposures to fluctuations in foreign currency exchange rates, interest rates and
commodity prices as well as for trading purposes. These derivative financial instruments are initially recognized at fair value on the date on which a
derivative contract is entered into and are subsequently remeasured at fair value. Derivatives are carried as assets when the fair value is positive and as
liabilities when the fair value is negative.
Contracts to buy or sell a non-financial item that can be settled net in cash or another financial instrument, or by exchanging financial instruments as if
the contracts were financial instruments, with the exception of contracts that were entered into and continue to be held for the purpose of the receipt
or delivery of a non-financial item in accordance with the groups expected purchase, sale or usage requirements, are accounted for as financial
instruments. Gains or losses arising from changes in the fair value of derivatives that are not designated as effective hedging instruments are
recognized in the income statement.
If, at inception of a contract, the valuation cannot be supported by observable market data, any gain or loss determined by the valuation methodology is
not recognized in the income statement but is deferred on the balance sheet and is commonly known as day-one profit or loss. This deferred gain or
loss is recognized in the income statement over the life of the contract until substantially all the remaining contract term can be valued using
observable market data at which point any remaining deferred gain or loss is recognized in the income statement. Changes in valuation from the initial
valuation are recognized immediately through the income statement.
For the purpose of hedge accounting, hedges are classified as:
Fair value hedges when hedging exposure to changes in the fair value of a recognized asset or liability.
Cash flow hedges when hedging exposure to variability in cash flows that is attributable to either a particular risk associated with a recognized asset
or liability or a highly probable forecast transaction.
Hedge relationships are formally designated and documented at inception, together with the risk management objective and strategy for undertaking
the hedge. The documentation includes identification of the hedging instrument, the hedged item or transaction, the nature of the risk being hedged,
and how the entity will assess the hedging instrument effectiveness in offsetting the exposure to changes in the hedged items fair value or cash flows
attributable to the hedged risk. Such hedges are expected at inception to be highly effective in achieving offsetting changes in fair value or cash flows.
Hedges meeting the criteria for hedge accounting are accounted for as follows:
Fair value hedges
The change in fair value of a hedging derivative is recognized in profit or loss. The change in the fair value of the hedged item attributable to the risk
being hedged is recorded as part of the carrying value of the hedged item and is also recognized in profit or loss. The group applies fair value hedge
accounting when hedging interest rate risk on fixed rate borrowings.
If the criteria for hedge accounting are no longer met, or if the group revokes the designation, the accumulated adjustment to the carrying amount of a
hedged item at such time is then amortized to profit or loss over the remaining period to maturity.
Cash flow hedges
The effective portion of the gain or loss on a cash flow hedging instrument is recognized within other comprehensive income, while the ineffective
portion is recognized in profit or loss. Amounts taken to other comprehensive income are reclassified to the income statement when the hedged
transaction affects profit or loss.
Where the hedged item is a non-financial asset or liability, such as a forecast foreign currency transaction for the purchase of property, plant and
equipment, the amounts recognized within other comprehensive income are reclassified to the initial carrying amount of the non-financial asset or
liability. Where the hedged item is an equity investment, the amounts recognized in other comprehensive income remain in the separate component of
equity until the hedged cash flows affect profit or loss. Where the hedged item is recognized directly in profit or loss, the amounts recognized in other
comprehensive income are reclassified to production and manufacturing expenses, except for cash flow hedges of variable interest rate risk which are
reclassified to finance costs.
If the hedging instrument expires or is sold, terminated or exercised without replacement or rollover, or if its designation as a hedge is revoked,
amounts previously recognized within other comprehensive income remain in equity until the forecast transaction occurs and are reclassified to the
income statement or to the initial carrying amount of a non-financial asset or liability as above.

Significant estimate or judgement: application of hedge accounting


The decision as to whether to apply hedge accounting within subsidiaries, and by equity-accounted entities, can have a significant impact on the groups
financial statements. Cash flow and fair value hedge accounting is applied to certain finance debt-related instruments in the normal course of business
and cash flow hedge accounting is applied to certain highly probable foreign currency transactions as part of the management of currency risk. In
addition, the financial statements reflect the application of cash flow hedge accounting to certain of the contracts signed in October 2012 for BP to sell
its investment in TNK-BP and obtain an additional shareholding in Rosneft, which were accounted for as derivatives under IFRS. The group applied all-in-
one cash flow hedge accounting to the contracts to acquire shares in Rosneft, resulting in a pre-tax loss of $2,061 million being recognized in other
comprehensive income in 2013 and a pre-tax gain of $1,410 million in 2012. See Note 15, Note 27, and Note 28 for further details.

Embedded derivatives
Derivatives embedded in other financial instruments or other host contracts are treated as separate derivatives when their risks and characteristics are
not closely related to those of the host contract. Contracts are assessed for embedded derivatives when the group becomes a party to them, including
at the date of a business combination. Embedded derivatives are measured at fair value at each balance sheet date. Any gains or losses arising from
changes in fair value are taken directly to the income statement.
Fair value measurement
Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. The
group categorizes assets and liabilities measured at fair value into one of three levels depending on the ability to observe inputs employed in their
measurement. Level 1 inputs are quoted prices in active markets for identical assets or liabilities. Level 2 inputs are inputs that are observable, either
directly or indirectly, other than quoted prices included within level 1 for the asset or liability. Level 3 inputs are unobservable inputs for the asset or
liability reflecting significant modifications to observable related market data or BPs assumptions about pricing by market participants.

106 BP Annual Report and Form 20-F 2014


1. Significant accounting policies, judgements, estimates and assumptions continued

Significant estimate or judgement: valuation of derivatives


In some cases the fair values of derivatives are estimated using internal models due to the absence of quoted prices or other observable, market-
corroborated data. This applies to the groups longer-term derivative contracts and certain options, as well as to the majority of the groups
embedded derivatives. These embedded derivatives arise primarily from long-term UK natural gas contracts that use pricing formulae not related to
gas prices, for example, oil product and power prices. The majority of these contracts are valued using models with inputs that include price curves
for each of the different products that are built up from active market pricing data and extrapolated to the expiry of the contracts using the maximum
available external pricing information. Additionally, where limited data exists for certain products, prices are interpolated using historic and long-term
pricing relationships. Price volatility is also an input for the models.
Changes in the key assumptions could have a material impact on the fair value gains and losses on derivatives and embedded derivatives recognized
in the income statement. For more information see Note 28.

Offsetting of financial assets and liabilities


Financial assets and liabilities are presented gross in the balance sheet unless both of the following criteria are met: the group currently has a legally
enforceable right to set off the recognized amounts; and the group intends to either settle on a net basis or realize the asset and settle the liability
simultaneously. A right of set off is the groups legal right to settle an amount payable to a creditor by applying against it an amount receivable from the
same counterparty. The relevant legal jurisdiction and laws applicable to the relationships between the parties are considered when assessing whether
a current legally enforceable right to set off exists.
Provisions, contingencies and reimbursement assets
Provisions are recognized when the group has a present legal or constructive obligation as a result of a past event, it is probable that an outflow of
resources embodying economic benefits will be required to settle the obligation and a reliable estimate can be made of the amount of the obligation.
Where appropriate, the future cash flow estimates are adjusted to reflect risks specific to the liability.
If the effect of the time value of money is material, provisions are determined by discounting the expected future cash flows at a pre-tax risk-free rate
that reflects current market assessments of the time value of money. Where discounting is used, the increase in the provision due to the passage of
time is recognized within finance costs. A provision is discounted using either a nominal discount rate of 2.75% (2013 3.25%) or a real discount rate of
0.75% (2013 1%), as appropriate. Provisions are split between amounts expected to be settled within 12 months of the balance sheet date (current)
and amounts expected to be settled later (non-current). Contingent liabilities are possible obligations whose existence will only be confirmed by future

Financial statements
events not wholly within the control of the group, or present obligations where it is not probable that an outflow of resources will be required or the
amount of the obligation cannot be measured with sufficient reliability.
Contingent liabilities are not recognized in the financial statements but are disclosed unless the possibility of an outflow of economic resources is
considered remote.
Where the group makes contributions into a separately administered fund for restoration, environmental or other obligations, which it does not control,
and the groups right to the assets in the fund is restricted, the obligation to contribute to the fund is recognized as a liability where it is probable that
such additional contributions will be made. The group recognizes a reimbursement asset separately, being the lower of the amount of the associated
restoration, environmental or other provision and the groups share of the fair value of the net assets of the fund available to contributors.

Significant estimate or judgement: provision relating to the Gulf of Mexico oil spill
Detailed information on the Gulf of Mexico oil spill, including the financial impacts, is provided in Note 2.
The provision recognized is the reliable estimate of expenditures required to settle certain present obligations at the end of the reporting period.
There are future expenditures, however, for which it is not possible to measure the obligation reliably. These are not provided for and are disclosed
as contingent liabilities. Accounting judgement is required to identify when a provision can be measured reliably, which can be especially challenging
when complex litigation activities are ongoing.
In addition, for those provisions which are recognized, there is significant estimation uncertainty about the amounts that will ultimately be paid,
especially with regard to amounts payable under the Deepwater Horizon Court Supervised Settlement Program (DHCSSP). A provision is made for
these costs when the amount can be measured reliably; this requires an analysis of claims received and processed and consideration of the status
of ongoing legal activity.
The provision for penalties under the US Clean Water Act is based on the estimated civil penalty for strict liability. This provision is calculated based
on the assumption that BP did not act with gross negligence or engage in wilful misconduct. However, in September 2014 the district court ruled
that the discharge of oil was the result of BPs gross negligence and wilful misconduct and it is not now possible to determine a reliable estimate of
the liability. The existing provision has been maintained as explained in Note 2 and a contingent liability has been disclosed in relation to the potential
for a higher penalty due to this ruling. The amount that will become payable by BP is subject to a very high level of uncertainty since it will depend
on the outcome of BPs appeal of the September 2014 gross negligence ruling as well as what is determined by the court in the federal multi-district
litigation proceedings in New Orleans (MDL 2179) with respect to the application of statutory penalty factors. See Note 2 for additional information.

Decommissioning
Liabilities for decommissioning costs are recognized when the group has an obligation to plug and abandon a well, dismantle and remove a facility or
an item of plant and to restore the site on which it is located, and when a reliable estimate of that liability can be made. Where an obligation exists for a
new facility or item of plant, such as oil and natural gas production or transportation facilities, this liability will be recognized on construction or
installation. Similarly, where an obligation exists for a well, this liability is recognized when it is drilled. An obligation for decommissioning may also
crystallize during the period of operation of a well, facility or item of plant through a change in legislation or through a decision to terminate operations;
an obligation may also arise in cases where an asset has been sold but the subsequent owner is no longer able to fulfil its decommissioning
obligations, for example due to bankruptcy. The amount recognized is the present value of the estimated future expenditure determined in accordance
with local conditions and requirements. The provision for the costs of decommissioning wells, production facilities and pipelines at the end of their
economic lives is estimated using existing technology, at current prices or future assumptions, depending on the expected timing of the activity, and
discounted using the real discount rate. The weighted average period over which these costs are generally expected to be incurred is estimated to be
approximately 20 years.
An amount equivalent to the decommissioning provision is recognized as part of the corresponding intangible asset (in the case of an exploration or
appraisal well) or property, plant and equipment. The decommissioning portion of the property, plant and equipment is subsequently depreciated at the
same rate as the rest of the asset.
BP Annual Report and Form 20-F 2014 107
1. Significant accounting policies, judgements, estimates and assumptions continued
Other than the unwinding of discount on the provision, any change in the present value of the estimated expenditure is reflected as an adjustment to
the provision and the corresponding asset.
Environmental expenditures and liabilities
Environmental expenditures that are required in order for the group to obtain future economic benefits from its assets are capitalized as part of those
assets. Expenditures that relate to an existing condition caused by past operations that do not contribute to future earnings are expensed.
Liabilities for environmental costs are recognized when a clean-up is probable and the associated costs can be reliably estimated. Generally, the timing
of recognition of these provisions coincides with the commitment to a formal plan of action or, if earlier, on divestment or on closure of inactive sites.
The amount recognized is the best estimate of the expenditure required to settle the obligation. Provisions for environmental liabilities have been
estimated using existing technology, at current prices and discounted using a real discount rate. The weighted average period over which these costs
are generally expected to be incurred is estimated to be approximately five years.
Significant estimate or judgement: provisions
The group holds provisions for the future decommissioning of oil and natural gas production facilities and pipelines at the end of their economic lives.
The largest decommissioning obligations facing BP relate to the plugging and abandonment of wells and the removal and disposal of oil and natural
gas platforms and pipelines around the world. Most of these decommissioning events are many years in the future and the precise requirements
that will have to be met when the removal event occurs are uncertain. Decommissioning technologies and costs are constantly changing, as well as
political, environmental, safety and public expectations. BP believes that the impact of any reasonably foreseeable change to these provisions on the
groups results of operations, financial position or liquidity will not be material. If oil and natural gas production facilities and pipelines are sold to third
parties and the subsequent owner is unable to meet their decommissioning obligations, judgement must be used to determine whether BP is then
responsible for decommissioning, and if so the extent of that responsibility. Consequently, the timing and amounts of future cash flows are subject
to significant uncertainty. Any changes in the expected future costs are reflected in both the provision and the asset.
Decommissioning provisions associated with downstream and petrochemicals facilities are generally not recognized, as the potential obligations
cannot be measured, given their indeterminate settlement dates. The group performs periodic reviews of its downstream and petrochemicals long-
lived assets for any changes in facts and circumstances that might require the recognition of a decommissioning provision.
The provision for environmental liabilities is estimated based on current legal and constructive requirements, technology, price levels and expected
plans for remediation. Actual costs and cash outflows can differ from estimates because of changes in laws and regulations, public expectations,
prices, discovery and analysis of site conditions and changes in clean-up technology.
Other provisions and liabilities are recognized in the period when it becomes probable that there will be a future outflow of funds resulting from past
operations or events and the amount of cash outflow can be reliably estimated. The timing of recognition and quantification of the liability require the
application of judgement to existing facts and circumstances, which can be subject to change. Since the cash outflows can take place many years in
the future, the carrying amounts of provisions and liabilities are reviewed regularly and adjusted to take account of changing facts and
circumstances.
The timing and amount of future expenditures are reviewed annually, together with the interest rate used in discounting the cash flows. The interest
rate used to determine the balance sheet obligation at the end of 2014 was a real rate of 0.75% (2013 1.0%), which was based on long-dated US
government bonds.
Provisions and contingent liabilities relating to the Gulf of Mexico oil spill are discussed in Note 2. Information about the groups other provisions is
provided in Note 21. As further described in Note 21, the group is subject to claims and actions. The facts and circumstances relating to particular
cases are evaluated regularly in determining whether it is probable that there will be a future outflow of funds and, once established, whether a
provision relating to a specific litigation should be established or revised. Accordingly, significant management judgement relating to provisions and
contingent liabilities is required, since the outcome of litigation is difficult to predict.

Employee benefits
Wages, salaries, bonuses, social security contributions, paid annual leave and sick leave are accrued in the period in which the associated services are
rendered by employees of the group. Deferred bonus arrangements that have a vesting date more than 12 months after the balance sheet date are
valued on an actuarial basis using the projected unit credit method and amortized on a straight-line basis over the service period until the award vests.
The accounting policies for share-based payments and for pensions and other post-retirement benefits are described below.
Share-based payments
Equity-settled transactions
The cost of equity-settled transactions with employees is measured by reference to the fair value at the date at which equity instruments are granted
and is recognized as an expense over the vesting period, which ends on the date on which the employees become fully entitled to the award. A
corresponding credit is recognized within equity. Fair value is determined by using an appropriate, widely used, valuation model. In valuing equity-
settled transactions, no account is taken of any vesting conditions, other than conditions linked to the price of the shares of the company (market
conditions). Non-vesting conditions, such as the condition that employees contribute to a savings-related plan, are taken into account in the grant-date
fair value, and failure to meet a non-vesting condition, where this is within the control of the employee is treated as a cancellation and any remaining
unrecognized cost is expensed.
Cash-settled transactions
The cost of cash-settled transactions is recognized as an expense over the vesting period, measured by reference to the fair value of the corresponding
liability which is recognized on the balance sheet. The liability is remeasured at fair value at each balance sheet date until settlement, with changes in
fair value recognized in the income statement.
Pensions and other post-retirement benefits
The cost of providing benefits under the groups defined benefit plans is determined separately for each plan using the projected unit credit method, which
attributes entitlement to benefits to the current period to determine current service cost and to the current and prior periods to determine the present value
of the defined benefit obligation. Past service costs, resulting from either a plan amendment or a curtailment (a reduction in future obligations as a result of
a material reduction in the plan membership), are recognized immediately when the company becomes committed to a change.
Net interest expense relating to pensions and other post-retirement benefits, which is recognized in the income statement, represents the net change
in present value of plan obligations and the value of plan assets resulting from the passage of time, and is determined by applying the discount rate to
the present value of the benefit obligation at the start of the year, and to the fair value of plan assets at the start of the year, taking into account
expected changes in the obligation or plan assets during the year.

108 BP Annual Report and Form 20-F 2014


1. Significant accounting policies, judgements, estimates and assumptions continued
Remeasurements of the defined benefit liability and asset, comprising actuarial gains and losses, and the return on plan assets (excluding amounts
included in net interest described above) are recognized within other comprehensive income in the period in which they occur and are not
subsequently reclassified to profit and loss.
The defined benefit pension plan surplus or deficit in the balance sheet comprises the total for each plan of the present value of the defined benefit
obligation (using a discount rate based on high quality corporate bonds), less the fair value of plan assets out of which the obligations are to be settled
directly. Fair value is based on market price information and, in the case of quoted securities, is the published bid price. Defined benefit pension plan
surpluses are only recognized to the extent they are recoverable.
Contributions to defined contribution plans are recognized in the income statement in the period in which they become payable.

Significant estimate or judgement: pensions and other post-retirement benefits


Accounting for pensions and other post-retirement benefits involves judgement about uncertain events, including estimated retirement dates, salary
levels at retirement, mortality rates, determination of discount rates for measuring plan obligations and net interest expense and assumptions for
inflation rates.
These assumptions are based on the environment in each country. The assumptions used may vary from year to year, which would affect future net
income and net assets. Any differences between these assumptions and the actual outcome also affect future net income and net assets.
Pension and other post-retirement benefit assumptions are reviewed by management at the end of each year. These assumptions are used to
determine the projected benefit obligation at the year end and hence the surpluses and deficits recorded on the groups balance sheet, and pension
and other post-retirement benefit expense for the following year.
The assumptions used are provided in Note 22.
The discount rate and inflation rate have a significant effect on the amounts reported. A sensitivity analysis of the impact of changes in these
assumptions on the benefit expense and obligation is provided in Note 22.
In addition to the financial assumptions, we regularly review the demographic and mortality assumptions. Mortality assumptions reflect best practice
in the countries in which we provide pensions and have been chosen with regard to the latest available published tables adjusted where appropriate
to reflect the experience of the group and an extrapolation of past longevity improvements into the future. A sensitivity analysis of the impact of
changes in the mortality assumptions on the benefit expense and obligation is provided in Note 22.

Financial statements
Income taxes
Income tax expense represents the sum of current tax and deferred tax. Interest and penalties relating to income tax are also included in the income
tax expense.
Income tax is recognized in the income statement, except to the extent that it relates to items recognized in other comprehensive income or directly in
equity, in which case the related tax is recognized in other comprehensive income or directly in equity.
Current tax is based on the taxable profit for the period. Taxable profit differs from net profit as reported in the income statement because it is
determined in accordance with the rules established by the applicable taxation authorities. It therefore excludes items of income or expense that are
taxable or deductible in other periods as well as items that are never taxable or deductible. The groups liability for current tax is calculated using tax
rates and laws that have been enacted or substantively enacted by the balance sheet date.
Deferred tax is provided, using the liability method, on all temporary differences at the balance sheet date between the tax bases of assets and
liabilities and their carrying amounts for financial reporting purposes.
Deferred tax liabilities are recognized for all taxable temporary differences except:
where the deferred tax liability arises on the initial recognition of goodwill; or
where the deferred tax liability arises on the initial recognition of an asset or liability in a transaction that is not a business combination and, at the
time of the transaction, affects neither accounting profit nor taxable profit or loss; or
in respect of taxable temporary differences associated with investments in subsidiaries and associates and interests in joint arrangements, where
the group is able to control the timing of the reversal of the temporary differences and it is probable that the temporary differences will not reverse in
the foreseeable future.
Deferred tax assets are recognized for all deductible temporary differences, carry-forward of unused tax credits and unused tax losses, to the extent
that it is probable that taxable profit will be available against which the deductible temporary differences and the carry-forward of unused tax credits
and unused tax losses can be utilized except where the deferred tax asset relating to the deductible temporary difference arises from the initial
recognition of an asset or liability in a transaction that is not a business combination and, at the time of the transaction, affects neither accounting profit
nor taxable profit or loss. In respect of deductible temporary differences associated with investments in subsidiaries and associates and interests in
joint arrangements, deferred tax assets are recognized only to the extent that it is probable that the temporary differences will reverse in the
foreseeable future and taxable profit will be available against which the temporary differences can be utilized.
The carrying amount of deferred tax assets is reviewed at each balance sheet date and reduced to the extent that it is no longer probable that sufficient
taxable profit will be available to allow all or part of the deferred tax asset to be utilized.
Deferred tax assets and liabilities are measured at the tax rates that are expected to apply in the period when the asset is realized or the liability is
settled, based on tax rates (and tax laws) that have been enacted or substantively enacted at the balance sheet date. Deferred tax assets and liabilities
are not discounted.
Deferred tax assets and liabilities are offset only when there is a legally enforceable right to set off current tax assets against current tax liabilities and
when the deferred tax assets and liabilities relate to income taxes levied by the same taxation authority on either the same taxable entity or different
taxable entities where there is an intention to settle the current tax assets and liabilities on a net basis or to realize the assets and settle the liabilities
simultaneously.

BP Annual Report and Form 20-F 2014 109


1. Significant accounting policies, judgements, estimates and assumptions continued

Significant estimate or judgement: income taxes


The computation of the groups income tax expense and liability involves the interpretation of applicable tax laws and regulations in many
jurisdictions throughout the world. The resolution of tax positions taken by the group, through negotiations with relevant tax authorities or through
litigation, can take several years to complete and in some cases it is difficult to predict the ultimate outcome. Therefore, judgement is required to
determine provisions for income taxes.
In addition, the group has carry-forward tax losses and tax credits in certain taxing jurisdictions that are available to offset against future taxable
profit. However, deferred tax assets are recognized only to the extent that it is probable that taxable profit will be available against which the unused
tax losses or tax credits can be utilized. Management judgement is exercised in assessing whether this is the case.
To the extent that actual outcomes differ from managements estimates, income tax charges or credits, and changes in current and deferred tax
assets or liabilities, may arise in future periods. For more information see Note 7.
Judgement is also required when determining whether a particular tax is an income tax or another type of tax (for example a production tax).
Accounting for deferred tax is applied to income taxes as described above, but is not applied to other types of taxes; rather such taxes are
recognized in the income statement on an appropriate basis.

Customs duties and sales taxes


Customs duties and sales taxes which are passed on to customers are excluded from revenues and expenses. Assets and liabilities are recognized net
of the amount of customs duties or sales tax except:
Where the customs duty or sales taxes incurred on a purchase of goods and services is not recoverable from the taxation authority, in which case
the customs duty or sales tax is recognized as part of the cost of acquisition of the asset.
Receivables and payables are stated with the amount of customs duty or sales tax included.
The net amount of sales tax recoverable from, or payable to, the taxation authority is included within receivables or payables in the balance sheet.
Own equity instruments
The groups holdings in its own equity instruments are shown as deductions from shareholders equity at cost. For accounting purposes, own equity
instruments include both treasury shares and shares purchased from the open market. Some of these own equity instruments are held by Employee
Share Ownership Plans (ESOPs), including certain shares transferred out of treasury. Consideration, if any, received for the sale of such shares is also
recognized in equity, with any difference between the proceeds from sale and the original cost being taken to the profit and loss account reserve. No
gain or loss is recognized in the income statement on the purchase, sale, issue or cancellation of equity shares. Shares repurchased under the share
buy-back programme which are immediately cancelled are not shown as treasury shares, but are shown as a deduction from the profit and loss
account reserve in the group statement of changes in equity.
Revenue
Revenue arising from the sale of goods is recognized when the significant risks and rewards of ownership have passed to the buyer, which is typically
at the point that title passes, and the revenue can be reliably measured.
Revenue is measured at the fair value of the consideration received or receivable and represents amounts receivable for goods provided in the normal
course of business, net of discounts, customs duties and sales taxes.
Physical exchanges are reported net, as are sales and purchases made with a common counterparty, as part of an arrangement similar to a physical
exchange. Similarly, where the group acts as agent on behalf of a third party to procure or market energy commodities, any associated fee income is
recognized but no purchase or sale is recorded. Additionally, where forward sale and purchase contracts for oil, natural gas or power have been
determined to be for trading purposes, the associated sales and purchases are reported net within sales and other operating revenues whether or not
physical delivery has occurred.
Generally, revenues from the production of oil and natural gas properties in which the group has an interest with joint operation partners are recognized
on the basis of the groups working interest in those properties (the entitlement method). Differences between the production sold and the groups
share of production are not significant.
Interest income is recognized as the interest accrues (using the effective interest rate that is the rate that exactly discounts estimated future cash
receipts through the expected life of the financial instrument to the net carrying amount of the financial asset).
Dividend income from investments is recognized when the shareholders right to receive the payment is established.
Finance costs
Finance costs directly attributable to the acquisition, construction or production of qualifying assets, which are assets that necessarily take a substantial
period of time to get ready for their intended use, are added to the cost of those assets until such time as the assets are substantially ready for their
intended use. All other finance costs are recognized in the income statement in the period in which they are incurred.
Impact of new International Financial Reporting Standards
There are no new or amended standards or interpretations adopted during the year that have a significant impact on the financial statements.
Not yet adopted
The following pronouncements from the IASB will become effective for future financial reporting periods and have not yet been adopted by the group.
The IASB issued IFRS 15 Revenue from Contracts with Customers, which provides a single model for accounting for revenue arising from contracts
with customers and is effective for annual periods beginning on or after 1 January 2017. IFRS 15 will supersede IAS 18 Revenue.
The IASB has also issued IFRS 9 Financial Instruments, which will supersede IAS 39 Financial Instruments: Recognition and Measurement and is
effective for annual periods beginning on or after 1 January 2018. IFRS 9 covers classification and measurement of financial assets and financial
liabilities, impairment methodology and hedge accounting.
BP has not yet decided the date of adoption for the group for IFRS 15 and IFRS 9 and has not yet completed its evaluation of the effect of adoption.
The EU has not yet adopted IFRS 15 or IFRS 9.
There are no other standards and interpretations in issue but not yet adopted that the directors anticipate will have a material effect on the reported
income or net assets of the group.

110 BP Annual Report and Form 20-F 2014


2. Significant event Gulf of Mexico oil spill
As a consequence of the Gulf of Mexico oil spill in April 2010, BP continues to incur costs and has also recognized liabilities for certain future costs.
Liabilities of uncertain timing or amount, for which no provision has been made, have been disclosed as contingent liabilities.
The cumulative pre-tax income statement charge since the incident amounts to $43.5 billion. For more information on the types of expenditure
included in the cumulative income statement charge, see Impact upon the group income statement below. The cumulative income statement charge
does not include amounts for obligations that BP considers are not possible, at this time, to measure reliably. For further information, including
developments in relation to the interpretation of business economic loss claims under the Plaintiffs Steering Committee (PSC) settlement and the
measurement of the penalty obligation under the Clean Water Act, see Provisions and contingent liabilities below.
The total amounts that will ultimately be paid by BP in relation to all the obligations relating to the incident are subject to significant uncertainty and the
ultimate exposure and cost to BP will be dependent on many factors, as discussed under Provisions and contingent liabilities below, including in
relation to any new information or future developments. These could have a material impact on our consolidated financial position, results of operations
and cash flows. The risks associated with the incident could also heighten the impact of the other risks to which the group is exposed as further
described under Risk factors on page 48 and Legal proceedings on page 228.
The impacts of the Gulf of Mexico oil spill on the income statement, balance sheet and cash flow statement of the group are included within the
relevant line items in those statements and are shown in the table below.
$ million
2014 2013 2012
Income statement
Production and manufacturing expenses 781 430 4,995
Profit (loss) before interest and taxation (781) (430) (4,995)
Finance costs 38 39 19
Profit (loss) before taxation (819) (469) (5,014)
Less: Taxation 262 73 94
Profit (loss) for the period (557) (396) (4,920)

Financial statements
Balance sheet
Current assets
Trade and other receivables 1,154 2,457
Current liabilities
Trade and other payables (655) (1,030)
Provisions (1,702) (2,951)
Net current assets (liabilities) (1,203) (1,524)
Non-current assets
Other receivables 2,701 2,442
Non-current liabilities
Other payables (2,412) (2,986)
Accruals (169)
Provisions (6,903) (6,395)
Deferred tax 1,723 2,748
Net non-current assets (liabilities) (5,060) (4,191)
Net assets (liabilities) (6,263) (5,715)
Cash flow statement
Profit (loss) before taxation (819) (469) (5,014)
Finance costs 38 39 19
Net charge for provisions, less payments 939 1,129 4,834
(Increase) decrease in other current and non-current assets (662) (1,481) (998)
Increase (decrease) in other current and non-current liabilities (792) (618) (5,090)
Pre-tax cash flows (1,296) (1,400) (6,249)

The impact on net cash provided by operating activities, on a post-tax basis, amounted to an outflow of $9 million (2013 outflow of $73 million and
2012 outflow of $2,382 million).
Trust fund
BP established the Deepwater Horizon Oil Spill Trust (the Trust) in 2010, to be funded in the amount of $20 billion, to satisfy legitimate individual and
business claims, state and local government claims resolved by BP, final judgments and settlements, state and local response costs, and natural
resource damages and related costs. The Trust is available to fund the qualified settlement funds (QSFs) established under the terms of the settlement
agreements (comprising the Economic and Property Damages (EPD) Settlement Agreement and the Medical Benefits Class Action Settlement) with
the PSC administered through the Deepwater Horizon Court Supervised Settlement Program (DHCSSP) see Provisions and contingent liabilities
below for further information. Fines and penalties are not covered by the trust fund.
The funding of the Trust was completed in 2012. The obligation to fund the $20-billion trust fund, adjusted to take account of the time value of money,
was recognized in full in 2010 and charged to the income statement.
BPs rights and obligations in relation to the $20-billion trust fund are accounted for in accordance with IFRIC 5 Rights to Interests Arising from
Decommissioning, Restoration and Environmental Rehabilitation Funds. An asset has been recognized representing BPs right to receive
reimbursement from the trust fund. This is the portion of the estimated future expenditure provided for that will be settled by payments from the trust
fund. We use the term reimbursement asset to describe this asset. BP will not actually receive any reimbursements from the trust fund, instead

BP Annual Report and Form 20-F 2014 111


2. Significant event Gulf of Mexico oil spill continued
payments will be made directly from the trust fund, and BP will be released from its corresponding obligation. The reimbursement asset is recorded
within Trade and other receivables on the balance sheet apportioned between current and non-current elements. The net increase in the provision for
items covered by the trust fund of $662 million relates principally to business economic loss claims as well as increases in the provision for claims
administration costs. During the year, cumulative charges to be paid by the Trust reached $20 billion. Subsequent additional costs, over and above
those provided within the $20 billion, are being expensed to the income statement as incurred.
At 31 December 2014, $3,855 million of the provisions and payables are eligible to be paid from the Trust. The table below shows movements in the
reimbursement asset during the period to 31 December 2014.
$ million
Cumulative since the
2014 2013 incident

At 1 January 4,899 6,442


Net Increase in provision for items covered by the trust fund 662 1,542 20,000
Amounts paid directly by the trust fund (1,706) (3,085) (16,145)
At 31 December 3,855 4,899 3,855
Of which current 1,154 2,457 1,154
non-current 2,701 2,442 2,701
As at 31 December 2014, the aggregate cash balances in the Trust and the QSFs amounted to $5.1 billion, including $1.1 billion remaining in the
seafood compensation fund which has yet to be distributed and $0.4 billion held for natural resource damage early restoration. A further $500-million
partial distribution from the seafood compensation fund has been recommended and disbursement of funds commenced in early 2015. The portion of
the provision and reimbursement asset that related to the seafood compensation fund were derecognized upon funding of the seafood compensation
fund QSF in 2012.
The EPD Settlement Agreement with the PSC provides for a court-supervised settlement programme which commenced operation on 4 June 2012.
See Provisions below for further information on the current status of the EPD Settlement Agreement. A separate claims administrator has been
appointed to pay medical claims and to implement other aspects of the Medical Benefits Class Action Settlement. For further information on the PSC
settlements, see Legal proceedings on page 228.
Other payables
BP reached an agreement with the US government in 2012, which was approved by the court in 2013, to resolve all federal criminal claims arising from
the incident. Under the agreement, BP agreed to pay $4 billion over a period of five years. At 31 December 2014, the remaining criminal claims
payable, within Other payables, was $2,995 million, of which $595 million falls due in 2015.
BP also reached a settlement with the US Securities and Exchange Commission (SEC) in 2012, resolving the SECs Gulf of Mexico oil spill-related civil
claims. As part of the settlement, BP agreed to a civil penalty of $525 million, with the final instalment paid during 2014.
Provisions and contingent liabilities
Provisions
BP has recorded provisions relating to the Gulf of Mexico oil spill in relation to environmental expenditure (including spill response costs), litigation and
claims, and Clean Water Act penalties that can be measured reliably at this time.
Movements in each class of provision during the year and cumulatively since the incident are presented in the tables below.
$ million
2014
Litigation Clean Water
Environmental and Claims Act Total
At 1 January 1,679 4,157 3,510 9,346
Increase in provision 190 1,137 1,327
Unwinding of discount 1 1
Change in discount rate 2 2
Utilization paid by BP (83) (307) (390)
paid by the trust fund (648) (1,033) (1,681)
At 31 December 1,141 3,954 3,510 8,605
Of which current 528 1,174 1,702
non-current 613 2,780 3,510 6,903

$ million
Cumulative since the incident
Litigation Clean Water
Environmental and Claims Act Total
Net increase in provision 14,599 26,595 3,510 44,704
Unwinding of discount 13 6 19
Change in discount rate 19 19
Reclassified to other payables (4,283) (4,283)
Utilization paid by BP (11,687) (4,080) (15,767)
paid by the trust fund (1,803) (14,284) (16,087)
At 31 December 2014 1,141 3,954 3,510 8,605

Environmental
The environmental provision at 31 December 2014 includes the remaining $279 million for BPs commitment to fund the Gulf of Mexico Research
Initiative, which is a 10-year research programme to study the impact of the incident on the marine and shoreline environment of the Gulf of Mexico. In

112 BP Annual Report and Form 20-F 2014


2. Significant event Gulf of Mexico oil spill continued
addition, BP faces claims under the Oil Pollution Act of 1990 (OPA 90) for natural resource damages. These damages include, among other things, the
reasonable costs of assessing the injury to natural resources. During 2011, BP entered into a framework agreement with natural resource trustees for
the United States and five Gulf-coast states, providing for up to $1 billion to be spent on early restoration projects to address natural resource injuries
resulting from the oil spill, to be funded from the $20-billion trust fund. In 2012, work began on the initial set of early restoration projects identified
under this framework and during 2014, Phase 3 of the early restoration projects was formally agreed, comprising $627 million of approved project
spend (of which $563 million has been paid). At 31 December 2014, the remaining amount provided for natural resource damage assessment costs
and early restoration projects was $798 million. Until the size, location and duration of the impact is assessed, it is not possible to estimate reliably
either the amounts or timing of the remaining natural resource damages claims other than the assessment and early restoration costs noted above,
therefore no additional amounts have been provided for these items and they are disclosed as a contingent liability.
Litigation and claims
The litigation and claims provision includes amounts that can be estimated reliably for the future cost of settling claims by individuals and businesses
for damage to real or personal property, lost profits or impairment of earning capacity and loss of subsistence use of natural resources (Individual and
Business Claims), and claims by state and local government entities for removal costs, damage to real or personal property, loss of government
revenue and increased public services costs, under OPA 90 and other legislation (State and Local Claims), except as described under Contingent
liabilities below. Claims administration costs and legal costs, including legal costs under indemnification agreements, have also been provided for.
The timing of payment of litigation and claims provisions classified as non-current is dependent upon ongoing legal activity and is therefore uncertain.
BP has provided for its best estimate of the cost associated with the PSC settlement agreements with the exception of the cost of business economic
loss claims, which are provided for where an eligibility notice had been issued before the end of the month following the balance sheet date and is not
subject to appeal by BP within the claims facility. As disclosed in BP Annual Report and Form 20-F 2013, as part of its monitoring of payments made by
the DHCSSP, BP identified multiple business economic loss claim determinations that appeared to result from an interpretation of the Economic and
Property Damages Settlement Agreement (EPD Settlement Agreement) by the claims administrator that BP believes was incorrect.
During 2014, there were various rulings on matters relating to the interpretation of the EPD Settlement Agreement, in particular on the issue of
matching revenue and expenses as well as causation requirements of the EPD Settlement Agreement.
In March 2014, the US Court of Appeals for the Fifth Circuit (the Fifth Circuit) affirmed the district courts ruling that the EPD Settlement Agreement
contained no causation requirement beyond the revenue and related tests set out in an exhibit to that agreement. In March 2014, BP filed a petition
that all the active judges of the Fifth Circuit review the decision; in May 2014 this was denied. The district court dissolved the injunction that had halted

Financial statements
the processing and payment of business economic loss claims and instructed the claims administrator to resume the processing and payment of
claims. BP sought review by the US Supreme Court (Supreme Court) of the Fifth Circuits decisions relating to compensation of claims for losses with
no apparent connection to the Deepwater Horizon spill. In December 2014, the Supreme Court declined to review BPs petition. As a result, the final
deadline for filing claims in the Economic and Property Damages Settlement is 8 June 2015.
Management believes that no reliable estimate can currently be made of any business economic loss claims (i) not yet received; (ii) received, but not yet
processed; or (iii) processed, but not yet paid, except where an eligibility notice had been issued before the end of the month following the balance sheet
date and is not subject to appeal by BP within the claims facility. The inability to estimate reliably such claims is due to uncertainty regarding both the
volume of such claims and the average value per claim.
In respect of uncertainty regarding the volume of claims, in December 2014, the Supreme Court declined to hear BPs appeal of the district court ruling
that the EPD Settlement Agreement contained no causation requirement beyond the revenue and related tests set forth in that agreement. This
resolution, however, does not reduce uncertainty in the short term regarding the volume of claims, since it is possible that additional claims will be
made. In addition, a claims submission deadline of 8 June 2015 has now been set, which may lead to an increase in the rate of claims received until
the deadline, compounding managements inability to estimate the total volume of claims that will be made.
In respect of uncertainty regarding the average value per claim, a small proportion of the filed claims have been determined under the revised policy for
the matching of revenue and expenses for business economic loss claims (introduced in May 2014) and disputes, disagreements, and uncertainties
regarding the proper application of the revised policy to particular claims and categories of claims continue to arise as the claims administrator has
begun applying the revised policy. Furthermore, there have been no, or only a small number of, claim determinations made under some of the
specialized frameworks that have been put in place for particular industries and so determinations to date may not be representative of the total
population of claims. In addition, due to a data secrecy order, detailed data about claims that have not yet been determined is not currently available to
BP and so it is not possible to review claim demographics or identify potential populations for each category of claim.
There is therefore very little data to build up a track record of claims determinations under the policies and protocols that are now being applied
following resolution of the matching and causation issues. We therefore cannot estimate future trends of the number and proportion of claims that will
be determined to be eligible, nor can we estimate the value of such claims. A provision for such business economic loss claims will be established
when these uncertainties are resolved and a reliable estimate can be made of the liability.
The current estimate for the total cost of those elements of the PSC settlement that BP considers can be reliably estimated is $9.9 billion. The
DHCSSP has issued eligibility notices, most of which are disputed by BP, in respect of business economic loss claims of approximately $400 million
which have not been provided for. The majority of these claims are being re-assessed using the new matching policy. Furthermore, a significant
number of business economic loss claims have been received but have not yet been processed, and further claims are likely to be received. The total
cost of the PSC settlement is likely to be significantly higher than the amount recognized to date of $9.9 billion because the current estimate does not
reflect business economic loss claims not yet received, or received but not yet processed, or processed but not yet paid, except where an eligibility
notice had been issued before the end of the month following the balance sheet date and is not subject to appeal by BP within the claims facility.
The provision recognized for litigation and claims includes an estimate for State and Local Claims. Although the provision recognized is BPs current
reliable best estimate of the amount required to settle these obligations, significant uncertainty exists in relation to the outcome of any litigation
proceedings and the amount of claims that will become payable by BP.
Significant uncertainties exist in relation to the amount of claims that are to be paid and will become payable, including claims payable under the
DHCSSP and State and Local Claims. There is significant uncertainty in relation to the amounts that ultimately will be paid in relation to current claims,
and the number, type and amounts payable for claims not yet reported as described above and in Legal proceedings on page 228 and the outcomes of
any further litigation including in relation to potential opt-outs from the PSC settlement or otherwise. There is also uncertainty as to the cost of
administering the claims process under the DHCSSP and in relation to future legal costs.
See Legal proceedings on page 228 and Contingent liabilities below for further details.

BP Annual Report and Form 20-F 2014 113


2. Significant event Gulf of Mexico oil spill continued
Clean Water Act penalties
A provision of $3,510 million was recognized in 2010 for estimated civil penalties under Section 311 of the Clean Water Act. At the time the provision
for the Clean Water Act penalty was made, the number of barrels of oil spilled was determined by using the mid-point (47,500 barrels per day) of the
range of estimates (35,000 to 60,000 barrels per day) from the intra-agency Flow Rate Technical Group created by the National Incident Commander in
charge of the spill response. The initial estimate of 3.2 million barrels was calculated using a total flow of 47,500 barrels per day multiplied by the
85 days from 22 April 2010 to 15 July 2010 less an estimate of the amount captured on the surface (approximately 850,000 barrels). This estimated
discharge volume was then multiplied by $1,100 per barrel the maximum amount the statute allows in the absence of gross negligence or wilful
misconduct for the purposes of estimating a potential penalty. This resulted in a provision of $3,510 million for potential penalties under Section 311.
The estimates of cumulative discharge presented by experts testifying in the Phase 2 trial varied significantly. In January 2015, the district court issued
its decision in the Phase 2 trial that 3.19 million barrels of oil were discharged into the Gulf of Mexico and therefore subject to a Clean Water Act
penalty. This amount is consistent with the number of barrels BP has used to calculate the provision. In addition, the district court found that BP was
not grossly negligent in its source control efforts. BP and other parties to the proceedings have filed notices of appeal of the Phase 2 ruling and
therefore the findings from the Phase 2 trial remain subject to uncertainty.
In September 2014, the district court issued its decision in the Phase 1 trial that the discharge of oil was the result of the gross negligence and wilful
misconduct of BP Exploration & Production Inc. (BPXP) and that BPXP is therefore subject to enhanced civil penalties. The statutory maximum penalty
is up to $4,300 per barrel of oil discharged where gross negligence or wilful misconduct is proven. BP does not believe that the evidence at trial
supports a finding of gross negligence and wilful misconduct and in December 2014 filed notice of appeal of the Phase 1 ruling.
As a result of the September 2014 district court ruling that the discharge of oil was the result of BPs gross negligence and wilful misconduct, the
Clean Water Act penalty obligation is not considered to be reliably measurable and it is therefore no longer possible to determine a best estimate of the
Clean Water Act penalty provision. Under IFRS, a provision is reversed when it is no longer probable that an outflow of resources will be required to
settle the obligation. With regard to the Clean Water Act penalty obligation, it continues to be probable that there will be an outflow of resources and
therefore, in the absence of the ability to identify the best estimate of the liability, the previously recognized provision of $3,510 million has been
maintained. Note 1 Provisions, contingencies and reimbursement assets identifies the significant accounting estimates and judgements made in
relation to the Clean Water Act provision.
BP continues to believe that a provision of $3,510 million represents a reliable estimate of the amount of the liability if the appeal is successful. If BP is
unsuccessful in its appeal, and the ruling of gross negligence and wilful misconduct is upheld, the maximum penalty that could be imposed is up to
$4,300 per barrel. Based upon this penalty rate and the district courts ruling on the number of barrels spilled, which, as noted above is also subject to
appeal, the maximum penalty could be up to $13.7 billion.
However, in assessing the amount of the penalty, the court is directed to consider the following statutory penalty factors: the seriousness of the
violation or violations, the economic benefit to the violator, if any, resulting from the violation, the degree of culpability involved, any other penalty for
the same incident, any history of prior violations, the nature, extent, and degree of success of any efforts of the violator to minimize or mitigate the
effects of the discharge, the economic impact of the penalty on the violator, and any other matters as justice may require. The court has wide
discretion in deciding how to apply these factors to determine the penalty and what weighting to ascribe to different factors. BP is therefore unable to
ascribe probabilities to possible outcomes within the range of potential penalties and cannot determine a reliable estimate for any additional penalty
which might apply should the gross negligence finding be upheld. The trial phase to determine the amount of the Clean Water Act penalty commenced
on 20 January 2015.
The amount that may become payable by BP is subject to a very high level of uncertainty since it will depend on the outcome of BPs appeals as well
as what is determined by the district court with respect to the application of statutory penalty factors as noted above. The court has wide discretion in
the application of statutory penalty factors. The timing of any payment is also uncertain.
Given the significant uncertainty, the very wide range of possible outcomes if BP is unsuccessful in this appeal of the September ruling, and the
inability to ascribe probabilities to possible outcomes within the range, management is not able to estimate reliably any further liability for the Clean
Water Act penalty arising in the event that BP is not successful in its appeal. A contingent liability is therefore disclosed. See Contingent liabilities
below for further information.
Provision movements
The total amount recognized as an increase in provisions during the year was $1,327 million. After deducting amounts utilized during the year totalling
$2,071 million, including payments from the trust fund of $1,681 million and payments made directly by BP of $390 million (2013 $3,777 million,
including payments from the trust fund of $3,051 million and payments made directly by BP of $726 million), and after adjustments for discounting, the
remaining provision as at 31 December 2014 was $8,605 million (2013 $9,346 million).
The total amounts that will ultimately be paid by BP for all obligations relating to the incident are subject to significant uncertainty and the ultimate
exposure and cost to BP will be dependent on many factors. Furthermore, significant uncertainty exists in relation to the amount of claims that will
become payable by BP, the amount of fines that will ultimately be levied on BP, the outcome of litigation and arbitration proceedings, and any costs
arising from any longer-term environmental consequences of the oil spill, which will also impact upon the ultimate cost for BP. The amount and timing
of any amounts payable could also be impacted by any further settlements which may or may not occur. Although the provision recognized is the
current best reliable estimate of expenditures required to settle certain present obligations at the end of the reporting period, there are future
expenditures for which it is not possible to measure the obligation reliably.
Contingent liabilities
BP has provided for its best estimate of amounts expected to be paid that can be measured reliably. It is not possible, at this time, to measure reliably
other obligations arising from the incident, nor is it practicable to estimate their magnitude or possible timing of payment. Therefore, no amounts have
been provided for these obligations as at 31 December 2014.

114 BP Annual Report and Form 20-F 2014


2. Significant event Gulf of Mexico oil spill continued
Natural resource damage claims
As described above in Provisions, a provision has been made for natural resource damage assessment and early restoration projects under the
$1-billion framework agreement. Natural resource damages resulting from the oil spill are currently being assessed. BP and the federal and state
trustees are collecting extensive data in order to assess the extent of damage to wildlife, shoreline, near shore and deepwater habitats, and
recreational uses, among other things. The study data will inform an assessment of injury to the Gulf Coast natural resources and the development of a
restoration plan to address the identified injuries.
Detailed analysis and interpretation continue on the data that have been collected. Any early restoration projects undertaken pursuant to the $1-billion
framework agreement could mitigate the total damages resulting from the incident. Accordingly, until the size, location and duration of the impact is
assessed, it is not possible to estimate reliably either the amounts or timing of the remaining natural resource damage claims and associated legal
costs, therefore no such amounts have been provided as at 31 December 2014.
Business economic loss claims under the PSC settlement
BP identified multiple business economic loss claim determinations under the PSC settlement that appeared to result from an interpretation of the EPD
Settlement Agreement by the claims administrator that BP believes was incorrect. The potential cost of business economic loss claims not yet
received, processed and paid (except where an eligibility notice had been issued before the end of the month following the balance sheet date and is
not subject to appeal by BP within the claims facility) is not provided for and is disclosed as a contingent liability. A significant number of business
economic loss claims have been received but have not yet been processed and paid and further claims are likely to be received. See Provisions above
for further information.
State and Local claims
As described above in Provisions, a provision has been made for State and Local claims that can be measured reliably. The States of Alabama,
Mississippi, Florida, Louisiana and Texas submitted or asserted claims to BP under OPA 90 for alleged losses including economic losses and property
damage as a result of the Gulf of Mexico oil spill. The amounts claimed, certain of which include punitive damages or other multipliers, are very
substantial. However, BP considers these claims unsubstantiated and the methodologies used to calculate these claims to be seriously flawed, not
supported by OPA 90, not supported by documentation, and to substantially overstate the claims. Similar claims have also been submitted by various
local government entities and a foreign government under OPA 90. The amounts alleged in the submissions for these State and Local Claims total
approximately $35 billion. BP will defend vigorously against these claims if adjudicated at trial; the timing of any outflow of resources in relation to State
and Local claims is dependent on the timing of the court process in relation to these claims.

Financial statements
Clean Water Act penalties
A provision has been maintained for BPs obligation under the Clean Water Act, as described above in Provisions. Any obligation in relation to any
further liability for the Clean Water Act penalty arising in the event that BP is not successful in its appeal of the Phase 1 ruling is disclosed as a
contingent liability. The trial phase to determine the amount of the Clean Water Act penalty commenced in January 2015 and post-trial briefing is
scheduled to complete in April 2015. BP does not know when the district court will rule on the Penalty Phase of the trial and so the timing of any
payment continues to be uncertain.
Securities-related litigation
Proceedings relating to securities class actions (MDL 2185) pending in federal court in Texas, including a purported class action on behalf of purchasers
of American Depositary Shares under US federal securities law, are continuing. A jury trial is scheduled to begin in January 2016 and the timing of any
outflow of resources, if any, is dependent on the duration of the court process. No reliable estimate can be made of the amounts that may be payable
in relation to these proceedings, if any, so no provision has been recognized at 31 December 2014. In addition, no reliable estimate can be made of the
amounts that may be payable in relation to any other securities litigation, if any, so no provision has been recognized at 31 December 2014.
Other litigation
In addition to the State and Local claims and securities class actions described above, BP is named as a defendant in approximately 3,000 other civil
lawsuits brought by individuals, corporations and government entities in US federal and state courts, as well as certain non-US jurisdictions, resulting
from the Deepwater Horizon accident, the Gulf of Mexico oil spill, and the spill response efforts. Further actions are likely to be brought. Among other
claims, these lawsuits assert claims for personal injury or wrongful death in connection with the accident and the spill response, commercial and
economic injury, damage to real and personal property, breach of contract and violations of statutes, including, but not limited to, alleged violations of
US securities and environmental statutes. In addition, claims have been received, primarily from business claimants, under OPA 90 in relation to the
2010 federal deepwater drilling moratoria. Until further fact and expert disclosures occur, court rulings clarify the issues in dispute, liability and damage
trial activity nears or progresses, or other actions such as further possible settlements occur, it is not possible given these uncertainties to arrive at a
range of outcomes or a reliable estimate of the liabilities that may accrue to BP in connection with or as a result of these lawsuits, nor it is possible to
determine the timing of any payment that may arise. Therefore no amounts have been provided for these items as at 31 December 2014.
It is not possible to measure reliably any obligation in relation to other litigation or potential fines and penalties. There are a number of federal and state
environmental and other provisions of law, other than the Clean Water Act, under which one or more governmental agencies could seek civil fines and
penalties from BP. For example, a complaint filed by the United States sought to reserve the ability to seek penalties and other relief under a number of
other laws. Given the unsubstantiated nature of certain claims that may be asserted, it is not possible at this time to determine whether and to what
extent any such claims would be successful or what penalties or fines would be assessed. Therefore no amounts have been provided for these items.
Settlement and other agreements
Under the settlement agreements with Anadarko and MOEX, and with Cameron International, the designer and manufacturer of the Deepwater
Horizon blowout preventer, BP has agreed to indemnify Anadarko, MOEX and Cameron for certain claims arising from the accident. It is therefore
possible that BP may face claims under these indemnities, but it is not currently possible to reliably measure, nor identify the timing of, any obligation
in relation to such claims and therefore no amount has been provided as at 31 December 2014. There are also agreements indemnifying certain third-
party contractors in relation to litigation costs and certain other claims. A contingent liability is also disclosed in relation to other obligations under these
agreements.
The magnitude and timing of all possible obligations in relation to the Gulf of Mexico oil spill continue to be subject to a very high degree of uncertainty
as described further in Risk factors on page 48. Any such possible obligations are therefore contingent liabilities and, at present, it is not practicable to
estimate their magnitude or possible timing of payment. Furthermore, other material unanticipated obligations may arise in future in relation to the
incident.

BP Annual Report and Form 20-F 2014 115


2. Significant event Gulf of Mexico oil spill continued
Impact upon the group income statement
The amount of the provision recognized during the year can be reconciled to the charge to the income statement as follows:
$ million
Cumulative since
2014 2013 2012 the incident

Net increase in provision 1,327 1,860 6,074 44,705


Change in discount rate relating to provisions 2 (5) 19
Costs charged directly to the income statement 114 136 257 4,358
Trust fund liability discounted 19,580
Change in discounting relating to trust fund liability 283
Recognition of reimbursement asset, net (662) (1,542) (1,191) (20,000)
Settlements credited to the income statement (19) (145) (5,681)
(Profit) loss before interest and taxation 781 430 4,995 43,264
Finance costs 38 39 19 231
(Profit) loss before taxation 819 469 5,014 43,495

The group income statement for 2014 includes a pre-tax charge of $819 million (2013 pre-tax charge of $469 million) in relation to the Gulf of Mexico oil
spill. The costs charged in 2014 relate primarily to the ongoing costs of operating the Gulf Coast Restoration Organization (GCRO) and increases in the
provisions for natural resource damage assessment, business economic loss claims, claims administration costs, legal and litigation costs. Finance
costs of $38 million (2013 $39 million) reflect the unwinding of the discount on payables and provisions. The cumulative amount charged to the income
statement to date comprises spill response costs arising in the aftermath of the incident, GCRO operating costs, amounts charged upon initial
recognition of the trust obligation, litigation, claims, environmental and legal costs not paid through the Trust and estimated obligations for future costs
that can be estimated reliably at this time, net of settlements agreed with the co-owners of the Macondo well and other third parties.
The total amount recognized in the income statement is analysed in the table below.
$ million
Cumulative since
2014 2013 2012 the incident

Trust fund liability discounted 19,580


Change in discounting relating to trust fund liability 283
Recognition of reimbursement asset, net (662) (1,542) (1,191) (20,000)
Other 8
Total (credit) charge relating to the trust fund (662) (1,542) (1,191) (129)
Environmental amount provided 190 47 801 3,134
change in discount rate relating to provisions 2 (5) 19
costs charged directly to the income statement 70
Total (credit) charge relating to environmental 192 42 801 3,223
Spill response amount provided (113) 109 11,465
costs charged directly to the income statement 9 2,839
Total (credit) charge relating to spill response (113) 118 14,304
Litigation and claims amount provided, net of provision derecognized 1,137 1,926 5,164 26,596
costs charged directly to the income statement 184
Total charge relating to litigation and claims 1,137 1,926 5,164 26,780
Clean Water Act penalties amount provided 3,510
Other costs charged directly to the income statement 114 136 248 1,257
Settlements credited to the income statement (19) (145) (5,681)
(Profit) loss before interest and taxation 781 430 4,995 43,264
Finance costs 38 39 19 231
(Profit) loss before taxation 819 469 5,014 43,495

The total amounts that will ultimately be paid by BP in relation to all obligations relating to the incident are subject to significant uncertainty as
described under Provisions and contingent liabilities above.

116 BP Annual Report and Form 20-F 2014


3. Disposals and impairment
The following amounts were recognized in the income statement in respect of disposals and impairments.
$ million
2014 2013 2012
Gains on sale of businesses and fixed assets
Upstream 405 371 6,504
Downstream 474 214 152
TNK-BP 12,500
Other businesses and corporate 16 30 41
895 13,115 6,697

$ million
2014 2013 2012
Losses on sale of businesses and fixed assets
Upstream 345 144 109
Downstream 401 78 195
Other businesses and corporate 3 8 6
749 230 310
Impairment losses
Upstream 6,737 1,255 3,046
Downstream 1,264 484 2,892
Other businesses and corporate 317 218 320
8,318 1,957 6,258
Impairment reversals
Upstream (102) (226) (289)

Financial statements
Downstream (1)
Other businesses and corporate (3)
(102) (226) (293)
Impairment and losses on sale of businesses and fixed assets 8,965 1,961 6,275

Disposals
As part of the response to the consequences of the Gulf of Mexico oil spill in 2010, the group announced plans to deliver up to $38 billion of disposal
proceeds by the end of 2013. By 31 December 2012, the group had announced disposals of $38 billion, and in addition, announced the sale of our 50%
investment in TNK-BP. During 2013, the group announced that it expected to divest a further $10 billion of assets before the end of 2015. BP had
agreed around $4.7 billion of such further divestments and received proceeds of $3.6 billion as at 31 December 2014.
$ million
2014 2013 2012
Proceeds from disposals of fixed assets 1,820 18,115 9,992
Proceeds from disposals of businesses, net of cash disposed 1,671 3,884 1,606
3,491 21,999 11,598
By business
Upstream 2,533 1,288 10,667
Downstream 864 3,991 637
TNK-BP 16,646
Other businesses and corporate 94 74 294
3,491 21,999 11,598

At 31 December 2014, deferred consideration relating to disposals amounted to $1,137 million receivable within one year (2013 $23 million and 2012
$24 million) and $333 million receivable after one year (2013 $1,374 million and 2012 $1,433 million). In addition, contingent consideration relating to
the disposals of the Devenick field and the Texas City refinery amounted to $454 million at 31 December 2014 (2013 $953 million) see Notes 16 and
28 for further information.
Upstream
In 2014, gains principally resulted from the sale of certain onshore assets in the US, and the sale of certain interests in the Gulf of Mexico and the
North Sea. Losses principally arose from adjustments to prior year disposals in Canada and the North Sea.
In 2013, gains principally resulted from the sale of certain of our interests in the central North Sea, and the Yacheng field in China.
In 2012, gains principally resulted from the sale of certain interests in the Gulf of Mexico and certain onshore assets in the US, the sale of our interests
in our Canadian natural gas liquids business, and the sale of a number of interests in the North Sea.
Downstream
In 2014, gains principally resulted from the disposal of our global aviation turbine oils business. Losses principally arose from costs associated with the
decision to cease refining operations at Bulwer Island in Australia.

BP Annual Report and Form 20-F 2014 117


3. Disposals and impairment continued
In 2013, gains principally resulted from the disposal of our global LPG business and closing adjustments on the sales of the Texas City and Carson
refineries with their associated marketing and logistics assets.
In 2012, gains principally resulted from the disposal of our interests in purified terephthalic acid production in Malaysia, and retail churn in the US.
Losses principally resulted from costs associated with our US refinery divestments.
TNK-BP
In 2013, BP disposed of its 50% interest in TNK-BP to Rosneft, resulting in a gain on disposal of $12,500 million.
Summarized financial information relating to the sale of businesses is shown in the table below. The principal transaction categorized as a business
disposal in 2014 was the sale of certain of our interests on the North Slope of Alaska in our upstream business, which had been classified as held for
sale during 2014. The principal transactions categorized as business disposals in 2013 were the sales of the Texas City and Carson refineries with their
associated marketing and logistics assets. Information relating to sales of fixed assets is excluded from the table.
$ million
2014 2013 2012
Non-current assets 1,452 2,124 610
Current assets 182 2,371 570
Non-current liabilities (395) (94) (263)
Current liabilities (65) (62) (232)
Total carrying amount of net assets disposed 1,174 4,339 685
Recycling of foreign exchange on disposal (7) 23 (15)
Costs on disposala 128 13 39
1,295 4,375 709
Gains on sale of businesses 280 69 675
Total consideration 1,575 4,444 1,384
Consideration received (receivable)b 96 (414) 76
Proceeds from the sale of businesses related to completed transactions 1,671 4,030 1,460
Deposits received related to assets classified as held for sale 146
Disposals completed in relation to which deposits had been received in prior year (146)
Proceeds from the sale of businessesc 1,671 3,884 1,606
a 2013 includes pension and other post-retirement benefit plan curtailment gains of $109 million.
b Consideration received from prior year business disposals or to be received from current year disposals. 2013 includes contingent consideration of $475 million relating to the disposal of the Texas City
refinery.
c Substantially all of the consideration received was in the form of cash and cash equivalents. Proceeds are stated net of cash and cash equivalents disposed of $32 million (2013 $42 million and 2012
$4 million).

Impairments
Impairment losses in each segment are described below. For information on significant estimates and judgements made in relation to impairments see
Impairment of property, plant and equipment, intangibles and goodwill within Note 1.
Upstream
The 2014 impairment losses of $6,737 million included $4,876 million in the North Sea business, of which $1,964 million related to the Valhall cash-
generating unit (CGU), $660 million related to the Andrew area CGU, and $515 million related to the ETAP CGU. These CGUs have recoverable amounts of
$767 million, $1,431 million, and $1,753 million respectively. Impairment losses also included an $859-million impairment of our PSVM CGU in Angola to its
recoverable amount of $1,964 million, and a $415-million impairment of the Block KG D6 CGU in India to its recoverable amount of $2,364 million. The
recoverable amount of the Block KG D6 CGU is stated after the exploration write-off described in Note 6. All of the impairments relate to producing assets.
The impairments in the North Sea and Angola arose as a result of a lower price environment in the near term, technical reserves revisions, and increases in
expected decommissioning cost estimates. The impairment of Block KG D6 arose following the introduction of a new formula for Indian gas prices. The
recoverable amounts of the Valhall and Block KG D6 CGUs are their fair values less costs of disposal based on the present value of future cash flows, a
level-3 valuation technique in the fair value hierarchy. The key assumptions in the tests were oil and natural gas prices, production volumes and the discount
rate. The recoverable amounts of the Andrew area CGU, the ETAP CGU and the PSVM CGU are their values in use. See Impairment of property, plant and
equipment, intangible assets and goodwill within Note 1 for further information on assumptions used for impairment testing. The discount rate used to
determine the value in use of the PSVM CGU included the 2% premium for higher-risk countries as described in Note 1. A premium was not applied in
determining the recoverable amount of the other CGUs.
The main elements of the 2013 impairment losses of $1,255 million were a $251-million impairment loss relating to the Browse project in Australia and
a $253-million aggregate write-down of a number of assets in the North Sea, caused by increases in expected decommissioning costs. Impairment
reversals arose on certain of our interests in Alaska, the Gulf of Mexico, and the North Sea, triggered by reductions in decommissioning provisions due
to continued review of the expected decommissioning costs and an increase in the discount rate for provisions.
The main elements of the 2012 impairment losses of $3,046 million were a $1,082-million write-down of our interests in certain shale gas assets in the
US, due to reserves revisions, lower values being attributed to recent market transactions and a fall in the gas price; a $999-million impairment loss
relating to the decision to suspend the Liberty project in Alaska; a $706-million aggregate write-down of a number of assets, primarily in the Gulf of
Mexico and North Sea, caused by increases in the decommissioning provision resulting from continued review of the expected decommissioning
costs. Impairment reversals principally arose on certain of our interests in the Gulf of Mexico, triggered by a decision to divest assets.
Downstream
The main elements of the 2014 impairment losses of $1,264 million related to our Bulwer Island refinery and certain midstream assets in our fuels
business, and certain manufacturing assets in our petrochemicals business.
The main elements of the 2013 impairment losses of $484 million related to impairments of certain refineries in the US and elsewhere in our global
fuels portfolio.
The main elements of the 2012 impairment losses of $2,892 million related to assets held for sale for which sales prices had been agreed. This included
$1,552 million relating to the Texas City refinery and associated assets and $1,042 million relating to the Carson refinery and associated assets.

118 BP Annual Report and Form 20-F 2014


3. Disposals and impairment continued
Other businesses and corporate
Impairment losses totalling $317 million, $218 million, and $320 million were recognized in 2014, 2013 and 2012 respectively. The amount for 2014 is
principally in respect of our biofuels businesses in the UK and US. The amount for 2013 is principally in respect of our US wind business. The amount
for 2012 is principally in respect of the decision not to proceed with an investment in a biofuels production facility under development in the US.
4. Segmental analysis
The groups organizational structure reflects the various activities in which BP is engaged. At 31 December 2014, BP had three reportable segments:
Upstream, Downstream and Rosneft.
Upstreams activities include oil and natural gas exploration, field development and production; midstream transportation, storage and processing; and
the marketing and trading of natural gas, including liquefied natural gas (LNG), together with power and natural gas liquids (NGLs).
Downstreams activities include the refining, manufacturing, marketing, transportation, and supply and trading of crude oil, petroleum, petrochemicals
products and related services to wholesale and retail customers.
During 2013, BP completed transactions for the sale of BPs interest in TNK-BP to Rosneft, and for BPs further investment in Rosneft. BPs interest in
Rosneft is accounted for using the equity method and is reported as a separate operating segment, reflecting the way in which the investment is
managed.
Other businesses and corporate comprises the biofuels and wind businesses, the groups shipping and treasury functions, and corporate activities
worldwide.
The Gulf Coast Restoration Organization (GCRO), which manages all aspects of our response to the 2010 Gulf of Mexico incident, reports directly to
the group chief executive and is overseen by a board committee, however it is not an operating segment. Its costs are presented as a reconciling item
between the sum of the results of the reportable segments and the group results.
The accounting policies of the operating segments are the same as the groups accounting policies described in Note 1. However, IFRS requires that
the measure of profit or loss disclosed for each operating segment is the measure that is provided regularly to the chief operating decision maker for
the purposes of performance assessment and resource allocation. For BP, this measure of profit or loss is replacement cost profit or loss before
interest and tax which reflects the replacement cost of supplies by excluding from profit or loss inventory holding gains and lossesa. Replacement cost

Financial statements
profit or loss for the group is not a recognized measure under IFRS.
Sales between segments are made at prices that approximate market prices, taking into account the volumes involved. Segment revenues and
segment results include transactions between business segments. These transactions and any unrealized profits and losses are eliminated on
consolidation, unless unrealized losses provide evidence of an impairment of the asset transferred. Sales to external customers by region are based on
the location of the group subsidiary which made the sale. The UK region includes the UK-based international activities of Downstream.
All surpluses and deficits recognized on the group balance sheet in respect of pension and other post-retirement benefit plans are allocated to Other
businesses and corporate. However, the periodic expense relating to these plans is allocated to the operating segments based upon the business in
which the employees work.
Certain financial information is provided separately for the US as this is an individually material country for BP, and for the UK as this is BPs country of
domicile.

a Inventory holding gains and losses represent the difference between the cost of sales calculated using the replacement cost of inventory and the cost of sales calculated on the first-in first-out (FIFO)
method after adjusting for any changes in provisions where the net realizable value of the inventory is lower than its cost. Under the FIFO method, which we use for IFRS reporting, the cost of
inventory charged to the income statement is based on its historical cost of purchase or manufacture, rather than its replacement cost. In volatile energy markets, this can have a significant distorting
effect on reported income. The amounts disclosed represent the difference between the charge to the income statement for inventory on a FIFO basis (after adjusting for any related movements in net
realizable value provisions) and the charge that would have arisen based on the replacement cost of inventory. For this purpose, the replacement cost of inventory is calculated using data from each
operations production and manufacturing system, either on a monthly basis, or separately for each transaction where the system allows this approach. The amounts disclosed are not separately
reflected in the financial statements as a gain or loss. No adjustment is made in respect of the cost of inventories held as part of a trading position and certain other temporary inventory positions.

BP Annual Report and Form 20-F 2014 119


4. Segmental analysis continued

$ million
2014
Other Gulf of Consolidation
businesses Mexico adjustment
and oil spill and Total
By business Upstream Downstream Rosneft corporate response eliminations group

Segment revenues
Sales and other operating revenues 65,424 323,486 1,989 (37,331) 353,568
Less: sales and other operating revenues between
segments (36,643) 173 (861) 37,331
Third party sales and other operating revenues 28,781 323,659 1,128 353,568
Equity-accounted earnings 1,089 265 2,101 (83) 3,372
Segment results
Replacement cost profit (loss) before interest and
taxation 8,934 3,738 2,100 (2,010) (781) 641 12,622
Inventory holding gains (losses)a (86) (6,100) (24) (6,210)
Profit (loss) before interest and taxation 8,848 (2,362) 2,076 (2,010) (781) 641 6,412
Finance costs (1,148)
Net finance expense relating to pensions and other post-
retirement benefits (314)
Profit before taxation 4,950
Other income statement items
Depreciation, depletion and amortizationb
US 4,129 984 97 5,210
Non-US 8,404 1,336 213 9,953
Fair value (gain) loss on embedded derivatives (430) (430)
Charges for provisions, net of write-back of unused
provisions, including change in discount rate 260 713 323 1,329 2,625
Segment assets
Equity-accounted investments 7,877 3,244 7,312 723 19,156
Additions to non-current assetsc 22,587 3,121 784 26,492
Additions to other investments 160
Element of acquisitions not related to non-current
assets (366)
Additions to decommissioning asset (2,505)
Capital expenditure and acquisitions 19,772 3,106 903 23,781
a See explanation of inventory holding gains and losses on page 119.
b It is estimated that the benefit arising from the absence of depreciation for the assets held for sale during the year was $221 million.
c Includes additions to property, plant and equipment; goodwill; intangible assets; investments in joint ventures; and investments in associates.

120 BP Annual Report and Form 20-F 2014


4. Segmental analysis continued

$ million
2013
Other Gulf of Consolidation
businesses Mexico adjustment
and oil spill and Total
By business Upstream Downstream Rosneft TNK-BP corporate response eliminations group

Segment revenues
Sales and other operating revenues 70,374 351,195 1,805 (44,238) 379,136
Less: sales and other operating revenues
between segments (42,327) (1,045) (866) 44,238
Third party sales and other operating revenues 28,047 350,150 939 379,136
Equity-accounted earnings 1,027 195 2,058 (91) 3,189
Segment results
Replacement cost profit (loss) before interest
and taxation 16,657 2,919 2,153 12,500 (2,319) (430) 579 32,059
Inventory holding gains (losses)a 4 (194) (100) (290)
Profit (loss) before interest and taxation 16,661 2,725 2,053 12,500 (2,319) (430) 579 31,769
Finance costs (1,068)
Net finance expense relating to pensions and
other post-retirement benefits (480)
Profit before taxation 30,221
Other income statement items
Depreciation, depletion and amortizationb
US 3,538 747 181 4,466

Financial statements
Non-US 7,514 1,343 187 9,044
Fair value (gain) loss on embedded derivatives (459) (459)
Charges for provisions, net of write-back of
unused provisions, including change in
discount rate 161 270 295 1,855 2,581
Segment assets
Equity-accounted investments 7,780 3,302 13,681 1,072 25,835
Additions to non-current assetsc 19,499 4,449 11,941 1,027 36,916
Additions to other investments 41
Element of acquisitions not related to non-
current assets 39
Additions to decommissioning asset (384)
Capital expenditure and acquisitions 19,115 4,506 11,941 1,050 36,612
a See explanation of inventory holding gains and losses on page 119.
b It is estimated that the benefit arising from the absence of depreciation for the assets held for sale at 31 December 2012 until their disposal in 2013 amounted to approximately $201 million.
c Includes additions to property, plant and equipment; goodwill; intangible assets; investments in joint ventures; and investments in associates.

BP Annual Report and Form 20-F 2014 121


4. Segmental analysis continued

$ million
2012
Other Gulf of Consolidation
businesses Mexico adjustment
and oil spill and Total
By business Upstream Downstream TNK-BP corporate response eliminations group

Segment revenues
Sales and other operating revenues 72,225 346,391 1,985 (44,836) 375,765
Less: sales and other operating revenues between
segments (42,572) (1,365) (899) 44,836
Third party sales and other operating revenues 29,653 345,026 1,086 375,765
Equity-accounted earnings 915 101 2,986 (67) 3,935
Segment results
Replacement cost profit (loss) before interest and taxation 22,491 2,864 3,373 (2,794) (4,995) (576) 20,363
Inventory holding gains (losses)a (104) (487) (3) (594)
Profit (loss) before interest and taxation 22,387 2,377 3,370 (2,794) (4,995) (576) 19,769
Finance costs (1,072)
Net finance expense relating to pensions and other post-
retirement benefits (566)
Profit before taxation 18,131
Other income statement items
Depreciation, depletion and amortizationb
US 3,437 586 213 4,236
Non-US 6,918 1,343 190 8,451
Fair value (gain) loss on embedded derivatives (347) (347)
Charges for provisions, net of write-back of unused
provisions, including change in discount rate 897 141 505 6,074 7,617
Segment assets
Equity-accounted investments 7,329 3,212 1,071 11,612
Additions to non-current assetsc 22,603 5,246 1,419 29,268
Additions to other investments 33
Element of acquisitions not related to non-current assets (72)
Additions to decommissioning asset (4,025)
Capital expenditure and acquisitions 18,520 5,249 1,435 25,204
a See explanation of inventory holding gains and losses on page 119.
b It is estimated that the benefit arising from the absence of depreciation for the assets held for sale amounted to approximately $435 million.
c Includes additions to property, plant and equipment; goodwill; intangible assets; investments in joint ventures; and investments in associates.

122 BP Annual Report and Form 20-F 2014


4. Segmental analysis continued

$ million
2014
By geographical area US Non-US Total
Revenues
Third party sales and other operating revenuesa 122,951 230,617 353,568
Other income statement items
Production and similar taxes 690 2,268 2,958
Results
Replacement cost profit before interest and taxation 5,251 7,371 12,622
Non-current assets
Non-current assetsb c 69,125 114,462 183,587
Capital expenditure and acquisitions 7,227 16,554 23,781
a Non-US region includes UK $77,522 million.
b Non-US region includes UK $18,430 million.
c Includes property, plant and equipment; goodwill; intangible assets; investments in joint ventures; investments in associates; and non-current prepayments.

$ million
2013
By geographical area US Non-US Total
Revenues
Third party sales and other operating revenuesa 128,764 250,372 379,136
Other income statement items
Production and similar taxes 1,112 5,935 7,047
Results

Financial statements
Replacement cost profit before interest and taxation 3,114 28,945 32,059
Non-current assets
Non-current assetsb c 70,228 124,439 194,667
Capital expenditure and acquisitions 9,176 27,436 36,612
a Non-US region includes UK $82,381 million.
b Non-US region includes UK $18,967 million.
c Includes property, plant and equipment; goodwill; intangible assets; investments in joint ventures; investments in associates; and non-current prepayments.

$ million
2012
By geographical area US Non-US Total
Revenues
Third party sales and other operating revenuesa 130,940 244,825 375,765
Other income statement items
Production and similar taxes 1,472 6,686 8,158
Results
Replacement cost profit before interest and taxation 180 20,183 20,363
Non-current assets
Non-current assetsb c 66,751 107,844 174,595
Capital expenditure and acquisitions 10,541 14,663 25,204
a Non-US region includes UK $75,364 million.
b Non-US region includes UK $17,545 million.
c Includes property, plant and equipment; goodwill; intangible assets; investments in joint ventures; investments in associates; and non-current prepayments.

5. Income statement analysis


$ million
2014 2013 2012
Currency exchange losses charged to the income statementa 36 180 106
Expenditure on research and development 663 707 674
Finance costs
Interest payable 1,025 1,082 1,234
Capitalized at 1.94% (2013 2% and 2012 2.25%)b (185) (238) (390)
Unwinding of discount on provisions and other payables 308 224 228
1,148 1,068 1,072
a Excludes exchange gains and losses arising on financial instruments measured at fair value through profit or loss.
b Tax relief on capitalized interest is approximately $43 million (2013 $62 million and 2012 $93 million).

Interest and other income of $1,677 million in 2012 includes $709 million of dividends from TNK-BP.

BP Annual Report and Form 20-F 2014 123


6. Exploration for and evaluation of oil and natural gas resources
The following financial information represents the amounts included within the group totals relating to activity associated with the exploration for and
evaluation of oil and natural gas resources. All such activity is recorded within the Upstream segment.
For information on significant estimates and judgements made in relation to oil and natural gas accounting see Intangible assets within Note 1.
$ million
2014 2013 2012
Exploration and evaluation costs
Exploration expenditure written offa 3,029 2,710 745
Other exploration costs 603 731 730
Exploration expense for the year 3,632 3,441 1,475
Impairment losses 253
Impairment reversals (42)
Intangible assets exploration and appraisal expenditure 19,344 20,865 23,434
Liabilities 227 212 287
Net assets 19,117 20,653 23,147
Capital expenditure 2,870 4,464 5,176
Net cash used in operating activities 603 731 730
Net cash used in investing activities 2,786 4,275 5,010
a 2014 included a $544-million write-off relating to disappointing appraisal results of Utica shale in the US Lower 48 and the subsequent decision not to proceed with its development plans, a $524-million
write-off relating to the Bourarhat Sud block licence in the Illizi Basin of Algeria, a $395-million write-off relating to Block KG D6 in India and a $295-million write-off relating to the Moccasin discovery in
the deepwater Gulf of Mexico. 2013 included a $845-million write-off relating to the value ascribed to Block BM-CAL-13 offshore Brazil as a result of the Pitanga exploration well not encountering
commercial quantities of oil and gas and a $257-million write-off of costs relating to the Risha concession in Jordan as our exploration activities did not establish the technical basis for a development
project in the concession. For further information see Upstream Exploration on page 26.

The carrying amount, by location, of exploration and appraisal expenditure capitalized as intangible assets at 31 December 2014 is shown in the table
below.
Carrying amount Location

$1-2 billion Angola; India


$2-3 billion Canada; Egypt; Brazil
$4-5 billion US Gulf of Mexico

7. Taxation
Tax on profit
$ million
2014 2013 2012
Current tax
Charge for the year 4,444 5,724 6,664
Adjustment in respect of prior years 48 61 252
4,492 5,785 6,916
Deferred tax
Origination and reversal of temporary differences in the current year (3,194) 529 67
Adjustment in respect of prior years (351) 149 (103)
(3,545) 678 (36)
Tax charge on profit 947 6,463 6,880

In 2014, the total tax credit recognized within other comprehensive income was $1,481 million (2013 $1,374 million charge and 2012 $270 million
credit). See Note 30 for further information. The total tax charge recognized directly in equity was $36 million (2013 $33 million credit and 2012
$6 million credit).
For information on significant estimates and judgements made in relation to taxation see Income taxes within Note 1.
Reconciliation of the effective tax rate
The following table provides a reconciliation of the UK statutory corporation tax rate to the effective tax rate of the group on profit before taxation.
With effect from 1 April 2014 the UK statutory corporation tax rate reduced from 23% to 21% on profits arising from activities outside the North Sea.
For 2014, the items presented in the reconciliation are distorted as a result of the tax credits related to the impairment losses recognized in the year,
and the effect of the impairment losses on the profit for the year. In order to provide a more meaningful analysis of the effective tax rate for 2014,
the table also presents separate reconciliations for the group excluding the effects of the impairment losses, and for the effects of the impairment
losses in isolation. For 2013 and 2012, the effective tax rate is not affected significantly by impairment losses. See Note 3 for further information.

124 BP Annual Report and Form 20-F 2014


7. Taxation continued

$ million
2014 2014
excluding impacts of
impairments impairments 2014 2013 2012

Profit (loss) before taxation 13,166 (8,216) 4,950 30,221 18,131


Tax charge (credit) on profit or loss 5,036 (4,089) 947 6,463 6,880
Effective tax rate 38% 50% 19% 21% 38%

% of profit before taxation

UK statutory corporation tax rate 21 21 21 23 24


Increase (decrease) resulting from
UK supplementary and overseas taxes at higher or lower ratesa 17 34 (11) 4 12
Tax reported in equity-accounted entities (5) (14) (2) (5)
Adjustments in respect of prior years (2) (6) 1 1
Movement in deferred tax not recognized 4 (3) 17 2 2
Tax incentives for investment (4) (10) (2) (2)
Gulf of Mexico oil spill non-deductible costs 1 8
Permanent differences relating to disposalsb (1) (1) (8)
Foreign exchange 4 10 2 (1)
Items not deductible for tax purposes 4 (2) 12 1 2
Other (3)
Effective tax rate 38 50 19 21 38
a For 2014 excluding impairments, jurisdictions which contribute significantly to this item are Angola, with an applicable statutory tax rate of 50%, Trinidad, with an applicable statutory tax rate of 55%
and the US with an applicable federal tax rate of 35%. For 2014, impairment charges have generated losses on which tax credits arise, mainly in Norway and the UK North Sea, with applicable statutory
tax rates of 78% and 62% respectively. For 2013 and 2012, jurisdictions which contribute significantly are Angola, the UK and Trinidad with rates as disclosed above.

Financial statements
b For 2013, this relates to the non-taxable gain on disposal of our investment in TNK-BP.

Legislation to reduce the UK supplementary charge tax rate applicable to profits arising in the North Sea is expected to be enacted in 2015. The
evaluation of the effect of this change for BP has not yet been completed.
Deferred tax
$ million
Income statement Balance sheet
2014 2013 2012 2014 2013
Deferred tax liability
Depreciation (2,178) (474) (75) 29,062 31,551
Pension plan surpluses (272) (691) 284
Other taxable temporary differences (1,278) (199) (2,239) 2,445 3,653
(3,728) (1,364) (2,314) 31,507 35,488
Deferred tax asset
Pension plan and other post-retirement benefit plan deficits 492 787 (33) (2,761) (2,026)
Decommissioning, environmental and other provisions 52 1,385 1,872 (11,237) (11,301)
Derivative financial instruments 166 30 (7) (575) (579)
Tax credits 589 (174) 1,802 (298) (888)
Loss carry forward (1,397) (343) (911) (3,848) (2,585)
Other deductible temporary differences 281 357 (445) (1,204) (1,655)
183 2,042 2,278 (19,923) (19,034)
Net deferred tax charge (credit) and net deferred tax liability (3,545) 678 (36) 11,584 16,454
Of which deferred tax liabilities 13,893 17,439
deferred tax assets 2,309 985

The recognition of deferred tax assets of $1,467 million (2013 $67 million), in entities which have suffered a loss in either the current or preceding
period, is supported by forecasts which indicate that sufficient future taxable profits will be available to utilize such assets.
$ million
Analysis of movements during the year in the net deferred tax liability 2014 2013
At 1 January 16,454 14,369
Exchange adjustments 122 43
Charge (credit) for the year on profit (3,545) 678
Charge (credit) for the year in other comprehensive income (1,563) 1,397
Charge (credit) for the year in equity 36 (33)
Acquisitions 80
At 31 December 11,584 16,454

BP Annual Report and Form 20-F 2014 125


7. Taxation continued
A summary of temporary differences, unused tax credits and unused tax losses for which deferred tax has not been recognized is shown in the table
below.
$ billion
At 31 December 2014 2013
Unused tax lossesa 2.1 1.8
Unused tax credits 20.1 18.0
of which arising in the UKb 18.0 16.3
arising in the USc 2.0 1.7
Deductible temporary differencesd 17.9 11.2
Taxable temporary differences associated with investments in subsidiaries and equity-accounted entitiese 1.0 1.1
a Substantially all the tax losses have no fixed expiry date.
b The UK unused tax credits arise predominantly in overseas branches of UK entities based in jurisdictions with high tax rates. No deferred tax asset has been recognized on these tax credits as they are
unlikely to have value in the future; UK taxes on these overseas branches are largely mitigated by double tax relief on the overseas tax. These tax credits have no fixed expiry date.
c The US unused tax credits expire 10 years after generation and will all expire in the period 2015-2023.
d Deductible temporary differences of $1.0 billion are expected to expire in the period 2015-2021, the remainder do not have an expiry date.
e An amendment has been made to the comparative amount.

$ billion
Impact of previously unrecognized deferred tax or write-down of deferred tax assets on current year charge 2014 2013 2012
Current tax benefit relating to the utilization of previously unrecognized tax credits 0.2 0.2 0.4
Deferred tax benefit relating to the recognition of previously unrecognized tax credits 0.2 0.1
Deferred tax expense arising from the write-down of a previously recognized deferred tax asset 0.2

8. Dividends
The quarterly dividend expected to be paid on 27 March 2015 in respect of the fourth quarter 2014 is 10.00 cents per ordinary share ($0.60 per
American Depositary Share (ADS)). The corresponding amount in sterling will be announced on 16 March 2015. A scrip dividend alternative is available,
allowing shareholders to elect to receive their dividend in the form of new ordinary shares and ADS holders in the form of new ADSs.
Pence per share Cents per share $ million
2014 2013 2012 2014 2013 2012 2014 2013 2012
Dividends announced and paid in cash
Preference shares 2 2 2
Ordinary shares
March 5.7065 6.0013 5.0958 9.50 9.00 8.00 1,426 1,621 1,211
June 5.8071 5.8342 5.1498 9.75 9.00 8.00 1,572 1,399 1,448
September 5.9593 5.7630 5.0171 9.75 9.00 8.00 1,122 1,245 1,417
December 6.3769 5.8008 5.5890 10.00 9.50 9.00 1,728 1,174 1,216
23.8498 23.3993 20.8517 39.00 36.50 33.00 5,850 5,441 5,294
Dividend announced, payable in March 2015 10.00 1,817

The details of the scrip dividends issued are shown in the table below.
2014 2013 2012

Number of shares issued (thousand) 165,644 202,124 138,406


Value of shares issued ($ million) 1,318 1,470 982

The financial statements for the year ended 31 December 2014 do not reflect the dividend announced on 3 February 2015 and expected to be paid in
March 2015; this will be treated as an appropriation of profit in the year ended 31 December 2015.

9. Earnings per ordinary share


Cents per share
2014 2013 2012
Basic earnings per share 20.55 123.87 57.89
Diluted earnings per share 20.42 123.12 57.50

Basic earnings per ordinary share amounts are calculated by dividing the profit for the year attributable to ordinary shareholders by the weighted
average number of ordinary shares outstanding during the year. The average number of shares outstanding excludes certain shares that will be
issuable in the future under employee share-based payment plans and treasury shares, which includes shares held by the Employee Share Ownership
Plan trusts (ESOPs).
For the diluted earnings per share calculation, the weighted average number of shares outstanding during the year is adjusted for the dilutive effect of
shares that are potentially issuable in connection with employee share-based payment plans using the treasury stock method.
$ million
2014 2013 2012
Profit attributable to BP shareholders 3,780 23,451 11,017
Less: dividend requirements on preference shares 2 2 2
Profit for the year attributable to BP ordinary shareholders 3,778 23,449 11,015

126 BP Annual Report and Form 20-F 2014


9. Earnings per ordinary share continued

Shares thousand
2014 2013 2012
Basic weighted average number of ordinary shares 18,385,458 18,931,021 19,027,929
Potential dilutive effect of ordinary shares issuable under employee share-based payment plans 111,836 115,152 129,959
18,497,294 19,046,173 19,157,888

The number of ordinary shares outstanding at 31 December 2014, excluding treasury shares, and including certain shares that will be issuable in the
future under employee share-based payment plans was 18,199,882,744. Between 31 December 2014 and 17 February 2015, the latest practicable
date before the completion of these financial statements, there was a net decrease of 24,096,712 in the number of ordinary shares outstanding as a
result of share issues in relation to employee share-based payment plans. During the same period, no further shares were repurchased following the
continuation of share buybacks announced on 29 April 2014.
Employee share-based payment plans
The group operates share and share option plans for directors and certain employees to obtain ordinary shares and ADSs in the company. Information
on these plans for directors is shown in the Directors remuneration report on pages 7288.
The following table shows the number of shares potentially issuable under equity-settled employee share option plans, including the number of options
outstanding, the number of options exercisable at the end of each year, and the corresponding weighted-average exercise prices. The dilutive effect of
these plans at 31 December included in the diluted earnings per share is also shown.
Share options 2014 2013
Weighted Weighted
Number of average Number of average
optionsa b exercise optionsa b exercise
thousand price $ thousand price $

Outstanding 113,206 9.62 286,725 7.71


Exercisable 86,211 10.89 127,290 10.01
Dilutive effect 5,570 n/a 23,169 n/a

Financial statements
a Numbers of options shown are ordinary share equivalents (one ADS is equivalent to six ordinary shares).
b At 31 December 2014 the quoted market price of one BP ordinary share was $6.35 (2013 $8.10).

In addition, the group operates a number of equity-settled employee share plans under which share units are granted to the groups senior leaders and
certain other employees. These plans typically have a three-year performance or restricted period during which the units accrue net notional dividends
which are treated as having been reinvested. Leaving employment will normally preclude the conversion of units into shares, but special arrangements
apply for participants that leave for qualifying reasons. The number of shares that are expected to vest each year under employee share plans are
shown in the table below. The dilutive effect of the employee share plans at 31 December included in the diluted earnings per share is also shown.
Share plans 2014 2013
Number of Number of
sharesa sharesa
Vesting thousand thousand

Within one year 78,467 35,442


1 to 2 years 91,993 120,056
2 to 3 years 80,966 115,387
3 to 4 years 28,564 14,231
4 to 5 years 222 123
280,212 285,239
Dilutive effect 99,917 95,014
a Numbers of shares shown are ordinary share equivalents (one ADS is equivalent to six ordinary shares).

There has been a net increase of 31,318,880 in the number of potential ordinary shares in relation with employee share-based payment plans between
31 December 2014 and 17 February 2015.

BP Annual Report and Form 20-F 2014 127


10. Property, plant and equipment

$ million
Oil depots,
Plant, Fixtures, storage
Land Oil and machinery fittings and tanks and
and land gas and office service
improvements Buildings propertiesa equipment equipment Transportation stations Total

Cost
At 1 January 2014 3,375 3,027 187,691 48,912 3,176 13,314 9,961 269,456
Exchange adjustments (284) (105) (1,737) (93) (44) (871) (3,134)
Additions 315 183 18,033 2,008 258 1,049 521 22,367
Acquisitions 31 22 252 3 308
Transfers 993 993
Deletions (22) (66) (6,203) (620) (313) (500) (565) (8,289)
At 31 December 2014 3,415 3,061 200,514 48,815 3,031 13,819 9,046 281,701
Depreciation
At 1 January 2014 550 1,141 97,063 20,378 1,970 8,833 5,831 135,766
Exchange adjustments (5) (46) (989) (56) (27) (550) (1,673)
Charge for the year 84 156 11,728 1,833 267 343 448 14,859
Impairment losses 15 6,304 625 179 504 7,627
Impairment reversals (19) (83) (102)
Deletions (5) (54) (3,901) (489) (198) (312) (509) (5,468)
At 31 December 2014 639 1,197 111,175 21,358 1,983 8,933 5,724 151,009
Net book amount at 31
December 2014 2,776 1,864 89,339 27,457 1,048 4,886 3,322 130,692
Cost
At 1 January 2013 3,279 2,812 171,772 45,200 3,346 13,436 9,629 249,474
Exchange adjustments (4) (26) (235) 5 (55) (36) (351)
Additions 120 286 14,272 4,386 299 51 625 20,039
Acquisitions 8 8
Transfers 4,365 4,365
Deletions (20) (45) (2,718) (447) (474) (118) (257) (4,079)
At 31 December 2013 3,375 3,027 187,691 48,912 3,176 13,314 9,961 269,456
Depreciation
At 1 January 2013 514 1,023 87,965 18,628 2,119 8,409 5,485 124,143
Exchange adjustments (6) (1) (61) 7 (28) (7) (96)
Charge for the year 37 129 10,334 1,616 278 347 502 13,243
Impairment losses 10 20 611 525 160 35 1,361
Impairment reversals (209) (17) (226)
Transfers 365 365
Deletions (5) (30) (2,003) (330) (434) (38) (184) (3,024)
At 31 December 2013 550 1,141 97,063 20,378 1,970 8,833 5,831 135,766
Net book amount at 31
December 2013 2,825 1,886 90,628 28,534 1,206 4,481 4,130 133,690

Assets held under finance leases at net book


amount included above

At 31 December 2014 3 135 295 244 677


At 31 December 2013 7 187 265 4 463
Assets under construction included above

At 31 December 2014 26,429


At 31 December 2013 27,900
a For information on significant estimates and judgements made in relation to the estimation of oil and natural reserves see Property, plant and equipment within Note 1.

11. Capital commitments


Authorized future capital expenditure for property, plant and equipment by group companies for which contracts had been signed at 31 December
2014 amounted to $15,635 million (2013 $13,705 million).

128 BP Annual Report and Form 20-F 2014


12. Goodwill and impairment review of goodwill
$ million
2014 2013
Cost
At 1 January 12,851 12,804
Exchange adjustments (278) 46
Acquisitions 73 44
Deletions (164) (43)
At 31 December 12,482 12,851
Impairment losses
At 1 January 670 614
Impairment losses for the year 56
Deletions (56)
At 31 December 614 670
Net book amount at 31 December 11,868 12,181
Net book amount at 1 January 12,181 12,190

Impairment review of goodwill


$ million
Goodwill at 31 December 2014 2013
Upstream 7,819 7,812
Downstream 3,968 4,277
Other businesses and corporate 81 92
11,868 12,181

Financial statements
Goodwill acquired through business combinations has been allocated to groups of cash-generating units that are expected to benefit from the
synergies of the acquisition. For Upstream, goodwill is allocated to all oil and gas assets in aggregate at the segment level. For Downstream, goodwill
has been allocated to Lubricants and Other.
For information on significant estimates and judgements made in relation to impairments see Impairment of property, plant and equipment, intangibles
and goodwill within Note 1.
Upstream

$ million
2014 2013
Goodwill 7,819 7,812
Excess of recoverable amount over carrying amount 26,077 6,811

The table above shows the carrying amount of goodwill for the segment and the excess of the recoverable amount over the carrying amount (the
headroom).
In 2014, the recoverable amount is calculated using a fair value less costs of disposal approach, whereas a value-in-use approach was used in 2013.
The change in valuation technique was made in order to more accurately reflect the recoverable amount, based on our view of assumptions that would
be used by a market participant. Both the fair value less costs of disposal and value-in-use calculations are based on the cash flows expected to be
generated by the projected oil or natural gas production profiles up to the expected dates of cessation of production of each producing field, based on
current estimates of reserves (for value in use) and reserves and risked resources (for fair value less costs of disposal). The fair value calculation is
based primarily on level 3 inputs as defined by the IFRS 13 Fair value measurement hierarchy. As the production profile and related cash flows can be
estimated from BPs experience, management believes that the estimated cash flows expected to be generated over the life of each field is the
appropriate basis upon which to assess goodwill and individual assets for impairment. The estimated date of cessation of production depends on the
interaction of a number of variables, such as the recoverable quantities of hydrocarbons, the production profile of the hydrocarbons, the cost of the
development of the infrastructure necessary to recover the hydrocarbons, production costs, the contractual duration of the production concession and
the selling price of the hydrocarbons produced. As each producing field has specific reservoir characteristics and economic circumstances, the cash
flows of the fields are computed using appropriate individual economic models and key assumptions agreed by BP management. Capital expenditure,
operating costs and expected hydrocarbon production profiles are derived from the business segment plan adjusted for assumptions reflecting the
current price environment. Estimated production volumes and cash flows up to the date of cessation of production on a field-by-field basis are
developed to be consistent with this. The production profiles used are consistent with the reserve and resource volumes approved as part of BPs
centrally controlled process for the estimation of proved and probable reserves and total resources. Intangible assets are deemed to have a recoverable
amount equal to their carrying amount. Consistent with prior years, the 2014 review for impairment was carried out during the fourth quarter.
The key assumptions used in the fair value less costs of disposal calculation are oil and natural gas prices (see Note 1), production volumes and the
discount rate (see Note 1). The sensitivity of the headroom to changes in the key assumptions was estimated. Due to the non-linear relationship of
different variables, the calculations were performed using a number of simplifying assumptions, including assuming a change to the variable being
tested only, therefore a detailed calculation at any given price may produce a different result.
It is estimated that if the oil price assumption for all future years was approximately 15% below the current assumption for 2020 and beyond, this
would cause the recoverable amount to be equal to the carrying amount of goodwill and related non-current assets of the segment. It is estimated that
there is no reasonably possible change in the price assumption for natural gas that would cause the recoverable amount to be equal to the carrying
amount of goodwill and related non-current assets of the segment.
Estimated production volumes are based on detailed data for each field and take into account development plans agreed by management as part of the
long-term planning process. The average production for the purposes of goodwill impairment testing over the next 15 years is 847mmboe per year

BP Annual Report and Form 20-F 2014 129


12. Goodwill and impairment review of goodwill continued
(2013 597mmboe per year). It is estimated that if production volume were to be reduced by approximately 5% for the whole period, this would cause
the recoverable amount to be equal to the carrying amount of goodwill and related non-current assets of the segment.
It is estimated that if the post-tax discount rate was approximately 10% for the entire portfolio this would cause the recoverable amount to be equal to
the carrying amount of goodwill and related non-current assets of the segment.
Downstream
$ million
2014 2013
Lubricants Other Total Lubricants Other Total
Goodwill 3,264 704 3,968 3,518 759 4,277
Cash flows for each cash-generating unit are derived from the business segment plans, which cover a period of two to five years. To determine the
value in use for each of the cash-generating units, cash flows for a period of 10 years are discounted and aggregated with a terminal value.
Lubricants
As permitted by IAS 36, the detailed calculations of the Lubricants units recoverable amount performed in the most recent detailed calculation in 2013
were used for the 2014 impairment test as the criteria in that standard were considered satisfied: the headroom was substantial in 2013; there have
been no significant changes in the assets and liabilities; and the likelihood that the recoverable amount would be less than the carrying amount at the
time was remote.
The key assumptions to which the calculation of value in use for the Lubricants unit is most sensitive are operating unit margins, sales volumes, and
discount rate. The values assigned to these key assumptions reflect past experience. No reasonably possible change in any of these key assumptions
would cause the units carrying amount to exceed its recoverable amount. Cash flows beyond the two-year plan period were extrapolated using a
nominal 3% growth rate.

13. Intangible assets

$ million
2014 2013
Exploration Exploration
and appraisal Other and appraisal Other
expenditurea intangibles Total expenditurea intangibles Total

Cost
At 1 January 21,742 3,936 25,678 24,511 3,739 28,250
Exchange adjustments (175) (175) (5) (5)
Acquisitions 455 455
Additions 2,871 394 3,265 4,464 336 4,800
Transfers (993) (993) (4,365) (4,365)
Deletions (1,897) (342) (2,239) (2,868) (134) (3,002)
At 31 December 21,723 4,268 25,991 21,742 3,936 25,678
Amortization
At 1 January 877 2,762 3,639 1,077 2,541 3,618
Exchange adjustments (72) (72) (2) (2)
Charge for the year 3,029 304 3,333 2,710 267 2,977
Impairment losses 50 50 253 85 338
Transfers (365) (365)
Deletions (1,527) (339) (1,866) (2,798) (129) (2,927)
At 31 December 2,379 2,705 5,084 877 2,762 3,639
Net book amount at 31 December 19,344 1,563 20,907 20,865 1,174 22,039
Net book amount at 1 January 20,865 1,174 22,039 23,434 1,198 24,632
a For further information see Intangible assets within Note 1 and Note 6.

130 BP Annual Report and Form 20-F 2014


14. Investments in joint ventures
The following table provides aggregated summarized financial information relating to the groups share of joint ventures.
$ million
2014 2013 2012
Sales and other operating revenues 12,208 12,507 12,507
Profit before interest and taxation 1,210 1,076 778
Finance costs 125 130 113
Profit before taxation 1,085 946 665
Taxation 515 499 405
Profit for the year 570 447 260
Other comprehensive income (15) 38 (52)
Total comprehensive income 555 485 208
Non-current assets 11,586 11,576
Current assets 2,853 3,095
Total assets 14,439 14,671
Current liabilities 2,222 2,276
Non-current liabilities 3,774 3,499
Total liabilities 5,996 5,775
Net assets 8,443 8,896
Group investment in joint ventures
Group share of net assets (as above) 8,443 8,896
Loans made by group companies to joint ventures 310 303
8,753 9,199

Financial statements
Transactions between the group and its joint ventures are summarized below.
$ million
Sales to joint ventures 2014 2013 2012
Amount Amount Amount
receivable at receivable at receivable at
Product Sales 31 December Sales 31 December Sales 31 December

LNG, crude oil and oil products, natural gas 3,148 300 4,125 342 4,272 379

$ million
Purchases from joint ventures 2014 2013 2012
Amount Amount Amount
payable at payable at payable at
Product Purchases 31 December Purchases 31 December Purchases 31 December

LNG, crude oil and oil products, natural gas, refinery operating
costs, plant processing fees 907 129 503 51 1,107 116

The terms of the outstanding balances receivable from joint ventures are typically 30 to 45 days. The balances are unsecured and will be settled in
cash. There are no significant provisions for doubtful debts relating to these balances and no significant expense recognized in the income statement in
respect of bad or doubtful debts. Dividends receivable are not included in the table above.

15. Investments in associates


The following table provides aggregated summarized financial information for the groups associates as it relates to the amounts recognized in the
group income statement and on the group balance sheet.
$ million
Income statement Balance sheet
Earnings from associates Investments
after interest and tax in associates
2014 2013 2012 2014 2013
Rosneft 2,101 2,058 7,312 13,681
TNK-BP 2,986
Other associates 701 684 689 3,091 2,955
2,802 2,742 3,675 10,403 16,636

The associate that is material to the group at both 31 December 2014 and 2013 is Rosneft. In 2013, BP sold its 50% interest in TNK-BP to Rosneft and
increased its investment in Rosneft. The net cash inflow in 2013 relating to the transaction included in Net cash used in investing activities in the cash
flow statement was $11.8 billion. From 22 October 2012, the investment in TNK-BP was classified as an asset held for sale and, therefore, equity
accounting ceased. Profits of approximately $738 million and $731 million were not recognized in 2013 and 2012 respectively as a result of the
discontinuance of equity accounting.

BP Annual Report and Form 20-F 2014 131


15. Investments in associates continued
Since 21 March 2013, BP has owned 19.75% of the voting shares of Rosneft. Rosneft shares are listed on the MICEX stock exchange in Moscow and
its global depositary receipts are listed on the London Stock Exchange. The Russian federal government, through its investment company OJSC
Rosneftegaz, owned 69.5% of the voting shares of Rosneft at 31 December 2014.
BP classifies its investment in Rosneft as an associate because, in managements judgement, BP has significant influence over Rosneft; see Note 1
Interests in other entities Significant estimate or judgement: accounting for interests in other entities. The groups investment in Rosneft is a foreign
operation, the functional currency of which is the Russian rouble. The reduction in the groups equity-accounted investment balance for Rosneft at
31 December 2014 compared with 31 December 2013 was principally due to the weakening of the Russian rouble compared to the US dollar, the
effects of which have been recognized in other comprehensive income.
The fair value of BPs 19.75% shareholding in Rosneft was $7,346 million at 31 December 2014 (2013 $15,937 million) based on the quoted market
share price of $3.51 per share (2013 $7.62 per share).
The following table provides summarized financial information relating to the groups material associates. This information is presented on a 100%
basis and reflects adjustments made by BP to the associates own results in applying the equity method of accounting. BP adjusts Rosnefts results for
the accounting required under IFRS relating to BPs purchase of its interest in Rosneft and the amortization of the deferred gain relating to the disposal
of BPs interest in TNK-BP. The adjustments relating to Rosneft have increased the reported profit for 2014, as shown in the table below, compared
with the equivalent amount in Russian roubles that we expect Rosneft to report in its own financial statements under IFRS. Consistent with other line
items in the income statement, the amount reported for Rosneft sales and other operating revenue is calculated by translating the amounts reported in
Russian roubles into US dollars using the average exchange rate for the year.
$ million
Gross amount
2014 2013 2012
Rosneft Rosneft TNK-BPa
Sales and other operating revenues 142,856 122,866 49,350
Profit before interest and taxation 19,367 14,106 8,810
Finance costs 5,230 1,337 168
Profit before taxation 14,137 12,769 8,642
Taxation 3,428 2,137 1,958
Non-controlling interests 71 213 712
Profit for the year 10,638 10,419 5,972
Other comprehensive income (13,038) (441) 26
Total comprehensive income (2,400) 9,978 5,998
Non-current assets 101,073 149,149
Current assets 38,278 48,775
Total assets 139,351 197,924
Current liabilities 36,400 43,175
Non-current liabilities 65,266 83,458
Total liabilities 101,666 126,633
Net assets 37,685 71,291
Less: non-controlling interests 663 2,020
37,022 69,271
a BP ceased equity accounting for TNK-BP on 22 October 2012.

The group received dividends of $693 million from Rosneft in 2014, net of withholding tax (2013 dividends of $456 million from Rosneft and 2012
dividends of $709 million from TNK-BP).

132 BP Annual Report and Form 20-F 2014


15. Investments in associates continued
Summarized financial information for the groups share of associates is shown below. Income statement and other comprehensive income information
shown below includes data relating to associates classified as assets held for sale during the period prior to their classification as assets held for sale.
$ million
BP share
2014 2013 2012
Rosnefta Other Total Rosneft Otherb Total TNK-BP Other Total

Sales and other operating revenues 28,214 9,724 37,938 24,266 12,998 37,264 24,675 11,965 36,640
Profit before interest and taxation 3,825 938 4,763 2,786 908 3,694 4,405 906 5,311
Finance costs 1,033 7 1,040 264 11 275 84 16 100
Profit before taxation 2,792 931 3,723 2,522 897 3,419 4,321 890 5,211
Taxation 677 230 907 422 213 635 979 201 1,180
Non-controlling interests 14 14 42 42 356 356
Profit for the year 2,101 701 2,802 2,058 684 2,742 2,986 689 3,675
Other comprehensive income (2,575) 10 (2,565) (87) 2 (85) 13 (6) 7
Total comprehensive income (474) 711 237 1,971 686 2,657 2,999 683 3,682
Non-current assets 19,962 2,975 22,937 29,457 3,148 32,605
Current assets 7,560 2,199 9,759 9,633 2,477 12,110
Total assets 27,522 5,174 32,696 39,090 5,625 44,715
Current liabilities 7,189 1,614 8,803 8,527 2,114 10,641
Non-current liabilities 12,890 921 13,811 16,483 1,053 17,536
Total liabilities 20,079 2,535 22,614 25,010 3,167 28,177
Net assets 7,443 2,639 10,082 14,080 2,458 16,538
Less: non-controlling interests 131 131 399 399

Financial statements
7,312 2,639 9,951 13,681 2,458 16,139
Group investment in associates
Group share of net assets (as above) 7,312 2,639 9,951 13,681 2,458 16,139
Loans made by group companies to
associates 452 452 497 497
7,312 3,091 10,403 13,681 2,955 16,636
a On 1 October 2014, Rosneft adopted hedge accounting in relation to a portion of highly probable future export revenue denominated in US dollars. Since 1 October 2014, foreign exchange gains and
losses arising on the retranslation of borrowings denominated in currencies other than the Russian rouble and designated as hedging instruments have been recognized initially in other comprehensive
income, and will be reclassified to the income statement as the hedged revenue is recognized over the next five years.
b An amendment has been made to the amount previously disclosed for Sales and other operating revenues.

Transactions between the group and its associates are summarized below.
$ million
Sales to associates 2014 2013 2012
Amount Amount Amount
receivable at receivable at receivable at
Product Sales 31 December Sales 31 December Sales 31 December

LNG, crude oil and oil products, natural gas 9,589 1,258 5,170 783 3,771 401

$ million

Purchases from associates 2014 2013 2012


Amount Amount Amount
payable at payable at payable at
Product Purchases 31 December Purchases 31 December Purchases 31 December

Crude oil and oil products, natural gas, transportation tariff 22,703 2,307 21,205 3,470 9,135 932

The terms of the outstanding balances receivable from associates are typically 30 to 45 days. The balances are unsecured and will be settled in cash.
There are no significant provisions for doubtful debts relating to these balances and no significant expense recognized in the income statement in
respect of bad or doubtful debts. Dividends receivable are not included in the table above.
BP has commitments amounting to $6,946 million (2013 $6,077 million) in relation to contracts with its associates for the purchase of crude oil and oil
products, transportation and storage.
The majority of the sales to, purchases from, and commitments in relation to contracts with associates relate to crude oil and oil products transactions
with Rosneft.

BP Annual Report and Form 20-F 2014 133


16. Other investments

$ million
2014 2013
Current Non-current Current Non-current
Equity investmentsa 420 291
Repurchased gas pre-paid bonds 254 153 276 408
Contingent consideration 9 56 186 292
Other 66 599 5 574
329 1,228 467 1,565
a The majority of equity investments are unlisted.

BP entered into long-term gas supply contracts which are backed by gas pre-paid bonds. In 2010, BP was unsuccessful in the remarketing of these
bonds and repurchased them. The outstanding bonds associated with these long-term gas supply contracts held by BP are recorded within other
investments, with the related liability recorded within other payables on the balance sheet. The fair value of the gas pre-paid bonds is the same as the
carrying amount, as the bonds are based on floating rate interest with weekly market re-set, and as such are in level 1 of the fair value hierarchy.
At both 31 December 2014 and 2013 the group had contingent consideration receivable, classified as an available-for-sale financial asset, in respect of
the disposal of the Devenick field in 2013.
Other non-current investments at 31 December 2014 of $599 million relate to life insurance policies (2013 $574 million). The life insurance policies
have been designated as financial assets at fair value through profit and loss and their valuation methodology is in level 3 of the fair value hierarchy. Fair
value gains of $41 million were recognized in the income statement (2013 $4 million loss and 2012 $70 million gain).

17. Inventories

$ million
2014 2013
Crude oil 5,614 10,190
Natural gas 285 235
Refined petroleum and petrochemical products 8,975 15,427
14,874 25,852
Supplies 3,051 2,735
17,925 28,587
Trading inventories 448 644
18,373 29,231
Cost of inventories expensed in the income statement 281,907 298,351

The inventory valuation at 31 December 2014 is stated net of a provision of $2,879 million (2013 $322 million) to write inventories down to their net
realizable value. The net charge to the income statement in the year in respect of inventory net realizable value provisions was $2,625 million (2013
$195 million charge).
Trading inventories are valued using quoted benchmark bid prices adjusted as appropriate for location and quality differentials. As such they are
predominantly categorized within level 2 of the fair value hierarchy.

18. Trade and other receivables

$ million
2014 2013
Current Non-current Current Non-current
Financial assets
Trade receivables 19,671 166 28,868 183
Amounts receivable from joint ventures and associates 1,558 1,213 47
Other receivables 7,863 1,293 6,594 2,725
29,092 1,459 36,675 2,955
Non-financial assets
Gulf of Mexico oil spill trust fund reimbursement asseta 1,154 2,701 2,457 2,442
Other receivables 792 627 699 588
1,946 3,328 3,156 3,030
31,038 4,787 39,831 5,985
a See Note 2 for further information.

Trade and other receivables are predominantly non-interest bearing. See Note 27 for further information.

134 BP Annual Report and Form 20-F 2014


19. Valuation and qualifying accounts
$ million
2014 2013 2012
Accounts Fixed asset Accounts Fixed asset Accounts Fixed asset
receivable investments receivable investments receivable investments
At 1 January 343 168 489 349 332 643
Charged to costs and expenses 127 438 82 4 240 196
Charged to other accountsa (24) (2) (4) 4 7 18
Deductions (115) (87) (224) (189) (90) (508)
At 31 December 331 517 343 168 489 349
a Principally exchange adjustments.

Valuation and qualifying accounts comprise impairment provisions for accounts receivable and fixed asset investments, and are deducted in the
balance sheet from the assets to which they apply.
For information on significant estimates and judgements made in relation to the recoverability of trade receivables see Impairment of loans and
receivables within Note 1.

20. Trade and other payables


$ million
2014 2013
Current Non-current Current Non-current
Financial liabilities
Trade payables 23,074 28,926
Amounts payable to joint ventures and associates 2,436 3,576 47
Other payables 11,832 2,985 11,288 4,235
37,342 2,985 43,790 4,282
Non-financial liabilities

Financial statements
Other payables 2,776 602 3,369 474
40,118 3,587 47,159 4,756

Trade and other payables are predominantly interest free. See Note 27 for further information.

21. Provisions
$ million
Litigation and Clean Water
Decommissioning Environmentala claims Act penalties Other Total

At 1 January 2014 17,205 3,454 4,911 3,510 2,880 31,960


Exchange adjustments (489) (18) (12) (122) (641)
Acquisitions 8 13 21
New or increased provisions 2,216 561 1,290 1,101 5,168
Write-back of unused provisions (60) (92) (27) (252) (431)
Unwinding of discount 202 19 12 24 257
Change in discount rate 778 21 14 9 822
Utilization (682) (1,098) (1,449) (565) (3,794)
Deletions (458) (6) (464)
At 31 December 2014 18,720 2,847 4,739 3,510 3,082 32,898
Of which current 836 927 1,420 635 3,818
non-current 17,884 1,920 3,319 3,510 2,447 29,080
Of which Gulf of Mexico oil spillb 1,141 3,954 3,510 8,605
a Spill response provisions are now included within environmental provisions as they are no longer individually significant.
b Further information on the financial impacts of the Gulf of Mexico oil spill is provided in Note 2.

The decommissioning provision comprises the future cost of decommissioning oil and natural gas wells, facilities and related pipelines. The
environmental provision includes provisions for costs related to the control, abatement, clean-up or elimination of environmental pollution relating to
soil, groundwater, surface water and sediment contamination. The litigation and claims category includes provisions for matters related to, for example,
commercial disputes, product liability, and allegations of exposures of third parties to toxic substances. Included within the other category at
31 December 2014 are provisions for deferred employee compensation of $553 million (2013 $602 million).
For information on significant estimates and judgements made in relation to provisions, including those for the Gulf of Mexico oil spill, see Provisions,
contingencies and reimbursement assets within Note 1.

22. Pensions and other post-retirement benefits


Most group companies have pension plans, the forms and benefits of which vary with conditions and practices in the countries concerned. Pension
benefits may be provided through defined contribution plans (money purchase schemes) or defined benefit plans (final salary and other types of
schemes with committed pension benefit payments). For defined contribution plans, retirement benefits are determined by the value of funds arising
from contributions paid in respect of each employee. For defined benefit plans, retirement benefits are based on such factors as the employees
pensionable salary and length of service. Defined benefit plans may be funded or unfunded. The assets of funded plans are generally held in separately
administered trusts.

BP Annual Report and Form 20-F 2014 135


22. Pensions and other post-retirement benefits continued
For information on significant estimates and judgements made in relation to accounting for these plans see Pensions and other post-retirement
benefits within Note 1.
The primary pension arrangement in the UK is a funded final salary pension plan under which retired employees draw the majority of their benefit as an
annuity. This pension plan is governed by a corporate trustee whose board is composed of four member-nominated directors, four company-nominated
directors, including an independent director and an independent chairman nominated by the company. The trustee board is required by law to act in the
best interests of the plan participants and is responsible for setting certain policies, such as investment policies of the plan. The UK plan is closed to
new joiners but remains open to ongoing accrual for current members. New joiners in the UK are eligible for membership of a defined contribution
plan.
In the US, a range of retirement arrangements is provided. Historically this has included a funded final salary pension plan for certain heritage
employees and a cash balance arrangement for new joiners, but with effect from 2015 all employees who are members of the final salary pension plan
accrue benefits only under a cash balance arrangement. Retired US employees typically take their pension benefit in the form of a lump sum payment.
The plans assets are overseen by a fiduciary investment committee composed of seven BP employees appointed by the president of BP Corporation
North America Inc. (the appointing officer). The investment committee is required by law to act in the best interests of the plan participants and is
responsible for setting certain policies, such as the investment policies of the plan. US employees are also eligible to participate in a defined
contribution (401k) plan in which employee contributions are matched with company contributions. In the US, group companies also provide post-
retirement healthcare and life insurance benefits to retired employees and their dependants; the entitlement to these benefits is usually based on the
employee remaining in service until retirement age and completion of a minimum period of service.
In the Eurozone, there are defined benefit pension plans in Germany, France, the Netherlands and other countries. In Germany and France, the majority
of the pensions are unfunded, in line with market practice. In Germany, the groups largest Eurozone plan, employees receive a pension and also have
a choice to supplement their core pension through salary sacrifice. For employees who joined since 2002 the core pension benefit is a career average
plan with retirement benefits based on such factors as employees pensionable salary and length of service. The returns on the notional contributions
made by both the company and employees are set out in German tax law. Retired German employees take their pension benefit typically in the form of
an annuity. The German plan is governed by a legal agreement between BP and the works council.
The level of contributions to funded defined benefit plans is the amount needed to provide adequate funds to meet pension obligations as they fall due.
During 2014 the aggregate level of contributions was $1,252 million (2013 $1,272 million and 2012 $1,275 million). The aggregate level of contributions
in 2015 is expected to be approximately $1,250 million, and includes contributions in all countries that we expect to be required to make contributions
by law or under contractual agreements, as well as an allowance for discretionary funding.
For the primary UK plan there is a funding agreement between the group and the trustee. On an annual basis the latest funding position is reviewed
and a schedule of contributions covering the next five years is agreed. The funding agreement can be terminated unilaterally by either party with two
years notice. The minimum funding requirement therefore represents seven years of future contributions, which amounted to $4,720 million at 31
December 2014. This amount is included in the groups committed cash flows relating to pensions and other post-retirement benefit plans as set out in
the table of contractual obligations on page 212. There are no such minimum funding requirements after this seven-year period, and the obligation is
taken into account in the determination of the amount of any pension plan surplus recognized on the balance sheet.
Contributions in the US are determined by legislation and are supplemented by discretionary contributions. All of the contributions made into the US
plan in 2014 were discretionary and no statutory funding requirement is expected in the next 12 months.
There was no minimum funding requirement for the US plan, and no significant minimum funding requirements in other countries at 31 December
2014.
The obligation and cost of providing pensions and other post-retirement benefits is assessed annually using the projected unit credit method. The date
of the most recent actuarial review was 31 December 2014. The groups principal plans are subject to a formal actuarial valuation every three years in
the UK, with valuations being required more frequently in many other countries. The most recent formal actuarial valuation of the UK pension plans
was as at 31 December 2011 and a valuation as at 31 December 2014 is currently under way. A valuation of the US plan is carried out annually.
The material financial assumptions used to estimate the benefit obligations of the various plans are set out below. The assumptions are reviewed by
management at the end of each year, and are used to evaluate the accrued benefit obligation at 31 December and pension expense for the following
year.
%
Financial assumptions used to determine benefit obligation UK US Eurozone
2014 2013 2012 2014 2013 2012 2014 2013 2012

Discount rate for plan liabilities 3.6 4.6 4.4 3.7 4.3 3.3 2.0 3.6 3.5
Rate of increase in salaries 4.5 5.1 4.9 4.0 3.9 4.2 3.4 3.4 3.4
Rate of increase for pensions in payment 3.0 3.3 3.1 1.8 1.8 1.8
Rate of increase in deferred pensions 3.0 3.3 3.1 0.7 0.7 0.7
Inflation for plan liabilities 3.0 3.3 3.1 1.6 2.1 2.4 2.0 2.0 2.0

Financial assumptions used to determine benefit expense UK US Eurozone


2014 2013 2012 2014 2013 2012 2014 2013 2012

Discount rate for plan service cost 4.8 4.4 4.8 4.6 3.3 4.3 3.9 3.5 4.8
Discount rate for plan other finance expense 4.6 4.4 4.8 4.3 3.3 4.3 3.6 3.5 4.8
Inflation for plan service cost 3.4 3.1 3.2 2.1 2.4 1.9 2.0 2.0 2.0

The discount rate assumptions are based on third-party AA corporate bond indices and for our largest plans in the UK, US and the Eurozone we use
yields that reflect the maturity profile of the expected benefit payments. The inflation rate assumptions for our UK and US plans are based on the
difference between the yields on index-linked and fixed-interest long-term government bonds. The Eurozone inflation rate assumption is based on the
central bank inflation target. In other countries we use one of these approaches, or advice from the local actuary depending on the information
available. The inflation assumptions are used to determine the rate of increase for pensions in payment and the rate of increase in deferred pensions
where there is such an increase.

136 BP Annual Report and Form 20-F 2014


22. Pensions and other post-retirement benefits continued
The assumptions for the rate of increase in salaries are based on the inflation assumption plus an allowance for expected long-term real salary growth.
These include allowance for promotion-related salary growth, of up to 1.0% depending on country.
In addition to the financial assumptions, we regularly review the demographic and mortality assumptions. The mortality assumptions reflect best
practice in the countries in which we provide pensions, and have been chosen with regard to the latest available published tables adjusted where
appropriate to reflect the experience of the group and an extrapolation of past longevity improvements into the future. BPs most substantial pension
liabilities are in the UK, the US and the Eurozone where our mortality assumptions are as follows:
Years
Mortality assumptions UK US Eurozone
2014 2013 2012 2014 2013 2012 2014 2013 2012

Life expectancy at age 60 for a male currently aged 60 28.3 27.8 27.7 25.6 24.9 24.9 24.7 24.4 24.3
Life expectancy at age 60 for a male currently aged 40 30.9 30.7 30.6 27.4 26.4 26.3 27.3 26.9 26.9
Life expectancy at age 60 for a female currently aged 60 29.4 29.5 29.4 29.1 26.5 26.4 28.7 28.5 28.5
Life expectancy at age 60 for a female currently aged 40 31.8 32.2 32.1 30.9 27.3 27.3 31.1 30.7 30.6

Pension plan assets are generally held in trusts. The primary objective of the trusts is to accumulate pools of assets sufficient to meet the obligations
of the various plans. The assets of the trusts are invested in a manner consistent with fiduciary obligations and principles that reflect current practices
in portfolio management.
A significant proportion of the assets are held in equities, owing to a higher expected level of return over the long term of such assets with an
acceptable level of risk. In order to provide reasonable assurance that no single security or type of security has an unwarranted impact on the total
portfolio, the investment portfolios are highly diversified.
The current asset allocation policy for the major plans is as follows:
UK US
Asset category % %
Total equity (including private equity) 70 60
Bonds/cash 23 40

Financial statements
Property/real estate 7

The groups main pension plans do not invest directly in either securities or property/real estate of the company or of any subsidiary. Some of the
groups pension plans use derivative financial instruments as part of their asset mix to manage the level of risk.
For the primary UK pension plan there is an agreement with the trustee to reduce the proportion of plan assets held as equities and increase the
proportion held as bonds over time, with a view to better matching of the asset portfolio with the pension liabilities. There is a similar agreement in
place in the US.
BPs principal plans in the UK and US do not currently follow a liability driven investment approach, a form of investing designed to match the
movement in pension plan assets with the movement in projected benefit obligations over time.

BP Annual Report and Form 20-F 2014 137


22. Pensions and other post-retirement benefits continued
The fair values of the various categories of assets held by the defined benefit plans at 31 December are presented in the table below, including the
effects of derivative financial instruments. Movements in the fair value of plan assets during the year are shown in detail in the table on page 139.
$ million
UKa USb Eurozone Other Total

Fair value of pension plan assets


At 31 December 2014
Listed equities developed markets 16,190 3,026 415 420 20,051
emerging markets 2,719 293 45 47 3,104
Private equity 2,983 1,571 2 26 4,582
Government issued nominal bonds 642 1,535 753 604 3,534
Index-linked bonds 892 9 901
Corporate bonds 4,687 1,726 541 340 7,294
Property 2,403 7 51 69 2,530
Cash 1,145 134 85 191 1,555
Other 112 63 72 38 285
31,773 8,355 1,973 1,735 43,836
At 31 December 2013
Listed equities developed markets 17,341 3,260 414 499 21,514
emerging markets 2,290 308 32 52 2,682
Private equity 2,907 1,432 2 4 4,345
Government issued nominal bonds 549 1,259 717 541 3,066
Index-linked bonds 787 12 57 856
Corporate bonds 4,427 1,323 597 385 6,732
Property 2,200 6 57 77 2,340
Cash 855 135 120 158 1,268
Other 160 55 64 49 328
31,516 7,778 2,015 1,822 43,131
At 31 December 2012
Listed equities developed markets 15,659 3,622 307 537 20,125
emerging markets 1,074 341 37 52 1,504
Private equity 2,879 1,468 3 4 4,354
Government issued nominal bonds 544 904 532 510 2,490
Index-linked bonds 491 9 69 569
Corporate bonds 3,850 1,255 398 368 5,871
Property 1,783 5 54 85 1,927
Cash 1,000 87 170 151 1,408
Other 66 105 200 47 418
27,346 7,787 1,710 1,823 38,666
a Bonds held by the UK pension plans are all denominated in sterling. Property held by the UK pension plans is in the United Kingdom.
b Bonds held by the US pension plans are denominated in US dollars.

138 BP Annual Report and Form 20-F 2014


22. Pensions and other post-retirement benefits continued
$ million
2014
UK US Eurozone Other Total
Analysis of the amount charged to profit before interest and taxation
Current service costa 494 356 72 87 1,009
Past service costb (33) 20 1 (12)
Settlementc (66) (66)
Operating charge relating to defined benefit plans 494 257 92 88 931
Payments to defined contribution plans 30 214 11 54 309
Total operating charge 524 471 103 142 1,240
Interest income on plan assetsa (1,425) (317) (70) (80) (1,892)
Interest on plan liabilities 1,378 458 255 115 2,206
Other finance expense (47) 141 185 35 314
Analysis of the amount recognized in other comprehensive income
Actual asset return less interest income on plan assets 1,269 768 119 31 2,187
Change in financial assumptions underlying the present value of the plan liabilities (3,188) (1,004) (1,845) (350) (6,387)
Change in demographic assumptions underlying the present value of the plan liabilities 42 (264) (20) (9) (251)
Experience gains and losses arising on the plan liabilities (41) 13 (86) (25) (139)
Remeasurements recognized in other comprehensive income (1,918) (487) (1,832) (353) (4,590)
Movements in benefit obligation during the year
Benefit obligation at 1 January 30,552 11,002 7,536 2,443 51,533
Exchange adjustments (1,993) (1,040) (256) (3,289)
Operating charge relating to defined benefit plans 494 257 92 88 931
Interest cost 1,378 458 255 115 2,206
Contributions by plan participantsd 39 4 7 50

Financial statements
Benefit payments (funded plans)e (1,231) (865) (83) (119) (2,298)
Benefit payments (unfunded plans)e (10) (238) (370) (24) (642)
Acquisitions 6 6
Disposals (18) (18)
Remeasurements 3,187 1,255 1,951 384 6,777
Benefit obligation at 31 Decembera f 32,416 11,875 8,327 2,638 55,256
Movements in fair value of plan assets during the year
Fair value of plan assets at 1 January 31,516 7,778 2,015 1,822 43,131
Exchange adjustments (1,958) (257) (161) (2,376)
Interest income on plan assetsa g 1,425 317 70 80 1,892
Contributions by plan participantsd 39 4 7 50
Contributions by employers (funded plans) 713 354 110 75 1,252
Benefit payments (funded plans)e (1,231) (865) (83) (119) (2,298)
Acquisitions 3 3
Disposals (5) (5)
Remeasurementsg 1,269 768 119 31 2,187
Fair value of plan assets at 31 December 31,773 8,355 1,973 1,735 43,836
Surplus (deficit) at 31 December (643) (3,520) (6,354) (903) (11,420)
Represented by
Asset recognized 15 3 13 31
Liability recognized (658) (3,520) (6,357) (916) (11,451)
(643) (3,520) (6,354) (903) (11,420)
The surplus (deficit) may be analysed between funded and unfunded plans as follows
Funded (310) (19) (663) (384) (1,376)
Unfunded (333) (3,501) (5,691) (519) (10,044)
(643) (3,520) (6,354) (903) (11,420)
The defined benefit obligation may be analysed between funded and unfunded
plans as follows
Funded (32,083) (8,374) (2,636) (2,119) (45,212)
Unfunded (333) (3,501) (5,691) (519) (10,044)
(32,416) (11,875) (8,327) (2,638) (55,256)
a The costs of managing plan investments are offset against the investment return, the costs of administering pension plan benefits are generally included in current service cost and the costs of
administering other post-retirement benefit plans are included in the benefit obligation.
b Past service costs in the US include a credit of $21 million as the result of a curtailment in the pension arrangement of a number of employees following a business reorganization and a credit of
$12 million reflecting a plan amendment to a medical plan. A charge of $21 million for special termination benefits represents the increased liability arising as a result of early retirements occurring as
part of restructuring programmes mostly in the Eurozone.
c Settlements represent a gain of $66 million arising from an offer to a group of plan members in the US to settle annuity liabilities with lump sum payments.
d Most of the contributions made by plan participants into UK pension plans were made under salary sacrifice.
e The benefit payments amount shown above comprises $2,621 million benefits and $257 million settlements, plus $62 million of plan expenses incurred in the administration of the benefit.
f The benefit obligation for the US is made up of $9,033 million for pension liabilities and $2,842 million for other post-retirement benefit liabilities (which are unfunded and are primarily retiree medical
liabilities). The benefit obligation for the Eurozone includes $5,220 million for pension liabilities in Germany which is largely unfunded.
g The actual return on plan assets is made up of the sum of the interest income on plan assets and the remeasurement of plan assets as disclosed above.

BP Annual Report and Form 20-F 2014 139


22. Pensions and other post-retirement benefits continued
$ million
2013
UK US Eurozone Other Total
Analysis of the amount charged to profit before interest and taxation
Current service costa 497 407 81 96 1,081
Past service costb (22) (49) 26 1 (44)
Settlement (1) (1)
Operating charge relating to defined benefit plans 475 358 107 96 1,036
Payments to defined contribution plans 24 223 9 44 300
Total operating charge 499 581 116 140 1,336
Interest income on plan assetsa (1,139) (240) (63) (67) (1,509)
Interest on plan liabilities 1,223 406 254 106 1,989
Other finance expense 84 166 191 39 480
Analysis of the amount recognized in other comprehensive income
Actual asset return less interest income on plan assets 2,671 730 15 99 3,515
Change in financial assumptions underlying the present value of the plan liabilities 68 1,160 62 213 1,503
Change in demographic assumptions underlying the present value of the plan liabilities 14 (65) (51)
Experience gains and losses arising on the plan liabilities 43 (249) 2 1 (203)
Remeasurements recognized in other comprehensive income 2,782 1,655 79 248 4,764
Movements in benefit obligation during the year
Benefit obligation at 1 January 29,323 12,874 7,364 2,720 52,281
Exchange adjustments 706 323 (192) 837
Operating charge relating to defined benefit plans 475 358 107 96 1,036
Interest cost 1,223 406 254 106 1,989
Contributions by plan participantsc 37 4 9 50
Benefit payments (funded plans)d (1,087) (1,365) (87) (105) (2,644)
Benefit payments (unfunded plans)d (5) (285) (365) (29) (684)
Disposals (9) (61) (13) (83)
Remeasurementse (111) (925) (64) (149) (1,249)
Benefit obligation at 31 Decembera f 30,552 11,002 7,536 2,443 51,533
Movements in fair value of plan assets during the year
Fair value of plan assets at 1 January 27,346 7,787 1,710 1,823 38,666
Exchange adjustments 822 92 (129) 785
Interest income on plan assetsa 1,139 240 63 67 1,509
Contributions by plan participantsc 37 4 9 50
Contributions by employers (funded plans) 597 386 218 71 1,272
Benefit payments (funded plans)d (1,087) (1,365) (87) (105) (2,644)
Disposals (9) (13) (22)
Remeasurementse 2,671 730 15 99 3,515
Fair value of plan assets at 31 December 31,516 7,778 2,015 1,822 43,131
Surplus (deficit) at 31 December 964 (3,224) (5,521) (621) (8,402)
Represented by
Asset recognized 1,291 6 20 59 1,376
Liability recognized (327) (3,230) (5,541) (680) (9,778)
964 (3,224) (5,521) (621) (8,402)
The surplus (deficit) may be analysed between funded and unfunded plans as follows
Funded 1,285 (5) (180) (140) 960
Unfunded (321) (3,219) (5,341) (481) (9,362)
964 (3,224) (5,521) (621) (8,402)
The defined benefit obligation may be analysed between funded and unfunded
plans as follows
Funded (30,231) (7,783) (2,195) (1,962) (42,171)
Unfunded (321) (3,219) (5,341) (481) (9,362)
(30,552) (11,002) (7,536) (2,443) (51,533)
a The costs of managing plan investments are offset against the investment return, the costs of administering pension plan benefits are generally included in current service cost and the costs of
administering other post-retirement benefit plans are included in the benefit obligation.
b Past service costs include a credit of $73 million as the result of a curtailment in the pension arrangement of a number of employees in the UK and US following divestment transactions. A charge of
$29 million for special termination benefits represents the increased liability arising as a result of early retirements occurring as part of restructuring programmes.
c Most of the contributions made by plan participants into UK pension plans were made under salary sacrifice.
d The benefit payments amount shown above comprises $3,269 million benefits plus $59 million of plan expenses incurred in the administration of the benefit.
e The actual return on plan assets is made up of the sum of the interest income on plan assets and the remeasurement of plan assets as disclosed above.
f The benefit obligation for the US is made up of $8,364 million for pension liabilities and $2,638 million for other post-retirement benefit liabilities (which are unfunded and are primarily retiree medical
liabilities). The benefit obligation for the Eurozone includes $4,874 million for pension liabilities in Germany which is largely unfunded.

140 BP Annual Report and Form 20-F 2014


22. Pensions and other post-retirement benefits continued
$ million
2012
UK US Eurozone Other Total
Analysis of the amount charged to profit before interest and taxation
Current service costa 477 379 55 96 1,007
Past service cost (1) 20 84 (2) 101
Settlement 4 (3) 1
Operating charge relating to defined benefit plans 476 399 143 91 1,109
Payments to defined contribution plans 14 223 6 38 281
Total operating charge 490 622 149 129 1,390
Interest income on plan assetsa (1,146) (304) (71) (83) (1,604)
Interest on plan liabilities 1,250 516 282 122 2,170
Other finance expense 104 212 211 39 566
Analysis of the amount recognized in other comprehensive income
Actual asset return less interest income on plan assets 1,523 718 107 66 2,414
Change in financial assumptions underlying the present value of the plan liabilities (1,476) (1,240) (1,037) (26) (3,779)
Change in demographic assumptions underlying the present value of the plan
liabilities 52 (12) (25) 15
Experience gains and losses arising on the plan liabilities (118) 20 (101) (23) (222)
Remeasurements recognized in other comprehensive income (71) (450) (1,043) (8) (1,572)
a The costs of managing plan investments are offset against the investment return, the costs of administering pension plan benefits are generally included in current service cost and the costs of
administering other post-retirement benefit plans are included in the benefit obligation.

At 31 December 2014, reimbursement balances due from or to other companies in respect of pensions amounted to $426 million reimbursement

Financial statements
assets (2013 $399 million) and $16 million reimbursement liabilities (2013 $15 million). These balances are not included as part of the pension
surpluses and deficits, but are reflected within other receivables and other payables in the group balance sheet.
Sensitivity analysis
The discount rate, inflation, salary growth and the mortality assumptions all have a significant effect on the amounts reported. A one-percentage point
change, in isolation, in certain assumptions as at 31 December 2014 for the groups plans would have had the effects shown in the table below. The
effects shown for the expense in 2015 comprise the total of current service cost and net finance income or expense.
$ million
One percentage point
Increase Decrease

Discount ratea
Effect on pension and other post-retirement benefit expense in 2015 (499) 487
Effect on pension and other post-retirement benefit obligation at 31 December 2014 (8,174) 10,632
Inflation rate
Effect on pension and other post-retirement benefit expense in 2015 543 (406)
Effect on pension and other post-retirement benefit obligation at 31 December 2014 8,264 (6,531)
Salary growth
Effect on pension and other post-retirement benefit expense in 2015 157 (139)
Effect on pension and other post-retirement benefit obligation at 31 December 2014 1,103 (1,080)
a The amounts presented reflect that the discount rate is used to determine the asset interest income as well as the interest cost on the obligation.

One additional year of longevity in the mortality assumptions would increase the 2015 pension and other post-retirement benefit expense by $74
million and the pension and other post-retirement benefit obligation at 31 December 2014 by $1,582 million.
Estimated future benefit payments and the weighted average duration of defined benefit obligations
The expected benefit payments, which reflect expected future service, as appropriate, but exclude plan expenses, up until 2024 and the weighted
average duration of the defined benefit obligations at 31 December 2014 are as follows:
$ million
Estimated future benefit payments UK US Eurozone Other Total
2015 1,192 899 439 136 2,666
2016 1,248 917 421 134 2,720
2017 1,256 923 412 139 2,730
2018 1,329 921 400 146 2,796
2019 1,377 916 389 151 2,833
2020-2024 7,156 4,343 1,848 791 14,138
years

Weighted average duration 19.0 9.8 14.5 14.2

BP Annual Report and Form 20-F 2014 141


23. Cash and cash equivalents
$ million
2014 2013
Cash at bank and in hand 5,112 6,907
Term bank deposits 18,392 12,246
Cash equivalents 6,259 3,367
29,763 22,520

Cash and cash equivalents comprise cash in hand; current balances with banks and similar institutions; term deposits of three months or less with
banks and similar institutions; money market funds and commercial paper. The carrying amounts of cash at bank and in hand and term bank deposits
approximate their fair values. Substantially all of the other cash equivalents are categorized within level 1 of the fair value hierarchy.
Cash and cash equivalents at 31 December 2014 includes $2,264 million (2013 $1,626 million) that is restricted. The restricted cash balances include
amounts required to cover initial margin on trading exchanges and certain cash balances which are subject to exchange controls.
The group holds $3 billion (2013 $2 billion) of cash outside the UK and it is not expected that any significant tax will arise on repatriation.

24. Finance debt


$ million
2014 2013
Current Non-current Total Current Non-current Total
Borrowings 6,831 45,240 52,071 7,340 40,317 47,657
Net obligations under finance leases 46 737 783 41 494 535
6,877 45,977 52,854 7,381 40,811 48,192

The main elements of current borrowings are the current portion of long-term borrowings that is due to be repaid in the next 12 months of $6,343
million (2013 $6,230 million) and issued commercial paper of $444 million (2013 $1,050 million). Finance debt does not include accrued interest, which
is reported within other payables.
At 31 December 2014, $137 million (2013 $141 million) of finance debt was secured by the pledging of assets. The remainder of finance debt was
unsecured.
The following table shows the weighted average interest rates achieved through a combination of borrowings and derivative financial instruments
entered into to manage interest rate and currency exposures.
Fixed rate debt Floating rate debt Total
Weighted
Weighted average Weighted
average time for average
interest which rate interest
rate is fixed Amount rate Amount Amount
% Years $ million % $ million $ million
2014

US dollar 3 3 14,285 1 36,275 50,560


Other currencies 6 19 871 1 1,423 2,294
15,156 37,698 52,854

2013

US dollar 3 4 16,405 1 29,740 46,145


Other currencies 4 11 611 2 1,436 2,047
17,016 31,176 48,192

The floating rate debt denominated in other currencies represents euro debt not swapped to US dollars, which is naturally hedged with respect to
foreign currency risk by holding equivalent euro cash and cash equivalent amounts.
Fair values
The estimated fair value of finance debt is shown in the table below together with the carrying amount as reflected in the balance sheet.
Long-term borrowings in the table below include the portion of debt that matures in the 12 months from 31 December 2014, whereas in the balance
sheet the amount is reported within current finance debt.
The carrying amount of the groups short-term borrowings, comprising mainly commercial paper, approximates their fair value. The fair values of the
groups long-term borrowings are principally determined using quoted prices in active markets (and so fall within level 1 of the fair value hierarchy).
Where quoted prices are not available, quoted prices for similar instruments in active markets are used. The fair value of the groups finance lease
obligations is estimated using discounted cash flow analyses based on the groups current incremental borrowing rates for similar types and maturities
of borrowing.
$ million
2014 2013
Fair Carrying Carrying
value amount Fair value amount
Short-term borrowings 487 487 1,110 1,110
Long-term borrowings 51,995 51,584 47,398 46,547
Net obligations under finance leases 1,343 783 654 535
Total finance debt 53,825 52,854 49,162 48,192

142 BP Annual Report and Form 20-F 2014


25. Capital disclosures and analysis of changes in net debt
The group defines capital as total equity. We maintain our financial framework to support the pursuit of value growth for shareholders, while ensuring a
secure financial base. We continue to target a gearing range of 10-20% and to maintain a significant liquidity buffer while uncertainties remain.
The group monitors capital on the basis of the net debt ratio, that is, the ratio of net debt to net debt plus equity. Net debt is calculated as gross finance
debt, as shown in the balance sheet, plus the fair value of associated derivative financial instruments that are used to hedge foreign exchange and
interest rate risks relating to finance debt, for which hedge accounting is applied, less cash and cash equivalents. Net debt and net debt ratio are non-
GAAP measures. BP believes these measures provide useful information to investors. Net debt enables investors to see the economic effect of gross
debt, related hedges and cash and cash equivalents in total. The net debt ratio enables investors to see how significant net debt is relative to equity
from shareholders. The derivatives are reported on the balance sheet within the headings Derivative financial instruments. All components of equity
are included in the denominator of the calculation. At 31 December 2014, the net debt ratio was 16.7% (2013 16.2%).
$ million
At 31 December 2014 2013
Gross debt 52,854 48,192
Less: fair value asset of hedges related to finance debt 445 477
52,409 47,715
Less: cash and cash equivalents 29,763 22,520
Net debt 22,646 25,195
Equity 112,642 130,407
Net debt ratio 16.7% 16.2%

An analysis of changes in net debt is provided below.


$ million
2014 2013
Cash and Cash and
Finance cash Finance cash
Movement in net debt debta equivalents Net debt debta equivalents Net debt

Financial statements
At 1 January (47,715) 22,520 (25,195) (47,100) 19,635 (27,465)
Exchange adjustments 1,160 (671) 489 (219) 40 (179)
Net cash flow (5,419) 7,914 2,495 (836) 2,845 2,009
Movement in finance debt relating to investing activities 632 632
Other movements (435) (435) (192) (192)
At 31 December (52,409) 29,763 (22,646) (47,715) 22,520 (25,195)
a Including the fair value of associated derivative financial instruments.

26. Operating leases


The minimum lease payments charged to the income statement in the year were $6,324 million (2013 $5,961 million and 2012 $5,257 million).
The future minimum lease payments at 31 December 2014, before deducting related rental income from operating sub-leases of $234 million (2013
$223 million), are shown in the table below. This does not include future contingent rentals. Where the lease rentals are dependent on a variable factor,
the future minimum lease payments are based on the factor as at inception of the lease.
$ million
Future minimum lease payments 2014 2013
Payable within
1 year 5,401 5,188
2 to 5 years 9,916 10,408
Thereafter 3,468 3,590
18,785 19,186

In the case of an operating lease entered into by BP as the operator of a joint operation, the amounts included in the totals disclosed represent the net
operating lease expense and net future minimum lease payments. These net amounts are after deducting amounts reimbursed, or to be reimbursed,
by joint operators, whether the joint operators have co-signed the lease or not. Where BP is not the operator of a joint operation, BPs share of the
lease expense and future minimum lease payments is included in the amounts shown, whether BP has co-signed the lease or not.
Typical durations of operating leases are up to forty years for leases of land and buildings, up to fifteen years for leases of ships and commercial
vehicles and up to ten years for leases of plant and machinery.
The group has entered into a number of structured operating leases for ships and in most cases the lease rental payments vary with market interest
rates. The variable portion of the lease payments above or below the amount based on the market interest rate prevailing at inception of the lease is
treated as contingent rental expense. The group also routinely enters into bareboat charters, time-charters and voyage-charters for ships on standard
industry terms.
The most significant items of plant and machinery hired under operating leases are drilling rigs used in the Upstream segment. At 31 December 2014,
the future minimum lease payments relating to drilling rigs amounted to $8,180 million (2013 $8,776 million).
Commercial vehicles hired under operating leases are primarily railcars. Retail service station sites and office accommodation are the main items in the
land and buildings category.
The terms and conditions of these operating leases do not impose any significant financial restrictions on the group. Some of the leases of ships and
buildings allow for renewals at BPs option, and some of the groups operating leases contain escalation clauses.

BP Annual Report and Form 20-F 2014 143


27. Financial instruments and financial risk factors
The accounting classification of each category of financial instruments, and their carrying amounts, are set out below.
$ million
Financial
Available- Held-to- At fair value Derivative liabilities
Loans and for-sale financial maturity through profit hedging measured at Total carrying
At 31 December 2014 Note receivables assets investments or loss instruments amortized cost amount

Financial assets
Other investments equity shares 16 420 420
other 16 538 599 1,137
Loans 992 992
Trade and other receivables 18 30,551 30,551
Derivative financial instruments 28 8,511 1,096 9,607
Cash and cash equivalents 23 23,504 2,989 3,270 29,763
Financial liabilities
Trade and other payables 20 (40,327) (40,327)
Derivative financial instruments 28 (6,100) (788) (6,888)
Accruals (7,963) (7,963)
Finance debt 24 (52,854) (52,854)
55,047 3,947 3,270 3,010 308 (101,144) (35,562)

At 31 December 2013

Financial assets
Other investments equity shares 16 291 291
other 16 1,167 574 1,741
Loans 979 979
Trade and other receivables 18 39,630 39,630
Derivative financial instruments 28 5,189 995 6,184
Cash and cash equivalents 23 19,153 2,267 1,100 22,520
Financial liabilities
Trade and other payables 20 (48,072) (48,072)
Derivative financial instruments 28 (4,159) (388) (4,547)
Accruals (9,507) (9,507)
Finance debt 24 (48,192) (48,192)
59,762 3,725 1,100 1,604 607 (105,771) (38,973)

The fair value of finance debt is shown in Note 24. For all other financial instruments, the carrying amount is either the fair value, or approximates the
fair value.
Financial risk factors
The group is exposed to a number of different financial risks arising from natural business exposures as well as its use of financial instruments
including market risks relating to commodity prices, foreign currency exchange rates and interest rates; credit risk; and liquidity risk.
The group financial risk committee (GFRC) advises the group chief financial officer (CFO) who oversees the management of these risks. The GFRC is
chaired by the CFO and consists of a group of senior managers including the group treasurer and the heads of the group finance, tax and the integrated
supply and trading functions. The purpose of the committee is to advise on financial risks and the appropriate financial risk governance framework for
the group. The committee provides assurance to the CFO and the group chief executive (GCE), and via the GCE to the board, that the groups financial
risk-taking activity is governed by appropriate policies and procedures and that financial risks are identified, measured and managed in accordance with
group policies and group risk appetite.
The groups trading activities in the oil, natural gas and power markets are managed within the integrated supply and trading function, while the
activities in the financial markets are managed by the treasury function, working under the compliance and control structure of the integrated supply
and trading function. All derivative activity is carried out by specialist teams that have the appropriate skills, experience and supervision. These teams
are subject to close financial and management control.
The integrated supply and trading function maintains formal governance processes that provide oversight of market risk, credit risk and operational risk
associated with trading activity. A policy and risk committee monitors and validates limits and risk exposures, reviews incidents and validates risk-
related policies, methodologies and procedures. A commitments committee approves value-at-risk delegations, the trading of new products,
instruments and strategies and material commitments.
In addition, the integrated supply and trading function undertakes derivative activity for risk management purposes under a separate control framework
as described more fully below.
(a) Market risk
Market risk is the risk or uncertainty arising from possible market price movements and their impact on the future performance of a business. The
primary commodity price risks that the group is exposed to include oil, natural gas and power prices that could adversely affect the value of the groups
financial assets, liabilities or expected future cash flows. The group enters into derivatives in a well-established entrepreneurial trading operation. In
addition, the group has developed a control framework aimed at managing the volatility inherent in certain of its natural business exposures. In
accordance with the control framework the group enters into various transactions using derivatives for risk management purposes.
The major components of market risk are commodity price risk, foreign currency exchange risk and interest rate risk, each of which is discussed below.

144 BP Annual Report and Form 20-F 2014


27. Financial instruments and financial risk factors continued
(i) Commodity price risk
The groups integrated supply and trading function uses conventional financial and commodity instruments and physical cargoes and pipeline positions
available in the related commodity markets. Oil and natural gas swaps, options and futures are used to mitigate price risk. Power trading is undertaken
using a combination of over-the-counter forward contracts and other derivative contracts, including options and futures. This activity is on both a
standalone basis and in conjunction with gas derivatives in relation to gas-generated power margin. In addition, NGLs are traded around certain US
inventory locations using over-the-counter forward contracts in conjunction with over-the-counter swaps, options and physical inventories.
The group measures market risk exposure arising from its trading positions in liquid periods using value-at-risk techniques. These techniques make a
statistical assessment of the market risk arising from possible future changes in market prices over a one-day holding period. The value-at-risk measure
is supplemented by stress testing. Trading activity occurring in liquid periods is subject to value-at-risk limits for each trading activity and for this trading
activity in total. The board has delegated a limit of $100 million value at risk in support of this trading activity. Alternative measures are used to monitor
exposures which are outside liquid periods and which cannot be actively risk-managed.
In addition, the group has embedded derivatives relating to certain natural gas contracts. The net fair value of these contracts was a liability of
$214 million at 31 December 2014 (2013 liability of $652 million). For these embedded derivatives the sensitivity of the net fair value to an immediate
10% favourable or adverse change in each key assumption is less than $100 million in each case.
(ii) Foreign currency exchange risk
Where the group enters into foreign currency exchange contracts for entrepreneurial trading purposes the activity is controlled using trading value-at-
risk techniques as explained above.
Since BP has global operations, fluctuations in foreign currency exchange rates can have a significant effect on the groups reported results. The
effects of most exchange rate fluctuations are absorbed in business operating results through changing cost competitiveness, lags in market
adjustment to movements in rates and translation differences accounted for on specific transactions. For this reason, the total effect of exchange rate
fluctuations is not identifiable separately in the groups reported results. The main underlying economic currency of the groups cash flows is the
US dollar. This is because BPs major product, oil, is priced internationally in US dollars. BPs foreign currency exchange management policy is to limit
economic and material transactional exposures arising from currency movements against the US dollar. The group co-ordinates the handling of foreign
currency exchange risks centrally, by netting off naturally-occurring opposite exposures wherever possible, and then managing any material residual
foreign currency exchange risks.

Financial statements
The group manages these exposures by constantly reviewing the foreign currency economic value at risk and aims to manage such risk to keep the
12-month foreign currency value at risk below $400 million. At no point over the past three years did the value at risk exceed the maximum risk limit.
The most significant exposures relate to capital expenditure commitments and other UK and European operational requirements, for which a hedging
programme is in place and hedge accounting is claimed as outlined in Note 28.
For highly probable forecast capital expenditures the group locks in the US dollar cost of non-US dollar supplies by using currency forwards and futures.
The main exposures are sterling, euro, Norwegian krone, Australian dollar and Korean won. At 31 December 2014 the most significant open contracts
in place were for $321 million sterling (2013 $723 million sterling).
For other UK, European and Australian operational requirements the group uses cylinders (purchased call and sold put options) to manage the
estimated exposures on a 12-month rolling basis. At 31 December 2014, the open positions relating to cylinders consisted of receive sterling, pay US
dollar cylinders for $2,787 million (2013 $2,770 million); receive euro, pay US dollar cylinders for $867 million (2013 $962 million); receive Australian
dollar, pay US dollar cylinders for $418 million (2013 $401 million).
In addition, most of the groups borrowings are in US dollars or are hedged with respect to the US dollar. At 31 December 2014, the total foreign
currency net borrowings not swapped into US dollars amounted to $871 million (2013 $665 million).
(iii) Interest rate risk
Where the group enters into money market contracts for entrepreneurial trading purposes the activity is controlled using value-at-risk techniques as
described above.
BP is also exposed to interest rate risk from the possibility that changes in interest rates will affect future cash flows or the fair values of its financial
instruments, principally finance debt. While the group issues debt in a variety of currencies based on market opportunities, it uses derivatives to swap
the debt to a floating rate exposure, mainly to US dollar floating, but in certain defined circumstances maintains a US dollar fixed rate exposure for a
proportion of debt. The proportion of floating rate debt net of interest rate swaps at 31 December 2014 was 71% of total finance debt outstanding
(2013 65%). The weighted average interest rate on finance debt at 31 December 2014 was 2% (2013 2%) and the weighted average maturity of fixed
rate debt was four years (2013 four years).
The groups earnings are sensitive to changes in interest rates on the floating rate element of the groups finance debt. If the interest rates applicable
to floating rate instruments were to have increased by one percentage point on 1 January 2015, it is estimated that the groups finance costs for 2015
would increase by approximately $377 million (2013 $312 million increase).
(b) Credit risk
Credit risk is the risk that a customer or counterparty to a financial instrument will fail to perform or fail to pay amounts due causing financial loss to the
group and arises from cash and cash equivalents, derivative financial instruments and deposits with financial institutions and principally from credit
exposures to customers relating to outstanding receivables. Credit exposure also exists in relation to guarantees issued by group companies under
which amounts outstanding at 31 December 2014 were $83 million (2013 $199 million) in respect of liabilities of joint ventures and associates and
$244 million (2013 $305 million) in respect of liabilities of other third parties.
The group has a credit policy, approved by the CFO, that is designed to ensure that consistent processes are in place throughout the group to measure
and control credit risk. Credit risk is considered as part of the risk-reward balance of doing business. On entering into any business contract the extent
to which the arrangement exposes the group to credit risk is considered. Key requirements of the policy include segregation of credit approval
authorities from any sales, marketing or trading teams authorized to incur credit risk; the establishment of credit systems and processes to ensure that
all counterparty exposure is rated and that all counterparty exposure and limits can be monitored and reported; and the timely identification and
reporting of any non-approved credit exposures and credit losses. While each segment is responsible for its own credit risk management and reporting
consistent with group policy, the treasury function holds group-wide credit risk authority and oversight responsibility for exposure to banks and financial
institutions.

BP Annual Report and Form 20-F 2014 145


27. Financial instruments and financial risk factors continued
The maximum credit exposure associated with financial assets is equal to the carrying amount. The group does not aim to remove credit risk entirely
but expects to experience a certain level of credit losses. As at 31 December 2014, the group had in place credit enhancements designed to mitigate
approximately $10.8 billion of credit risk (2013 $13 billion). Reports are regularly prepared and presented to the GFRC that cover the groups overall
credit exposure and expected loss trends, exposure by segment, and overall quality of the portfolio.
For the contracts comprising derivative financial instruments in an asset position at 31 December 2014 it is estimated that over 70% (2013 over 80%)
of the unmitigated credit exposure is to counterparties of investment grade credit quality.
For cash and cash equivalents, the treasury function dynamically manages bank deposit limits to ensure cash is well-diversified and to reduce
concentration risks. At 31 December 2014, 89% of the cash and cash equivalents balance was deposited with financial institutions rated at least A- by
Standard & Poors Rating Services and Fitch Ratings, and A3 by Moodys Investors Service. Of the total cash and cash equivalents at year end, $8,184
million was held in collateralised tri-partite repurchase agreements. The collateral is held by third-party custodians and would only be released to BP in
the event of repayment default by the borrower.
Trade and other receivables classified as financial assets are analysed in the table below. By comparing the BP credit ratings to the equivalent external
credit ratings, it is estimated that approximately 75-85% (2013 approximately 70-80%) of the unmitigated trade receivables portfolio exposure is of
investment grade credit quality.

$ million
Trade and other receivables at 31 December 2014 2013
Neither impaired nor past due 28,519 37,201
Impaired (net of provision) 37 27
Not impaired and past due in the following periods
within 30 days 841 1,054
31 to 60 days 249 249
61 to 90 days 178 216
over 90 days 727 883
30,551 39,630

Movements in the impairment provision for trade receivables are shown in Note 19.
Financial instruments subject to offsetting, enforceable master netting arrangements and similar agreements
The following table shows the gross amounts of recognized financial assets and liabilities (i.e. before offsetting) and the amounts offset in the balance
sheet.
Amounts which cannot be offset under IFRS, but which could be settled net under the terms of master netting agreements if certain conditions arise,
and collateral received or pledged, are also shown in the table to show the total net exposure of the group.
$ million

Gross Related amounts not set off


amounts of in the balance sheet
recognized Net amounts Cash
financial presented on Master collateral
assets Amounts the balance netting (received)
At 31 December 2014 (liabilities) set off sheet arrangements pledged Net amount

Derivative assets 11,515 (2,383) 9,132 (1,164) (458) 7,510


Derivative liabilities (8,971) 2,383 (6,588) 1,164 (5,424)
Trade receivables 10,502 (6,080) 4,422 (485) (145) 3,792
Trade payables (9,062) 6,080 (2,982) 485 (2,497)
At 31 December 2013

Derivative assets 7,271 (1,563) 5,708 (344) (231) 5,133


Derivative liabilities (5,457) 1,563 (3,894) 344 (3,550)
Trade receivables 11,034 (7,744) 3,290 (1,287) (264) 1,739
Trade payables (10,619) 7,744 (2,875) 1,287 (1,588)
(c) Liquidity risk
Liquidity risk is the risk that suitable sources of funding for the groups business activities may not be available. The groups liquidity is managed
centrally with operating units forecasting their cash and currency requirements to the central treasury function. Unless restricted by local regulations,
subsidiaries pool their cash surpluses to treasury, which will then arrange to fund other subsidiaries requirements, or invest any net surplus in the
market or arrange for necessary external borrowings, while managing the groups overall net currency positions.
Standard & Poors Rating Services changed BPs long-term credit rating to A (negative outlook) from A (positive outlook) and Moodys Investors Service
rating changed to A2 (negative outlook) from A2 (stable outlook) during 2014.
During 2014, $11.8 billion of long-term taxable bonds were issued with terms ranging from 5 to 12 years. Commercial paper is issued at competitive
rates to meet short-term borrowing requirements as and when needed.
As a further liquidity measure, the group continues to maintain suitable levels of cash and cash equivalents, amounting to $29.8 billion at 31 December
2014 (2013 $22.5 billion), primarily invested with highly rated banks or money market funds and readily accessible at immediate and short notice. At
31 December 2014, the group had substantial amounts of undrawn borrowing facilities available, consisting of $7,375 million of standby facilities, of
which $6,975 million is available to draw and repay until the first half of 2018, and $400 million is available to draw and repay until April 2016. These
facilities were renegotiated during 2013 with 26 international banks, and borrowings under them would be at pre-agreed rates.
The group also has committed letter of credit (LC) facilities totalling $7,150 million with a number of banks, allowing LCs to be issued for a maximum
two-year duration. There were also uncommitted secured LC facilities in place at 31 December 2014 for $2,410 million, which are secured against
inventories or receivables when utilized. The facilities only terminate by either party giving a stipulated termination notice to the other.

146 BP Annual Report and Form 20-F 2014


27. Financial instruments and financial risk factors continued
The amounts shown for finance debt in the table below include future minimum lease payments with respect to finance leases. The table also shows
the timing of cash outflows relating to trade and other payables and accruals.
$ million
2014 2013
Trade and Interest Trade and Interest
other Finance relating to other Finance relating to
payables Accruals debt finance debt payables Accruals debt finance debt

Within one year 37,342 7,102 6,877 892 43,790 8,960 7,381 885
1 to 2 years 708 493 6,311 776 1,007 207 6,630 752
2 to 3 years 757 119 5,652 672 822 66 6,720 621
3 to 4 years 1,446 76 5,226 578 761 73 5,828 498
4 to 5 years 23 41 6,056 479 1,405 37 5,279 388
5 to 10 years 24 95 19,504 1,111 207 113 15,933 809
Over 10 years 27 37 3,228 521 80 51 421 119
40,327 7,963 52,854 5,029 48,072 9,507 48,192 4,072

The group manages liquidity risk associated with derivative contracts, other than derivative hedging instruments, based on the expected maturities of
both derivative assets and liabilities as indicated in Note 28. Management does not currently anticipate any cash flows that could be of a significantly
different amount, or could occur earlier than the expected maturity analysis provided.
The table below shows cash outflows for derivative hedging instruments based upon contractual payment dates. The amounts reflect the maturity
profile of the fair value liability where the instruments will be settled net, and the gross settlement amount where the pay leg of a derivative will be
settled separately from the receive leg, as in the case of cross-currency swaps hedging non-US dollar finance debt. The swaps are with high
investment-grade counterparties and therefore the settlement-day risk exposure is considered to be negligible. Not shown in the table are the gross
settlement amounts (inflows) for the receive leg of derivatives that are settled separately from the pay leg, which amount to $14,615 million at
31 December 2014 (2013 $12,222 million) to be received on the same day as the related cash outflows.
$ million

Financial statements
2014 2013
Within one year 293 1,095
1 to 2 years 2,959 293
2 to 3 years 2,690 2,959
3 to 4 years 1,505 2,577
4 to 5 years 1,700 1,505
5 to 10 years 5,764 3,835
Over 10 years 1,325
16,236 12,264

28. Derivative financial instruments


In the normal course of business the group enters into derivative financial instruments (derivatives) to manage its normal business exposures in relation
to commodity prices, foreign currency exchange rates and interest rates, including management of the balance between floating rate and fixed rate
debt, consistent with risk management policies and objectives. An outline of the groups financial risks and the objectives and policies pursued in
relation to those risks is set out in Note 27. Additionally, the group has a well-established entrepreneurial trading operation that is undertaken in
conjunction with these activities using a similar range of contracts.
For information on significant estimates and judgements made in relation to the application of hedge accounting and the valuation of derivatives see
Derivative financial instruments within Note 1.
The fair values of derivative financial instruments at 31 December are set out below.
Exchange traded derivatives are valued using closing prices provided by the exchange as at the balance sheet date. These derivatives are categorized
within level 1 of the fair value hierarchy. Over-the-counter (OTC) financial swaps and physical commodity sale and purchase contracts are generally
valued using readily available information in the public markets and quotations provided by brokers and price index developers. These quotes are
corroborated with market data and are categorized within level 2 of the fair value hierarchy.
In certain less liquid markets, or for longer-term contracts, forward prices are not as readily available. In these circumstances, OTC financial swaps and
physical commodity sale and purchase contracts are valued using internally developed methodologies that consider historical relationships between
various commodities, and that result in managements best estimate of fair value. These contracts are categorized within level 3 of the fair value
hierarchy.

BP Annual Report and Form 20-F 2014 147


28. Derivative financial instruments continued
Financial OTC and physical commodity options are valued using industry standard models that consider various assumptions, including quoted forward
prices for commodities, time value, volatility factors, and contractual prices for the underlying instruments, as well as other relevant economic factors.
The degree to which these inputs are observable in the forward markets determines whether the option is categorized within level 2 or level 3 of the
fair value hierarchy.
$ million
2014 2013
Fair value Fair value Fair value Fair value
asset liability asset liability
Derivatives held for trading
Currency derivatives 122 (902) 192 (111)
Oil price derivatives 3,133 (1,976) 810 (806)
Natural gas price derivatives 3,859 (2,518) 2,840 (2,029)
Power price derivatives 922 (404) 871 (560)
Other derivatives 389 475
8,425 (5,800) 5,188 (3,506)
Embedded derivatives
Commodity price contracts 86 (300) 1 (653)
86 (300) 1 (653)
Cash flow hedges
Currency forwards, futures and cylinders 1 (161) 129 (30)
Cross-currency interest rate swaps (97) (69)
1 (258) 129 (99)
Fair value hedges
Currency forwards, futures and swaps 78 (518) 340 (154)
Interest rate swaps 1,017 (12) 526 (135)
1,095 (530) 866 (289)
9,607 (6,888) 6,184 (4,547)
Of which current 5,165 (3,689) 2,675 (2,322)
non-current 4,442 (3,199) 3,509 (2,225)

Derivatives held for trading


The group maintains active trading positions in a variety of derivatives. The contracts may be entered into for risk management purposes, to satisfy
supply requirements or for entrepreneurial trading. Certain contracts are classified as held for trading, regardless of their original business objective,
and are recognized at fair value with changes in fair value recognized in the income statement. Trading activities are undertaken by using a range of
contract types in combination to create incremental gains by arbitraging prices between markets, locations and time periods. The net of these
exposures is monitored using market value-at-risk techniques as described in Note 27.
The following tables show further information on the fair value of derivatives and other financial instruments held for trading purposes.
Derivative assets held for trading have the following fair values and maturities.
$ million
2014
Less than Over
1 year 1-2 years 2-3 years 3-4 years 4-5 years 5 years Total
Currency derivatives 120 2 122
Oil price derivatives 2,434 416 185 63 31 4 3,133
Natural gas price derivatives 1,991 644 261 202 160 601 3,859
Power price derivatives 488 203 87 50 39 55 922
Other derivatives 70 97 161 61 389
5,103 1,360 696 376 230 660 8,425

$ million
2013
Less than Over
1 year 1-2 years 2-3 years 3-4 years 4-5 years 5 years Total
Currency derivatives 143 21 28 192
Oil price derivatives 694 78 23 13 2 810
Natural gas price derivatives 1,034 526 334 192 154 600 2,840
Power price derivatives 528 202 81 22 8 30 871
Other derivatives 102 93 147 66 67 475
2,501 806 552 374 230 725 5,188

At both 31 December 2014 and 2013 the group had contingent consideration receivable in respect of a business disposal. The sale agreement
contained an embedded derivative the whole agreement has, consequently, been designated at fair value through profit or loss and shown within
other derivatives held for trading, and falls within level 3 of the fair value hierarchy. The valuation depends on refinery throughput and future margins.

148 BP Annual Report and Form 20-F 2014


28. Derivative financial instruments continued
Derivative liabilities held for trading have the following fair values and maturities.
$ million
2014
Less than Over
1 year 1-2 years 2-3 years 3-4 years 4-5 years 5 years Total

Currency derivatives (69) (180) (1) (1) (192) (459) (902)


Oil price derivatives (1,714) (186) (61) (8) (6) (1) (1,976)
Natural gas price derivatives (1,310) (292) (144) (117) (99) (556) (2,518)
Power price derivatives (217) (127) (39) (10) (4) (7) (404)
(3,310) (785) (245) (136) (301) (1,023) (5,800)

$ million
2013
Less than Over
1 year 1-2 years 2-3 years 3-4 years 4-5 years 5 years Total
Currency derivatives (111) (111)
Oil price derivatives (620) (100) (42) (31) (13) (806)
Natural gas price derivatives (778) (319) (157) (110) (102) (563) (2,029)
Power price derivatives (400) (99) (48) (13) (560)
(1,909) (518) (247) (154) (115) (563) (3,506)

The following table shows the fair value of derivative assets and derivative liabilities held for trading, analysed by maturity period and by methodology
of fair value estimation. This information is presented on a gross basis, that is, before netting by counterparty.
$ million
2014

Financial statements
Less than Over
1 year 1-2 years 2-3 years 3-4 years 4-5 years 5 years Total
Fair value of derivative assets
Level 1 170 170
Level 2 6,388 1,353 354 130 71 20 8,316
Level 3 483 374 409 255 159 642 2,322
7,041 1,727 763 385 230 662 10,808
Less: netting by counterparty (1,938) (367) (67) (9) (2) (2,383)
5,103 1,360 696 376 230 660 8,425
Fair value of derivative liabilities
Level 1 (37) (37)
Level 2 (4,905) (1,017) (197) (45) (202) (488) (6,854)
Level 3 (306) (135) (115) (100) (99) (537) (1,292)
(5,248) (1,152) (312) (145) (301) (1,025) (8,183)
Less: netting by counterparty 1,938 367 67 9 2 2,383
(3,310) (785) (245) (136) (301) (1,023) (5,800)
Net fair value 1,793 575 451 240 (71) (363) 2,625

$ million
2013
Less than Over
1 year 1-2 years 2-3 years 3-4 years 4-5 years 5 years Total
Fair value of derivative assets
Level 1 100 100
Level 2 3,118 981 399 83 20 30 4,631
Level 3 389 183 252 291 210 695 2,020
3,607 1,164 651 374 230 725 6,751
Less: netting by counterparty (1,106) (358) (99) (1,563)
2,501 806 552 374 230 725 5,188
Fair value of derivative liabilities
Level 1 (87) (87)
Level 2 (2,790) (733) (215) (36) (15) (31) (3,820)
Level 3 (138) (143) (131) (118) (100) (532) (1,162)
(3,015) (876) (346) (154) (115) (563) (5,069)
Less: netting by counterparty 1,106 358 99 1,563
(1,909) (518) (247) (154) (115) (563) (3,506)
Net fair value 592 288 305 220 115 162 1,682

BP Annual Report and Form 20-F 2014 149


28. Derivative financial instruments continued
Level 3 derivatives
The following table shows the changes during the year in the net fair value of derivatives held for trading purposes within level 3 of the fair value
hierarchy.
$ million
Oil Natural gas Power
price price price Other Total

Net fair value of contracts at 1 January 2014 (18) 313 86 475 856
Gains recognized in the income statement 350 152 141 94 737
Settlements (86) (56) (13) (180) (335)
Transfers out of level 3 (228) (228)
Net fair value of contracts at 31 December 2014 246 181 214 389 1,030

$ million
Oil Natural gas Power
price price price Other Total

Net fair value of contracts at 1 January 2013 105 304 (43) 71 437
Gains (losses) recognized in the income statement (47) 62 81 96
Purchases 110 1 111
New contracts 475 475
Settlements (143) (52) 10 (71) (256)
Transfers out of level 3 (43) (1) 36 (8)
Exchange adjustments (1) 2 1
Net fair value of contracts at 31 December 2013 (18) 313 86 475 856

The amount recognized in the income statement for the year relating to level 3 held for trading derivatives still held at 31 December 2014 was a
$456 million gain (2013 $110 million gain related to derivatives still held at 31 December 2013).
The most significant gross assets and liabilities categorized in level 3 of the fair value hierarchy are US natural gas contracts. At 31 December 2014, the
gross US natural gas price instruments dependent on inputs at level 3 of the fair value hierarchy were an asset of $586 million and liability of $526
million (net fair value of $60 million), with $126 million, net, valued using level 2 inputs. US natural gas price derivatives are valued using observable
market data for maturities up to 60 months in basis locations that trade at a premium or discount to the NYMEX Henry Hub price, and using internally
developed price curves based on economic forecasts for periods beyond that time. The significant unobservable inputs for fair value measurements
categorized within level 3 of the fair value hierarchy for the year ended 31 December 2014 are presented below.
Range Weighted average
Unobservable inputs $/mmBtu $/mmBtu

Natural gas price contracts Long-dated market price 3.44-6.39 4.64


If the natural gas prices after 2019 were 10% higher (lower), this would result in a decrease (increase) in derivative assets of $85 million, and decrease
(increase) in derivative liabilities of $64 million, and a net decrease (increase) in profit before tax of $21 million.
Derivative gains and losses
Gains and losses relating to derivative contracts are included within sales and other operating revenues and within purchases in the income statement
depending upon the nature of the activity and type of contract involved. The contract types treated in this way include futures, options, swaps and
certain forward sales and forward purchases contracts, and relate to both currency and commodity trading activities. Gains or losses arise on contracts
entered into for risk management purposes, optimization activity and entrepreneurial trading. They also arise on certain contracts that are for normal
procurement or sales activity for the group but that are required to be fair valued under accounting standards. Also included within sales and other
operating revenues are gains and losses on inventory held for trading purposes. The total amount relating to all these items (excluding gains and losses
on realized physical derivative contracts that have been reflected gross in the income statement within sales and purchases) was a net gain of
$6,154 million (2013 $587 million net gain and 2012 $411 million net loss). This number does not include gains and losses on realized physical
derivative contracts that have been reflected gross in the income statement within sales and purchases or the change in value of transportation and
storage contracts which are not recognized under IFRS, but does include the associated financially settled contracts. The net amount for actual gains
and losses relating to derivative contracts and all related items therefore differs significantly from the amount disclosed above.
Embedded derivatives
The group is a party to certain natural gas contracts containing embedded derivatives. Prior to the development of an active gas trading market, UK gas
contracts were priced using a basket of available price indices, primarily relating to oil products, power and inflation. After the development of an active
UK gas market, certain contracts were entered into or renegotiated using pricing formulae not directly related to gas prices, for example, oil product
and power prices. In these circumstances, pricing formulae have been determined to be derivatives, embedded within the overall contractual
arrangements that are not clearly and closely related to the underlying commodity. The resulting fair value relating to these contracts is recognized on
the balance sheet with gains or losses recognized in the income statement.
Key information on the natural gas contracts is given below.
At 31 December 2014 2013

Remaining contract terms 5 months to 3 years and 9 months 1 year and 5 months to 4 years and 9 months
Contractual/notional amount 70 million therms 153 million therms

150 BP Annual Report and Form 20-F 2014


28. Derivative financial instruments continued
The commodity price embedded derivatives relate to natural gas contracts and are categorized in levels 2 and 3 of the fair value hierarchy. The
contracts in level 2 are valued using inputs that include price curves for each of the different products that are built up from active market pricing data.
Where necessary, the price curves are extrapolated to the expiry of the contracts (the last of which is in 2018) using all available external pricing
information; additionally, where limited data exists for certain products, prices are interpolated using historical and long-term pricing relationships.
These valuations are categorized in level 3. Transfers from level 3 to level 2 occur when the valuation no longer depends significantly on extrapolated or
interpolated data. Valuations use observable market data for maturities up to 36 months, and internally developed price curves based on economic
forecasts for periods beyond that time.
The fair value gain on commodity price embedded derivatives was $430 million (2013 gain of $459 million, 2012 gain of $347 million).
The following table shows the changes during the year in the net fair value of embedded derivatives, within level 3 of the fair value hierarchy.

$ million
2014 2013
Commodity Commodity
price price
Net fair value of contracts at 1 January (379) (1,112)
Settlements 24 316
Gains recognized in the income statement 219 142
Transfers out of level 3 258
Exchange adjustments 10 17
Net fair value of contracts at 31 December (126) (379)

The amount recognized in the income statement for the year relating to level 3 embedded derivatives still held at 31 December 2014 was a
$220 million gain (2013 $67 million gain related to derivatives still held at 31 December 2013).
Cash flow hedges
At 31 December 2014, the group held currency forwards and futures contracts and cylinders that were being used to hedge the foreign currency risk of
highly probable forecast transactions. Note 27 outlines the groups approach to foreign currency exchange risk management. For cash flow hedges the

Financial statements
group only claims hedge accounting for the intrinsic value on the currency with any fair value attributable to time value taken immediately to the
income statement. The amounts remaining in equity at 31 December 2014 in relation to these cash flow hedges consist of deferred losses of
$160 million maturing in 2015, deferred losses of $10 million maturing in 2016 and deferred gains of $3 million maturing in 2017 and beyond.
At 31 December 2012, BP had entered into three agreements to sell its 50% interest in TNK-BP and acquire 18.5% of Rosneft. During the period from
signing until completion on 21 March 2013, these agreements represented derivative financial instruments that were required to be measured at fair
value. BP designated two of the agreements, for the acquisition of a 5.66% shareholding in Rosneft from Rosneftegaz, and for the acquisition of a
9.80% shareholding from Rosneft, as hedging instruments in a cash flow hedge, and so changes in the fair values of these agreements were
recognized in other comprehensive income. The third agreement, under which BP sold its 50% interest in TNK-BP in exchange for cash and a 3.04%
shareholding in Rosneft, was also a derivative financial instrument, but its fair value could not be reliably measured. An asset of $1,410 million related
to these agreements was recognized on the balance sheet at 31 December 2012, of which $1,339 million related to the fair value of the cash flow
hedge derivatives. The derivatives measured at fair value at 31 December 2012 were categorized in level 3 of the fair value hierarchy using inputs that
included the quoted Rosneft share price. During 2013, a charge of $2,061 million was recognized in other comprehensive income in relation to these
agreements and $4 million was recognized in the income statement. The resulting cumulative charge of $651 million recognized in other
comprehensive income would only be recognized in the income statement if the investment in Rosneft were either sold or impaired. The cash flow
hedge derivatives were valued using the quoted Rosneft share price at the time the deal completed, of $7.60 per share.
Fair value hedges
At 31 December 2014, the group held interest rate and cross-currency interest rate swap contracts as fair value hedges of the interest rate risk on fixed
rate debt issued by the group. The loss on the hedging derivative instruments recognized in the income statement in 2014 was $14 million (2013
$1,240 million loss and 2012 $536 million gain) offset by a gain on the fair value of the finance debt of $8 million (2013 $1,228 million gain and 2012
$537 million loss).
The interest rate and cross-currency interest rate swaps mature within one to twelve years, and have the same maturity terms as the debt that they
are hedging. They are used to convert sterling, euro, Swiss franc, Australian dollar, Canadian dollar, Norwegian Krone and Hong Kong dollar
denominated fixed rate borrowings into floating rate debt. Note 27 outlines the groups approach to interest rate and foreign currency exchange risk
management.

BP Annual Report and Form 20-F 2014 151


29. Called-up share capital
The allotted, called up and fully paid share capital at 31 December was as follows:

2014 2013 2012


Shares Shares Shares
Issued thousand $ million thousand $ million thousand $ million

8% cumulative first preference shares of 1 eacha 7,233 12 7,233 12 7,233 12


9% cumulative second preference shares of 1 eacha 5,473 9 5,473 9 5,473 9
21 21 21
Ordinary shares of 25 cents each
At 1 January 20,426,632 5,108 20,959,159 5,240 20,813,410 5,203
Issue of new shares for the scrip dividend programme 165,644 41 202,124 51 138,406 35
Issue of new shares for employee share-based payment plansb 25,598 6 18,203 5 7,343 2
Repurchase of ordinary share capitalc (611,913) (153) (752,854) (188)
At 31 December 20,005,961 5,002 20,426,632 5,108 20,959,159 5,240
5,023 5,129 5,261
a The nominal amount of 8% cumulative first preference shares and 9% cumulative second preference shares that can be in issue at any time shall not exceed 10,000,000 for each class of preference
shares.
b Consideration received relating to the issue of new shares for employee share-based payment plans amounted to $207 million (2013 $116 million and 2012 $47 million).
c Purchased for a total consideration of $4,796 million, including transaction costs of $26 million (2013 $5,493 million, including transaction costs of $30 million). All shares purchased were for
cancellation. The repurchased shares represented 3% of ordinary share capital.

Voting on substantive resolutions tabled at a general meeting is on a poll. On a poll, shareholders present in person or by proxy have two votes for
every 5 in nominal amount of the first and second preference shares held and one vote for every ordinary share held. On a show-of-hands vote on
other resolutions (procedural matters) at a general meeting, shareholders present in person or by proxy have one vote each.
In the event of the winding up of the company, preference shareholders would be entitled to a sum equal to the capital paid up on the preference
shares, plus an amount in respect of accrued and unpaid dividends and a premium equal to the higher of (i) 10% of the capital paid up on the
preference shares and (ii) the excess of the average market price of such shares on the London Stock Exchange during the previous six months over
par value.
In 2014, the company completed the $8-billion share repurchase programme announced on 22 March 2013 and further continuation of share buybacks
was announced on 29 April 2014. During the year, the company repurchased 612 million ordinary shares at a cost of $4,770 million (2013 753 million
ordinary shares at a cost of $5,463 million). The number of shares in issue is reduced when shares are repurchased, but is not reduced in respect of
the year-end commitment to repurchase shares subsequent to the end of the year, for which an amount of $nil has been accrued at 31 December
2014 (2013 $1,430 million).
Treasury sharesa
2014 2013 2012
Shares Nominal value Shares Nominal value Shares Nominal value
thousand $ million thousand $ million thousand $ million

At 1 January 1,787,939 447 1,823,408 455 1,837,508 459


Shares re-issued for employee share-based payment plans (16,836) (4) (35,469) (8) (14,100) (4)
At 31 December 1,771,103 443 1,787,939 447 1,823,408 455
a Excluding shares held by ESOPs, see Note 30 for more information.

For each year presented, the balance at 1 January represents the maximum number of shares held in treasury during the year, representing 8.8%
(2013 8.7% and 2012 8.8%) of the called-up ordinary share capital of the company.
During 2014, the movement in treasury shares represented less than 0.1% (2013 less than 0.2% and 2012 less than 0.1%) of the ordinary share capital
of the company.

152 BP Annual Report and Form 20-F 2014


THIS PAGE INTENTIONALLY LEFT BLANK

BP Annual Report and Form 20-F 2014 153


30. Capital and reserves

Total
Share Capital share capital
Share premium redemption Merger and capital
capital account reserve reserve reserves
At 1 January 2014 5,129 10,061 1,260 27,206 43,656
Profit for the year
Items that may be reclassified subsequently to profit or loss
Currency translation differences (including recycling)a
Cash flow hedges (including recycling)
Share of items relating to equity-accounted entities, net of taxa
Other
Items that will not be reclassified to profit or loss
Remeasurements of the net pension and other post-retirement benefit liability or asset
Share of items relating to equity-accounted entities, net of tax
Total comprehensive income
Dividends 41 (41)
Repurchases of ordinary share capital (153) 153
Share-based payments, net of taxb 6 240 246
Share of equity-accounted entities changes in equity, net of tax
Transactions involving non-controlling interests
At 31 December 2014 5,023 10,260 1,413 27,206 43,902

Total
Share Capital share capital
Share premium redemption Merger and capital
capital account reserve reserve reserves
At 1 January 2013 5,261 9,974 1,072 27,206 43,513
Profit for the year
Items that may be reclassified subsequently to profit or loss
Currency translation differences (including recycling)
Available-for-sale investments (including recycling)
Cash flow hedges (including recycling)
Share of items relating to equity-accounted entities, net of tax
Other
Items that will not be reclassified to profit or loss
Remeasurements of the net pension and other post-retirement benefit liability or asset
Share of items relating to equity-accounted entities, net of tax
Total comprehensive income
Dividends 51 (51)
Repurchases of ordinary share capital (188) 188
Share-based payments, net of taxb 5 138 143
Share of equity-accounted entities changes in equity, net of tax
Transactions involving non-controlling interests
At 31 December 2013 5,129 10,061 1,260 27,206 43,656

Total
Share Capital share capital
Share premium redemption Merger and capital
capital account reserve reserve reserves
At 1 January 2012 5,224 9,952 1,072 27,206 43,454
Profit for the year
Items that may be reclassified subsequently to profit or loss
Currency translation differences (including recycling)
Available-for-sale investments (including recycling)
Cash flow hedges (including recycling)
Share of items relating to equity-accounted entities, net of tax
Other
Items that will not be reclassified to profit or loss
Remeasurements of the net pension and other post-retirement benefit liability or asset
Share of items relating to equity-accounted entities, net of tax
Total comprehensive income
Dividends 35 (35)
Share-based payments, net of taxb 2 57 59
Transactions involving non-controlling interests
At 31 December 2012 5,261 9,974 1,072 27,206 43,513
a Principally affected by a weakening of the Russian rouble compared to the US dollar.
b Includes new share issues and movements in treasury shares where these relate to employee share-based payment plans.

154 BP Annual Report and Form 20-F 2014


$ million
Foreign
currency Available- Total Profit and BP Non-
Treasury translation for-sale Cash flow fair value loss shareholders controlling Total
shares reserve investments hedges reserves account equity interests equity
(20,971) 3,525 (695) (695) 103,787 129,302 1,105 130,407
3,780 3,780 223 4,003

(6,934) 1 1 (6,933) (32) (6,965)


(203) (203) (203) (203)
(2,584) (2,584) (2,584)
289 289 289

(3,256) (3,256) (3,256)


4 4 4
(6,934) 1 (203) (202) (1,767) (8,903) 191 (8,712)
(5,850) (5,850) (255) (6,105)
(3,366) (3,366) (3,366)
252 (313) 185 185
73 73 73
160 160
(20,719) (3,409) 1 (898) (897) 92,564 111,441 1,201 112,642

Foreign
currency Available- Total Profit and BP Non-
Treasury translation for-sale Cash flow fair value loss shareholders controlling Total
shares reserve investments hedges reserves account equity interests equity
(21,054) 5,128 685 1,090 1,775 89,184 118,546 1,206 119,752

Financial statements
23,451 23,451 307 23,758

(1,603) (1,603) (15) (1,618)


(685) (685) (685) (685)
(1,785) (1,785) (1,785) (1,785)
(24) (24) (24)
(25) (25) (25)

3,243 3,243 3,243


2 2 2
(1,603) (685) (1,785) (2,470) 26,647 22,574 292 22,866
(5,441) (5,441) (469) (5,910)
(6,923) (6,923) (6,923)
83 247 473 473
73 73 73
76 76
(20,971) 3,525 (695) (695) 103,787 129,302 1,105 130,407

Foreign
currency Available- Total fair Profit and BP Non-
Treasury translation for-sale Cash flow value loss shareholders controlling Total
shares reserve investments hedges reserves account equity interests equity
(21,323) 4,509 389 (122) 267 84,661 111,568 1,017 112,585
11,017 11,017 234 11,251

619 (5) (5) 614 2 616


296 296 296 296
1,217 1,217 1,217 1,217
(39) (39) (39)
23 23 23

(1,134) (1,134) 2 (1,132)


(6) (6) (6)
619 296 1,212 1,508 9,861 11,988 238 12,226
(5,294) (5,294) (82) (5,376)
269 (44) 284 284
33 33
(21,054) 5,128 685 1,090 1,775 89,184 118,546 1,206 119,752

BP Annual Report and Form 20-F 2014 155


30. Capital and reserves continued
Share capital
The balance on the share capital account represents the aggregate nominal value of all ordinary and preference shares in issue, including treasury
shares.
Share premium account
The balance on the share premium account represents the amounts received in excess of the nominal value of the ordinary and preference shares.
Capital redemption reserve
The balance on the capital redemption reserve represents the aggregate nominal value of all the ordinary shares repurchased and cancelled.
Merger reserve
The balance on the merger reserve represents the fair value of the consideration given in excess of the nominal value of the ordinary shares issued in
an acquisition made by the issue of shares.
Treasury shares
Treasury shares represent BP shares repurchased and available for specific and limited purposes.
For accounting purposes shares held in Employee Share Ownership Plans (ESOPs) to meet the future requirements of the employee share-based
payment plans are treated in the same manner as treasury shares and are therefore included in the financial statements as treasury shares. The ESOPs
are funded by the group and have waived their rights to dividends in respect of such shares held for future awards. Until such time as the shares held
by the ESOPs vest unconditionally to employees, the amount paid for those shares is shown as a reduction in shareholders equity. Assets and
liabilities of the ESOPs are recognized as assets and liabilities of the group.
At 31 December 2014, the ESOPs held 34,169,554 shares (2013 32,748,354 shares and 2012 22,428,179 shares) for potential future awards, which
had a market value of $219 million (2013 $253 million and 2012 $154 million). At 31 December 2014, a further 6,024,978 ordinary share equivalents
(2013 12,856,914 ordinary share equivalents) were held by the group in the form of ADSs to meet the requirements of employee share-based payment
plans in the US.
Foreign currency translation reserve
The foreign currency translation reserve records exchange differences arising from the translation of the financial statements of foreign operations.
Upon disposal of foreign operations, the related accumulated exchange differences are recycled to the income statement.
Available-for-sale investments
This reserve records the changes in fair value of available-for-sale investments except for impairment losses, foreign exchange gains or losses, or
changes arising from revised estimates of future cash flows. On disposal or impairment of the investments, the cumulative changes in fair value are
recycled to the income statement.
Cash flow hedges
This reserve records the portion of the gain or loss on a hedging instrument in a cash flow hedge that is determined to be an effective hedge. For
further information see Note 1 Derivative financial instruments and hedging activities.
Profit and loss account
The balance held on this reserve is the accumulated retained profits of the group.

156 BP Annual Report and Form 20-F 2014


30. Capital and reserves continued
The pre-tax amounts of each component of other comprehensive income, and the related amounts of tax, are shown in the table below.
$ million
2014
Pre-tax Tax Net of tax
Items that may be reclassified subsequently to profit or loss
Currency translation differences (including recycling) (6,787) (178) (6,965)
Cash flow hedges (including recycling) (239) 36 (203)
Share of items relating to equity-accounted entities, net of tax (2,584) (2,584)
Other 289 289
Items that will not be reclassified to profit or loss
Remeasurements of the net pension and other post-retirement benefit liability or asset (4,590) 1,334 (3,256)
Share of items relating to equity-accounted entities, net of tax 4 4
Other comprehensive income (14,196) 1,481 (12,715)

$ million
2013
Pre-tax Tax Net of tax
Items that may be reclassified subsequently to profit or loss
Currency translation differences (including recycling) (1,586) (32) (1,618)
Available-for-sale investments (including recycling) (695) 10 (685)
Cash flow hedges (including recycling) (1,979) 194 (1,785)
Share of items relating to equity-accounted entities, net of tax (24) (24)
Other (25) (25)
Items that will not be reclassified to profit or loss
Remeasurements of the net pension and other post-retirement benefit liability or asset 4,764 (1,521) 3,243

Financial statements
Share of items relating to equity-accounted entities, net of tax 2 2
Other comprehensive income 482 (1,374) (892)

$ million
2012
Pre-tax Tax Net of tax
Items that may be reclassified subsequently to profit or loss
Currency translation differences (including recycling) 470 146 616
Available-for-sale investments (including recycling) 305 (9) 296
Cash flow hedges (including recycling) 1,547 (330) 1,217
Share of items relating to equity-accounted entities, net of tax (39) (39)
Other 23 23
Items that will not be reclassified to profit or loss
Remeasurements of the net pension and other post-retirement benefit liability or asset (1,572) 440 (1,132)
Share of items relating to equity-accounted entities, net of tax (6) (6)
Other comprehensive income 705 270 975

31. Contingent liabilities


Contingent liabilities related to the Gulf of Mexico oil spill
Details of contingent liabilities related to the Gulf of Mexico oil spill are set out in Note 2.
Contingent liabilities not related to the Gulf of Mexico oil spill
There were contingent liabilities at 31 December 2014 in respect of guarantees and indemnities entered into as part of the ordinary course of the
groups business. No material losses are likely to arise from such contingent liabilities. Further information is included in Note 27.
Lawsuits arising out of the Exxon Valdez oil spill in Prince William Sound, Alaska, in March 1989 were filed against Exxon (now ExxonMobil), Alyeska
Pipeline Service Company (Alyeska), which operates the oil terminal at Valdez, and the other oil companies that own Alyeska. Alyeska initially
responded to the spill until the response was taken over by Exxon. BP owns a 46.9% interest (reduced during 2001 from 50% by a sale of 3.1% to
Phillips) in Alyeska through a subsidiary of BP America Inc. and briefly indirectly owned a further 20% interest in Alyeska following BPs combination
with Atlantic Richfield Company (Atlantic Richfield). Alyeska and its owners have settled all the claims against them under these lawsuits. Exxon has
indicated that it may file a claim for contribution against Alyeska for a portion of the costs and damages that Exxon has incurred. BP will defend any
such claims vigorously. It is not possible to estimate any financial effect.
In the normal course of the groups business, legal proceedings are pending or may be brought against BP group entities arising out of current and past
operations, including matters related to commercial disputes, product liability, antitrust, commodities trading, premises-liability claims, consumer protection,
general environmental claims and allegations of exposures of third parties to toxic substances, such as lead pigment in paint, asbestos and other chemicals.
BP believes that the impact of these legal proceedings on the groups results of operations, liquidity or financial position will not be material.
With respect to lead pigment in paint in particular, Atlantic Richfield, a subsidiary of BP, has been named as a co-defendant in numerous lawsuits
brought in the US alleging injury to persons and property. Although it is not possible to predict the outcome of the legal proceedings, Atlantic Richfield
believes it has valid defences that render the incurrence of a liability remote; however, the amounts claimed and the costs of implementing the
remedies sought in the various cases could be substantial. The majority of the lawsuits have been abandoned or dismissed against Atlantic Richfield.
No lawsuit against Atlantic Richfield has been settled nor has Atlantic Richfield been subject to a final adverse judgment in any proceeding. Atlantic
Richfield intends to defend such actions vigorously.

BP Annual Report and Form 20-F 2014 157


31. Contingent liabilities continued
The group files tax returns in many jurisdictions throughout the world. Various tax authorities are currently examining the groups tax returns. Tax
returns contain matters that could be subject to differing interpretations of applicable tax laws and regulations and the resolution of tax positions
through negotiations with relevant tax authorities, or through litigation, can take several years to complete. While it is difficult to predict the ultimate
outcome in some cases, the group does not anticipate that there will be any material impact upon the groups results of operations, financial position or
liquidity.

The group is subject to numerous national and local environmental laws and regulations concerning its products, operations and other activities. These
laws and regulations may require the group to take future action to remediate the effects on the environment of prior disposal or release of chemicals
or petroleum substances by the group or other parties. Such contingencies may exist for various sites including refineries, chemical plants, oil fields,
service stations, terminals and waste disposal sites. In addition, the group may have obligations relating to prior asset sales or closed facilities. The
ultimate requirement for remediation and its cost are inherently difficult to estimate. However, the estimated cost of known environmental obligations
has been provided in these accounts in accordance with the groups accounting policies. While the amounts of future costs that are not provided for
could be significant and could be material to the groups results of operations in the period in which they are recognized, it is not possible to estimate
the amounts involved. BP does not expect these costs to have a material effect on the groups financial position or liquidity.

If oil and natural gas production facilities and pipelines are sold to third parties and the subsequent owner is unable to meet their decommissioning
obligations it is possible that, in certain circumstances, BP could be partially or wholly responsible for decommissioning. Furthermore, as described in
Provisions, contingencies and reimbursement assets within Note 1, decommissioning provisions associated with downstream and petrochemical
facilities are not generally recognized as the potential obligations cannot be measured given their indeterminate settlement dates.

The group generally restricts its purchase of insurance to situations where this is required for legal or contractual reasons. This is because external
insurance is not considered an economic means of financing losses for the group. Losses will therefore be borne as they arise rather than being spread
over time through insurance premiums with attendant transaction costs. The position is reviewed periodically.

32. Remuneration of senior management and non-executive directors


Remuneration of directors
$ million
2014 2013 2012
Total for all directors
Emoluments 14 16 12
Amounts awarded under incentive schemes 14 2 3
Total 28 18 15

Emoluments
These amounts comprise fees paid to the non-executive chairman and the non-executive directors and, for executive directors, salary and benefits
earned during the relevant financial year, plus cash bonuses awarded for the year. There was no compensation for loss of office in 2014 (2013 $nil and
2012 $nil).

Pension contributions
During 2014 two executive directors participated in a non-contributory pension scheme established for UK employees by a separate trust fund to which
contributions are made by BP based on actuarial advice. One US executive director participated in the US BP Retirement Accumulation Plan during
2014.

Further information
Full details of individual directors remuneration are given in the Directors remuneration report on page 72.

Remuneration of senior management and non-executive directors


$ million
2014 2013 2012
Total for senior management and non-executive directors
Short-term employee benefits 34 36 29
Pensions and other post-retirement benefits 3 3 3
Share-based payments 34 43 37
Total 71 82 69

Senior management, comprises members of the executive team, see pages 56-57 for further information.

Short-term employee benefits


These amounts comprise fees and benefits paid to the non-executive chairman and non-executive directors, as well as salary, benefits and cash
bonuses for senior management. Deferred annual bonus awards, to be settled in shares, are included in share-based payments. Short-term employee
benefits includes compensation for loss of office of $1.5 million (2013 $3 million and 2012 $nil).

Pensions and other post-retirement benefits


The amounts represent the estimated cost to the group of providing defined benefit pensions and other post-retirement benefits to senior
management in respect of the current year of service measured in accordance with IAS 19 Employee Benefits.

Share-based payments
This is the cost to the group of senior managements participation in share-based payment plans, as measured by the fair value of options and shares
granted, accounted for in accordance with IFRS 2 Share-based Payments.

158 BP Annual Report and Form 20-F 2014


33. Employee costs and numbers

$ million
Employee costs 2014 2013 2012
Wages and salariesa 10,710 10,161 9,910
Social security costs 983 958 908
Share-based paymentsb 689 719 674
Pension and other post-retirement benefit costs 1,554 1,816 1,956
13,936 13,654 13,448

2014 2013 2012


Average number of employeesc US Non-US Total US Non-US Total US Non-US Total

Upstream 9,100 15,600 24,700 9,400 15,100 24,500 9,300 14,100 23,400
Downstreamd 8,200 39,900 48,100 9,300 39,800 49,100 12,000 39,900 51,900
Other businesses and corporatee f 1,800 10,100 11,900 2,000 9,000 11,000 2,000 8,700 10,700
19,100 65,600 84,700 20,700 63,900 84,600 23,300 62,700 86,000
a Includes termination payments of $527 million (2013 $212 million and 2012 $77 million).
b The group provides certain employees with shares and share options as part of their remuneration packages. The majority of these share-based payment arrangements are equity-settled.
c Reported to the nearest 100.
d Includes 14,200 (2013 14,100 and 2012 14,700) service station staff.
e Includes 5,100 (2013 4,300 and 2012 3,600) agricultural, operational and seasonal workers in Brazil.

f Includes employees of the Gulf Coast Restoration Organization.

34. Auditors remuneration

$ million
Fees Ernst & Young 2014 2013 2012
The audit of the company annual accountsa 27 26 26

Financial statements
The audit of accounts of any subsidiaries of the company 13 13 13
Total audit 40 39 39
Audit-related assurance servicesb 7 8 7
Total audit and audit-related assurance services 47 47 46
Taxation compliance services 1 1 2
Taxation advisory services 1 1 2
Services relating to corporate finance transactions 1 2 2
Other assurance services 2 1 1
Total non-audit or non-audit-related assurance services 5 5 7
Services relating to BP pension plansc 1 1 1
53 53 54
a Fees in respect of the audit of the accounts of BP p.l.c. including the groups consolidated financial statements.
b Includes interim reviews and reporting on internal financial controls and non-statutory audit services.
c The pension plan services include tax compliance services of $398,000 (2013 $240,000 and 2012 $50,000).

2014 includes $2 million of additional fees for 2013, and 2013 includes $3 million of additional fees for 2012. Auditors remuneration is included in the
income statement within distribution and administration expenses.
The tax services relate to income tax and indirect tax compliance, employee tax services and tax advisory services.
The audit committee has established pre-approval policies and procedures for the engagement of Ernst & Young to render audit and certain assurance
and tax services. The audit fees payable to Ernst & Young are reviewed by the audit committee in the context of other global companies for cost-
effectiveness. Ernst & Young performed further assurance and tax services that were not prohibited by regulatory or other professional requirements
and were pre-approved by the committee. Ernst & Young is engaged for these services when its expertise and experience of BP are important. Most
of this work is of an audit nature. Tax services were awarded either through a full competitive tender process or following an assessment of the
expertise of Ernst & Young compared with that of other potential service providers. These services are for a fixed term.
Under SEC regulations, the remuneration of the auditor of $53 million (2013 $53 million and 2012 $54 million) is required to be presented as follows:
audit $40 million (2013 $39 million and 2012 $39 million); other audit-related services $7 million (2013 $8 million and 2012 $7 million); tax $2 million
(2013 $2 million and 2012 $4 million); and all other fees $4 million (2013 $4 million and 2012 $4 million).

BP Annual Report and Form 20-F 2014 159


35. Subsidiaries, joint arrangements and associates
The more important subsidiaries and associates of the group at 31 December 2014 and the group percentage of ordinary share capital (to nearest
whole number) are set out below. There are no individually significant joint arrangements. Those held directly by the parent company are marked with
an asterisk (*), the percentage owned being that of the group unless otherwise indicated. A complete list of investments in subsidiaries, joint
arrangements and associates will be attached to the parent companys annual return made to the Registrar of Companies.
Country of
Subsidiaries % incorporation Principal activities

International
*BP Corporate Holdings 100 England & Wales Investment holding
BP Exploration Operating Company 100 England & Wales Exploration and production
*BP Global Investments 100 England & Wales Investment holding
*BP International 100 England & Wales Integrated oil operations
BP Oil International 100 England & Wales Integrated oil operations
*Burmah Castrol 100 Scotland Lubricants
Algeria
BP Amoco Exploration (In Amenas) 100 Scotland Exploration and production
Angola
BP Exploration (Angola) 100 England & Wales Exploration and production
Australia
BP Australia Capital Markets 100 Australia Finance
BP Finance Australia 100 Australia Finance
Azerbaijan
BP Exploration (Caspian Sea) 100 England & Wales Exploration and production
Brazil
BP Energy do Brazil 100 Brazil Exploration and production
Germany
BP Europa SE 100 Germany Refining and marketing
India
BP Exploration (Alpha) 100 England & Wales Exploration and production
Norway
BP Norge 100 Norway Exploration and production
UK
BP Capital Markets 100 England & Wales Finance
US
*BP Holdings North America 100 England & Wales Investment holding
Atlantic Richfield Company 100 US
BP America 100 US
BP America Production Company 100 US
BP Company North America 100 US Exploration and production, refining and marketing
BP Corporation North America 100 US pipelines and petrochemicals
BP Exploration & Production 100 US
BP Exploration (Alaska) 100 US
BP Products North America 100 US
Standard Oil Company 100 US
BP Capital Markets America 100 US Finance

Country of
Associates % incorporation Principal activities

Russia
Rosneft 20 Russia Integrated oil operations

160 BP Annual Report and Form 20-F 2014


36. Condensed consolidating information on certain US subsidiaries
BP p.l.c. fully and unconditionally guarantees the payment obligations of its 100%-owned subsidiary BP Exploration (Alaska) Inc. under the BP Prudhoe
Bay Royalty Trust. The following financial information for BP p.l.c., BP Exploration (Alaska) Inc. and all other subsidiaries on a condensed consolidating
basis is intended to provide investors with meaningful and comparable financial information about BP p.l.c. and its subsidiary issuers of registered
securities and is provided pursuant to Rule 3-10 of Regulation S-X in lieu of the separate financial statements of each subsidiary issuer of public debt
securities. Investments include the investments in subsidiaries recorded under the equity method for the purposes of the condensed consolidating
financial information. Equity-accounted income of subsidiaries is the groups share of profit related to such investments. The eliminations and
reclassifications column includes the necessary amounts to eliminate the intercompany balances and transactions between BP p.l.c., BP Exploration
(Alaska) Inc. and other subsidiaries. The financial information presented in the following tables for BP Exploration (Alaska) Inc. for all years includes
equity income arising from subsidiaries of BP Exploration (Alaska) Inc. some of which operate outside of Alaska and excludes the BP groups
midstream operations in Alaska that are reported through different legal entities and that are included within the other subsidiaries column in these
tables. BP p.l.c. also fully and unconditionally guarantees securities issued by BP Capital Markets p.l.c. and BP Capital Markets America Inc. These
companies are 100%- owned finance subsidiaries of BP p.l.c.
Income statement
$ million
For the year ended 31 December 2014
Issuer Guarantor
BP
Exploration Other Eliminations and
(Alaska) Inc. BP p.l.c. subsidiaries reclassifications BP group
Sales and other operating revenues 6,227 353,529 (6,188) 353,568
Earnings from joint ventures after interest and tax 570 570
Earnings from associates after interest and tax 2,802 2,802
Equity-accounted income of subsidiaries after interest and tax 4,531 (4,531)
Interest and other income 2 193 910 (262) 843
Gains on sale of businesses and fixed assets 19 876 895
Total revenues and other income 6,248 4,724 358,687 (10,981) 358,678

Financial statements
Purchases 2,375 285,720 (6,188) 281,907
Production and manufacturing expenses 1,779 25,596 27,375
Production and similar taxes 554 2,404 2,958
Depreciation, depletion and amortization 545 14,618 15,163
Impairment and losses on sale of businesses and fixed assets 153 8,812 8,965
Exploration expense 3,632 3,632
Distribution and administration expenses 48 929 11,794 (75) 12,696
Fair value gain on embedded derivatives (430) (430)
Profit before interest and taxation 794 3,795 6,541 (4,718) 6,412
Finance costs 57 23 1,255 (187) 1,148
Net finance (income) expense relating to pensions and other post-retirement
benefits (50) 364 314
Profit before taxation 737 3,822 4,922 (4,531) 4,950
Taxation 279 42 626 947
Profit for the year 458 3,780 4,296 (4,531) 4,003
Attributable to
BP shareholders 458 3,780 4,073 (4,531) 3,780
Non-controlling interests 223 223
458 3,780 4,296 (4,531) 4,003

Statement of comprehensive income


$ million
For the year ended 31 December 2014
Issuer Guarantor
BP
Exploration Other Eliminations and
(Alaska) Inc. BP p.l.c. subsidiaries reclassifications BP group

Profit for the year 458 3,780 4,296 (4,531) 4,003


Other comprehensive income (1,840) (10,875) (12,715)
Equity-accounted other comprehensive income of subsidiaries (10,843) 10,843
Total comprehensive income 458 (8,903) (6,579) 6,312 (8,712)
Attributable to
BP shareholders 458 (8,903) (6,770) 6,312 (8,903)
Non-controlling interests 191 191
458 (8,903) (6,579) 6,312 (8,712)

BP Annual Report and Form 20-F 2014 161


36. Condensed consolidating information on certain US subsidiaries continued
Income statement continued
$ million
For the year ended 31 December 2013
Issuer Guarantor
BP
Exploration Other Eliminations and
(Alaska) Inc. BP p.l.c. subsidiaries reclassifications BP group

Sales and other operating revenues 5,397 379,136 (5,397) 379,136


Earnings from joint ventures after interest and tax 447 447
Earnings from associates after interest and tax 2,742 2,742
Equity-accounted income of subsidiaries after interest and tax 24,693 (24,693)
Interest and other income 7 118 841 (189) 777
Gains on sale of businesses and fixed assets 13,115 13,115
Total revenues and other income 5,404 24,811 396,281 (30,279) 396,217
Purchases 861 302,887 (5,397) 298,351
Production and manufacturing expenses 1,473 26,054 27,527
Production and similar taxes 1,010 6,037 7,047
Depreciation, depletion and amortization 616 12,894 13,510
Impairment and losses on sale of businesses and fixed assets (68) 2,029 1,961
Exploration expense 3,441 3,441
Distribution and administration expenses 108 1,234 11,728 13,070
Fair value gain on embedded derivatives (459) (459)
Profit before interest and taxation 1,404 23,577 31,670 (24,882) 31,769
Finance costs 42 43 1,172 (189) 1,068
Net finance (income) expense relating to pensions and other post-retirement
benefits 81 399 480
Profit before taxation 1,362 23,453 30,099 (24,693) 30,221
Taxation 522 2 5,939 6,463
Profit for the year 840 23,451 24,160 (24,693) 23,758
Attributable to
BP shareholders 840 23,451 23,853 (24,693) 23,451
Non-controlling interests 307 307
840 23,451 24,160 (24,693) 23,758

Statement of comprehensive income continued


$ million
For the year ended 31 December 2013
Issuer Guarantor
BP
Exploration Other Eliminations and
(Alaska) Inc. BP p.l.c. subsidiaries reclassifications BP group
Profit for the year 840 23,451 24,160 (24,693) 23,758
Other comprehensive income 2,819 (3,711) (892)
Equity-accounted other comprehensive income of subsidiaries (3,696) 3,696
Total comprehensive income 840 22,574 20,449 (20,997) 22,866
Attributable to
BP shareholders 840 22,574 20,157 (20,997) 22,574
Non-controlling interests 292 292
840 22,574 20,449 (20,997) 22,866

162 BP Annual Report and Form 20-F 2014


36. Condensed consolidating information on certain US subsidiaries continued
Income statement continued
$ million
For the year ended 31 December 2012
Issuer Guarantor
BP
Exploration Other Eliminations and
(Alaska) Inc. BP p.l.c. subsidiaries reclassifications BP group

Sales and other operating revenues 5,501 375,765 (5,501) 375,765


Earnings from joint ventures after interest and tax 260 260
Earnings from associates after interest and tax 3,675 3,675
Equity-accounted income of subsidiaries after interest and tax (59) 12,649 (12,590)
Interest and other income 12 187 1,764 (286) 1,677
Gains on sale of businesses and fixed assets 3,580 6,697 (3,580) 6,697
Total revenues and other income 9,034 12,836 388,161 (21,957) 388,074
Purchases 777 297,498 (5,501) 292,774
Production and manufacturing expenses 1,475 32,451 33,926
Production and similar taxes 1,374 6,784 8,158
Depreciation, depletion and amortization 457 12,230 12,687
Impairment and losses on sale of businesses and fixed assets 957 5,318 6,275
Exploration expense 1,475 1,475
Distribution and administration expenses 35 1,766 11,641 (85) 13,357
Fair value gain on embedded derivatives (347) (347)
Profit before interest and taxation 3,959 11,070 21,111 (16,371) 19,769
Finance costs 48 43 1,182 (201) 1,072
Net finance expense relating to pensions and other post-retirement benefits 103 463 566

Financial statements
Profit before taxation 3,911 10,924 19,466 (16,170) 18,131
Taxation 203 (93) 6,770 6,880
Profit for the year 3,708 11,017 12,696 (16,170) 11,251
Attributable to
BP shareholders 3,708 11,017 12,462 (16,170) 11,017
Non-controlling interests 234 234
3,708 11,017 12,696 (16,170) 11,251

Statement of comprehensive income continued


$ million
For the year ended 31 December 2012
Issuer Guarantor
BP
Exploration Other Eliminations and
(Alaska) Inc. BP p.l.c. subsidiaries reclassifications BP group
Profit for the year 3,708 11,017 12,696 (16,170) 11,251
Other comprehensive income (232) 1,207 975
Equity-accounted other comprehensive income of subsidiaries 1,203 (1,203)
Total comprehensive income 3,708 11,988 13,903 (17,373) 12,226
Attributable to
BP shareholders 3,708 11,988 13,665 (17,373) 11,988
Non-controlling interests 238 238
3,708 11,988 13,903 (17,373) 12,226

BP Annual Report and Form 20-F 2014 163


36. Condensed consolidating information on certain US subsidiaries continued
Balance sheet
$ million
At 31 December 2014
Issuer Guarantor
BP
Exploration Other Eliminations and
(Alaska) Inc. BP p.l.c. subsidiaries reclassifications BP group

Non-current assets
Property, plant and equipment 7,787 122,905 130,692
Goodwill 11,868 11,868
Intangible assets 473 20,434 20,907
Investments in joint ventures 8,753 8,753
Investments in associates 2 10,401 10,403
Other investments 1,228 1,228
Subsidiaries equity-accounted basis 138,863 (138,863)
Fixed assets 8,260 138,865 175,589 (138,863) 183,851
Loans 7 5,238 (4,586) 659
Trade and other receivables 4,787 4,787
Derivative financial instruments 4,442 4,442
Prepayments 10 954 964
Deferred tax assets 2,309 2,309
Defined benefit pension plan surpluses 15 16 31
8,277 138,880 193,335 (143,449) 197,043
Current assets
Loans 333 333
Inventories 338 18,035 18,373
Trade and other receivables 10,323 7,159 33,463 (19,907) 31,038
Derivative financial instruments 5,165 5,165
Prepayments 31 1,393 1,424
Current tax receivable 837 837
Other investments 329 329
Cash and cash equivalents 31 29,732 29,763
10,692 7,190 89,287 (19,907) 87,262
Total assets 18,969 146,070 282,622 (163,356) 284,305
Current liabilities
Trade and other payables 905 2,476 56,644 (19,907) 40,118
Derivative financial instruments 3,689 3,689
Accruals 134 391 6,577 7,102
Finance debt 6,877 6,877
Current tax payable 328 1,683 2,011
Provisions 1 3,817 3,818
1,368 2,867 79,287 (19,907) 63,615
Non-current liabilities
Other payables 16 4,563 3,594 (4,586) 3,587
Derivative financial instruments 3,199 3,199
Accruals 90 771 861
Finance debt 45,977 45,977
Deferred tax liabilities 1,232 12,661 13,893
Provisions 1,975 27,105 29,080
Defined benefit pension plan and other post-retirement benefit plan
deficits 599 10,852 11,451
3,223 5,252 104,159 (4,586) 108,048
Total liabilities 4,591 8,119 183,446 (24,493) 171,663
Net assets 14,378 137,951 99,176 (138,863) 112,642
Equity
BP shareholders equity 14,378 137,951 97,975 (138,863) 111,441
Non-controlling interests 1,201 1,201
14,378 137,951 99,176 (138,863) 112,642

164 BP Annual Report and Form 20-F 2014


36. Condensed consolidating information on certain US subsidiaries continued
Balance sheet continued
$ million
At 31 December 2013
Issuer Guarantor
BP
Exploration Other Eliminations and
(Alaska) Inc. BP p.l.c. subsidiaries reclassifications BP group

Non-current assets
Property, plant and equipment 8,546 125,144 133,690
Goodwill 12,181 12,181
Intangible assets 417 21,622 22,039
Investments in joint ventures 9,199 9,199
Investments in associates 2 16,634 16,636
Other investments 1,565 1,565
Subsidiaries equity-accounted basis 142,143 (142,143)
Fixed assets 8,963 142,145 186,345 (142,143) 195,310
Loans 5,356 (4,593) 763
Trade and other receivables 5,985 5,985
Derivative financial instruments 3,509 3,509
Prepayments 22 900 922
Deferred tax assets 985 985
Defined benefit pension plan surpluses 1,020 356 1,376
8,985 143,165 203,436 (146,736) 208,850
Current assets
Loans 216 216

Financial statements
Inventories 152 29,079 29,231
Trade and other receivables 9,593 21,550 42,363 (33,675) 39,831
Derivative financial instruments 2,675 2,675
Prepayments 18 1,370 1,388
Current tax receivable 512 512
Other investments 467 467
Cash and cash equivalents 6 22,514 22,520
9,763 21,556 99,196 (33,675) 96,840
Assets classified as held for sale
9,763 21,556 99,196 (33,675) 96,840
Total assets 18,748 164,721 302,632 (180,411) 305,690
Current liabilities
Trade and other payables 889 2,727 77,218 (33,675) 47,159
Derivative financial instruments 2,322 2,322
Accruals 171 1,540 7,249 8,960
Finance debt 7,381 7,381
Current tax payable 166 1,779 1,945
Provisions 1 5,044 5,045
1,227 4,267 100,993 (33,675) 72,812
Liabilities directly associated with assets classified as held for sale
1,227 4,267 100,993 (33,675) 72,812
Non-current liabilities
Other payables 9 4,584 4,756 (4,593) 4,756
Derivative financial instruments 2,225 2,225
Accruals 58 489 547
Finance debt 40,811 40,811
Deferred tax liabilities 1,659 15,780 17,439
Provisions 1,942 24,973 26,915
Defined benefit pension plan and other post-retirement benefit plan deficits 9,778 9,778
3,610 4,642 98,812 (4,593) 102,471
Total liabilities 4,837 8,909 199,805 (38,268) 175,283
Net assets 13,911 155,812 102,827 (142,143) 130,407
Equity
BP shareholders equity 13,911 155,812 101,722 (142,143) 129,302
Non-controlling interests 1,105 1,105
13,911 155,812 102,827 (142,143) 130,407

BP Annual Report and Form 20-F 2014 165


36. Condensed consolidating information on certain US subsidiaries continued
Cash flow statement
$ million
For the year ended 31 December 2014
Issuer Guarantor
BP
Exploration Other Eliminations and
(Alaska) Inc. BP p.l.c. subsidiaries reclassifications BP group

Net cash provided by operating activities 92 15,550 19,241 (2,129) 32,754


Net cash used in investing activities (92) (5,085) (14,397) (19,574)
Net cash used in financing activities (10,440) 3,045 2,129 (5,266)
Currency translation differences relating to cash and cash equivalents (671) (671)
Increase in cash and cash equivalents 25 7,218 7,243
Cash and cash equivalents at beginning of year 6 22,514 22,520
Cash and cash equivalents at end of year 31 29,732 29,763

$ million
For the year ended 31 December 2013
Issuer Guarantor
BP
Exploration Other Eliminations and
(Alaska) Inc. BP p.l.c. subsidiaries reclassifications BP group
Net cash provided by operating activities 746 11,488 25,094 (16,228) 21,100
Net cash used in investing activities (746) (690) (6,419) (7,855)
Net cash used in financing activities (10,801) (15,827) 16,228 (10,400)
Currency translation differences relating to cash and cash equivalents 40 40
Increase (decrease) in cash and cash equivalents (3) 2,888 2,885
Cash and cash equivalents at beginning of year 9 19,626 19,635
Cash and cash equivalents at end of year 6 22,514 22,520

$ million
For the year ended 31 December 2012
Issuer Guarantor
BP
Exploration Other Eliminations and
(Alaska) Inc. BP p.l.c. subsidiaries reclassifications BP group
Net cash provided by operating activities 681 12,381 20,932 (13,515) 20,479
Net cash used in investing activities (680) (7,060) (5,335) (13,075)
Net cash used in financing activities (5,312) (10,213) 13,515 (2,010)
Currency translation differences relating to cash and cash equivalents 64 64
Increase in cash and cash equivalents 1 9 5,448 5,458
Cash and cash equivalents at beginning of year (1) 14,178 14,177
Cash and cash equivalents at end of year 9 19,626 19,635

166 BP Annual Report and Form 20-F 2014


Supplementary information on oil and natural gas (unaudited)a
The regional analysis presented below is on a continent basis, with separate disclosure for countries that contain 15% or more of the total proved
reserves (for subsidiaries plus equity-accounted entities), in accordance with SEC and FASB requirements.
Oil and gas reserves certain definitions
Unless the context indicates otherwise, the following terms have the meanings shown below:
Proved oil and gas reserves
Proved oil and gas reserves are those quantities of oil and gas, which, by analysis of geoscience and engineering data, can be estimated with
reasonable certainty to be economically producible from a given date forward, from known reservoirs, and under existing economic conditions,
operating methods, and government regulations prior to the time at which contracts providing the right to operate expire, unless evidence indicates
that renewal is reasonably certain, regardless of whether deterministic or probabilistic methods are used for the estimation. The project to extract the
hydrocarbons must have commenced or the operator must be reasonably certain that it will commence the project within a reasonable time.
(i) The area of the reservoir considered as proved includes:
(A) The area identified by drilling and limited by fluid contacts, if any; and
(B) Adjacent undrilled portions of the reservoir that can, with reasonable certainty, be judged to be continuous with it and to contain
economically producible oil or gas on the basis of available geoscience and engineering data.
(ii) In the absence of data on fluid contacts, proved quantities in a reservoir are limited by the lowest known hydrocarbons (LKH) as seen in a
well penetration unless geoscience, engineering, or performance data and reliable technology establishes a lower contact with reasonable
certainty.
(iii) Where direct observation from well penetrations has defined a highest known oil (HKO) elevation and the potential exists for an associated
gas cap, proved oil reserves may be assigned in the structurally higher portions of the reservoir only if geoscience, engineering, or
performance data and reliable technology establish the higher contact with reasonable certainty.
(iv) Reserves which can be produced economically through application of improved recovery techniques (including, but not limited to, fluid
injection) are included in the proved classification when:
(A) Successful testing by a pilot project in an area of the reservoir with properties no more favourable than in the reservoir as a whole, the
operation of an installed programme in the reservoir or an analogous reservoir, or other evidence using reliable technology establishes
the reasonable certainty of the engineering analysis on which the project or programme was based; and

Financial statements
(B) The project has been approved for development by all necessary parties and entities, including governmental entities.
(v) Existing economic conditions include prices and costs at which economic producibility from a reservoir is to be determined. The price shall
be the average price during the 12-month period prior to the ending date of the period covered by the report, determined as an unweighted
arithmetic average of the first-day-of-the-month price for each month within such period, unless prices are defined by contractual
arrangements, excluding escalations based upon future conditions.
Undeveloped oil and gas reserves
Undeveloped oil and gas reserves are reserves of any category that are expected to be recovered from new wells on undrilled acreage, or from
existing wells where a relatively major expenditure is required for recompletion.
(i) Reserves on undrilled acreage shall be limited to those directly offsetting development spacing areas that are reasonably certain of
production when drilled, unless evidence using reliable technology exists that establishes reasonable certainty of economic producibility at
greater distances.
(ii) Undrilled locations can be classified as having undeveloped reserves only if a development plan has been adopted indicating that they are
scheduled to be drilled within five years, unless the specific circumstances, justify a longer time.
(iii) Under no circumstances shall estimates for undeveloped reserves be attributable to any acreage for which an application of fluid injection or
other improved recovery technique is contemplated, unless such techniques have been proved effective by actual projects in the same
reservoir or an analogous reservoir, or by other evidence using reliable technology establishing reasonable certainty.
Developed oil and gas reserves
Developed oil and gas reserves are reserves of any category that can be expected to be recovered:
(i) Through existing wells with existing equipment and operating methods or in which the cost of the required equipment is relatively minor
compared to the cost of a new well; and
(ii) Through installed extraction equipment and infrastructure operational at the time of the reserves estimate if the extraction is by means not
involving a well.
For details on BPs proved reserves and production compliance and governance processes, see pages 219224.
a 2013 equity-accounted entities information includes BPs share of TNK-BP from 1 January to 20 March, and Rosneft for the period 21 March to 31 December.

BP Annual Report and Form 20-F 2014 167


Oil and natural gas exploration and production activities

$ million
2014
Europe North South Africa Asia Australasia Total
America America
Rest of
Rest of North Rest of
UK Europe US America Russia Asia

Subsidiariesa
Capitalized costs at 31 Decemberb
Gross capitalized costs
Proved properties 31,496 10,578 76,476 3,205 9,796 39,020 24,177 5,061 199,809
Unproved properties 395 165 6,294 2,454 2,984 5,769 2,773 888 21,722
31,891 10,743 82,770 5,659 12,780 44,789 26,950 5,949 221,531
Accumulated depreciation 21,068 6,610 39,383 190 5,482 25,105 13,501 2,215 113,554
Net capitalized costs 10,823 4,133 43,387 5,469 7,298 19,684 13,449 3,734 107,977

Costs incurred for the year ended 31 Decemberb


Acquisition of properties
Proved 42 6 557 605
Unproved 346 75 57 478
42 352 75 57 557 1,083
Exploration and appraisal costsc 279 16 888 109 325 899 194 201 2,911
Development 2,067 293 4,792 706 983 2,881 3,205 169 15,096
Total costs 2,388 309 6,032 815 1,383 3,837 3,956 370 19,090

Results of operations for the year ended 31 December


Sales and other operating revenuesd
Third parties 529 77 1,218 4 2,802 2,536 1,135 1,891 10,192
Sales between businesses 1,069 1,662 14,894 15 450 6,289 6,951 631 31,961
1,598 1,739 16,112 19 3,252 8,825 8,086 2,522 42,153
Exploration expenditure 94 47 1,294 63 502 860 712 60 3,632
Production costs 979 436 3,492 34 783 1,542 1,289 232 8,787
Production taxes (234) 690 175 2,234 93 2,958
Other costs (income)e (1,515) 77 3,260 55 284 120 57 (69) 306 2,575
Depreciation, depletion and amortization 506 676 3,805 4 678 3,343 2,461 255 11,728
Impairments and (gains) losses on sale
of businesses and fixed assets 2,537 2,278 (28) 11 1,128 391 6,317
2,367 3,514 12,513 156 2,433 6,993 57 7,018 946 35,997
Profit (loss) before taxationf (769) (1,775) 3,599 (137) 819 1,832 (57) 1,068 1,576 6,156
Allocable taxes (1,383) (1,108) 1,269 15 865 1,216 3 67 599 1,543
Results of operations 614 (667) 2,330 (152) (46) 616 (60) 1,001 977 4,613

Upstream and Rosneft segments replacement cost profit before interest and tax
Exploration and production activities
subsidiaries (as above) (769) (1,775) 3,599 (137) 819 1,832 (57) 1,068 1,576 6,156
Midstream activities subsidiariesg 163 99 703 130 175 (170) (26) (63) 653 1,664
Equity-accounted entitiesh 62 23 480 (33) 2,125 557 3,214
Total replacement cost profit before
interest and tax (606) (1,614) 4,325 (7) 1,474 1,629 2,042 1,562 2,229 11,034
a These tables contain information relating to oil and natural gas exploration and production activities of subsidiaries, which includes our share of oil and natural gas exploration and production activities of
joint operations. They do not include any costs relating to the Gulf of Mexico oil spill. Midstream activities relating to the management and ownership of crude oil and natural gas pipelines, processing
and export terminals and LNG processing facilities and transportation are excluded. In addition, our midstream activities of marketing and trading of natural gas, power and NGLs in the US, Canada, UK
and Europe are excluded. The most significant midstream pipeline interests include the Trans-Alaska Pipeline System, the Forties Pipeline System, the Central Area Transmission System pipeline, the
South Caucasus Pipeline and the Baku-Tbilisi-Ceyhan pipeline. Major LNG activities are located in Trinidad, Indonesia, Australia and Angola.
b Decommissioning assets are included in capitalized costs at 31 December but are excluded from costs incurred for the year.
c Includes exploration and appraisal drilling expenditures, which are capitalized within intangible assets, and geological and geophysical exploration costs, which are charged to income as incurred.
d Presented net of transportation costs, purchases and sales taxes.
e Includes property taxes, other government take and the fair value gain on embedded derivatives of $430 million. The UK region includes a $1,016 million gain offset by corresponding charges primarily
in the US, relating to the group self-insurance programme.
f Excludes the unwinding of the discount on provisions and payables amounting to $207 million which is included in finance costs in the group income statement.
g Midstream and other activities excludes inventory holding gains and losses.
h The profits of equity-accounted entities are included after interest and tax.

168 BP Annual Report and Form 20-F 2014


Oil and natural gas exploration and production activities continued

$ million
2014
Europe North South Africa Asia Australasia Total
America America
Rest of
Rest of North Rest of
UK Europe US America Russiaa Asia
Equity-accounted entities (BP share)b
Capitalized costs at 31 Decemberc
Gross capitalized costs
Proved properties 8,719 12,971 3,073 24,763
Unproved properties 5 376 25 406
8,724 13,347 3,098 25,169
Accumulated depreciation 3,652 2,031 2,986 8,669
Net capitalized costs 5,072 11,316 112 16,500

Costs incurred for the year ended 31 Decemberd


Acquisition of propertiesc
Proved (46) (46)
Unproved 87 87
41 41
Exploration and appraisal costsd 5 128 4 137
Development 1,026 1,913 669 3,608
Total costs 1,031 2,082 673 3,786

Financial statements
Results of operations for the year ended 31 December
Sales and other operating revenuese
Third parties 2,472 1,257 3,729
Sales between businesses 10,972 19 10,991
2,472 10,972 1,276 14,720
Exploration expenditure 4 62 1 67
Production costs 567 1,318 152 2,037
Production taxes 721 5,214 692 6,627
Other costs (income) 4 302 306
Depreciation, depletion and
amortization 370 1,509 371 2,250
Impairments and losses on sale of
businesses and fixed assets 25 25
1,691 8,405 1,216 11,312
Profit (loss) before taxation 781 2,567 60 3,408
Allocable taxes 402 637 29 1,068
Results of operations 379 1,930 31 2,340

Exploration and production activities


equity-accounted entities after tax
(as above) 379 1,930 31 2,340
Midstream and other activities after
taxf 62 23 101 (33) 195 526 874
Total replacement cost profit after
interest and tax 62 23 480 (33) 2,125 557 3,214
a Amounts reported for Russia in this table include BPs share of Rosnefts worldwide activities, including insignificant amounts outside Russia.
b These tables contain information relating to oil and natural gas exploration and production activities of equity-accounted entities. They do not include amounts relating to assets held for sale. Midstream
activities relating to the management and ownership of crude oil and natural gas pipelines, processing and export terminals and LNG processing facilities and transportation as well as downstream
activities of Rosneft are excluded. The amounts reported for equity-accounted entities exclude the corresponding amounts for their equity-accounted entities.
c Decommissioning assets are included in capitalized costs at 31 December but are excluded from costs incurred for the year.
d Includes exploration and appraisal drilling expenditures, which are capitalized within intangible assets, and geological and geophysical exploration costs, which are charged to income as incurred.
e Presented net of transportation costs and sales taxes.
f Includes interest, non-controlling interests and excludes inventory holding gains and losses.

BP Annual Report and Form 20-F 2014 169


Oil and natural gas exploration and production activities continued

$ million
2013
Europe North South Africa Asia Australasia Total
America America
Rest of
Rest of North Rest of
UK Europe US America Russia Asia

Subsidiariesa
Capitalized costs at 31 Decemberb
Gross capitalized costs
Proved properties 29,314 10,040 75,313 2,501 8,809 35,720 20,726 4,681 187,104
Unproved properties 316 195 6,816 2,408 3,366 5,079 2,756 805 21,741
29,630 10,235 82,129 4,909 12,175 40,799 23,482 5,486 208,845
Accumulated depreciation 18,707 3,650 38,236 193 5,063 20,082 10,069 1,962 97,962
Net capitalized costs 10,923 6,585 43,893 4,716 7,112 20,717 13,413 3,524 110,883

Costs incurred for the year ended 31 Decemberb


Acquisition of properties
Proved 1 7 8
Unproved 158 284 30 7 479
159 291 30 7 487
Exploration and appraisal costsc 178 14 1,291 194 951 883 1,090 210 4,811
Development 1,942 455 4,877 569 683 2,755 2,082 189 13,552
Total costs 2,120 469 6,327 763 1,925 3,668 3,179 399 18,850

Results of operations for the year ended 31 December


Sales and other operating revenuesd
Third parties 1,129 183 934 5 2,413 3,195 1,005 1,784 10,648
Sales between businesses 1,661 1,280 14,047 12 1,154 6,518 11,432 941 37,045
2,790 1,463 14,981 17 3,567 9,713 12,437 2,725 47,693
Exploration expenditure 280 17 437 28 1,477 387 768 47 3,441
Production costs 1,102 430 3,691 42 892 1,623 1,091 187 9,058
Production taxes (35) 1,112 184 5,660 126 7,047
Other costs (income)e (1,731) 86 3,241 55 322 89 65 84 351 2,562
Depreciation, depletion and
amortization 504 490 3,268 559 3,132 2,174 207 10,334
Impairments and (gains) losses on sale
of businesses and fixed assets 118 15 (80) 129 29 (16) 230 425
238 1,038 11,669 125 3,563 5,260 65 9,761 1,148 32,867
Profit (loss) before taxationf 2,552 425 3,312 (108) 4 4,453 (65) 2,676 1,577 14,826
Allocable taxes 554 475 1,204 (26) 642 1,925 (2) 682 641 6,095
Results of operations 1,998 (50) 2,108 (82) (638) 2,528 (63) 1,994 936 8,731

Upstream, Rosneft and TNK-BP segments replacement cost profit before interest and tax
Exploration and production activities
subsidiaries (as above) 2,552 425 3,312 (108) 4 4,453 (65) 2,676 1,577 14,826
Midstream activities subsidiariesg 244 (40) 296 (14) 153 (154) (4) (29) 347 799
TNK-BP gain on sale 12,500 12,500
Equity-accounted entitiesh 28 17 405 24 2,158 553 3,185
Total replacement cost profit before
interest and tax 2,796 413 3,625 (122) 562 4,323 14,589 3,200 1,924 31,310
a These tables contain information relating to oil and natural gas exploration and production activities of subsidiaries, which includes our share of oil and natural gas exploration and production activities of
joint operations. They do not include any costs relating to the Gulf of Mexico oil spill. Midstream activities relating to the management and ownership of crude oil and natural gas pipelines, processing
and export terminals and LNG processing facilities and transportation are excluded. In addition, our midstream activities of marketing and trading of natural gas, power and NGLs in the US, Canada, UK
and Europe are excluded. The most significant midstream pipeline interests include the Trans-Alaska Pipeline System, the Forties Pipeline System, the Central Area Transmission System pipeline, the
South Caucasus Pipeline and the Baku-Tbilisi-Ceyhan pipeline. Major LNG activities are located in Trinidad, Indonesia, Australia and Angola.
b Decommissioning assets are included in capitalized costs at 31 December but are excluded from costs incurred for the year.
c Includes exploration and appraisal drilling expenditures, which are capitalized within intangible assets, and geological and geophysical exploration costs, which are charged to income as incurred.
d Presented net of transportation costs, purchases and sales taxes.
e Includes property taxes, other government take and the fair value gain on embedded derivatives of $459 million. The UK region includes a $1,055 million gain offset by corresponding charges primarily
in the US, relating to the group self-insurance programme.
f Excludes the unwinding of the discount on provisions and payables amounting to $141 million which is included in finance costs in the group income statement.
g Midstream and other activities excludes inventory holding gains and losses.
h The profits of equity-accounted entities are included after interest and tax.

170 BP Annual Report and Form 20-F 2014


Oil and natural gas exploration and production activities continued

$ million
2013
Europe North South Africa Asia Australasia Total
America America
Rest of
Rest of North Rest of
UK Europe US America Russiaa Asia
Equity-accounted entities (BP share)b
Capitalized costs at 31 Decemberc
Gross capitalized costs
Proved properties 7,648 18,942 4,239 30,829
Unproved properties 29 638 21 688
7,677 19,580 4,260 31,517
Accumulated depreciation 3,282 1,077 4,061 8,420
Net capitalized costs 4,395 18,503 199 23,097

Costs incurred for the year ended 31 Decemberd


Acquisition of properties
Proved 1,816 1,816
Unproved 657 657
2,473 2,473
Exploration and appraisal costse 8 133 12 153
Development 714 1,860 538 3,112
Total costs 722 4,466 550 5,738

Financial statements
Results of operations for the year ended 31 December
Sales and other operating revenuesf
Third parties 2,294 435 4,770 7,499
Sales between businesses 9,679 14 9,693
2,294 10,114 4,784 17,192
Exploration expenditure 126 1 127
Production costs 586 1,177 404 2,167
Production taxes 630 4,511 3,645 8,786
Other costs (income) 6 94 (1) 99
Depreciation, depletion and
amortization 317 1,232 544 2,093
Impairments and losses on sale of
businesses and fixed assets 37 37
1,539 7,177 4,593 13,309
Profit (loss) before taxation 755 2,937 191 3,883
Allocable taxes 460 367 40 867
Results of operations 295 2,570 151 3,016

Exploration and production activities


equity-accounted entities after tax
(as above) 295 2,570 151 3,016
Midstream and other activities after
taxg 28 17 110 24 (412) 402 169
Total replacement cost profit after
interest and tax 28 17 405 24 2,158 553 3,185
a Amounts reported for Russia in this table include BPs share of Rosnefts worldwide activities, including insignificant amounts outside Russia.
b These tables contain information relating to oil and natural gas exploration and production activities of equity-accounted entities. They do not include amounts relating to assets held for sale. Midstream
activities relating to the management and ownership of crude oil and natural gas pipelines, processing and export terminals and LNG processing facilities and transportation as well as downstream
activities of TNK-BP and Rosneft are excluded. The amounts reported for equity-accounted entities exclude the corresponding amounts for their equity-accounted entities.
c Decommissioning assets are included in capitalized costs at 31 December but are excluded from costs incurred for the year.
d The amounts shown reflect BPs share of equity-accounted entities costs incurred, and not the costs incurred by BP in acquiring an interest in equity-accounted entities.
e Includes exploration and appraisal drilling expenditures, which are capitalized within intangible assets, and geological and geophysical exploration costs, which are charged to income as incurred.
f Presented net of transportation costs and sales taxes.
g Includes interest, non-controlling interests and excludes inventory holding gains and losses.

BP Annual Report and Form 20-F 2014 171


Oil and natural gas exploration and production activities continued

$ million
2012
Europe North South Africa Asia Australasia Total
America America
Rest of
Rest of North Rest of
UK Europe US America Russia Asia

Subsidiariesa
Capitalized costs at 31 Decemberb c
Gross capitalized costs
Proved properties 28,370 9,421 70,133 1,928 8,153 32,755 16,757 3,676 171,193
Unproved properties 400 199 7,084 2,244 3,590 4,524 4,920 1,540 24,501
28,770 9,620 77,217 4,172 11,743 37,279 21,677 5,216 195,694
Accumulated depreciation 19,002 3,161 35,459 197 4,444 16,901 8,360 1,517 89,041
Net capitalized costs 9,768 6,459 41,758 3,975 7,299 20,378 13,317 3,699 106,653

Costs incurred for the year ended 31 Decemberb


Acquisition of propertiesd e
Proved 256 51 307
Unproved 1,111 27 239 (68) 1,309
1,367 78 239 (68) 1,616
Exploration and appraisal costsf 173 47 1,069 230 758 1,024 814 241 4,356
Development 1,907 784 3,866 611 581 2,992 1,591 221 12,553
Total costs 2,080 831 6,302 841 1,417 4,255 2,337 462 18,525

Results of operations for the year ended 31 December


Sales and other operating revenuesg
Third parties 1,595 76 453 10 2,026 3,424 1,299 1,749 10,632
Sales between businesses 2,975 783 15,713 10 984 5,633 11,345 915 38,358
4,570 859 16,166 20 3,010 9,057 12,644 2,664 48,990
Exploration expenditure 105 29 649 4 120 310 126 132 1,475
Production costs 1,310 348 3,854 71 812 1,323 1,076 191 8,985
Production taxes 92 1,472 162 6,291 141 8,158
Other costs (income)h (1,474) 78 3,505 63 109 221 (330) 84 264 2,520
Depreciation, depletion and
amortization 1,102 145 3,187 10 606 2,281 2,116 211 9,658
Impairments and (gains) losses on sale
of businesses and fixed assets 373 83 (3,576) 98 6 24 (2) (5) (2,999)
1,508 683 9,091 246 1,815 4,159 (330) 9,691 934 27,797
Profit (loss) before taxationi 3,062 176 7,075 (226) 1,195 4,898 330 2,953 1,730 21,193
Allocable taxes 1,121 (313) 2,762 (67) 804 2,371 (13) 663 755 8,083
Results of operations 1,941 489 4,313 (159) 391 2,527 343 2,290 975 13,110

Upstream and TNK-BP segments replacement cost profit before interest and tax
Exploration and production activities
subsidiaries (as above) 3,062 176 7,075 (226) 1,195 4,898 330 2,953 1,730 21,193
Midstream activities subsidiariesj (250) (114) (173) 774 163 (46) 11 32 370 767
Equity-accounted entitiesk 35 16 160 48 3,005 640 3,904
Total replacement cost profit before
interest and tax 2,812 97 6,918 548 1,518 4,900 3,346 3,625 2,100 25,864
a These tables contain information relating to oil and natural gas exploration and production activities of subsidiaries. They do not include any costs relating to the Gulf of Mexico oil spill or assets held for
sale. Midstream activities relating to the management and ownership of crude oil and natural gas pipelines, processing and export terminals and LNG processing facilities and transportation are
excluded. In addition, our midstream activities of marketing and trading of natural gas, power and NGLs in the US, Canada, UK and Europe are excluded. The most significant midstream pipeline
interests include the Trans-Alaska Pipeline System, the Forties Pipeline System, the Central Area Transmission System pipeline, the South Caucasus Pipeline and the Baku-Tbilisi-Ceyhan pipeline. Major
LNG activities are located in Trinidad, Indonesia and Australia and BP is also investing in the LNG business in Angola.
b Decommissioning assets are included in capitalized costs at 31 December but are excluded from costs incurred for the year.
c Excludes balances associated with assets held for sale.
d Includes costs capitalized as a result of asset exchanges.
e Excludes goodwill associated with business combinations.
f Includes exploration and appraisal drilling expenditures, which are capitalized within intangible assets, and geological and geophysical exploration costs, which are charged to income as incurred.
g Presented net of transportation costs, purchases and sales taxes.
h Includes property taxes, other government take and the fair value gain on embedded derivatives of $347 million. The UK region includes a $1,161 million gain offset by corresponding charges primarily
in the US, relating to the group self-insurance programme. The Russia region, for which equity accounting ceased on 22 October 2012, includes a net non-operating gain of $351 million, including
dividend income of $709 million partly offset by a settlement charge of $325 million.
i Excludes the unwinding of the discount on provisions and payables amounting to $173 million which is included in finance costs in the group income statement.
j Midstream and other activities exclude inventory holding gains and losses.
k The profits of equity-accounted entities are included after interest and tax and the results exclude balances associated with assets held for sale.

172 BP Annual Report and Form 20-F 2014


Oil and natural gas exploration and production activities continued

$ million
2012
Europe North South Africa Asia Australasia Total
America America
Rest of
Rest of North Rest of
UK Europe US America Russiaa Asia

Equity-accounted entities (BP share)b


Capitalized costs at 31 Decemberc
Gross capitalized costs
Proved properties 6,958 4,036 10,994
Unproved properties 21 16 37
6,979 4,052 11,031
Accumulated depreciation 2,965 3,648 6,613
Net capitalized costs 4,014 404 4,418

Costs incurred for the year ended 31 Decemberc


Acquisition of propertiesd
Proved 4 4
Unproved 439 15 454
439 19 458
Exploration and appraisal costse 31 195 7 233
Development 599 1,560 556 2,715
Total costs 1,069 1,774 563 3,406

Financial statements
Results of operations for the year ended 31 December
Sales and other operating revenuesf
Third parties 2,267 6,472 4,245 12,984
Sales between businesses 3,639 21 3,660
2,267 10,111 4,266 16,644
Exploration expenditure 31 93 1 125
Production costs 555 1,605 295 2,455
Production taxes 959 4,400 3,245 8,604
Other costs (income) (11) (24) (2) (37)
Depreciation, depletion and
amortization 328 786 538 1,652
Impairments and losses on sale of
businesses and fixed assets (27) (27)
1,862 6,833 4,077 12,772
Profit (loss) before taxation 405 3,278 189 3,872
Allocable taxes 294 536 54 884
Results of operations 111 2,742 135 2,988

Exploration and production activities


equity-accounted entities after tax
(as above) 111 2,742 135 2,988
Midstream and other activities after
taxg 35 16 49 48 263 505 916
Total replacement cost profit after
interest and tax 35 16 160 48 3,005 640 3,904
a The Russia region includes BPs equity-accounted share of TNK-BPs earnings. For 2012, equity-accounted earnings are included until 21 October 2012 only, after which our investment was classified
as an asset held for sale and therefore equity accounting ceased. The amounts shown exclude BPs share of costs incurred and results of operations for the period 22 October to 31 December 2012.
b These tables contain information relating to oil and natural gas exploration and production activities of equity-accounted entities. They do not include amounts relating to assets held for sale. Midstream
activities relating to the management and ownership of crude oil and natural gas pipelines, processing and export terminals and LNG processing facilities and transportation as well as downstream
activities of TNK-BP are excluded. The amounts reported for equity-accounted entities exclude the corresponding amounts for their equity-accounted entities.
c Decommissioning assets are included in capitalized costs at 31 December but are excluded from costs incurred for the year. Capitalised costs exclude balances associated with assets held for sale.
d Includes costs capitalized as a result of asset exchanges.
e Includes exploration and appraisal drilling expenditures, which are capitalized within intangible assets, and geological and geophysical exploration costs, which are charged to income as incurred.
f Presented net of transportation costs and sales taxes.
g Includes interest, non-controlling interests and the net results of equity-accounted entities and excludes inventory holding gains and losses.

BP Annual Report and Form 20-F 2014 173


Movements in estimated net proved reserves
million barrels
Crude oila b 2014
Europe North South Africa Asia Australasia Total
America America
Rest of
Rest of North Rest of
UK Europe USc America Russia Asia

Subsidiaries
At 1 January
Developed 160 147 1,007 15 316 320 49 2,013
Undeveloped 374 53 752 17 180 202 19 1,597
534 200 1,760 31 495 522 69 3,610
Changes attributable to
Revisions of previous estimates (41) (68) 87 9 20 96 (2) 101
Improved recovery 2 16 1 3 23
Purchases of reserves-in-place 5 12 17
Discoveries and extensions 5 1 8 13
Productiond (17) (15) (123) (5) (81) (57) (7) (305)
Sales of reserves-in-place (45) (5) (50)
(46) (82) (66) 1 (58) 59 (9) (201)
At 31 Decembere
Developed 159 95 1,030 10 317 384 40 2,035
Undeveloped 329 22 664 22 120 197 19 1,375
488 117 1,694 32 437 581 59 3,409
Equity-accounted entities (BP share)f
At 1 January
Developed 316 2 2,970 120 3,407
Undeveloped 1 314 2 1,858 7 2,182
1 630 4 4,828 127 5,590
Changes attributable to
Revisions of previous estimates 4 (2) 213 9 224
Improved recovery 12 12
Purchases of reserves-in-place
Discoveries and extensions 10 187 197
Production (26) (297) (36) (359)
Sales of reserves-in-place
(2) 103 (27) 74
At 31 Decemberg
Developed 316 2 2,997 89 3,405
Undeveloped 314 1,933 11 2,258
1 630 2 4,930 101 5,663
Total subsidiaries and equity-accounted entities (BP share)
At 1 January
Developed 160 147 1,007 331 317 2,970 440 49 5,421
Undeveloped 374 53 752 1 331 182 1,858 209 19 3,779
534 200 1,760 1 661 499 4,828 649 69 9,200
At 31 December
Developed 159 95 1,030 326 319 2,997 473 40 5,440
Undeveloped 329 22 664 336 120 1,933 208 19 3,632
488 117 1,694 1 662 439 4,930 682 59 9,072
a Crude oil includes condensate. Proved reserves exclude royalties due to others, whether payable in cash or in kind, where the royalty owner has a direct interest in the underlying production and the
option and ability to make lifting and sales arrangements independently.
b Because of rounding, some totals may not exactly agree with the sum of their counterparts.
c Proved reserves in the Prudhoe Bay field in Alaska include an estimated 65 million barrels upon which a net profits royalty will be payable over the life of the field under the terms of the BP Prudhoe
Bay Royalty Trust.
d Includes 10 million barrels of crude oil in respect of the 30% non-controlling interest in BP Trinidad and Tobago LLC.
e Volumes of equity-accounted entities include volumes of equity-accounted investments of those entities.
f Includes 38 million barrels of crude oil in respect of the 0.15% non-controlling interest in Rosneft.
g Total proved crude oil reserves held as part of our equity interest in Rosneft is 4,961 million barrels, comprising less than 1 million barrels in Vietnam and Canada, 30 million barrels in Venezuela and
4,930 million barrels in Russia.

174 BP Annual Report and Form 20-F 2014


Movements in estimated net proved reserves continued

million barrels
Natural gas liquidsa b 2014
Europe North South Africa Asia Australasia Total
America America
Rest of
Rest of North Rest of
UK Europe US America Russia Asia

Subsidiaries
At 1 January
Developed 9 16 290 14 4 8 342
Undeveloped 6 2 155 28 15 3 209
15 18 444 43 20 10 551
Changes attributable to
Revisions of previous estimates (6) (2) 15 (6) 1
Improved recovery 13 13
Purchases of reserves-in-place 1
Discoveries and extensions
Productionc (1) (2) (27) (4) (2) (1) (36)
Sales of reserves-in-place (18) (18)
(6) (4) (17) (4) (8) (1) (40)
At 31 Decemberd
Developed 6 13 323 11 5 6 364
Undeveloped 3 1 104 28 7 3 146
9 14 427 39 12 10 510
Equity-accounted entities (BP share)e

Financial statements
At 1 January
Developed 8 94 103
Undeveloped 8 21 29
16 115 131
Changes attributable to
Revisions of previous estimates (69) (69)
Improved recovery
Purchases of reserves-in-place
Discoveries and extensions
Production
Sales of reserves-in-place
(1) (69) (69)
At 31 Decemberf
Developed 15 30 46
Undeveloped 16 16
15 46 62
Total subsidiaries and equity-accounted entities (BP share)
At 1 January
Developed 9 16 290 14 13 94 8 444
Undeveloped 6 2 155 28 23 21 3 238
15 18 444 43 36 115 10 682
At 31 December
Developed 6 13 323 11 20 30 6 410
Undeveloped 3 1 104 28 7 16 3 163
9 14 427 39 27 46 10 572
a Proved reserves exclude royalties due to others, whether payable in cash or in kind, where the royalty owner has a direct interest in the underlying production and the option and ability to make lifting
and sales arrangements independently.
b Because of rounding, some totals may not exactly agree with the sum of their counterparts.
c Excludes NGLs from processing plants in which an interest is held of less than 1 thousand barrels per day for subsidiaries and 7 thousand barrels per day for equity-accounted entities.
d Includes 12 million barrels of NGL in respect of the 30% non-controlling interest in BP Trinidad and Tobago LLC.
e Volumes of equity-accounted entities include volumes of equity-accounted investments of those entities.
f Total proved NGL reserves held as part of our equity interest in Rosneft is 47 million barrels, comprising less than 1 million barrels in Venezuela, Vietnam and Canada, and 46 million barrels in Russia.

BP Annual Report and Form 20-F 2014 175


Movements in estimated net proved reserves continued

million barrels
Bitumena b 2014
Rest of
North
America Total

Subsidiaries
At 1 January
Developed
Undeveloped 188 188
188 188
Changes attributable to
Revisions of previous estimates (16) (16)
Improved recovery
Purchases of reserves-in-place
Discoveries and extensions
Production
Sales of reserves-in-place
(16) (16)
At 31 December
Developed 9 9
Undeveloped 163 163
172 172
a Proved reserves exclude royalties due to others, whether payable in cash or in kind, where the royalty owner has a direct interest in the underlying production and the option and ability to make lifting
and sales arrangements independently.
b Because of rounding, some totals may not exactly agree with the sum of their counterparts.

176 BP Annual Report and Form 20-F 2014


Movements in estimated net proved reserves continued

million barrels
Total liquidsa b 2014
Europe North South Africa Asia Australasia Total
America America
Rest of
Rest of North Rest of
UK Europe USc America Russia Asia

Subsidiaries
At 1 January
Developed 169 163 1,297 29 320 320 57 2,354
Undeveloped 380 55 907 188 46 195 202 22 1,994
549 217 2,204 188 74 515 523 78 4,348
Changes attributable to
Revisions of previous estimates (47) (70) 101 (16) 9 14 96 (2) 86
Improved recovery 2 28 1 3 36
Purchases of reserves-in-place 5 12 18
Discoveries and extensions 5 1 8 14
Productiond (17) (17) (150) (9) (83) (57) (8) (341)
Sales of reserves-in-place (63) (5) (68)
(52) (86) (83) (16) (3) (66) 59 (10) (257)
At 31 Decembere
Developed 166 108 1,352 9 21 322 384 46 2,407
Undeveloped 332 23 769 163 50 127 197 22 1,684
497 131 2,121 172 71 449 581 68 4,092
Equity-accounted entities (BP share)f

Financial statements
At 1 January
Developed 316 10 3,063 120 3,510
Undeveloped 1 314 10 1,879 7 2,210
1 630 20 4,943 127 5,721
Changes attributable to
Revisions of previous estimates 4 (3) 144 9 155
Improved recovery 12 12
Purchases of reserves-in-place
Discoveries and extensions 10 187 197
Production (26) (297) (36) (359)
Sales of reserves-in-place
(3) 34 (27) 4
At 31 Decemberg h
Developed 316 17 3,028 89 3,451
Undeveloped 314 1,949 11 2,274
1 630 17 4,976 101 5,725
Total subsidiaries and equity-accounted entities (BP share)
At 1 January
Developed 169 163 1,297 345 331 3,063 440 57 5,865
Undeveloped 380 55 907 188 359 205 1,879 209 22 4,204
549 217 2,204 189 704 535 4,943 650 78 10,069
At 31 December
Developed 166 108 1,352 9 337 339 3,028 473 46 5,858
Undeveloped 332 23 769 164 364 127 1,949 208 22 3,958
497 131 2,121 173 701 466 4,976 682 68 9,817
a Proved reserves exclude royalties due to others, whether payable in cash or in kind, where the royalty owner has a direct interest in the underlying production and the option and ability to make lifting
and sales arrangements independently.
b Because of rounding, some totals may not exactly agree with the sum of their counterparts.
c Proved reserves in the Prudhoe Bay field in Alaska include an estimated 65 million barrels of oil equivalent upon which a net profits royalty will be payable, over the life of the field under the terms of
the BP Prudhoe Bay Royalty Trust.
d Excludes NGLs from processing plants in which an interest is held of less than 1 thousand barrels per day for subsidiaries and 7 thousand barrels per day for equity-accounted entities.
e Also includes 21 million barrels in respect of the 30% non-controlling interest in BP Trinidad and Tobago LLC.
f Volumes of equity-accounted entities include volumes of equity-accounted investments of those entities.
g Includes 38 million barrels in respect of the non-controlling interest in Rosneft.
h Total proved liquid reserves held as part of our equity interest in Rosneft is 5,007 million barrels, comprising 1 million barrels in Canada, 30 million barrels in Venezuela, less than 1 million barrels in
Vietnam and 4,976 million barrels in Russia.

BP Annual Report and Form 20-F 2014 177


Movements in estimated net proved reserves continued

billion cubic feet


Natural gasa b 2014
Europe North South Africa Asia Australasia Total
America America
Rest of
Rest of North Rest of
UK Europe US America Russia Asia

Subsidiaries
At 1 January
Developed 643 364 7,122 10 3,109 961 1,519 3,932 17,660
Undeveloped 314 39 2,825 6,116 1,807 3,671 1,755 16,527
957 403 9,947 10 9,225 2,768 5,190 5,687 34,187
Changes attributable to
Revisions of previous estimates (260) (46) (29) 11 (258) (84) (34) (351) (1,050)
Improved recovery 7 582 220 28 838
Purchases of reserves-in-place 1 5 322 328
Discoveries and extensions 94 2 271 4 267 637
Productionc (30) (40) (625) (4) (792) (218) (165) (302) (2,177)
Sales of reserves-in-place (266) (266)
(189) (85) (332) 7 (559) (271) 389 (652) (1,691)
At 31 Decemberd
Developed 382 300 7,168 17 2,352 901 1,688 3,316 16,124
Undeveloped 386 19 2,447 6,313 1,597 3,892 1,719 16,372
768 318 9,615 17 8,666 2,497 5,580 5,035 32,496
Equity-accounted entities (BP share)e
At 1 January
Developed 1,364 230 4,171 72 5,837
Undeveloped 1 747 135 5,054 14 5,951
1 2,111 365 9,225 86 11,788
Changes attributable to
Revisions of previous estimates 1 (87) 38 767 1 720
Improved recovery 23 23
Purchases of reserves-in-place
Discoveries and extensions 69 183 252
Productionc (172) (3) (390) (18) (583)
Sales of reserves-in-place
(166) 35 560 (17) 412
At 31 Decemberf g
Developed 1 1,228 400 4,674 60 6,363
Undeveloped 1 717 5,111 9 5,837
1 1,945 400 9,785 69 12,200
Total subsidiaries and equity-accounted entities (BP share)
At 1 January
Developed 643 364 7,122 10 4,473 1,191 4,171 1,591 3,932 23,497
Undeveloped 314 39 2,825 1 6,863 1,942 5,054 3,685 1,755 22,478
957 403 9,947 11 11,336 3,133 9,225 5,276 5,687 45,975
At 31 December
Developed 382 300 7,168 18 3,581 1,301 4,674 1,748 3,316 22,487
Undeveloped 386 19 2,447 1 7,030 1,597 5,111 3,901 1,719 22,209
768 318 9,615 18 10,610 2,897 9,785 5,648 5,035 44,695
a Proved reserves exclude royalties due to others, whether payable in cash or in kind, where the royalty owner has a direct interest in the underlying production and the option and ability to make lifting
and sales arrangements independently.
b Because of rounding, some totals may not exactly agree with the sum of their counterparts.
c Includes 181 billion cubic feet of natural gas consumed in operations, 151 billion cubic feet in subsidiaries, 29 billion cubic feet in equity-accounted entities.
d Includes 2,519 billion cubic feet of natural gas in respect of the 30% non-controlling interest in BP Trinidad and Tobago LLC.
e Volumes of equity-accounted entities include volumes of equity-accounted investments of those entities.
f Includes 91 billion cubic feet of natural gas in respect of the 0.18% non-controlling interest in Rosneft.
g Total proved gas reserves held as part of our equity interest in Rosneft is 9,827 billion cubic feet, comprising 1 billion cubic feet in Canada, 14 billion cubic feet in Venezuela, 26 billion cubic feet in
Vietnam and 9,785 billion cubic feet in Russia.

178 BP Annual Report and Form 20-F 2014


Movements in estimated net proved reserves continued

million barrels of oil equivalentc


Total hydrocarbonsa b 2014
Europe North South Africa Asia Australasia Total
America America
Rest of
Rest of North Rest of
UK Europe USd America Russia Asia

Subsidiaries
At 1 January
Developed 280 225 2,525 2 564 486 582 735 5,399
Undeveloped 434 62 1,394 188 1,100 507 835 324 4,844
714 287 3,919 190 1,664 993 1,417 1,059 10,243
Changes attributable to
Revisions of previous estimates (91) (78) 96 (14) (36) (1) 90 (62) (96)
Improved recovery 3 129 39 8 180
Purchases of reserves-in-place 6 1 68 74
Discoveries and extensions 21 1 47 1 54 123
Productione f (23) (24) (258) (1) (146) (121) (86) (60) (717)
Sales of reserves-in-place (109) (5) (114)
(84) (101) (140) (14) (99) (113) 126 (122) (548)
At 31 Decemberg
Developed 232 160 2,588 12 426 477 675 618 5,187
Undeveloped 398 26 1,191 163 1,139 403 868 319 4,507
630 186 3,779 175 1,565 880 1,543 937 9,694
Equity-accounted entities (BP share)h

Financial statements
At 1 January
Developed 552 50 3,782 133 4,517
Undeveloped 1 442 33 2,751 9 3,236
1 994 83 6,533 142 7,753
Changes attributable to
Revisions of previous estimates (11) 4 276 9 278
Improved recovery 16 16
Purchases of reserves-in-place
Discoveries and extensions 22 219 241
Productionf (56) (1) (365) (39) (460)
Sales of reserves-in-place
(29) 3 130 (29) 75
At 31 Decemberi j
Developed 528 86 3,834 100 4,548
Undeveloped 1 438 2,830 13 3,280
1 965 86 6,663 112 7,828
Total subsidiaries and equity-accounted entities (BP share)
At 1 January
Developed 280 225 2,525 2 1,116 536 3,782 715 735 9,916
Undeveloped 434 62 1,394 189 1,542 540 2,751 844 324 8,080
714 287 3,919 191 2,658 1,076 6,533 1,559 1,059 17,996
At 31 December
Developed 232 160 2,588 12 954 563 3,834 775 618 9,735
Undeveloped 398 26 1,191 164 1,576 403 2,830 881 319 7,788
630 186 3,779 176 2,530 966 6,663 1,656 937 17,523
a Proved reserves exclude royalties due to others, whether payable in cash or in kind, where the royalty owner has a direct interest in the underlying production and the option and ability to make lifting
and sales arrangements independently.
b Because of rounding, some totals may not exactly agree with the sum of their counterparts.
c 5.8 billion cubic feet of natural gas = 1 million barrels of oil equivalent.
d Proved reserves in the Prudhoe Bay field in Alaska include an estimated 65 million barrels of oil equivalent upon which a net profits royalty will be payable, over the life of the field under the terms of
the BP Prudhoe Bay Royalty Trust.
e Excludes NGLs from processing plants in which an interest is held of less than 1 thousand barrels per day for subsidiaries and 7 thousand barrels per day for equity-accounted entities.
f Includes 31 million barrels of oil equivalent of natural gas consumed in operations, 26 million barrels of oil equivalent in subsidiaries, 5 million barrels of oil equivalent in equity-accounted entities.
g Includes 456 million barrels of oil equivalent in respect of the 30% non-controlling interest in BP Trinidad and Tobago LLC.
h Volumes of equity-accounted entities include volumes of equity-accounted investments of those entities.
i Includes 54 million barrels of oil equivalent in respect of the non-controlling interest in Rosneft.
j Total proved reserves held as part of our equity interest in Rosneft is 6,702 million barrels of oil equivalent, comprising 1 million barrels of oil equivalent in Canada, 33 million barrels of oil equivalent in
Venezuela, 5 million barrels of oil equivalent in Vietnam and 6,663 million barrels of oil equivalent in Russia.

BP Annual Report and Form 20-F 2014 179


Movements in estimated net proved reserves continued

million barrels
Crude oila b 2013
Europe North South Africa Asia Australasia Total
America America
Rest of
Rest of North Rest of
UK Europe USc America Russia Asia

Subsidiaries
At 1 January
Developed 228 153 1,127 16 306 268 45 2,143
Undeveloped 426 73 818 20 236 137 34 1,743
654 226 1,945 36 542 405 79 3,886
Changes attributable to
Revisions of previous estimates (79) (15) (111) 1 30 65 (5) (114)
Improved recovery 11 33 1 2 65 112
Purchases of reserves-in-place
Discoveries and extensions 2 39 3 44
Production (21) (11) (108) (7) (79) (52) (8) (285)
Sales of reserves-in-place (31) (1) (32)
(120) (26) (185) (5) (47) 117 (10) (276)
At 31 Decemberd
Developed 160 147 1,007 15 316 320 49 2,013
Undeveloped 374 53 752 17 180 202 19 1,597
534 200 1,760 31 495 522 69 3,610
Equity-accounted entities (BP share)e f
At 1 January
Developed 336 3 2,433 198 2,970
Undeveloped 347 2 1,943 13 2,305
683 5 4,376 211 5,275
Changes attributable to
Revisions of previous estimates 1 (14) (1) 295 1 281
Improved recovery 27 27
Purchases of reserves-in-place 34 4,550 4,584
Discoveries and extensions 12 228 240
Production (27) (301) (85) (412)
Sales of reserves-in-place (85) (4,321) (4,406)
1 (53) (1) 451 (84) 314
At 31 Decemberg
Developed 316 2 2,970 120 3,407
Undeveloped 1 314 2 1,858 7 2,182
1 630 4 4,828 127 5,590
Total subsidiaries and equity-accounted entities (BP share)
At 1 January
Developed 228 153 1,127 352 309 2,433 466 45 5,113
Undeveloped 426 73 818 367 239 1,943 150 34 4,048
654 226 1,945 719 547 4,376 616 79 9,162
At 31 December
Developed 160 147 1,007 331 317 2,970 440 49 5,421
Undeveloped 374 53 752 1 331 182 1,858 209 19 3,779
534 200 1,760 1 661 499 4,828 649 69 9,200
a Crude oil includes condensate. Proved reserves exclude royalties due to others, whether payable in cash or in kind, where the royalty owner has a direct interest in the underlying production and the
option and ability to make lifting and sales arrangements independently.
b Because of rounding, some totals may not exactly agree with the sum of their counterparts.
c Proved reserves in the Prudhoe Bay field in Alaska include an estimated 72 million barrels upon which a net profits royalty will be payable over the life of the field under the terms of the BP Prudhoe
Bay Royalty Trust.
d Includes 8 million barrels of crude oil in respect of the 30% non-controlling interest in BP Trinidad and Tobago LLC.
e Volumes of equity-accounted entities include volumes of equity-accounted investments of those entities.
f Includes 23 million barrels of crude oil in respect of the 0.47% non-controlling interest in Rosneft.
g Total proved crude oil reserves held as part of our equity interest in Rosneft is 4,860 million barrels, comprising less than 1 million barrels in Vietnam and Canada, 32 million barrels in Venezuela and
4,827 million barrels in Russia.

180 BP Annual Report and Form 20-F 2014


Movements in estimated net proved reserves continued

million barrels
Natural gas liquidsa b 2013
Europe North South Africa Asia Australasia Total
America America
Rest of
Rest of North Rest of
UK Europe US America Russia Asia

Subsidiaries
At 1 January
Developed 14 17 316 6 6 7 366
Undeveloped 5 6 171 12 19 11 225
19 23 487 18 25 18 591
Changes attributable to
Revisions of previous estimates 1 (4) (30) 29 (4) (7) (15)
Improved recovery 1 19 20
Purchases of reserves-in-place
Discoveries and extensions 2 2
Productionc (1) (1) (24) (4) (1) (1) (33)
Sales of reserves-in-place (5) (10) (15)
(4) (5) (43) 25 (5) (8) (40)
At 31 Decemberd
Developed 9 16 290 14 4 8 342
Undeveloped 6 2 155 28 15 3 209
15 18 444 43 20 10 551
Equity-accounted entities (BP share)e

Financial statements
At 1 January
Developed 3 9 59 71
Undeveloped 4 9 19 32
7 18 78 103
Changes attributable to
Revisions of previous estimates (7) (2) 89 81
Improved recovery
Purchases of reserves-in-place 29 29
Discoveries and extensions
Production (2) (3)
Sales of reserves-in-place (78) (78)
(7) (2) 38 29
At 31 Decemberf
Developed 8 94 103
Undeveloped 8 21 29
16 115 131
Total subsidiaries and equity-accounted entities (BP share)
At 1 January
Developed 14 17 316 9 15 59 7 437
Undeveloped 5 6 171 16 27 19 11 257
19 23 487 25 43 78 18 693
At 31 December
Developed 9 16 290 14 13 94 8 444
Undeveloped 6 2 155 28 23 21 3 238
15 18 444 43 36 115 10 682
a Proved reserves exclude royalties due to others, whether payable in cash or in kind, where the royalty owner has a direct interest in the underlying production and the option and ability to make lifting
and sales arrangements independently.
b Because of rounding, some totals may not exactly agree with the sum of their counterparts.
c Excludes NGLs from processing plants in which an interest is held of 5,500 barrels per day.
d Includes 13 million barrels of NGL in respect of the 30% non-controlling interest in BP Trinidad and Tobago LLC.
e Volumes of equity-accounted entities include volumes of equity-accounted investments of those entities.
f Total proved NGL reserves held as part of our equity interest in Rosneft is 115 million barrels, comprising less than 1 million barrels in Venezuela, Vietnam and Canada, and 115 million barrels in Russia.

BP Annual Report and Form 20-F 2014 181


Movements in estimated net proved reserves continued

million barrels
Bitumena b 2013
Rest of
North
America Total

Subsidiaries
At 1 January
Developed
Undeveloped 195 195
195 195
Changes attributable to
Revisions of previous estimates (7) (7)
Improved recovery
Purchases of reserves-in-place
Discoveries and extensions
Production
Sales of reserves-in-place
(7) (7)
At 31 December
Developed
Undeveloped 188 188
188 188
a Proved reserves exclude royalties due to others, whether payable in cash or in kind, where the royalty owner has a direct interest in the underlying production and the option and ability to make lifting
and sales arrangements independently.
b Because of rounding, some totals may not exactly agree with the sum of their counterparts.

182 BP Annual Report and Form 20-F 2014


Movements in estimated net proved reserves continued

million barrels
Total liquidsa b 2013
Europe North South Africa Asia Australasia Total
America America
Rest of
Rest of North Rest of
UK Europe USc America Russia Asia

Subsidiaries
At 1 January
Developed 242 170 1,444 22 312 268 52 2,509
Undeveloped 431 79 989 195 32 255 137 45 2,164
673 249 2,433 195 54 567 405 96 4,673
Changes attributable to
Revisions of previous estimates (78) (19) (141) (7) 30 26 65 (12) (136)
Improved recovery 12 52 1 2 65 132
Purchases of reserves-in-place
Discoveries and extensions 3 39 3 45
Productiond (22) (13) (132) (11) (80) (52) (9) (319)
Sales of reserves-in-place (36) (12) (48)
(124) (31) (229) (7) 20 (52) 117 (18) (324)
At 31 Decembere
Developed 169 163 1,297 29 320 320 57 2,354
Undeveloped 380 55 907 188 46 195 202 22 1,994
549 217 2,204 188 74 515 523 78 4,348
Equity-accounted entities (BP share)f

Financial statements
At 1 January
Developed 339 12 2,492 198 3,041
Undeveloped 351 11 1,962 13 2,337
691 23 4,453 211 5,378
Changes attributable to
Revisions of previous estimates 1 (21) (3) 384 1 362
Improved recovery 27 27
Purchases of reserves-in-place 34 4,579 4,613
Discoveries and extensions 11 228 239
Production (27) (302) (85) (414)
Sales of reserves-in-place (85) (4,399) (4,485)
1 (61) (3) 490 (84) 343
At 31 Decemberg h
Developed 316 10 3,063 120 3,510
Undeveloped 1 314 10 1,879 7 2,210
1 630 20 4,943 127 5,721
Total subsidiaries and equity-accounted entities (BP share)
At 1 January
Developed 242 170 1,444 361 324 2,492 466 52 5,550
Undeveloped 431 79 989 195 384 266 1,962 150 45 4,501
673 249 2,433 195 745 590 4,453 616 96 10,051
At 31 December
Developed 169 163 1,297 345 331 3,063 440 57 5,865
Undeveloped 380 55 907 188 359 205 1,879 209 22 4,204
549 217 2,204 189 704 535 4,943 650 78 10,069
a Proved reserves exclude royalties due to others, whether payable in cash or in kind, where the royalty owner has a direct interest in the underlying production and the option and ability to make lifting
and sales arrangements independently.
b Because of rounding, some totals may not exactly agree with the sum of their counterparts.
c Proved reserves in the Prudhoe Bay field in Alaska include an estimated 72 million barrels upon which a net profits royalty will be payable, over the life of the field under the terms of the BP Prudhoe
Bay Royalty Trust.
d Excludes NGLs from processing plants in which an interest is held of 5,500 barrels per day.
e Also includes 21 million barrels in respect of the 30% non-controlling interest in BP Trinidad and Tobago LLC.
f Volumes of equity-accounted entities include volumes of equity-accounted investments of those entities.
g Includes 23 million barrels in respect of the non-controlling interest in Rosneft.
h Total proved liquid reserves held as part of our equity interest in Rosneft is 4,975 million barrels, comprising 1 million barrels in Canada, 32 million barrels in Venezuela, less than 1 million barrels in
Vietnam and 4,943 million barrels in Russia.

BP Annual Report and Form 20-F 2014 183


Movements in estimated net proved reserves continued

billion cubic feet


Natural gasa b 2013
Europe North South Africa Asia Australasia Total
America America
Rest of
Rest of North Rest of
UK Europe US America Russia Asia

Subsidiaries
At 1 January
Developed 1,038 340 8,245 4 3,588 1,139 926 3,282 18,562
Undeveloped 666 141 2,986 6,250 1,923 413 2,323 14,702
1,704 481 11,231 4 9,838 3,062 1,339 5,605 33,264
Changes attributable to
Revisions of previous estimates (62) (47) (1,166) 10 62 (138) 2,148 (140) 667
Improved recovery 49 630 144 28 94 945
Purchases of reserves-in-place 9 9
Discoveries and extensions 39 55 1,875 511 2,480
Productionc (66) (31) (635) (4) (819) (239) (199) (289) (2,282)
Sales of reserves-in-place (677) (152) (67) (896)
(747) (78) (1,284) 6 (613) (294) 3,851 82 923
At 31 Decemberd
Developed 643 364 7,122 10 3,109 961 1,519 3,932 17,660
Undeveloped 314 39 2,825 6,116 1,807 3,671 1,755 16,527
957 403 9,947 10 9,225 2,768 5,190 5,687 34,187
Equity-accounted entities (BP share)e
At 1 January
Developed 1,276 175 2,617 128 4,196
Undeveloped 904 164 1,759 18 2,845
2,180 339 4,376 146 7,041
Changes attributable to
Revisions of previous estimates 1 3 29 685 1 719
Improved recovery 64 3 67
Purchases of reserves-in-place 14 8,871 33 8,918
Discoveries and extensions 51 254 305
Productionc (163) (3) (292) (23) (481)
Sales of reserves-in-place (38) (4,669) (74) (4,781)
1 (69) 26 4,849 (60) 4,747
At 31 Decemberf g
Developed 1,364 230 4,171 72 5,837
Undeveloped 1 747 135 5,054 14 5,951
1 2,111 365 9,225 86 11,788
Total subsidiaries and equity-accounted entities (BP share)
At 1 January
Developed 1,038 340 8,245 4 4,864 1,314 2,617 1,054 3,282 22,758
Undeveloped 666 141 2,986 7,154 2,087 1,759 431 2,323 17,547
1,704 481 11,231 4 12,018 3,401 4,376 1,485 5,605 40,305
At 31 December
Developed 643 364 7,122 10 4,473 1,191 4,171 1,591 3,932 23,497
Undeveloped 314 39 2,825 1 6,863 1,942 5,054 3,685 1,755 22,478
957 403 9,947 11 11,336 3,133 9,225 5,276 5,687 45,975
a Proved reserves exclude royalties due to others, whether payable in cash or in kind, where the royalty owner has a direct interest in the underlying production and the option and ability to make lifting
and sales arrangements independently.
b Because of rounding, some totals may not exactly agree with the sum of their counterparts.
c Includes 180 billion cubic feet of natural gas consumed in operations, 149 billion cubic feet in subsidiaries, 31 billion cubic feet in equity-accounted entities.
d Includes 2,685 billion cubic feet of natural gas in respect of the 30% non-controlling interest in BP Trinidad and Tobago LLC.
e Volumes of equity-accounted entities include volumes of equity-accounted investments of those entities.
f Includes 41 billion cubic feet of natural gas in respect of the 0.44% non-controlling interest in Rosneft.
g Total proved gas reserves held as part of our equity interest in Rosneft is 9,271 billion cubic feet, comprising 1 billion cubic feet in Canada, 14 billion cubic feet in Venezuela, 31 billion cubic feet in
Vietnam and 9,225 billion cubic feet in Russia.

184 BP Annual Report and Form 20-F 2014


Movements in estimated net proved reserves continued

million barrels of oil equivalentc


Total hydrocarbonsa b 2013
Europe North South Africa Asia Australasia Total
America America
Rest of
Rest of North Rest of
UK Europe USd America Russia Asia

Subsidiaries
At 1 January
Developed 421 229 2,865 1 640 508 427 618 5,709
Undeveloped 546 103 1,504 195 1,110 587 209 445 4,699
967 332 4,369 196 1,750 1,095 636 1,063 10,408
Changes attributable to
Revisions of previous estimates (89) (27) (342) (5) 41 3 435 (36) (20)
Improved recovery 20 161 25 7 81 294
Purchases of reserves-in-place 2 2
Discoveries and extensions 10 9 363 91 473
Productione f (34) (18) (241) (1) (152) (121) (86) (59) (712)
Sales of reserves-in-place (152) (38) (12) (202)
(253) (45) (450) (6) (86) (102) 781 (4) (165)
At 31 Decemberg
Developed 280 225 2,525 2 564 486 582 735 5,399
Undeveloped 434 62 1,394 188 1,100 507 835 324 4,844
714 287 3,919 190 1,664 993 1,417 1,059 10,243
Equity-accounted entities (BP share)h

Financial statements
At 1 January
Developed 559 43 2,943 220 3,765
Undeveloped 508 39 2,265 15 2,827
1,067 82 5,208 235 6,592
Changes attributable to
Revisions of previous estimates 1 (20) 2 502 1 486
Improved recovery 38 1 39
Purchases of reserves-in-place 36 6,108 6 6,150
Discoveries and extensions 20 272 292
Productionf (55) (1) (353) (88) (497)
Sales of reserves-in-place (92) (5,204) (13) (5,309)
1 (73) 1 1,325 (93) 1,161
At 31 Decemberi j
Developed 552 50 3,782 133 4,517
Undeveloped 1 442 33 2,751 9 3,236
1 994 83 6,533 142 7,753
Total subsidiaries and equity-accounted entities (BP share)
At 1 January
Developed 421 229 2,865 1 1,199 551 2,943 647 618 9,474
Undeveloped 546 103 1,504 195 1,618 626 2,265 224 445 7,526
967 332 4,369 196 2,817 1,177 5,208 871 1,063 17,000
At 31 December
Developed 280 225 2,525 2 1,116 536 3,782 715 735 9,916
Undeveloped 434 62 1,394 189 1,542 540 2,751 844 324 8,080
714 287 3,919 191 2,658 1,076 6,533 1,559 1,059 17,996
a Proved reserves exclude royalties due to others, whether payable in cash or in kind, where the royalty owner has a direct interest in the underlying production and the option and ability to make lifting
and sales arrangements independently.
b Because of rounding, some totals may not exactly agree with the sum of their counterparts.
c 5.8 billion cubic feet of natural gas = 1 million barrels of oil equivalent.
d Proved reserves in the Prudhoe Bay field in Alaska include an estimated 72 million barrels of oil equivalent upon which a net profits royalty will be payable, over the life of the field under the terms of
the BP Prudhoe Bay Royalty Trust.
e Excludes NGLs from processing plants in which an interest is held of 5,500 barrels of oil equivalent per day.
f Includes 31 million barrels of oil equivalent of natural gas consumed in operations, 26 million barrels of oil equivalent in subsidiaries, 5 million barrels of oil equivalent in equity-accounted entities.
g Includes 484 million barrels of oil equivalent in respect of the 30% non-controlling interest in BP Trinidad and Tobago LLC.
h Volumes of equity-accounted entities include volumes of equity-accounted investments of those entities.
i Includes 30 million barrels of oil equivalent in respect of the non-controlling interest in Rosneft.
j Total proved reserves held as part of our equity interest in Rosneft is 6,574 million barrels of oil equivalent, comprising 1 million barrels of oil equivalent in Canada, 34 million barrels of oil equivalent in
Venezuela, 5 million barrels of oil equivalent in Vietnam and 6,533 million barrels of oil equivalent in Russia.

BP Annual Report and Form 20-F 2014 185


Movements in estimated net proved reserves continued

million barrels
Crude oila b 2012
Europe North South Africa Asia Australasia Total
America America
Rest of
Rest of North Rest of
UK Europe USc America Russia Asia

Subsidiaries
At 1 January
Developed 276 66 1,337 23 304 176 50 2,233
Undeveloped 436 208 1,021 30 294 279 36 2,304
712 274 2,357 53 598 455 86 4,537
Changes attributable to
Revisions of previous estimates (30) (23) (288) (11) (1) (2) (354)
Improved recovery 3 77 13 2 95
Purchases of reserves-in-place 4 4 8
Discoveries and extensions 1 10 2 12
Production (30) (8) (115) (6) (70) (51) (8) (287)
Sales of reserves-in-place (6) (18) (101) (124)
(59) (48) (412) (17) (56) (51) (8) (650)
At 31 Decemberd e
Developed 228 153 1,127 16 306 268 45 2,143
Undeveloped 426 73 818 20 236 137 34 1,743
654 226 1,945 36 542 405 79 3,886
Equity-accounted entities (BP share)f
At 1 January
Developed 345 2,596 256 3,197
Undeveloped 344 3 1,613 58 2,018
689 3 4,209 314 5,215
Changes attributable to
Revisions of previous estimates (2) 3 377 (23) 355
Improved recovery 24 47 71
Purchases of reserves-in-place
Discoveries and extensions 67 67
Production (29) (309) (80) (418)
Sales of reserves-in-place (15) (15)
(7) 3 167 (103) 60
At 31 Decemberg h i
Developed 336 3 2,433 198 2,970
Undeveloped 347 2 1,943 13 2,305
683 5 4,376 211 5,275
Total subsidiaries and equity-accounted entities (BP share)
At 1 January
Developed 276 66 1,337 368 304 2,596 432 50 5,430
Undeveloped 436 208 1,021 375 297 1,613 337 36 4,322
712 274 2,357 743 601 4,209 769 86 9,752
At 31 December
Developed 228 153 1,127 352 309 2,433 466 45 5,113
Undeveloped 426 73 818 367 239 1,943 150 34 4,048
654 226 1,945 719 547 4,376 616 79 9,162
a Crude oil includes condensate. Proved reserves exclude royalties due to others, whether payable in cash or in kind, where the royalty owner has a direct interest in the underlying production and the
option and ability to make lifting and sales arrangements independently.
b Because of rounding, some totals may not exactly agree with the sum of their counterparts.
c Proved reserves in the Prudhoe Bay field in Alaska include an estimated 76 million barrels upon which a net profits royalty will be payable over the life of the field under the terms of the BP Prudhoe
Bay Royalty Trust.
d Includes 9 million barrels of crude oil in respect of the 30% non-controlling interest in BP Trinidad and Tobago LLC.
e Includes assets held for sale of 39 million barrels.
f Volumes of equity-accounted entities include volumes of equity-accounted investments of those entities.
g Includes 328 million barrels of crude oil in respect of the 7.35% non-controlling interest in TNK-BP.
h Total proved crude oil reserves held as part of our equity interest in TNK-BP is 4,463 million barrels, comprising 87 million barrels in Venezuela and 4,376 million barrels in Russia.
i Includes assets held for sale of 4,463 million barrels.

186 BP Annual Report and Form 20-F 2014


Movements in estimated net proved reserves continued

million barrels
Natural gas liquidsa b 2012
Europe North South Africa Asia Australasia Total
America America
Rest of
Rest of North Rest of
UK Europe US America Russia Asia

Subsidiaries
At 1 January
Developed 12 3 348 4 7 1 9 383
Undeveloped 9 22 152 18 21 11 233
21 25 501 22 28 1 20 616
Changes attributable to
Revisions of previous estimates (2) 8 5
Improved recovery 63 63
Purchases of reserves-in-place 17 17
Discoveries and extensions 13 14
Productionc (1) (27) (4) (3) (1) (37)
Sales of reserves-in-place (87) (88)
(1) (2) (14) (4) (3) (1) (26)
At 31 Decemberd
Developed 14 17 316 6 6 7 366
Undeveloped 5 6 171 12 19 11 225
19 23 487 18 25 18 591
Equity-accounted entities (BP share)e

Financial statements
At 1 January
Developed 4 4
Undeveloped 4 11 15
8 11 19
Changes attributable to
Revisions of previous estimates 6 85 91
Improved recovery
Purchases of reserves-in-place
Discoveries and extensions
Production (7) (7)
Sales of reserves-in-place
6 78 84
At 31 Decemberf g
Developed 3 9 59 71
Undeveloped 4 9 19 32
7 18 78 103
Total subsidiaries and equity-accounted entities (BP share)
At 1 January
Developed 12 3 348 8 7 1 9 387
Undeveloped 9 22 152 21 32 11 248
21 25 501 29 39 1 20 635
At 31 December
Developed 14 17 316 9 15 59 7 437
Undeveloped 5 6 171 16 27 19 11 257
19 23 487 25 43 78 18 693
a Proved reserves exclude royalties due to others, whether payable in cash or in kind, where the royalty owner has a direct interest in the underlying production and the option and ability to make lifting
and sales arrangements independently.
b Because of rounding, some totals may not exactly agree with the sum of their counterparts.
c Excludes NGLs from processing plants in which an interest is held of 13,500 barrels per day.
d Includes 5 million barrels of NGL in respect of the 30% non-controlling interest in BP Trinidad and Tobago LLC.
e Volumes of equity-accounted entities include volumes of equity-accounted investments of those entities.
f Total proved NGL reserves held as part of our equity interest in TNK-BP is 78 million barrels, all in Russia.
g Includes assets held for sale of 78 million barrels.

BP Annual Report and Form 20-F 2014 187


Movements in estimated net proved reserves continued

million barrels
Bitumena b 2012
Rest of
North
America Total

Subsidiaries
At 1 January
Developed
Undeveloped 178 178
178 178
Changes attributable to
Revisions of previous estimates 17 17
Improved recovery
Purchases of reserves-in-place
Discoveries and extensions
Production
Sales of reserves-in-place
17 17
At 31 December
Developed
Undeveloped 195 195
195 195
a Proved reserves exclude royalties due to others, whether payable in cash or in kind, where the royalty owner has a direct interest in the underlying production and the option and ability to make lifting
and sales arrangements independently.
b Because of rounding, some totals may not exactly agree with the sum of their counterparts.

188 BP Annual Report and Form 20-F 2014


Movements in estimated net proved reserves continued

million barrels
Total liquidsa b 2012
Europe North South Africa Asia Australasia Total
America America
Rest of
Rest of North Rest of
UK Europe USc America Russia Asia

Subsidiaries
At 1 January
Developed 287 69 1,686 27 311 177 59 2,617
Undeveloped 445 230 1,173 178 48 314 279 47 2,714
733 299 2,859 178 75 625 456 106 5,331
Changes attributable to
Revisions of previous estimates (29) (25) (280) 18 (11) (1) (2) (331)
Improved recovery 3 140 13 2 158
Purchases of reserves-in-place 4 21 24
Discoveries and extensions 1 23 2 26
Productiond (31) (8) (141) (10) (72) (51) (9) (324)
Sales of reserves-in-place (6) (18) (188) (212)
(59) (51) (425) 18 (21) (59) (51) (10) (658)
At 31 Decembere f
Developed 242 170 1,444 22 312 268 52 2,509
Undeveloped 431 79 989 195 32 255 137 45 2,164
673 249 2,433 195 54 567 405 96 4,673
Equity-accounted entities (BP share)g

Financial statements
At 1 January
Developed 349 2,595 256 3,201
Undeveloped 348 14 1,614 58 2,034
697 14 4,209 314 5,234
Changes attributable to
Revisions of previous estimates (2) 9 462 (24) 445
Improved recovery 24 47 71
Purchases of reserves-in-place
Discoveries and extensions 67 67
Production (29) (316) (80) (425)
Sales of reserves-in-place (15) (15)
(7) 9 244 (103) 144
At 31 Decemberh i j
Developed 339 12 2,492 198 3,041
Undeveloped 351 11 1,962 13 2,337
691 23 4,453 211 5,378
Total subsidiaries and equity-accounted entities (BP share)
At 1 January
Developed 287 69 1,686 376 311 2,595 433 59 5,817
Undeveloped 445 230 1,173 178 396 328 1,614 337 47 4,748
733 299 2,859 178 772 640 4,209 770 106 10,565
At 31 December
Developed 242 170 1,444 361 324 2,492 466 52 5,550
Undeveloped 431 79 989 195 384 266 1,962 150 45 4,501
673 249 2,433 195 745 590 4,453 616 96 10,051
a Proved reserves exclude royalties due to others, whether payable in cash or in kind, where the royalty owner has a direct interest in the underlying production and the option and ability to make lifting
and sales arrangements independently.
b Because of rounding, some totals may not exactly agree with the sum of their counterparts.
c Proved reserves in the Prudhoe Bay field in Alaska include an estimated 76 million barrels of oil equivalent upon which a net profits royalty will be payable, over the life of the field under the terms of
the BP Prudhoe Bay Royalty Trust.
d Excludes NGLs from processing plants in which an interest is held of 13,500 barrels of oil equivalent per day.
e Also includes 14 million barrels of oil equivalent in respect of the 30% non-controlling interest in BP Trinidad and Tobago LLC.
f Includes assets held for sale of 4,540 million barrels.
g Volumes of equity-accounted entities include volumes of equity-accounted investments of those entities.
h Includes 328 million barrels in respect of the non-controlling interest in TNK-BP.
i Total proved liquid reserves held as part of our equity interest in TNK-BP is 4,540 million barrels, comprising 87 million barrels in Venezuela and 4,454 million barrels in Russia.
j Includes assets held for sale of 39 million barrels.

BP Annual Report and Form 20-F 2014 189


Movements in estimated net proved reserves continued

billion cubic feet


Natural gasa b 2012
Europe North South Africa Asia Australasia Total
America America
Rest of
Rest of North Rest of
UK Europe US America Russia Asia

Subsidiaries
At 1 January
Developed 1,411 43 9,721 28 2,869 1,224 1,034 3,570 19,900
Undeveloped 909 450 3,831 6,529 2,033 364 2,365 16,481
2,320 493 13,552 28 9,398 3,257 1,398 5,935 36,381
Changes attributable to
Revisions of previous estimates (18) (13) (1,853) (19) (116) (14) 38 (41) (2,036)
Improved recovery 95 885 756 69 156 1,961
Purchases of reserves-in-place 17 (1) 232 248
Discoveries and extensions 7 225 598 1 831
Productionc (164) (5) (661) (5) (775) (251) (253) (289) (2,403)
Sales of reserves-in-place (546) (1,149) (23) (1,718)
(616) (12) (2,321) (24) 440 (195) (59) (330) (3,117)
At 31 Decemberd e
Developed 1,038 340 8,245 4 3,588 1,139 926 3,282 18,562
Undeveloped 666 141 2,986 6,250 1,923 413 2,323 14,702
1,704 481 11,231 4 9,838 3,062 1,339 5,605 33,264
Equity-accounted entities (BP share)f
At 1 January
Developed 1,144 2,119 104 3,367
Undeveloped 1,006 195 659 51 1,911
2,150 195 2,778 155 5,278
Changes attributable to
Revisions of previous estimates 86 144 569 25 824
Improved recovery 110 1 111
Purchases of reserves-in-place
Discoveries and extensions 3 1,310 1,313
Productionc (169) (280) (35) (484)
Sales of reserves-in-place (1) (1)
30 144 1,598 (9) 1,763
At 31 Decemberg h i
Developed 1,276 175 2,617 128 4,196
Undeveloped 904 164 1,759 18 2,845
2,180 339 4,376 146 7,041
Total subsidiaries and equity-accounted entities (BP share)
At 1 January
Developed 1,411 43 9,721 28 4,013 1,224 2,119 1,138 3,570 23,267
Undeveloped 909 450 3,831 7,535 2,228 659 415 2,365 18,392
2,320 493 13,552 28 11,548 3,452 2,778 1,553 5,935 41,659
At 31 December
Developed 1,038 340 8,245 4 4,864 1,314 2,617 1,054 3,282 22,758
Undeveloped 666 141 2,986 7,154 2,087 1,759 431 2,323 17,547
1,704 481 11,231 4 12,018 3,401 4,376 1,485 5,605 40,305
a Proved reserves exclude royalties due to others, whether payable in cash or in kind, where the royalty owner has a direct interest in the underlying production and the option and ability to make lifting
and sales arrangements independently.
b Because of rounding, some totals may not exactly agree with the sum of their counterparts.
c Includes 190 billion cubic feet of natural gas consumed in operations, 145 billion cubic feet in subsidiaries, 45 billion cubic feet in equity-accounted entities and excludes 9 billion cubic feet of produced
non-hydrocarbon components that meet regulatory requirements for sales.
d Includes 2,890 billion cubic feet of natural gas in respect of the 30% non-controlling interest in BP Trinidad and Tobago LLC.
e Includes assets held for sale of 590 billion cubic feet.
f Volumes of equity-accounted entities include volumes of equity-accounted investments of those entities.
g Includes 270 billion cubic feet of natural gas in respect of the 6.17% non-controlling interest in TNK-BP.
h Total proved gas reserves held as part of our equity interest in TNK-BP is 4,492 billion cubic feet, comprising 38 billion cubic feet in Venezuela, 78 billion cubic feet in Vietnam and 4,376 billion cubic feet
in Russia.
i Includes assets held for sale of 4,492 billion cubic feet.

190 BP Annual Report and Form 20-F 2014


Movements in estimated net proved reserves continued

million barrels of oil equivalentc


Total hydrocarbonsa b 2012
Europe North South Africa Asia Australasia
America America Total
Rest of
Rest of North Rest of
UK Europe USd America Russia Asia

Subsidiaries
At 1 January
Developed 531 76 3,362 5 522 522 355 675 6,048
Undeveloped 602 308 1,833 178 1,173 665 342 455 5,556
1,133 384 5,195 183 1,695 1,187 697 1,130 11,604
Changes attributable to
Revisions of previous estimates (33) (27) (600) 14 (31) (3) 5 (8) (683)
Improved recovery 19 293 130 25 29 496
Purchases of reserves-in-place 7 61 68
Discoveries and extensions 2 62 103 2 169
Productione f (59) (9) (256) (1) (143) (116) (95) (59) (738)
Sales of reserves-in-place (100) (18) (386) (4) (508)
(166) (52) (826) 13 55 (92) (61) (67) (1,196)
At 31 Decemberg h
Developed 421 229 2,865 1 640 508 427 618 5,709
Undeveloped 546 103 1,504 195 1,110 587 209 445 4,699
967 332 4,369 196 1,750 1,095 636 1,063 10,408
Equity-accounted entities (BP share)i

Financial statements
At 1 January
Developed 546 2,961 274 3,781
Undeveloped 522 48 1,727 66 2,363
1,068 48 4,688 340 6,144
Changes attributable to
Revisions of previous estimates 13 34 560 (19) 588
Improved recovery 43 47 90
Purchases of reserves-in-place
Discoveries and extensions 1 292 293
Productione f (58) (364) (86) (508)
Sales of reserves-in-place (15) (15)
(1) 34 520 (105) 448
At 31 Decemberj k l
Developed 559 43 2,943 220 3,765
Undeveloped 508 39 2,265 15 2,827
1,067 82 5,208 235 6,592
Total subsidiaries and equity-accounted entities (BP share)
At 1 January
Developed 531 76 3,362 5 1,068 522 2,961 629 675 9,829
Undeveloped 602 308 1,833 178 1,695 713 1,727 408 455 7,919
1,133 384 5,195 183 2,763 1,235 4,688 1,037 1,130 17,748
At 31 December
Developed 421 229 2,865 1 1,199 551 2,943 647 618 9,474
Undeveloped 546 103 1,504 195 1,618 626 2,265 224 445 7,526
967 332 4,369 196 2,817 1,177 5,208 871 1,063 17,000
a Proved reserves exclude royalties due to others, whether payable in cash or in kind, where the royalty owner has a direct interest in the underlying production and the option and ability to make lifting
and sales arrangements independently.
b Because of rounding, some totals may not exactly agree with the sum of their counterparts.
c 5.8 billion cubic feet of natural gas = 1 million barrels of oil equivalent.
d Proved reserves in the Prudhoe Bay field in Alaska include an estimated 76 million barrels of oil equivalent upon which a net profits royalty will be payable, over the life of the field under the terms of
the BP Prudhoe Bay Royalty Trust.
e Excludes NGLs from processing plants in which an interest is held of 13,500 barrels of oil equivalent per day.
f Includes 33 million barrels of oil equivalent of natural gas consumed in operations, 25 million barrels of oil equivalent in subsidiaries, 8 million barrels of oil equivalent in equity-accounted entities and
excludes 2 million barrels of oil equivalent of produced non-hydrocarbon components that meet regulatory requirements for sales.
g Includes 591 million barrels of NGLs. Also includes 512 million barrels of oil equivalent in respect of the 30% non-controlling interest in BP Trinidad and Tobago LLC.
h Includes assets held for sale of 140 million barrels of oil equivalent.
i Volumes of equity-accounted entities include volumes of equity-accounted investments of those entities.
j Includes 103 million barrels of NGLs. Also includes 374 million barrels of oil equivalent in respect of the non-controlling interest in TNK-BP.
k Total proved reserves held as part of our equity interest in TNK-BP is 5,315 million barrels of oil equivalent, comprising 93 million barrels of oil equivalent in Venezuela, 14 million barrels of oil equivalent
in Vietnam and 5,208 million barrels of oil equivalent in Russia.
l Includes assets held for sale of 5,315 million barrels of oil equivalent.

BP Annual Report and Form 20-F 2014 191


Standardized measure of discounted future net cash flows and changes therein relating to proved oil and gas reserves
The following tables set out the standardized measure of discounted future net cash flows, and changes therein, relating to crude oil and natural gas
production from the groups estimated proved reserves. This information is prepared in compliance with FASB Oil and Gas Disclosures requirements.
Future net cash flows have been prepared on the basis of certain assumptions which may or may not be realized. These include the timing of future
production, the estimation of crude oil and natural gas reserves and the application of average crude oil and natural gas prices and exchange rates from
the previous 12 months. Furthermore, both proved reserves estimates and production forecasts are subject to revision as further technical information
becomes available and economic conditions change. BP cautions against relying on the information presented because of the highly arbitrary nature of
the assumptions on which it is based and its lack of comparability with the historical cost information presented in the financial statements.
$ million
2014
Europe North South Africa Asia Australasia Total
America America
Rest of
Rest of North Rest of
UK Europe US America Russia Asia

At 31 December
Subsidiaries
Future cash inflowsa 54,400 14,900 216,600 11,000 35,300 55,800 90,300 54,800 533,100
Future production costb 21,400 8,100 90,500 4,800 11,300 15,600 41,500 17,600 210,800
Future development costb 7,300 1,400 24,500 1,600 8,000 9,600 23,000 5,700 81,100
Future taxationc 16,400 3,000 32,900 700 8,400 10,100 5,100 9,400 86,000
Future net cash flows 9,300 2,400 68,700 3,900 7,600 20,500 20,700 22,100 155,200
10% annual discountd 4,700 700 33,100 2,500 3,100 7,800 11,000 11,800 74,700
Standardized measure of discounted
future net cash flowse 4,600 1,700 35,600 1,400 4,500 12,700 9,700 10,300 80,500
Equity-accounted entities (BP share)f
Future cash inflowsa 47,300 349,200 10,200 406,700
Future production costb 22,300 200,000 7,800 230,100
Future development costb 5,700 17,400 2,100 25,200
Future taxationc 6,700 24,200 100 31,000
Future net cash flows 12,600 107,600 200 120,400
10% annual discountd 8,000 65,500 73,500
Standardized measure of discounted
future net cash flowsg h 4,600 42,100 200 46,900
Total subsidiaries and equity-accounted entities
Standardized measure of
discounted future net cash flows 4,600 1,700 35,600 1,400 9,100 12,700 42,100 9,900 10,300 127,400

The following are the principal sources of change in the standardized measure of discounted future net cash flows:
$ million
Total subsidiaries and
Equity-accounted equity-accounted
Subsidiaries entities (BP share) entities

Sales and transfers of oil and gas produced, net of production costs (30,500) (6,900) (37,400)
Development costs for the current year as estimated in previous year 15,700 3,600 19,300
Extensions, discoveries and improved recovery, less related costs 1,900 1,500 3,400
Net changes in prices and production cost (17,000) 10,500 (6,500)
Revisions of previous reserves estimates 1,200 2,000 3,200
Net change in taxation 17,300 (4,900) 12,400
Future development costs (4,500) (400) (4,900)
Net change in purchase and sales of reserves-in-place (700) (700)
Addition of 10% annual discount 8,800 3,800 12,600
Total change in the standardized measure during the yeari (7,800) 9,200 1,400
a The marker prices used were Brent $101.27/bbl, Henry Hub $4.31/mmBtu.
b Production costs, which include production taxes, and development costs relating to future production of proved reserves are based on the continuation of existing economic conditions. Future
decommissioning costs are included.
c Taxation is computed using appropriate year-end statutory corporate income tax rates.
d Future net cash flows from oil and natural gas production are discounted at 10% regardless of the group assessment of the risk associated with its producing activities.
e Non-controlling interests in BP Trinidad and Tobago LLC amounted to $1,400 million.
f The standardized measure of discounted future net cash flows of equity-accounted entities includes standardized measure of discounted future net cash flows of equity-accounted investments of

those entities.
g Non-controlling interests in Rosneft amounted to $100 million in Russia.
h No equity-accounted future cash flows in Africa because proved reserves are received as a result of contractual arrangements, with no associated costs.
i Total change in the standardized measure during the year includes the effect of exchange rate movements. Exchange rate effects arising from the translation of our share of Rosneft changes to

US dollars are included within Net changes in prices and production cost.

192 BP Annual Report and Form 20-F 2014


Standardized measure of discounted future net cash flows and changes therein relating to proved oil and gas reserves continued

$ million
2013
Europe North South Africa Asia Australasia Total
America America
Rest of
Rest of North Rest of
UK Europe US America Russia Asia

At 31 December
Subsidiaries
Future cash inflowsa 66,200 26,300 234,500 9,400 40,000 67,500 89,000 57,600 590,500
Future production costb 21,900 11,200 99,000 4,600 11,600 17,800 35,000 20,000 221,100
Future development costb 6,500 2,000 27,700 2,000 7,600 10,900 23,700 6,900 87,300
Future taxationc 23,900 8,000 37,000 400 11,100 14,300 6,200 8,100 109,000
Future net cash flows 13,900 5,100 70,800 2,400 9,700 24,500 24,100 22,600 173,100
10% annual discountd 6,800 2,200 34,300 1,900 4,200 9,300 13,300 12,800 84,800
Standardized measure of discounted
future net cash flowse 7,100 2,900 36,500 500 5,500 15,200 10,800 9,800 88,300
Equity-accounted entities (BP share)f
Future cash inflowsa 45,800 255,600 14,300 315,700
Future production costb 22,500 139,000 11,800 173,300
Future development costb 6,000 19,700 2,100 27,800
Future taxationc 5,900 15,200 100 21,200
Future net cash flows 11,400 81,700 300 93,400
10% annual discountd 6,900 48,700 100 55,700
Standardized measure of discounted

Financial statements
future net cash flowsg h 4,500 33,000 200 37,700
Total subsidiaries and equity-accounted entities
Standardized measure of discounted
future net cash flows 7,100 2,900 36,500 500 10,000 15,200 33,000 11,000 9,800 126,000

The following are the principal sources of change in the standardized measure of discounted future net cash flows:
$ million
Total subsidiaries and
Equity-accounted equity-accounted
Subsidiaries entities (BP share) entities

Sales and transfers of oil and gas produced, net of production costs (30,600) (7,900) (38,500)
Development costs for the current year as estimated in previous year 14,000 3,200 17,200
Extensions, discoveries and improved recovery, less related costs 1,900 2,000 3,900
Net changes in prices and production cost (1,800) (100) (1,900)
Revisions of previous reserves estimates (3,100) (400) (3,500)
Net change in taxation 12,900 3,400 16,300
Future development costs (4,100) (2,100) (6,200)
Net change in purchase and sales of reserves-in-place (3,500) 9,000 5,500
Addition of 10% annual discount 9,300 2,800 12,100
Total change in the standardized measure during the yeari (5,000) 9,900 4,900
a The marker prices used were Brent $108.02/bbl, Henry Hub $3.66/mmBtu.
b Production costs, which include production taxes, and development costs relating to future production of proved reserves are based on the continuation of existing economic conditions. Future
decommissioning costs are included.
c Taxation is computed using appropriate year-end statutory corporate income tax rates.
d Future net cash flows from oil and natural gas production are discounted at 10% regardless of the group assessment of the risk associated with its producing activities.
e Non-controlling interests in BP Trinidad and Tobago LLC amounted to $1,700 million.
f The standardized measure of discounted future net cash flows of equity-accounted entities includes standardized measure of discounted future net cash flows of equity-accounted investments of

those entities.
g Non-controlling interests in Rosneft amounted to $200 million in Russia.
h No equity-accounted future cash flows in Africa because proved reserves are received as a result of contractual arrangements, with no associated costs.
i Total change in the standardized measure during the year includes the effect of exchange rate movements.

BP Annual Report and Form 20-F 2014 193


Standardized measure of discounted future net cash flows and changes therein relating to proved oil and gas reserves continued

$ million
2012
Europe North South Africa Asia Australasia Total
America America
Rest of
Rest of North Rest of
UK Europe US America Russia Asia

At 31 December
Subsidiaries
Future cash inflowsa 88,000 30,800 261,100 9,500 30,400 75,800 54,200 54,300 604,100
Future production costb 24,600 10,400 117,000 4,600 10,700 17,200 14,000 19,000 217,500
Future development costb 7,400 2,400 29,600 2,400 7,700 13,000 10,900 3,700 77,100
Future taxationc 35,200 11,700 40,700 400 6,300 17,500 6,900 8,400 127,100
Future net cash flows 20,800 6,300 73,800 2,100 5,700 28,100 22,400 23,200 182,400
10% annual discountd 10,900 2,400 40,100 2,000 2,700 10,900 8,300 11,800 89,100
Standardized measure of discounted
future net cash flowse 9,900 3,900 33,700 100 3,000 17,200 14,100 11,400 93,300
Equity-accounted entities (BP share)f
Future cash inflowsa 49,400 203,600 24,400 277,400
Future production costb 24,800 133,400 21,000 179,200
Future development costb 5,500 16,600 1,900 24,000
Future taxationc 6,600 10,100 200 16,900
Future net cash flows 12,500 43,500 1,300 57,300
10% annual discountd 7,600 21,600 300 29,500
Standardized measure of discounted
future net cash flowsg h 4,900 21,900 1,000 27,800
Total subsidiaries and equity-accounted entities
Standardized measure of discounted
future net cash flowsi 9,900 3,900 33,700 100 7,900 17,200 21,900 15,100 11,400 121,100

The following are the principal sources of change in the standardized measure of discounted future net cash flows:
$ million
Total subsidiaries and
Equity-accounted equity-accounted
Subsidiaries entities (BP share) entities

Sales and transfers of oil and gas produced, net of production costs (34,600) (8,300) (42,900)
Development costs for the current year as estimated in previous year 14,400 3,100 17,500
Extensions, discoveries and improved recovery, less related costs 8,000 1,200 9,200
Net changes in prices and production cost (15,300) 2,900 (12,400)
Revisions of previous reserves estimates (16,000) (1,000) (17,000)
Net change in taxation 23,200 300 23,500
Future development costs (7,700) (500) (8,200)
Net change in purchase and sales of reserves-in-place (6,800) (100) (6,900)
Addition of 10% annual discount 11,600 2,800 14,400
Total change in the standardized measure during the yearj (23,200) 400 (22,800)
a The marker prices used were Brent $111.13/bbl, Henry Hub $2.75/mmBtu.
b Production costs, which include production taxes, and development costs relating to future production of proved reserves are based on the continuation of existing economic conditions. Future
decommissioning costs are included.
c Taxation is computed using appropriate year-end statutory corporate income tax rates.
d Future net cash flows from oil and natural gas production are discounted at 10% regardless of the group assessment of the risk associated with its producing activities.
e Non-controlling interests in BP Trinidad and Tobago LLC amounted to $900 million.
f The standardized measure of discounted future net cash flows of equity-accounted entities includes standardized measure of discounted future net cash flows of equity-accounted investments of

those entities.
g Non-controlling interests in TNK-BP amounted to $1,600 million in Russia.
h No equity-accounted future cash flows in Africa because proved reserves are received as a result of contractual arrangements, with no associated costs.
i Includes future net cash flows for assets held for sale at 31 December 2012.
j Total change in the standardized measure during the year includes the effect of exchange rate movements.

194 BP Annual Report and Form 20-F 2014


Operational and statistical information
The following tables present operational and statistical information related to production, drilling, productive wells and acreage. Figures include
amounts attributable to assets held for sale.
Crude oil and natural gas production
The following table shows crude oil, natural gas liquids and natural gas production for the years ended 31 December 2014, 2013 and 2012.
Production for the yeara b
Europe North South Africa Asia Australasia Total
America America
Rest of
Rest of North Rest of
UK Europe US America Russiac Asia

Subsidiaries
Crude oild thousand barrels per day

2014 46 41 347 13 222 156 19 844


2013 58 31 305 17 217 141 21 789
2012 81 22 327 16 191 137 22 795
Natural gas liquids thousand barrels per day

2014 2 5 63 12 5 3 91
2013 3 4 58 12 3 1 4 86
2012 5 1 64 1 13 7 2 4 96
Natural gase million cubic feet per day

2014 71 102 1,519 10 2,147 513 408 814 5,585


2013 157 80 1,539 11 2,221 561 490 784 5,845
2012 414 8 1,651 13 2,097 590 633 787 6,193
Equity-accounted entities (BP share)
Crude oild thousand barrels per day

Financial statements
2014 65 816 98 979
2013 62 826 232 1,120
2012 64 857 217 1,137
Natural gas liquids thousand barrels per day

2014 3 4 5 12
2013 3 5 11 19
2012 3 5 20 27
Natural gase million cubic feet per day

2014 402 1,084 28 1,515


2013 384 801 30 1,216
2012 390 785 26 1,200
a Production excludes royalties due to others, whether payable in cash or in kind, where the royalty owner has a direct interest in the underlying production and the option and ability to make lifting and
sales arrangements independently.
b Because of rounding, some totals may not exactly agree with the sum of their component parts.
c Amounts reported for Russia include BPs share of Rosneft (2014, 2013), and TNK-BP (2012) worldwide activities, including insignificant amounts outside Russia.
d Crude oil includes condensate.
e Natural gas production excludes gas consumed in operations.
Productive oil and gas wells and acreage
The following tables show the number of gross and net productive oil and natural gas wells and total gross and net developed and undeveloped oil and
natural gas acreage in which the group and its equity-accounted entities had interests as at 31 December 2014. A gross well or acre is one in which a
whole or fractional working interest is owned, while the number of net wells or acres is the sum of the whole or fractional working interests in gross
wells or acres. Productive wells are producing wells and wells capable of production. Developed acreage is the acreage within the boundary of a field,
on which development wells have been drilled, which could produce the reserves; while undeveloped acres are those on which wells have not been
drilled or completed to a point that would permit the production of commercial quantities, whether or not such acres contain proved reserves.
Europe North South Africa Asia Australasia Total
America America
Rest of
Rest of North Rest of
UK Europe US America Russiaa Asia

Number of productive wells at 31 December 2014


Oil wellsb gross 116 65 2,407 119 4,752 634 44,548 936 12 53,589
net 71 26 823 31 2,620 446 8,798 302 2 13,119
Gas wellsc gross 67 6 22,676 363 728 139 383 833 61 25,256
net 28 1 9,339 180 262 53 76 314 13 10,266
Oil and natural gas acreage at 31 December 2014 Thousands of acres
Developed gross 131 39 6,355 232 1,365 637 4,581 837 194 14,371
net 73 16 3,285 110 407 223 865 259 36 5,274
Undevelopedd gross 1,208 1,754 7,378 9,702 28,183 33,833 378,899 6,988 20,050 487,995
net 755 648 5,365 5,564 11,593 21,799 74,009 2,302 10,755 132,790
a Based on information received from Rosneft as at 31 December 2014.
b Includes approximately 11,271 gross (2,237 net) multiple completion wells (more than one formation producing into the same well bore).
c Includes approximately 3,239 gross (1,482 net) multiple completion wells. If one of the multiple completions in a well is an oil completion, the well is classified as an oil well.
d Undeveloped acreage includes leases and concessions.

BP Annual Report and Form 20-F 2014 195


Operational and statistical information continued
Net oil and gas wells completed or abandoned
The following table shows the number of net productive and dry exploratory and development oil and natural gas wells completed or abandoned in
the years indicated by the group and its equity-accounted entities. Productive wells include wells in which hydrocarbons were encountered and the
drilling or completion of which, in the case of exploratory wells, has been suspended pending further drilling or evaluation. A dry well is one found to
be incapable of producing hydrocarbons in sufficient quantities to justify completion.
Europe North South Africa Asia Australasia Total
America America
Rest of
Rest of North Rest of
UK Europe US America Russia Asia

2014
Exploratory
Productive 2.9 5.3 3.7 0.7 5.3 0.6 18.5
Dry 0.5 7.9 1.4 1.6 1.4 0.2 13.0
Development
Productive 3.1 1.8 294.1 1.5 100.5 13.8 76.2 46.3 537.3
Dry 0.8 0.1 3.9 1.0 0.4 0.4 6.6
2013
Exploratory
Productive 1.0 12.7 4.5 1.5 4.0 3.5 27.2
Dry 1.1 1.4 0.6 0.9 0.5 4.5
Development
Productive 1.0 1.2 285.7 94.6 12.6 395.0 58.0 0.2 848.3
Dry 0.2 0.4 2.7 0.2 0.7 0.4 4.6
2012
Exploratory
Productive 0.3 17.1 5.8 2.3 14.7 40.2
Dry 0.2 0.6 1.0 0.5 5.0 7.3
Development
Productive 1.6 317.8 78.9 17.7 552.5 43.1 1,011.6
Dry 1.0 9.5 10.5

Drilling and production activities in progress


The following table shows the number of exploratory and development oil and natural gas wells in the process of being drilled by the group and its
equity-accounted entities as of 31 December 2014. Suspended development wells and long-term suspended exploratory wells are also included in the
table.
Europe North South Africa Asia Australasia Total
America America
Rest of
Rest of North Rest of
UK Europe US America Russia Asia

At 31 December 2014
Exploratory
Gross 7.0 3.0 6.0 1.0 17.0
Net 5.6 0.6 4.0 0.2 10.4
Development
Gross 2.0 1.0 339.0 1.0 47.0 25.0 66.0 15.0 496.0
Net 1.1 0.4 119.6 0.1 17.7 6.6 22.5 1.4 169.4

196 BP Annual Report and Form 20-F 2014


Parent company financial statements of BP p.l.c.
Company balance sheet
At 31 December $ million
Note 2014 2013
Fixed assets
Investments
Subsidiary undertakings 3 139,239 134,125
Associated undertakings 3 2 2
Total fixed assets 139,241 134,127
Current assets
Debtors amounts falling due within one year 4 7,159 21,550
Deferred taxation 2 41
Cash at bank and in hand 31 6
7,190 21,597
Creditors amounts falling due within one year 5 2,867 4,267
Net current assets 4,323 17,330
Total assets less current liabilities 143,564 151,457
Creditors amounts falling due after more than one year 5 4,653 4,642
Net assets excluding pension plan (deficit) surplus 138,911 146,815
Defined benefit pension plan (deficit) surplus 6 (584) 979
Net assets 138,327 147,794
Represented by
Capital and reserves
Called-up share capital 7 5,023 5,129
Share premium account 8 10,260 10,061

Financial statements
Capital redemption reserve 8 1,413 1,260
Merger reserve 8 26,509 26,509
Treasury shares 8 (20,719) (20,971)
Profit and loss account 8 115,841 125,806
138,327 147,794

The financial statements on pages 197206 were approved and signed by the group chief executive on 3 March 2015 having been duly authorized to
do so by the board of directors:
R W Dudley Group Chief Executive

The parent company financial statements of BP p.l.c. on pages 197-206 do not form part of BPs Annual Report on Form 20-F as filed with the SEC.

BP Annual Report and Form 20-F 2014 197


Company cash flow statement
For the year ended 31 December $ million
Note 2014 2013
Net cash inflow (outflow) from operating activities 9 13,253 (4,813)
Servicing of finance and returns on investments
Interest received 192 116
Interest paid (23) (43)
Dividends received 2,129 16,228
Net cash inflow from servicing of finance and returns on investments 2,298 16,301
Tax paid (1) (2)
Capital expenditure and financial investment
Payments for fixed assets investments (5,085) (690)
Net cash outflow for capital expenditure and financial investment (5,085) (690)
Equity dividends paid (5,850) (5,441)
Net cash inflow before financing 4,615 5,355
Financing
Other share-based payment movements 207 135
Repurchases of ordinary share capital (4,797) (5,493)
Net cash outflow from financing (4,590) (5,358)
Increase (decrease) in cash 9 25 (3)

Company statement of total recognized gains and losses


For the year ended 31 December $ million
Note 2014 2013
Profit for the year 2,100 15,691
Currency translation differences 31 47
Actuarial (loss) gain relating to pensions 6 (2,634) 2,108
Tax on actuarial (loss) gain relating to pensions 2 41 (41)
Total recognized gains and losses relating to the year (462) 17,805

The parent company financial statements of BP p.l.c. on pages 197-206 do not form part of BPs Annual Report on Form 20-F as filed with the SEC.

198 BP Annual Report and Form 20-F 2014


Notes on the financial statements
1. Accounting policies
Accounting standards
These accounts are prepared on a going concern basis and in accordance with the Companies Act 2006 and applicable UK accounting standards.
Accounting convention
The financial statements are prepared under the historical cost convention.
Foreign currency transactions
Functional currency is the currency of the primary economic environment in which an entity operates and is normally the currency in which the entity
primarily generates and expends cash. Transactions in foreign currencies are initially recorded in the functional currency by applying the rate of
exchange ruling at the date of the transaction. Monetary assets and liabilities denominated in foreign currencies are retranslated into the functional
currency at the rate of exchange ruling at the balance sheet date. Any resulting exchange differences are included in profit for the year. Exchange
adjustments arising when the opening net assets and the profits for the year retained by non-US dollar functional currency branches are translated into
US dollars are taken to a separate component of equity and reported in the statement of total recognized gains and losses.
Investments
Investments in subsidiaries and associated undertakings are recorded at cost. The company assesses investments for impairment whenever events or
changes in circumstances indicate that the carrying value of an investment may not be recoverable. If any such indication of impairment exists, the
company makes an estimate of its recoverable amount. Where the carrying amount of an investment exceeds its recoverable amount, the investment
is considered impaired and is written down to its recoverable amount.
Share-based payments
Equity-settled transactions
The cost of equity-settled transactions with employees of the company and other members of the group is measured by reference to the fair value at
the date at which equity instruments are granted and is recognized as an expense over the vesting period, which ends on the date on which the
employees become fully entitled to the award. A corresponding credit is recognized within equity. Fair value is determined by using an appropriate,
widely used, valuation model. In valuing equity-settled transactions, no account is taken of any vesting conditions, other than conditions linked to the
price of the shares of the company (market conditions). Non-vesting conditions, such as the condition that employees contribute to a savings-related

Financial statements
plan, are taken into account in the grant-date fair value, and failure to meet a non-vesting condition, where this is within the control of the employee, is
treated as a cancellation.
Cash-settled transactions
The cost of cash-settled transactions recognized as an expense over the vesting period, measured by reference to the fair value of the corresponding
liability which is recognized on the balance sheet. The liability is remeasured at each balance sheet date until settlement, with changes in fair value
recognized in the income statement.
Pensions
The cost of providing benefits under the defined benefit plans is determined separately for each plan using the projected unit credit method, which
attributes entitlement to benefits to the current period (to determine current service cost) and to the current and prior periods (to determine the present
value of the defined benefit obligation). Past service costs and settlement costs are recognized immediately when the company becomes committed
to a change in pension plan design, or when a curtailment or settlement event occurs.
The interest element of the defined benefit cost represents the change in present value of scheme obligations resulting from the passage of time, and
is determined by applying the discount rate to the opening present value of the benefit obligation, taking into account material changes in the obligation
during the year. The expected return on plan assets is based on an assessment made at the beginning of the year of long-term market returns on plan
assets, adjusted for the effect on the fair value of plan assets of contributions received and benefits paid during the year. The difference between the
expected return on plan assets and the interest cost is recognized in the income statement as other finance income or expense.
Actuarial gains and losses are recognized in full within the statement of total recognized gains and losses in the period in which they occur.
The defined benefit pension plan surplus or deficit in the balance sheet comprises the total for each plan of the present value of the defined benefit
obligation (using a discount rate based on high quality corporate bonds), less the fair value of plan assets out of which the obligations are to be settled
directly. Fair value is based on market price information and, in the case of quoted securities, is the published bid price. The surplus or deficit, net of
taxation thereon, is presented separately above the total for net assets on the face of the balance sheet. Deferred benefit pension plan surpluses are
only recognized to the extent they are recoverable.
The BP Pension Fund is operated in a way that does not allow the individual participating employing companies in the pension fund to identify their
share of the underlying assets and liabilities of the fund, and hence the company recognizes the full defined benefit pension plan surplus or deficit in its
balance sheet.
Deferred taxation
Deferred tax is recognized in respect of all timing differences that have originated but not reversed at the balance sheet date where transactions or
events have occurred at that date that will result in an obligation to pay more, or a right to pay less, tax in the future.
Deferred tax assets are recognized only to the extent that it is considered more likely than not that there will be suitable taxable profits from which the
underlying timing differences can be deducted.
Deferred tax is measured on an undiscounted basis at the tax rates that are expected to apply in the periods in which timing differences reverse, based
on tax rates and laws enacted or substantively enacted at the balance sheet date.
Use of estimates
The preparation of accounts in conformity with generally accepted accounting practice requires management to make estimates and assumptions
that affect the reported amounts of assets and liabilities at the date of the accounts and the reported amounts of revenues and expenses during the
reporting period. Actual outcomes could differ from these estimates.

The parent company financial statements of BP p.l.c. on pages 197-206 do not form part of BPs Annual Report on Form 20-F as filed with the SEC.

BP Annual Report and Form 20-F 2014 199


2. Taxation
$ million
Tax charge included in the statement of total recognized gains and losses 2014 2013
Deferred tax
Origination and reversal of timing differences in the current year
This comprises:
Actuarial gain relating to pensions and other post-retirement benefits (41) 41
Other taxable timing differences 41 (41)
Deferred tax
Deferred tax liability
Pensions 41
Deferred tax asset
Other taxable timing differences 41
Net deferred tax liability (asset)
Analysis of movements during the year
At 1 January
Charge (credit) for the year on ordinary activities 41 (41)
(Credit) charge for the year in the statement of total recognized gains and losses (41) 41
At 31 December

At 31 December 2014, deferred tax assets of $95 million on other timing differences and $25 million on pensions (2013 $72 million on other timing
differences) were not recognized as it is not considered more likely than not that suitable taxable profits will be available in the company from which
the future reversal of the underlying timing differences can be deducted. It is anticipated that the reversal of these timing differences will benefit other
group companies in the future.

3. Fixed assets investments


$ million
Subsidiary Associated
undertakings undertakings
Shares Shares Loans Total
Cost
At 1 January 2014 134,199 2 2 134,203
Additions 5,114 5,114
Disposals (2) (2)
At 31 December 2014 139,313 2 139,315
Amounts provided
At 1 January 2014 74 2 76
Disposals (2) (2)
At 31 December 2014 74 74
Cost
At 1 January 2013 133,494 2 2 133,498
Additions 705 705
At 31 December 2013 134,199 2 2 134,203
Amounts provided
At 1 January 2013 74 2 76
At 31 December 2013 74 2 76
Net book amount
At 31 December 2014 139,239 2 139,241
At 31 December 2013 134,125 2 134,127
The more important subsidiary undertakings of the company at 31 December 2014 and the percentage holding of ordinary share capital (to the nearest
whole number) are set out below. A complete list of investments in subsidiary undertakings, joint ventures and associated undertakings will be
attached to the companys annual return made to the Registrar of Companies.
Country of
Subsidiary undertakings % incorporation Principal activities

International
BP Corporate Holdings 100 England & Wales Investment holding
BP Global Investments 100 England & Wales Investment holding
BP International 100 England & Wales Integrated oil operations
BP Shipping 100 England & Wales Shipping
Burmah Castrol 100 Scotland Lubricants
Canada
BP Holdings Canada 100 England & Wales Investment holding
US
BP Holdings North America 100 England & Wales Investment holding
The carrying value of BP International in the accounts of the company at 31 December 2014 was $67.63 billion (2013 $62.63 billion).
The parent company financial statements of BP p.l.c. on pages 197-206 do not form part of BPs Annual Report on Form 20-F as filed with the SEC.

200 BP Annual Report and Form 20-F 2014


4. Debtors
$ million
2014 2013
Within Within
1 year 1 year
Group undertakings 7,159 21,550
7,159 21,550
The carrying amounts of debtors approximate their fair value.

5. Creditors
$ million
2014 2013
Within After Within After
1 year 1 year 1 year 1 year
Group undertakings 2,476 4,563 2,526 4,584
Accruals and deferred income 391 90 1,540 58
Other creditors 201
2,867 4,653 4,267 4,642

The carrying amounts of creditors approximate their fair value.


Amounts falling due after one year include $4,236 million (2013 $4,236 million), payable to a group undertaking. This amount is subject to interest
payable quarterly at LIBOR plus 55 basis points.
The maturity profile of the financial liabilities included in the balance sheet at 31 December is shown in the table below. These amounts are included
within Creditors amounts falling due after more than one year, and are denominated in US dollars.
$ million

Financial statements
2014 2013
Due within
1 to 2 years 404 372
2 to 5 years 13 22
More than 5 years 4,236 4,248
4,653 4,642

6. Pensions
The primary pension arrangement in the UK is a funded final salary pension plan under which retired employees draw the majority of their benefit as an
annuity. This pension plan is governed by a corporate trustee whose board is composed of four member-nominated directors, four company-nominated
directors, including an independent director and an independent chairman nominated by the company. The trustee board is required by law to act in the
best interests of the plan participants and is responsible for setting certain policies, such as investment policies of the plan. The UK plan is closed to new
joiners but remains open to ongoing accrual for current members. New joiners in the UK are eligible for membership of a defined contribution plan.
For the primary UK plan there is a funding agreement between the company and the trustee. On an annual basis the latest funding position is reviewed
and a schedule of contributions covering the next five years is agreed. The funding agreement can be terminated unilaterally by either party with two
years notice. The minimum funding requirement therefore represents seven years of future contributions, which amounted to $4,720 million at 31
December 2014. There are no such minimum funding requirements after this seven-year period, and the obligation is taken into account in the
determination of the amount of any pension plan surplus recognized on the balance sheet.
The obligation and cost of providing the pension benefits is assessed annually using the projected unit credit method. The date of the most recent
actuarial review was 31 December 2014. The principal plans are subject to a formal actuarial valuation every three years in the UK. The most recent
formal actuarial valuation of the main UK pension plan was as at 31 December 2011, and a valuation as at 31 December 2014 is currently under way.
The material financial assumptions used for estimating the benefit obligations of the plans are set out below. The assumptions are reviewed by
management at the end of each year, and are used to evaluate accrued pension benefits at 31 December and pension expense for the following year.
Financial assumptions used to determine benefit obligation %
2014 2013 2012
Discount rate for pension plan liabilities 3.6 4.6 4.4
Rate of increase in salaries 4.5 5.1 4.9
Rate of increase for pensions in payment 3.0 3.3 3.1
Rate of increase in deferred pensions 3.0 3.3 3.1
Inflation for pension plan liabilities 3.0 3.3 3.1

Financial assumptions used to determine benefit expense %


2014 2013 2012
Discount rate for pension plan service costs 4.8 4.4 4.8
Discount rate for pension plan other finance expense 4.6 4.4 4.8
Expected long-term rate of return 6.9 6.9 6.9
Inflation for pension plan service costs 3.4 3.1 3.2
The parent company financial statements of BP p.l.c. on pages 197-206 do not form part of BPs Annual Report on Form 20-F as filed with the SEC.

BP Annual Report and Form 20-F 2014 201


6. Pensions continued
Our discount rate assumption is based on third-party AA corporate bond indices and we use yields that reflect the maturity profile of the expected
benefit payments. The inflation rate assumption is based on the difference between the yields on index-linked and fixed-interest long-term government
bonds. The inflation assumptions are used to determine the rate of increase for pensions in payment and the rate of increase in deferred pensions.
Our assumption for the rate of increase in salaries is based on our inflation assumption plus an allowance for expected long-term real salary growth.
This includes allowance for promotion-related salary growth of 0.7%.
In addition to the financial assumptions, we regularly review the demographic and mortality assumptions. The mortality assumptions reflect best
practice in the UK, and have been chosen with regard to the latest available published tables adjusted where appropriate to reflect the experience of
the group and an extrapolation of past longevity improvements into the future.
Mortality assumptions %
2014 2013 2012
Life expectancy at age 60 for a male currently aged 60 28.3 27.8 27.7
Life expectancy at age 60 for a male currently aged 40 30.9 30.7 30.6
Life expectancy at age 60 for a female currently aged 60 29.4 29.5 29.4
Life expectancy at age 60 for a female currently aged 40 31.8 32.2 32.1
The assets of the principal plan are held in a trust. The primary objective of the trust is to accumulate pools of assets sufficient to meet the obligations
of the plan. The assets of the trusts are invested in a manner consistent with fiduciary obligations and principles that reflect current practices in
portfolio management.
A significant proportion of the assets are held in equities, owing to a higher expected level of return over the long term of such assets with an
acceptable level of risk. In order to provide reasonable assurance that no single security or type of security has an unwarranted impact on the total
portfolio, the investment portfolios are highly diversified.
The fair values of the various categories of asset held by the defined benefit plans at 31 December are set out below.
2014 2013 2012
Expected Expected Expected
long-term long-term long-term
rate of Market rate of Market rate of Market
return value return value return value
% $ million % $ million % $ million

Listed equity developed 8.0 16,190 8.0 17,341 8.0 15,659


emerging 8.0 2,719 8.0 2,290 8.0 1,074
Private equity 8.0 2,983 8.0 2,907 8.0 2,879
Government issued nominal bondsa 3.3 642 3.8 549 2.8 544
Index-linked bondsa 3.3 892 3.6 787 2.6 491
Corporate bondsa 3.3 4,687 4.6 4,427 4.2 3,850
Propertyb 6.5 2,403 6.5 2,200 6.5 1,783
Cash 0.9 1,145 0.8 855 0.9 1,000
Other 0.9 112 0.8 160 0.9 66
6.7 31,773 6.9 31,516 6.9 27,346
Present value of plan liabilities 32,357 30,496 29,259
(Deficit) surplus in the plans (584) 1,020 (1,913)
a Bonds held are denominated in sterling.
b Property held is all located in the United Kingdom.
The main pension plan does not invest directly in either securities or property/real estate of the company or of any subsidiary. Some of the pension
plans use derivative financial instruments as part of their asset mix to manage the level of risk.
For the primary UK pension plan there is an agreement with the trustee to reduce the proportion of plan assets held as equities and increase the
proportion held as bonds over time, with a view to better matching of the asset portfolio with the pension liabilities.
The companys principal plan in the UK does not currently follow a liability driven investment approach, a form of investing designed to match the
movement in pension plan assets with the movement in projected benefit obligations over time.
2014 2013

Analysis of the amount charged to operating profit


Current service costa 494 497
Settlement, curtailment and special termination benefits (22)
Payments to defined contribution plans 30 24
Total operating charge 524 499
Analysis of the amount credited to other finance income
Expected return on pension plan assets 2,147 1,803
Interest on pension plan liabilities (1,375) (1,221)
Other finance income 772 582
Analysis of the amount recognized in the statement of total recognized gains and losses
Actual return less expected return on pension plan assets 547 2,007
Change in assumptions underlying the present value of the plan liabilities (3,139) 60
Experience gains and losses arising on the plan liabilities (42) 41
Actuarial (loss) gain recognized in statement of total recognized gains and losses (2,634) 2,108
a The costs of managing the funds investments are offset against the investment return. The costs of administering our pensions plan benefits are included in current service cost.
The parent company financial statements of BP p.l.c. on pages 197-206 do not form part of BPs Annual Report on Form 20-F as filed with the SEC.

202 BP Annual Report and Form 20-F 2014


6. Pensions continued
2014 2013

Movements in benefit obligation during the year


Benefit obligation at 1 January 30,496 29,259
Exchange adjustment (1,989) 705
Current service costa 494 497
Interest cost 1,375 1,221
Curtailments (24)
Disposals (9)
Past Service Cost 2
Contributions by plan participantsd 39 37
Benefit payments (funded plans)b (1,231) (1,087)
Benefit payments (unfunded plans)b (8) (4)
Actuarial loss (gain) on obligation 3,181 (101)
Benefit obligation at 31 December 32,357 30,496
Movements in fair value of plan assets during the year
Fair value of plan assets at 1 January 31,516 27,346
Exchange adjustment (1,958) 822
Expected return on plan assetsa c 2,147 1,803
Contributions by plan participantsd 39 37
Contributions by employers (funded plans) 713 597
Disposals (9)
Benefit payments (funded plans)b (1,231) (1,087)
Actuarial gain on plan assetsc 547 2,007
Fair value of plan assets at 31 Decembere 31,773 31,516
(Deficit) surplus at 31 December (584) 1,020

Financial statements
a The costs of managing the funds investments are offset against the investment return, the costs of administering our pensions plan benefits are included in current service cost.
b The benefit payments amount shown above comprises $1,218 million benefits plus $21 million of plan expenses incurred in the administration of the benefit.
c The actual return on plan assets is made up of the sum of the expected return on plan assets and the actuarial gain on plan assets as disclosed above.
d The contributions by plan participants for the UK are mostly comprised of contributions made under salary sacrifice arrangements.
e Reflects $31,600 million of assets held in the BP Pension Fund (2013 $31,362 million) and $134 million held in the BP Global Pension Trust (2013 $114 million), with $39 million representing the
companys share of Merchant Navy Officers Pension Fund (2013 $40 million).

2014 2013

Reconciliation of plan (deficit) surplus to balance sheet


(Deficit) surplus at 31 December (584) 1,020
Deferred tax (41)
(584) 979
Represented by
Plans in surplus 15 1,238
Plans in deficit (599) (259)
(584) 979

The aggregate level of employer contributions into the BP Pension Fund in 2015 is expected to be $519 million.

2014 2013 2012 2011 2010

History of (deficit) surplus and of experience gains and losses


Benefit obligation at 31 December 32,357 30,496 29,259 25,675 20,742
Fair value of plan assets at 31 December 31,773 31,516 27,346 23,587 22,612
(Deficit) surplus (584) 1,020 (1,913) (2,088) 1,870
Experience gains and losses on plan liabilities
Amount ($ million) (42) 41 (116) (84) 12
Percentage of benefit obligation 0% 0% 0% 0% 0%
Actual return less expected return on pension plan assets
Amount ($ million) 547 2,007 989 (1,976) 1,479
Percentage of plan assets 2% 6% 4% (8)% 7%
Actuarial (loss) gain recognized in statement of total recognized gains and losses
Amount ($ million) (2,634) 2,108 (573) (4,770) 457
Percentage of benefit obligation (8)% 7% (2)% (19)% 2%
Cumulative amount recognized in statement of total recognized gains and losses (7,104) (4,470) (6,578) (6,005) (1,235)

The parent company financial statements of BP p.l.c. on pages 197-206 do not form part of BPs Annual Report on Form 20-F as filed with the SEC.

BP Annual Report and Form 20-F 2014 203


7. Called-up share capital
The allotted, called-up and fully paid share capital at 31 December was as follows:
2014 2013
Shares Shares $
Issued (thousand) $ million (thousand) million

8% cumulative first preference shares of 1 eacha 7,233 12 7,233 12


9% cumulative second preference shares of 1 eacha 5,473 9 5,473 9
21 21
Ordinary shares of 25 cents each
At 1 January 20,426,632 5,108 20,959,159 5,240
Issue of new shares for the scrip dividend programme 165,644 41 202,124 51
Issue of new shares for employee share-based payment plansb 25,598 6 18,203 5
Repurchase of ordinary share capitalc (611,913) (153) (752,854) (188)
31 December 20,005,961 5,002 20,426,632 5,108
5,023 5,129
a The nominal amount of 8% cumulative first preference shares and 9% cumulative second preference shares that can be in issue at any time shall not exceed 10,000,000 for each class of preference
shares.
b Consideration received relating to the issue of new shares for employee share plans amounted to $207 million (2013 $116 million and 2012 $47 million).
c Purchased for a total consideration of $4,796 million, including transaction costs of $26 million (2013 $5,493 million, including transaction costs of $30 million). All shares purchased were for
cancellation. The repurchased shares represented 3% of ordinary share capital.

Voting on substantive resolutions tabled at a general meeting is on a poll. On a poll, shareholders present in person or by proxy have two votes for
every 5 in nominal amount of the first and second preference shares held and one vote for every ordinary share held. On a show-of-hands vote on
other resolutions (procedural matters) at a general meeting, shareholders present in person or by proxy have one vote each.
In the event of the winding up of the company, preference shareholders would be entitled to a sum equal to the capital paid up on the preference
shares plus an amount in respect of accrued and unpaid dividends and a premium equal to the higher of (i) 10% of the capital paid up on the preference
shares and (ii) the excess of the average market price of such shares on the London Stock Exchange during the previous six months over par value.
In 2014, the company completed the $8-billion share repurchase programme announced on 22 March 2013 and further continuation of share buybacks
was announced on 29 April 2014. During the year, the company repurchased 612 million ordinary shares at a cost of $4,770 million (2013 753 million
ordinary shares at a cost of $5,463 million). The number of shares in issue is reduced when shares are repurchased, but is not reduced in respect of
the year-end commitment to repurchase shares subsequent to the end of the year, for which an amount of $nil has been accrued at 31 December
2014 (2013 $1,430 million).

8. Capital and reserves


$ million
Share Capital Profit
Share premium redemption Merger Treasury and loss
capital account reserve reserve shares account Total

At 1 January 2014 5,129 10,061 1,260 26,509 (20,971) 125,806 147,794


Currency translation differences 31 31
Actuarial loss on pensions (net of tax) (2,593) (2,593)
Share-based payments 6 240 252 (287) 211
Repurchases of ordinary share capital (153) 153 (3,366) (3,366)
Profit for the year 2,100 2,100
Dividends 41 (41) (5,850) (5,850)
At 31 December 2014 5,023 10,260 1,413 26,509 (20,719) 115,841 138,327
$ million
Share Capital Profit
Share premium redemption Merger Treasury and loss
capital account reserve reserve shares account Total

At 1 January 2013 5,261 9,974 1,072 26,509 (21,054) 120,161 141,923


Currency translation differences 47 47
Actuarial gain on pensions (net of tax) 2,067 2,067
Share-based payments 5 138 83 204 430
Repurchases of ordinary share capital (188) 188 (6,923) (6,923)
Profit for the year 15,691 15,691
Dividends 51 (51) (5,441) (5,441)
At 31 December 2013 5,129 10,061 1,260 26,509 (20,971) 125,806 147,794

As a consolidated income statement is presented for the group, a separate income statement for the parent company is not required to be published.
The profit and loss account reserve includes $24,107 million (2013 $24,107 million), the distribution of which is limited by statutory or other restrictions.
The accounts for the year ended 31 December 2014 do not reflect the dividend announced on 3 February 2015 and payable in March 2015; this will be
treated as an appropriation of profit in the year ended 31 December 2015.

The parent company financial statements of BP p.l.c. on pages 197-206 do not form part of BPs Annual Report on Form 20-F as filed with the SEC.

204 BP Annual Report and Form 20-F 2014


9. Cash flow
Notes on cash flow statement
$ million
2014 2013
Reconciliation of net cash flow to movement of funds
Increase (decrease) in cash 25 (3)
Movement of funds 25 (3)
Net cash at 1 January 6 9
Net cash at 31 December 31 6
Notes on cash flow statement
Reconciliation of operating profit to net cash inflow (outflow) from operating activities 2014 2013

Operating profit 1,393 15,112


Net operating charge for pensions and other post-retirement benefits, less contributions (227) (127)
Dividends, interest and other income (2,321) (16,414)
Share-based payments 376 297
(Increase) decrease in debtors 14,391 (4,054)
Increase (decrease) in creditors (359) 373
Net cash inflow (outflow) from operating activities 13,253 (4,813)

$ million
At At
1 January Cash 31 December
Analysis of movements of funds 2014 flow 2014

Cash at bank 6 25 31

Financial statements
10. Contingent liabilities
The company has issued guarantees under which the maximum aggregate liabilities at 31 December 2014 were $51,463 million (2013 $47,042
million), the majority of which relate to finance debt of subsidiaries. The company has also issued uncapped indemnities and guarantees, including a
guarantee of subsidiaries liabilities under the PSC agreement relating to the Gulf of Mexico oil spill (see Note 2 to the consolidated financial
statements), and in relation to potential losses arising from environmental incidents involving ships leased and operated by a subsidiary.

11. Share-based payments


Effect of share-based payment transactions on the companys result and financial position

$ million
2014 2013
Total expense recognized for equity-settled share-based payment transactions 770 709
Total (credit) expense recognized for cash-settled share-based payment transactions (81) 10
Total expense recognized for share-based payment transactions 689 719
Closing balance of liability for cash-settled share-based payment transactions 108 17
Total intrinsic value for vested cash-settled share-based payments 54 2
Additional information on the companys share-based payment plans is provided in Note 9 to the consolidated financial statements.

12. Auditors remuneration


Note 34 to the consolidated financial statements provides details of the remuneration of the companys auditor on a group basis.

13. Directors remuneration


$ million
Remuneration of directors 2014 2013
Total for all directors
Emoluments 14 16
Amounts awarded under incentive schemes 14 2
Total 28 18
Emoluments
These amounts comprise fees paid to the non-executive chairman and the non-executive directors and, for executive directors, salary and benefits
earned during the relevant financial year, plus cash bonuses awarded for the year. There was no compensation for loss of office in 2014 (2013 $nil).

The parent company financial statements of BP p.l.c. on pages 197-206 do not form part of BPs Annual Report on Form 20-F as filed with the SEC.

BP Annual Report and Form 20-F 2014 205


13. Directors remuneration continued
Pension contributions
During 2014, two executive directors participated in a non-contributory pension scheme established for UK staff by a separate trust fund to which
contributions are made by BP based on actuarial advice. One US executive director participated in the US BP Retirement Accumulation Plan during
2014.
Further information
Full details of individual directors remuneration are given in the directors remuneration report on pages 72-88.

The parent company financial statements of BP p.l.c. on pages 197-206 do not form part of BPs Annual Report on Form 20-F as filed with the SEC.

206 BP Annual Report and Form 20-F 2014


Additional 208 Selected financial information

disclosures 211 Liquidity and capital resources

213 Upstream analysis by region

217 Downstream plant capacity

219 Oil and gas disclosures for the group

225 Environmental expenditure

225 Regulation of the groups business

228 Legal proceedings

238 International trade sanctions

239 Material contracts

239 Property, plant and equipment

239 Related-party transactions

239 Corporate governance practices

240 Code of ethics

240 Controls and procedures

Additional disclosures
241 Principal accountants fees and services

241 Directors report information

241 Disclosures required under Listing Rule 9.8.4R

241 Cautionary statement

BP Annual Report and Form 20-F 2014 207


Selected financial information
This information, insofar as it relates to 2014, has been extracted or derived from the audited consolidated financial statements of the BP group
presented on page 89. Note 1 to the financial statements includes details on the basis of preparation of these financial statements. The selected
information should be read in conjunction with the audited financial statements and related notes elsewhere herein.

$ million except per share amounts


2014 2013 2012 2011 2010
Income statement data
Sales and other operating revenues 353,568 379,136 375,765 375,713 297,107
Underlying replacement cost (RC) profit before interest and taxation* 20,818 22,776 26,454 33,601 31,704
Net favourable (unfavourable) impact of non-operating items* and fair value
accounting effects* (8,196) 9,283 (6,091) 3,580 (37,190)
RC profit (loss) before interest and taxation* 12,622 32,059 20,363 37,181 (5,486)
Inventory holding gains (losses)* (6,210) (290) (594) 2,634 1,784
Profit (loss) before interest and taxation 6,412 31,769 19,769 39,815 (3,702)
Finance costs and net finance expense relating to pensions and other
post-retirement benefits (1,462) (1,548) (1,638) (1,587) (1,605)
Taxation (947) (6,463) (6,880) (12,619) 1,638
Profit (loss) for the year 4,003 23,758 11,251 25,609 (3,669)
Profit (loss) for the year attributable to BP shareholders 3,780 23,451 11,017 25,212 (4,064)
Inventory holding (gains) losses, net of taxation 4,293 230 411 (1,800) (1,195)
RC profit (loss) for the year attributable to BP shareholders 8,073 23,681 11,428 23,412 (5,259)
Non-operating items and fair value accounting effects, net of taxation 4,063 (10,253) 5,643 (2,242) 25,436
Underlying RC profit for the year attributable to BP shareholders 12,136 13,428 17,071 21,170 20,177
Per ordinary share cents
Profit (loss) for the year attributable to BP shareholders
Basic 20.55 123.87 57.89 133.35 (21.64)
Diluted 20.42 123.12 57.50 131.74 (21.64)
RC profit (loss) for the year attributable to BP shareholders 43.90 125.08 60.05 123.83 (28.01)
Underlying RC profit for the year attributable to BP shareholders 66.00 70.92 89.70 111.97 107.39
Dividends paid per share cents 39.00 36.50 33.00 28.00 14.00
pence 23.850 23.399 20.852 17.404 8.679
Capital expenditure and acquisitions, on an accruals basis 23,781 36,612 25,204 31,959 23,016
Acquisitions and asset exchanges, on an accruals basis 420 71 200 11,283 3,406
Organic capital expenditure*a, on an accruals basis 22,892 24,600 23,950 19,580 18,218
Balance sheet data (at 31 December)
Total assets 284,305 305,690 300,466 292,907 272,262
Net assets 112,642 130,407 119,752 112,585 95,891
Share capital 5,023 5,129 5,261 5,224 5,183
BP shareholders equity 111,441 129,302 118,546 111,568 94,987
Finance debt due after more than one year 45,977 40,811 38,767 35,169 30,710
Net debt to net debt plus equity* 16.7% 16.2% 18.7% 20.4% 21.2%
Ordinary share datab Shares million

Basic weighted average number of shares 18,385 18,931 19,028 18,905 18,786
Diluted weighted average number of shares 18,497 19,046 19,158 19,136 18,998
a Organic capital expenditure excludes acquisitions and asset exchanges, and: in 2014 $469 million relating to the purchase of an additional 3.3% equity in Shah Deniz, Azerbaijan and the South Caucasus
Pipeline; in 2013 $11,941 million relating to our investment in Rosneft; in 2012 $1,054 million associated with deepening our US natural gas and North Sea asset bases; in 2011 $1,096 million
associated with deepening our US natural gas bases; in 2010 $900 million relating to the formation of a partnership with Value Creation Inc. to develop the Terre de Grace oil sands acreage and
$492 million for the purchase of additional interests in the Valhall and Hod fields in the North Sea.
b The number of ordinary shares shown has been used to calculate the per share amounts.

208 BP Annual Report and Form 20-F 2014


Non-operating items
Non-operating items are charges and credits arising in consolidated entities and in TNK-BP and Rosneft that are included in the financial statements
and that BP discloses separately because it considers such disclosures to be meaningful and relevant to investors. They are items that management
considers not to be part of underlying business operations and are disclosed in order to enable investors to understand better and evaluate the groups
reported financial performance. An analysis of non-operating items is shown in the table below.

$ million
2014 2013 2012
Upstream
Impairment and gain (loss) on sale of businesses and fixed assetsa (6,576) (802) 3,638
Environmental and other provisions (60) (20) (48)
Restructuring, integration and rationalization costs (100)
Fair value gain (loss) on embedded derivatives 430 459 347
Otherb 8 (1,001) (748)
(6,298) (1,364) 3,189
Downstream
Impairment and gain (loss) on sale of businesses and fixed assetsa (1,190) (348) (2,934)
Environmental and other provisions (133) (134) (171)
Restructuring, integration and rationalization costs (165) (15) (32)
Fair value gain (loss) on embedded derivatives
Other (82) (38) (35)
(1,570) (535) (3,172)
TNK-BP
Impairment and gain (loss) on sale of businesses and fixed assets 12,500 (55)
Environmental and other provisions (83)
Restructuring, integration and rationalization costs
Fair value gain (loss) on embedded derivatives
Otherc 384
12,500 246
Rosneft
Impairment and gain (loss) on sale of businesses and fixed assets 225 (35)
Environmental and other provisions (10)
Restructuring, integration and rationalization costs
Fair value gain (loss) on embedded derivatives
Other
225 (45)
Other businesses and corporate
Impairment and gain (loss) on sale of businesses and fixed assetsa (304) (196) (282)
Environmental and other provisions (180) (241) (261)

Additional disclosures
Restructuring, integration and rationalization costs (176) (3) (15)
Fair value gain (loss) on embedded derivatives
Otherd (10) 19 (240)
(670) (421) (798)
Gulf of Mexico oil spill response (781) (430) (4,995)
Total before interest and taxation (9,094) 9,705 (5,530)
Finance costse (38) (39) (19)
Taxation credit (charge)f 4,512 867 251
Total after taxation (4,620) 10,533 (5,298)
a See Financial statements Note 3 for further information on impairments.
b 2014 included a $395-million write-off relating to Block KG D6 in India. 2013 included $845 million relating to the value ascribed to block BM-CAL-13 offshore Brazil, following the acquisition of
upstream assets from Devon Energy in 2011, which was written off as a result of the Pitanga exploration well not encountering commercial quantities of oil or gas. 2012 included a charge of
$370 million relating to onerous gas marketing and trading contracts and $308 million relating to exploration expense associated with our US natural gas assets.
c 2012 included dividend income from TNK-BP of $709 million and a charge of $325 million to settle disputes with Alfa, Access and Renova.
d 2012 included charges of $244 million relating to our exit from the solar business.
e Finance costs relate to the Gulf of Mexico oil spill. See Financial statements Note 2 for further details.
f From 2014, tax is based on statutory rates except for non-deductible or non-taxable items. For earlier periods tax for the Gulf of Mexico oil spill and certain impairment losses, disposal gains and fair
value gains and losses on embedded derivatives, is based on statutory rates, except for non-deductible items; for other items reported for consolidated subsidiaries, tax is calculated using the groups
discrete quarterly effective tax rate (adjusted for the items noted above, equity-accounted earnings and certain deferred tax adjustments relating to changes in UK taxation). For dividends received from
TNK-BP in 2012, there is no tax arising. Non-operating items reported within the equity-accounted earnings of Rosneft and TNK-BP are reported net of income tax.

* Defined on page 252. BP Annual Report and Form 20-F 2014 209
Non-GAAP information on fair value accounting effects
The impacts of fair value accounting effects, relative to managements internal measure of performance, and a reconciliation to GAAP information is
set out below. Further information on fair value accounting effects is provided on page 253.

$ million
2014 2013 2012
Upstream
Unrecognized gains (losses) brought forward from previous period (160) (404) (538)
Unrecognized (gains) losses carried forward 191 160 404
Favourable (unfavourable) impact relative to managements measure of performance 31 (244) (134)
Downstreama
Unrecognized gains (losses) brought forward from previous period 679 501 74
Unrecognized (gains) losses carried forward 188 (679) (501)
Favourable (unfavourable) impact relative to managements measure of performance 867 (178) (427)
898 (422) (561)
Taxation credit (charge)b (341) 142 216
557 (280) (345)
By region
Upstream
US 23 (269) (67)
Non-US 8 25 (67)
31 (244) (134)
Downstreama
US 914 (211) (441)
Non-US (47) 33 14
867 (178) (427)
a Fair value accounting effects arise solely in the fuels business.
b From 2014, tax is calculated using statutory rates. For earlier periods tax is calculated using the groups discrete quarterly effective tax rate (adjusted for certain non-operating items, equity-accounted
earnings and certain deferred tax adjustments relating to changes in UK taxation).

Reconciliation of non-GAAP information


$ million
2014 2013 2012
Upstream
RC profit before interest and tax adjusted for fair value accounting effects 8,903 16,901 22,625
Impact of fair value accounting effects 31 (244) (134)
RC profit before interest and tax 8,934 16,657 22,491
Downstream
RC profit before interest and tax adjusted for fair value accounting effects 2,871 3,097 3,291
Impact of fair value accounting effects 867 (178) (427)
RC profit before interest and tax 3,738 2,919 2,864
Total group
Profit before interest and tax adjusted for fair value accounting effects 5,514 32,191 20,330
Impact of fair value accounting effects 898 (422) (561)
Profit before interest and tax 6,412 31,769 19,769

Operating capital employed*


$ million
2014
Upstream 107,524
Downstream 38,878
TNK-BP
Rosneft 7,312
Other businesses and corporate 20,689
Gulf of Mexico oil spill response (7,986)
Consolidation adjustment - UPII* (31)
Total operating capital employed 166,386
Liabilities for current and deferred taxation (12,758)
Goodwill 11,868
Finance debt (52,854)
Net assets 112,642

210 BP Annual Report and Form 20-F 2014


Liquidity and capital resources currency risk regarding its borrowings. Also see Risk factors on page 48
for further information on risks associated with prices and markets and
Financial framework Financial statements Note 27.
We maintain our financial framework to support the pursuit of value The groups gross debt at 31 December 2014 amounted to $52.9 billion
growth for shareholders, while ensuring a secure financial base. BPs (2013 $48.2 billion). Of the total gross debt, $6.9 billion is classified as
objective over time is to grow sustainable free cash flow* through a short term at the end of 2014 (2013 $7.4 billion). None of the capital
combination of material growth in underlying operating cash flow* and market bond issuances since the Gulf of Mexico oil spill contain any
a strong focus on capital discipline, providing a sound platform to grow additional financial covenants compared with the groups capital
shareholder distributions. The priority is to grow dividend per share markets issuances prior to the incident. See Financial statements
progressively in accordance with the growth in sustainable underlying Note 24 for more information on the short-term balance.
operating cash flow from our businesses over time. Any surplus cash Standard & Poors Ratings Services changed BPs long-term credit
over and above that required for capital investment and dividend rating to A (negative outlook) from A (positive outlook) and Moodys
payments will be biased towards further shareholder distributions Investors Service rating changed to A2 (negative outlook) from
through buybacks or other mechanisms. A2 (stable outlook) during 2014.
In the near term, and reflecting the weaker oil price environment, the Net debt was $22.6 billion at the end of 2014 a reduction of $2.6 billion
focus is to manage the business through a period of low oil prices and from the 2013 year-end position of $25.2 billion. The ratio of net debt to
support the dividend, which remains a priority. We aim to achieve this net debt plus equity* was 16.7% at the end of 2014 (2013 16.2%). See
by completing the $10-billion divestment programme (announced in the Financial statements Note 25 for gross debt, which is the nearest
fourth quarter of 2013), re-sizing the cost base and re-setting capital equivalent measure on an IFRS basis, and for further information on net
expenditure to $20 billion, from the previously advised level of debt.
$24-26 billion.
Cash and cash equivalents of $29.8 billion at 31 December 2014 (2013
We aim to operate within a gearing* range of 10-20% and maintain a $22.5 billion) are included in net debt. We manage our cash position to
significant liquidity buffer. As well as uncertainties relating to current ensure the group has adequate cover to respond to potential short-term
lower oil prices, the group also faces uncertainties relating to the Gulf of market illiquidity, and expect to maintain a strong cash position.
Mexico oil spill as explained in Financing the groups activities below.
The group also has undrawn committed bank facilities of $7.4 billion
Dividends and other distributions to shareholders (see Financial statements Note 27 for more information).
Since resuming dividend payments in 2011, we have steadily increased We believe that the group has sufficient working capital for foreseeable
the dividend. From the quarterly dividend of 7 cents per share paid in requirements, taking into account the amounts of undrawn borrowing
2011, it increased by 43% to 10 cents per share paid in the fourth facilities and increased levels of cash and cash equivalents, and the
quarter of 2014. The dividend level is reviewed by the board in the first ongoing ability to generate cash.
and third quarter of each year.
The groups sources of funding, its access to capital markets and
The total dividend paid in cash to BP shareholders in 2014 was maintaining a strong cash position are described in Financial statements
$5.9 billion (2013 $5.4 billion) with shareholders also having the option Note 23 and Note 27. Further information on the management of
to receive a scrip dividend. The dividend is determined in US dollars, the liquidity risk and credit risk, and the maturity profile and fixed/floating
economic currency of BP. rate characteristics of the groups debt are also provided in Financial
During 2013 we started to buy back shares as part of an $8-billion share statements Note 24 and Note 27.
repurchase programme, fulfilling a commitment to offset any dilution to Uncertainty remains regarding the amount and timing of future
earnings per share from the Rosneft transaction. The initial buyback expenditures relating to the Gulf of Mexico oil spill and the implications
programme completed during the third quarter of 2014. Further surplus for future activities. See Risk factors on page 48 and Financial
cash, beyond capital and dividend payments, was applied to additional
statements Note 2 for further information.

Additional disclosures
buybacks, such that total cash paid for share buybacks in 2014 was
$4.8 billion (2013 $5.5 billion). Details of share repurchases to satisfy Off-balance sheet arrangements
the requirements of certain employee share-based payment plans are At 31 December 2014, the groups share of third-party finance debt of
set out on page 250. equity-accounted entities was $14.7 billion (2013 $17.0 billion). These
Financing the groups activities amounts are not reflected in the groups debt on the balance sheet. The
group has issued third-party guarantees under which amounts
The groups principal commodities, oil and gas, are priced internationally outstanding at 31 December 2014 were $83 million (2013 $199 million)
in US dollars. Group policy has generally been to minimize economic in respect of liabilities of joint ventures* and associates* and $244
exposure to currency movements by financing operations with US dollar million (2013 $305 million) in respect of liabilities of other third parties.
debt. Where debt is issued in other currencies, including euros, it is Of these amounts, $64 million (2013 $115 million) of the joint ventures
generally swapped back to US dollars using derivative contracts, or else and associates guarantees relate to borrowings and for other third-party
hedged by maintaining offsetting cash positions in the same currency. guarantees, $126 million (2013 $143 million) relate to guarantees of
The cash balances of the group are mainly held in US dollars or borrowings. Details of operating lease commitments, which are not
swapped to US dollars, and holdings are well-diversified to reduce recognized on the balance sheet, are shown in the table below and
concentration risk. The group is not, therefore, exposed to significant provided in Financial statements Note 26.

* Defined on page 252. BP Annual Report and Form 20-F 2014 211
Contractual obligations
The following table summarizes the groups capital expenditure commitments for property, plant and equipment at 31 December 2014 and the proportion of
that expenditure for which contracts have been placed.

$ million
Payments due by period
2020 and
Capital expenditure Total 2015 2016 2017 2018 2019 thereafter
Committed 39,708 18,009 9,591 5,445 3,483 2,265 915
of which is contracted 15,635 8,061 3,441 2,163 1,423 442 105
Capital expenditure is considered to be committed when the project has received the appropriate level of internal management approval. For joint
operations, the net BP share is included in the amounts above.
In addition, at 31 December 2014, the group had committed to capital expenditure relating to investments in equity-accounted entities amounting to
$2,068 million. Contracts were in place for $2,025 million of this total.
The following table summarizes the groups principal contractual obligations at 31 December 2014, distinguishing between those for which a liability is
recognized on the balance sheet and those for which no liability is recognized. Further information on borrowings is given in Financial statements
Note 24 and more information on operating leases is given in Financial statements Note 26.

$ million
Payments due by period
2020 and
Expected payments by period under contractual obligations Total 2015 2016 2017 2018 2019 thereafter
Balance sheet obligations
Borrowingsa 56,161 7,653 6,981 6,220 5,702 6,437 23,168
Finance lease future minimum lease paymentsb 1,722 116 106 104 102 98 1,196
Decommissioning liabilitiesc 21,591 1,076 896 689 813 733 17,384
Environmental liabilitiesc 2,908 935 349 603 208 178 635
Pensions and other post-retirement benefitsd 27,282 1,880 1,871 1,864 1,858 2,099 17,710
109,664 11,660 10,203 9,480 8,683 9,545 60,093
Off-balance sheet obligations
Operating lease future minimum lease paymentse 18,785 5,401 4,047 2,682 1,857 1,330 3,468
Unconditional purchase obligationsf 166,250 69,805 19,164 12,193 10,703 9,442 44,943
185,035 75,206 23,211 14,875 12,560 10,772 48,411
Total 294,699 86,866 33,414 24,355 21,243 20,317 108,504
a Expected payments include interest totalling $4,090 million ($822 million in 2015, $711 million in 2016, $610 million in 2017, $519 million in 2018, $424 million in 2019 and $1,004 million thereafter).
b Expected payments include interest totalling $939 million ($70 million in 2015, $65 million in 2016, $62 million in 2017, $59 million in 2018, $55 million in 2019 and $628 million thereafter).
c The amounts are undiscounted. Environmental liabilities include those relating to the Gulf of Mexico oil spill.
d Represents the expected future contributions to funded pension plans and payments by the group for unfunded pension plans and the expected future payments for other post-retirement benefits.
e The future minimum lease payments are before deducting related rental income from operating sub-leases. In the case of an operating lease entered into solely by BP as the operator of a joint
operation, the amounts shown in the table represent the net future minimum lease payments, after deducting amounts reimbursed, or to be reimbursed, by joint operation partners. Where BP is not
the operator of a joint operation, BPs share of the future minimum lease payments are included in the amounts shown, whether BP has co-signed the lease or not. Where operating lease costs are
incurred in relation to the hire of equipment used in connection with a capital project, some or all of the cost may be capitalized as part of the capital cost of the project.
f Represents any agreement to purchase goods or services that is enforceable and legally binding and that specifies all significant terms (such as fixed or minimum purchase volumes, timing of purchase
and pricing provisions). Agreements that do not specify all significant terms, or that are not enforceable, are excluded. The amounts shown include arrangements to secure long-term access to supplies
of crude oil, natural gas, feedstocks and pipeline systems. In addition, the amounts shown for 2015 include purchase commitments existing at 31 December 2014 entered into principally to meet the
groups short-term manufacturing and marketing requirements. The price risk associated with these crude oil, natural gas and power contracts is discussed in Financial statements Note 27.

The following table summarizes the nature of the groups unconditional purchase obligations.
$ million
Payments due by period
2020 and
Unconditional purchase obligations Total 2015 2016 2017 2018 2019 thereafter
Crude oil and oil products 78,063 43,714 9,723 5,418 4,725 3,530 10,953
Natural gas 29,982 17,741 4,245 2,552 2,090 1,604 1,750
Chemicals and other refinery feedstocks 12,836 3,097 2,508 2,145 2,192 2,228 666
Power 3,610 2,425 759 262 74 28 62
Utilities 731 219 167 108 97 50 90
Transportation 21,799 1,423 1,013 1,062 1,064 926 16,311
Use of facilities and services 19,229 1,186 749 646 461 1,076 15,111
Total 166,250 69,805 19,164 12,193 10,703 9,442 44,943

The information above contains forward-looking statements, which by their nature involve risk and uncertainty because they relate to events and
depend on circumstances that will or may occur in the future and are outside the control of BP. You are urged to read the cautionary statement on
page 241 and Risk factors on page 48, which describe the risks and uncertainties that may cause actual results and developments to differ materially
from those expressed or implied by these forward-looking statements.

212 BP Annual Report and Form 20-F 2014


Upstream analysis by region In the UK sector of the North Sea, BP operates the Forties Pipeline
System (FPS) (BP 100%), an integrated oil and NGLs transportation and
Our upstream operations are listed by geographical area, with associated processing system that handles production from around 80 fields in the
significant events for 2014. BPs percentage working interest in oil and central North Sea. The system has a capacity of more than 675mboe/d,
gas assets is shown in parenthesis. Working interest is the cost-bearing with average throughput in 2014 of 363mboe/d. BP also operates and
ownership share of an oil or gas lease. Consequently, the percentages has a 36% interest in the Central Area Transmission System (CATS), a
disclosed for certain agreements do not necessarily reflect the 400-kilometre natural gas pipeline system in the central UK sector of the
percentage interests in reserves and production. North Sea providing transport and processing services. The pipeline has a
In addition to exploration, development and production activities, our transportation capacity of 293mboe/d to a natural gas terminal at
Upstream business also includes midstream and LNG activities. Teesside in north-east England. Average throughput in 2014 was
Midstream activities involve the ownership and management of crude oil 134mboe/d. BP also operates the Sullom Voe oil and gas terminal in
and natural gas pipelines, processing facilities and export terminals, LNG Shetland. In December, BP announced the intent to sell our equity in the
processing facilities and transportation, and our natural gas liquids (NGLs) CATS business.
extraction business. North America
Our LNG supply activities are located in Abu Dhabi, Angola, Australia, Our upstream activities in North America take place in four main areas:
Indonesia and Trinidad. We market around 20% of our LNG production deepwater Gulf of Mexico, Lower 48 states, Alaska and Canada. For
using BP LNG shipping and contractual rights to access import terminal further information on BPs activities in connection with its
capacity in the liquid markets of the US (via Cove Point), the UK (via the responsibilities following the Deepwater Horizon oil spill, see page 36.
Isle of Grain), Spain (in Bilbao) and Italy (in Rovigo), with the remainder BP has around 600 lease blocks in the deepwater Gulf of Mexico, more
marketed directly to customers. LNG is supplied to customers in multiple than any other company, and operates four production hubs.
markets including Japan, South Korea, China, the Dominican Republic,
BP had 10 rigs in the Gulf of Mexico at the end of 2014.
Argentina, Brazil and Mexico. In September, BP and Tokyo Electric Power
The BP-operated Na Kika Phase 3 project (BP 50%) and the Shell-
Company (TEPCO) signed an agreement for TEPCO to purchase up to
operated Mars B major project (BP 28.5%) started up in February. A
1.2 million tonnes of LNG per year from BP for 17 years starting in 2017.
second Na Kika Phase 3 well started up in April.
Europe The Atlantis North expansion Phase 2 major project (BP 56%) started
BP is active in the North Sea and the Norwegian Sea. Our activities focus up in April.
on maximizing recovery from existing producing fields and selected new BP announced an oil discovery at the Guadalupe prospect (BP 42.5%)
field developments. BPs production is generated from three key areas; in the deepwater Gulf of Mexico in October. Project operator Chevron
the Shetland Area comprising Magnus, Clair, Foinaven and Schiehallion drilled the discovery well on Keathley Canyon block 10 on behalf of the
fields; the Central Area comprising Bruce, Andrew and ETAP fields; and Guadalupe co-owners. The well encountered significant economically
Norway, comprising Valhall, Ula and Skarv fields. producible hydrocarbons in Paleogene age Wilcox Sands.
In January 2015 BP announced it had formed a new ownership and
In March 2013 BP and its partners, ConocoPhillips, Chevron and Shell, operating model with Chevron and ConocoPhillips to focus on moving
announced the decision to proceed with a two-year appraisal programme two significant BP Paleogene discoveries closer to development and
to evaluate a potential third phase of the Clair field (BP 28.6%), west of provide expanded exploration access in the deepwater Gulf of Mexico.
the Shetland Islands. By the end of 2014, five of the planned six appraisal BP sold approximately half of its current equity interests in the Gila
wells had been completed, with drilling started on the sixth well. field to Chevron in December and sold approximately half of its equity
Activity continued on the major redevelopment of the Schiehallion and interest in the Tiber field in January 2015. BP, Chevron and
Loyal fields to the west of Shetland during 2014. Following work to ConocoPhillips also have agreed to joint ownership interests in
preserve the existing wells and subsea infrastructure, the risers and exploration blocks east of Gila known as Gibson, where they plan to
moorings were disconnected, allowing the Schiehallion floating drill in 2015. As a result of the agreements, BP, Chevron and
production storage and offloading unit (FPSO) to be towed off-station in ConocoPhillips will have the same working interests across Gila and
May. Construction continues on the replacement FPSO, the Glen Lyon.

Additional disclosures
Gibson and any future centralized production facility. Chevron will hold
Operations at the Rhum gas field recommenced in October under a equity interest of 36%, BP 34% and ConocoPhillips 30%. In Tiber, BP
temporary management scheme announced by the UK government in and Chevron will each hold equity interest of 31%, Petrobras 20% and
2013. Production had been suspended since November 2010 following ConocoPhillips 18%. Chevron will operate Tiber, Gila and Gibson.
the imposition of EU sanctions on Iran. The field is owned by BP Operatorship is expected to be transferred after BP finishes drilling
(50%) and the Iranian Oil Company (IOC) under a joint operating appraisal wells at Gila and Tiber. BP believes combining the technical
agreement. See International trade sanctions on page 238. strengths and financial resources of these three companies will provide
BP announced the Vorlich discovery in the central North Sea in greater efficiency through scale, reduce subsurface risk and increase
October. It spans the GDF SUEZ E&P UK Ltd-operated block 30/1f and the likelihood of achieving a future commercial development.
the BP-operated (BP 50%) block 30/1c. BP was the apparent high bidder in 27 out of 32 blocks in the Gulf of
Production started up from the Kinnoull field (BP 77.06%) in the central Mexico western lease sales in August, all of which have been
North Sea in December. The Kinnoull reservoir, developed as part of a awarded. This is in addition to 24 blocks awarded in the Gulf of Mexico
wider rejuvenation of the Andrew field area, is tied back to BPs in March lease sales. See also Significant estimate or judgement: oil
Andrew platform and will enable production there to be extended. BP and natural gas accounting on page 102 for further information on
has been granted three licences in the UK governments 28th licensing leases.
round. The licences are located in three of our core areas: to the north
The US Lower 48 onshore business has significant activities producing
of our Magnus field in the northern North Sea; next to our recent
natural gas, NGLs and condensate across seven states, including
Vorlich discovery; and west of our Kinnoull development. The
production from unconventional gas, coalbed methane (CBM) and shale
government is still to award some licences in this round as they are
gas assets.
undergoing environmental assessment.
In December, a number of North Sea fields were subject to impairment BP has an extensive resource base across 3.0 million net (5.5 million
charges, primarily as a result of reductions in proved reserves, gross) developed acres and over 22,815 gross wells, with daily
decreases in short-term oil and gas price assumptions and increases in production around 300mboe/d. We believe there is potential to unlock
expected decommissioning cost estimates. The total impairment significant value from this resource base and we have decades of
charge for 2014 was $4,774 million, of which $1,964 million related to experience in the necessary technologies.
the Valhall asset, $660 million related to the Andrew area assets, and Starting in 2015 our US Lower 48 onshore business began operating as a
$515 million related to the ETAP asset. There were a number of other separate business, with its own governance, processes and systems.
impairment charges that were not individually significant. This is designed to promote faster decision making and adoption of
innovation so that BP can be more competitive in the US onshore
market. David Lawler was named chief executive officer in August.

BP Annual Report and Form 20-F 2014 213


BP and Pantera Acquisition Group, LLC (Pantera) signed an have not yet reached agreement regarding the terms for the transfer of
agreement under which Pantera agreed to acquire BPs interests in Unocals interest in TAPS and related litigation will continue in 2015.
the Panhandle West and Texas Hugoton gas fields for a purchase
In Canada, BP is currently focused on oil sands development and intends
price of $390 million in June. See page 26 for more information.
to use in situ steam-assisted gravity drainage (SAGD) technology, which
Following on from the decision to create a separate BP business
uses the injection of steam into the reservoir to warm the bitumen so
around our US Lower 48 onshore oil and gas activities, and as a
that it can flow to the surface through producing wells. We hold interests
consequence of disappointing appraisal results, we decided not to
in three oil sands leases through the Sunrise Oil Sands and Terre de
proceed with development plans in the Utica shale, incurring a
Grace partnerships and the Pike Oil Sands joint operation. In addition, we
$544-million write-off relating to this acreage.
have significant offshore exploration interests in the Canadian Beaufort
For further information on the use of hydraulic fracturing in our shale gas Sea and in Nova Scotia.
assets see page 43. BPs onshore US crude oil and product pipelines and
Phase 1 of the Sunrise Oil Sands SAGD development, in which BP has
related transportation assets are included in the Downstream segment.
a 50% non-operated interest, achieved first steam in the reservoir in
In Alaska, at the end of 2014, BP operated nine North Slope oilfields in December 2014. The production capacity of Sunrise Phase 1 is
the Greater Prudhoe Bay area and owned significant interests in six expected to be 60mb/d of bitumen.
producing fields operated by others. BP also owns significant non- A major seismic programme on the Nova Scotia exploration licenses was
operating interests in the Point Thomson development project and the conducted over the summer of 2014 with 7,090km2 of wide azimuth 3D
Liberty prospect. seismic data acquired. The processing of this seismic data will be
In April BP announced the agreement to sell interests in four BP- completed by the end of 2015 to identify possible exploration well
operated oilfields on the North Slope of Alaska to Hilcorp. The sale locations. During the fourth quarter of 2014 BP expanded the Nova
agreement included all of BPs interests in the Endicott and Scotia licence participation to include Hess Canada Oil and Gas ULC and
Northstar oilfields and a 50% interest in each of the Milne Point Woodside Energy International (Canada). The new participating interests
field and the Liberty prospect, together with BPs interests in the are BP 40% (operator), Hess 40% and Woodside 20%.
oil and gas pipelines associated with these fields. The sales price South America
was $1.25 billion plus an additional carry of up to $250 million if the
BP has upstream activities in Brazil, Argentina, Bolivia, Chile, Uruguay
Liberty field is developed. The sale completed in November. See
and Trinidad & Tobago.
page 26 for more information.
Development of the Point Thomson initial production facility continued In Brazil, BP has interests in 22 exploration and production concessions
throughout 2014. Engineering design is complete and construction of across six basins, five of which are operated by BP. BPs entry into five of
field infrastructure and fabrication of the four main process modules is these concessions is subject to government and regulatory approvals.
in progress. Overall, the project is on track to commence production in
2016. BP holds a 32% working interest in the field, and ExxonMobil is BP completed the sale of interest in the Polvo oil field (BP 60%) in
the operator. Brazil to HRT Oil & Gas Ltda for $135 million in January.
BP continued to work jointly with ExxonMobil, ConocoPhillips, During the year BP continued appraisal of the Itaipu discovery, located
TransCanada, the Alaska Gasline Development Corporation and the in the deepwater sector of the Campos basin offshore Brazil, in line
State of Alaska throughout 2014 to advance the Alaska LNG project. In with the appraisal plan approved by the Brazilian National Petroleum
February 2013 a lead concept for the project was announced, Agency (ANP).
consisting of a North Slope gas treatment plant, an 800-mile In October the ANP approved the appraisal plan submitted by the
(approximately) pipeline to tidewater and a three-train liquefaction operator, Petrleo Brasileiro S.A. (Petrobras) for BM-POT-16 and BM-
facility, with an estimated capacity of 3bcf/d (up to 20 million tonnes POT-17 (two blocks in the deepwater Potiguar basin located in the
per annum). In October 2013 selection of the lead site for the Brazilian equatorial margin), covering activities to 2018. BPs farm-in to
liquefaction facility was announced as Nikiski, Alaska, located on the a 40% interest in the blocks announced in July 2013 is subject to final
south-central Alaskan coast. In January BP, ExxonMobil, ConocoPhillips regulatory approvals.
and TransCanada, and the Alaska Gasline Development Corporation In July BP had a discovery at Xerelete (BP 18%) in Brazils Campos
signed a heads of agreement (HOA) with the State of Alaska enabling basin, operated by Total.
state participation in the $45-$65 billion Alaska LNG project. The HOA In Argentina, Bolivia and Chile, BP conducts activity through Pan
sets out guiding principles for the parties to negotiate project-enabling
American Energy LLC (PAE), an equity-accounted joint venture* with
contracts, and provided a roadmap for State of Alaska participation in
Bridas Corporation, in which BP has a 60% interest.
the project. In April the Alaska Legislature passed legislation (SB-138)
which approved State participation in the project as a 25% co-investor, In Uruguay, BP has interests in three offshore deepwater exploration
and allowed payment of gas production tax in the form of gas volumes. blocks: blocks 11 and 12 in the Pelotas basin and block 6 in the Punta del
On 30 June 2014 the Alaska LNG co-venturers, including the State of Este basin, together covering an area of almost 26,000km2. BP holds a
Alaska, executed commercial agreements and launched the pre-front 100% interest in the blocks and the Uruguayan state oil company,
end engineering and design (pre-FEED) phase of the project, which is ANCAP, has a right to participate in up to 30% of any discoveries. BP has
expected to extend into 2016 with gross spend more than $500 already completed its commitment to acquire over 13,000km2 of 3D
million. A decision point for progressing to front end engineering and seismic data and 3,000km of 2D seismic data by December 2015.
design (FEED) phase of the project will be considered at the
In Trinidad & Tobago, BP holds licences and production-sharing contracts
completion of the pre-FEED phase. In July the Alaska LNG project
submitted an export application with the US Department of Energy, covering 1.8 million acres offshore of the east and north-east coast. Facilities
and in September submitted a pre-file notice of application with the include 13 offshore platforms and two onshore processing facilities.
Federal Energy Regulatory Commission (FERC), which was approved Production is comprised of gas and associated liquids. In August, the Juniper
by the FERC later that month. The US Department of Energy issued a project was sanctioned and subsequently a key contract for the
Free Trade Agreement Export Authorization to the project in development of the project was awarded. Fabrication began in November.
November. First commercial gas is planned between 2023 and 2025. BP also has a shareholding in Atlantic LNG (ALNG), an LNG liquefication
BP owns a 49% interest in the Trans-Alaska Pipeline System (TAPS). The plant that averages 39% across four LNG trainsa with a combined
TAPS transports crude oil from Prudhoe Bay on the Alaska North Slope to capacity of 15 million tonnes per annum. BP sells gas to each of the LNG
the port of Valdez in south-east Alaska. In April 2012 the two non- trains, supplying 100% of the gas for train 1, 50% for train 2, 75% for
controlling owners of TAPS, Koch (3.08%) and Unocal (1.37%) gave train 3 and around 67% of the gas for train 4. All the LNG from Atlantic
notice to BP, ExxonMobil (21.1%) and ConocoPhillips (29.1%) of their train 1 and most of the LNG from trains 2 and 3 is sold to third parties in
intention to withdraw as an owner of TAPS. The transfer of Kochs the US and Europe under long-term contracts. BPs equity LNG
interest to the remaining owners (BP, ExxonMobil and ConocoPhillips) entitlement from trains 2, 3 and 4 is marketed via BPs LNG marketing
was agreed and approved by regulatory authorities and closed in July and trading function to markets in the US, UK, Spain and South America.
with an effective date of August 2012. The remaining owners and Unocal a An LNG train is a processing facility used to liquefy and purify natural gas in the formation of LNG.

214 BP Annual Report and Form 20-F 2014


Africa challenging despite the governments clear focus on triggering economic
recovery and embarking on widescale national projects (such as the Suez
BPs upstream activities in Africa are located in Angola, Algeria, Libya,
Canal). Egypt is also holding an Economic Summit in March with the
Egypt and Morocco.
attendance of major foreign investors and with the government targeting
In Angola, BP is present in nine major deepwater licences offshore and is significant investments in projects across the various sectors. Another
operator in four of these. Two of these are in production (blocks 18 and key priority for the government is improving general security conditions
31), and two are in the exploration phase (blocks 19 and 24). The first and combating extremist elements in North Sinai.
exploration well on block 24 (Katambi-1) is currently being drilled.
We achieved first gas from the DEKA project offshore Egypt in August
Following a successful drill-stem test in May, BP had another oil and with the start of production from the Denise South-6 well. The DEKA
gas discovery in the pre-salt play of Angola in block 20 (BP 30%) project is centred on the Denise and Karawan gas fields in the Temsah
operated by Cobalt International Energy, Inc. This discovery (the Orca-1 concession (BP 50%) in the East Nile.
well) is the second pre-salt discovery in block 20. The Orca-2 appraisal In September, we were awarded the El Matariya and Karawan
well is currently being drilled. concessions in Egyptian Natural Gas Holding Companys bid rounds
Production commenced from the Total-operated CLOV (Cravo, Lirio, through partnering (50%) with Dana Gas and ENI respectively.
Orquidea and Violeta) major project in Angola (BP 16.67%) in June. Karawan is located in the Mediterranean Sea in the northwestern part
Plateau production of 160,000 barrels of oil was achieved in September. of Egypts economic waters. El Mataria is an onshore block and BP is
In the first quarter the Angola LNG plant (BP 13.6%) produced and sold an operator. BP and its partners have committed to invest a total of
a number of LNG cargoes, along with its first LPG, pressurised butane $105 million in the blocks during the first phase.
and condensate cargoes. Following a technical incident in April 2014, BP started drilling the Atoll-1 HPHT deepwater exploration well, the
which caused an unplanned interruption to production, the plants second exploration well in the North Damietta offshore concession, in
planned shutdown was brought forward to address both technical and September. Well performance is currently exceeding target pace and
plant capacity issues. The plant is projected to re-start fully in 2016. drilling operations are expected to be completed in second half of 2015.
In December, several fields in Angola were subject to impairment West Nile Delta Project Concessions amendment was approved by the
charges, primarily as a result of changes in estimates of reserves and Egyptian cabinet in December and will now proceed to the ratification
resources and decreases in near-term oil price assumptions. The total process in 2015.
impairment charge during the year was $968 million, of which the
In Morocco, BP has a non-operating interest in each of the Essaouira
Pluto, Saturno, Vnus and Marte (PSVM) area was subject to an
Offshore (BP 45%), Foum Assaka Offshore (BP 26.325%) and
impairment charge of $859 million.
Tarhazoute Offshore (BP 45%) blocks in the Agadir Basin, offshore
In Algeria, BP, Sonatrach and Statoil are partners in the In Salah (BP Morocco. The exploration periods run until 2017.
33.15%) and In Amenas (BP 45.89%) projects which supply gas to the
domestic and European markets. BPs total assets in Algeria at Asia
31 December 2014 were $1,717 million ($290 million current and BP has activities in Western Indonesia, China, Azerbaijan, Oman, Abu
$1,427 million non-current). Dhabi, India and Iraq.
The security assessment following the terrorist attack in January 2013 In Western Indonesia, BP participates in LNG exports through our interest in
has been completed. Virginia Indonesia Company LLC (VICO), the operator of Sanga-Sanga
BP also had an appraisal and exploitation agreement with Sonatrach in PSA (BP 38%) supplying gas to the Bontang LNG plant in Kalimantan.
the Bourarhat Sud block, located to the south west of In Amenas. This Sanga-Sanga currently delivers around 14% of the total gas feed to Bontang,
asset was in the exploration phase and was BP-operated. The Indonesias largest LNG export facility and one of the worlds largest LNG
Bourarhat agreement with Sonatrach expired on 23 September 2014. plants. It has a capacity of 22 million tonnes of LNG per annum and output of
Sonatrach and BP were granted a six-month period to negotiate new more than 18 million tonnes.
terms and those negotiations commenced in the fourth quarter. With
In addition, BP participates in the Sanga-Sanga CBM PSA (BP 38%).
insufficient certainty of success, BP recorded an exploration write-off
Another CBM PSA, Tanjung IV (BP 44%), in the Barito basin of Central

Additional disclosures
of $524 million.
Kalimantan, will be relinquished pending the approval from the
In Libya, BP is in partnership with the Libyan Investment Authority (LIA) government of Indonesia.
to explore acreage in the onshore Ghadames and offshore Sirt basins,
In China, during the year BP has exited blocks 42/05 (BP 40.82%), 43/11
covered under the exploration and production-sharing agreement (EPSA)
(BP 40.82%) and 54/11 (BP 100%) in the South China Sea in accordance
ratified in December 2007 (BP 85%). BPs total assets in Libya at
with the PSAs and with government approvals. BP has a 30% equity
31 December 2014 were $515 million ($38 million current and
stake in the 7 million tonnes per annum capacity Guangdong LNG
$477 million non-current).
regasification and pipeline project in south-east China, making it the first
BP served the National Oil Corporation with notices of force majeure on foreign partner in Chinas LNG import business. The terminal is supplied
17 August. This is the result of continued civil unrest in Libya, which has under a long-term contract with Australias North West Shelf venture.
made it impossible for BP to undertake its obligations under the EPSA
BP and the China National Offshore Oil Corporation (CNOOC) announced
safely and securely. If the period of force majeure continues for two
a heads of agreement in June for the supply of up to 1.5 million tonnes of
years, the EPSA may terminate if the parties have failed to reach an
LNG per year over 20 years starting in 2019.
agreeable arrangement.
In Azerbaijan, BP invests more than any other foreign investor, operates
In Egypt, BP and its partners currently produce 10% of Egypts liquids
two PSAs, Azeri-Chirag-Gunashli (ACG) (BP 35.8%) and Shah Deniz (BP
production and more than 30% of its gas production. BPs total assets in
28.83%), and also holds other exploration leases.
Egypt at 31 December 2014 were $7,715 million, of which $2,266 million
were current and $5,449 million were non-current. The current assets In 2012 further EU and US regulations concerning restrictive measures
include trade receivables and Egyptian pound denominated cash. against Iran were issued. The Shah Deniz joint operation and its gas
marketing and pipeline entities, in which Naftiran Intertrade Co. Ltd
Egypt is moving forward towards the completion of the political roadmap
(NICO) has an interest, were excluded from the main operative
set out in June 2013. The government is committed to completing the
provisions of the EU regulations as well as from the application of the
current transitional period and has already completed the first two
new US sanctions, and fall within the exception for certain natural gas
milestones, the adoption of the Constitution by a majority vote earlier this
projects under Section 603 of the US Iran Threat Reduction and Syria
year and the election of President Al Sisi in June. These are to be
Human Rights Act of 2012. The Shah Deniz Stage 2 project (referred to
followed by Parliament elections scheduled to take place through two
below) is also excluded from the EU and US sanctions. For further
phases in March and April of 2015. Economic conditions remain
information see International trade sanctions on page 238.
The West Chirag platform came online in January, completing the
Chirag oil project (BP 35.8%), sanctioned in 2010.

* Defined on page 252. BP Annual Report and Form 20-F 2014 215
In March BP completed the purchase of an additional 3.33% equity in on the new pricing policy and the premiums for future developments
Shah Deniz and the South Caucasus Pipeline (SCP) from Statoil for to emerge in due course.
$469 million. In Iraq, BP holds a 47.6% working interest and is the lead contractor in
A ceremony to mark the groundbreaking for the Southern Gas Corridor the Rumaila technical service contract. Rumaila is one of the worlds
was held in September as part of the BP-operated Azerbaijan largest oil fields, comprising five producing reservoirs. BPs total assets in
International Operating Company celebration of the 20th anniversary of Iraq at 31 December 2014 were $1,606 million ($1,235 million current
the Azeri-Chirag-Gunashli production-sharing contract. This is a and $371 million non-current).
milestone in the realization of the Shah Deniz Stage 2 project, which is
planned to deliver gas through the Southern Corridor comprising some In September we signed an amendment to the Rumaila contract terms,
3,500 kilometres of pipeline to customers in Georgia, Turkey, Greece, which include, among other things, the increase of BP equity and a five-
Bulgaria and Italy. year term extension until 2034. BP is also working with the government
In December BP and the State Oil Company of the Republic of of Iraq and North Oil Company on studies in support of the stabilization
Azerbaijan signed a new PSA to jointly explore for and develop and redevelopment of two producing reservoirs of the Kirkuk field.
potential prospects in the shallow water area around the Absheron Despite instability and sectarian violence in the north and west of the
Peninsula in the Azerbaijan sector of the Caspian Sea. country, BP operations are continuing in the south.
BP, as operator, holds a 30.1% interest in and manages the Baku-Tbilisi- Australasia
Ceyhan (BTC) oil pipeline. The 1,768-kilometre pipeline transports oil from
We are active in Australia and Eastern Indonesia.
the BP-operated ACG oilfield and gas condensate from the Shah Deniz
gas field in the Caspian Sea, along with other third-party oil, to the In Australia, BP is one of seven participants in the North West Shelf
eastern Mediterranean port of Ceyhan. The BTC pipeline has a capacity (NWS) venture, which has been producing LNG, pipeline gas,
of 1mmboe/d with average throughput in 2014 of 712mboe/d. condensate, LPG and oil since the 1980s. Six partners (including BP) hold
an equal 16.67% interest in the gas infrastructure and an equal 15.78%
BP is technical operator of, and currently holds a 28.83% interest in, the
interest in the gas and condensate reserves, with a seventh partner
693-kilometre SCP. The pipeline takes gas from Azerbaijan through Georgia
owning the remaining 5.32%. BP also has a 16.67% interest in some of
to the Turkish border and has a capacity of 134mboe/d with average
the NWS oil reserves and related infrastructure. The NWS venture is
throughput in 2014 of 111mboe/d. BP (as operator of Azerbaijan
currently the principal supplier to the domestic market in Western
International Operating Company) also operates the Western Export Route
Australia and one of the largest LNG export projects in Asia, with five
Pipeline which transports ACG oil to the Black Sea coast of Georgia.
LNG trains in operation. BPs net share of the capacity of NWS LNG
In Oman, BP currently has appraisal programmes and development trains 1-5 is 2.7 million tonnes of LNG per annum.
activities. In December 2013, BP and the Sultanate of Oman government
signed a gas sales agreement and an amended EPSA for the BP also holds a 5.375% interest in the Jansz-lo field and 12.5% interests
development of the Khazzan field in block 61 with BP as operator. in the Geryon, Orthrus and Maenad fields which are part of the Greater
Gorgon project. BPs Jansz-Io interest is in the reserves and wells which
In February the Sultan of Oman issued a royal decree approving the will provide the initial feed gas to the Gorgon LNG plant scheduled to
amended EPSA and the government acquired a 40% stake in block 61 commence production late 2015.
through Makarim Gas Development LLC, a wholly owned subsidiary of
the state-owned Oman Oil Company Exploration & Production. BP holds a 70% interest in four deepwater offshore exploration blocks in
the Ceduna Sub Basin. BP, as operator, expects to drill four deepwater
In October we announced the award of two long-term drilling contracts
wells beginning in 2016 in this frontier exploration basin located within
for the Oman Khazzan project in block 61. KCA Deutag was awarded
the Great Australian Bight off the coast of southern Australia.
more than $400 million in contracts for the construction and operation
of five new build land rigs for Khazzan. Omans Abraj Energy Service BP is also one of five participants in the Browse LNG venture (operated
was awarded more than $330 million in contracts to supply three by Woodside) and holds a 17% interest. Browse is currently in the pre-
drilling rigs for the full field development of the Khazzan project. Gas FEED stage of an offshore floating LNG development and remains
production is expected to start in late 2017. subject to regulatory, joint operation and internal BP approvals.
We accessed new acreage in the offshore Outer Canning basin in
In Abu Dhabi, we had equity interests of 9.5% and 14.67% in onshore
Western Australia in September by farming in to two exploration
and offshore concessions respectively in 2013. The Abu Dhabi onshore
permits (BP 21%).
concession expired in January 2014 with a consequent impact on
production of approximately 140mboe/d. BP participated in the tender In Eastern Indonesia, BP operates the Tangguh LNG plant. Tangguh
process for the new onshore concession. (BP 37.16%), is located in Papua Barat. The asset comprises 14
We also have a 10% equity shareholding in the Abu Dhabi Gas producing wells, two offshore platforms, two pipelines and an LNG plant
Liquefaction Company, which in 2014 supplied 5.9 million tonnes of LNG with two production trains. It has a total capacity of 7.6 million tonnes of
(305.7bcfe regasified). LNG per annum. Tangguh supplies LNG to customers in Indonesia,
China, South Korea, Mexico and Japan through a combination of long,
In India, BP has a 30% interest in four oil and gas PSAs operated by medium and short-term contracts. Plans for a third train remain on track.
Reliance Industries Limited (RIL), and is a partner with RIL in a 50:50 joint
operation for the sourcing and marketing of gas in India. In August BP announced that the government of Indonesia, through the
Ministry of Environment, approved the Tangguh expansion project
During the year a number of activities continued to manage the
integrated environment and social impact assessment and issued the
existing producing fields in the KG D6 block, with a focus on sustaining
project (BP 37.16%) an environmental permit. This was followed by the
production and extending the life of these fields. Activities included
award of dual onshore FEED to two separate consortia, announced in
well work-overs, side-tracks and new wells as well as progress on the
October. In addition, BP and the Tangguh partners signed a long-term
installation of additional compression capacity.
LNG sales agreement with PT PLN (Persero), Indonesias state-owned
In October the government of India announced new gas price
electricity company, to supply up to 1.5 million tonnes of LNG each year
guidelines for domestic gas, effective 1 November 2014. The new
from 2015 to 2033. Supply will initially be provided from Tangguhs
guidelines replace the earlier guidelines issued by the government in
existing LNG trains. The agreement commits 40% of annual production
January 2014.
from train 3 to the domestic market.
During the year we recorded an $810-million charge (comprising a
$415 million impairment charge and $395 million exploration write-off) BP has 100% interests in two deepwater PSAs: West Aru I and II and
to write down the value ascribed to block KG D6 in India as part of the 32% interest in the Chevron-operated West Papua I and Ill PSAs. These
acquisition of upstream interests from RIL in 2011. The charge arises PSAs will be relinquished pending approval from the government of
as a result of uncertainty in the future long-term gas price outlook, Indonesia.
following the introduction of a new formula for Indian gas prices,
although we do see the commencement of a transition to market-
based pricing as a positive step. We expect further clarity

216 BP Annual Report and Form 20-F 2014


Downstream plant capacity
The following table summarizes BP groups interests in refineries and average daily crude distillation capacities as at 31 December 2014.

Crude distillation capacitiesa


BP share
Group interestb thousand barrels
Fuels value chain Country Refinery (%) per day

US
US North West US Cherry Point 100 234
US East of Rockies Whiting 100 430
Toledo 50 80
744
Europe
Rhine Germany Bayernoilc 22.5 49
Gelsenkirchen 50 132
Karlsruhec 12 39
Lingen 100 95
Schwedtc 18.8 45
Netherlands Rotterdam 100 377
Iberia Spain Castelln 100 110
847
Rest of world
Australia New Zealand Australia Bulwerd 100 102
Kwinana 100 146
New Zealand Whangareic 23.7 28
Southern Africa South Africa Durbanc 50 90
366
Total BP share of capacity at 31 December 2014 1,957
a Crude distillation capacity is gross rated capacity, which is defined as the highest average sustained unit rate for a consecutive 30-day period.
b BP share of equity, which is not necessarily the same as BP share of processing entitlements.
c Indicates refineries not operated by BP.
d We announced that we will halt refining operations at Bulwer in 2015.

Additional disclosures

BP Annual Report and Form 20-F 2014 217


Petrochemicals production capacitya
The following table summarizes BP groups share of petrochemicals production capacities as at 31 December 2014.

BP share of capacity
thousand tonnes per annumb
Product
Group interest Acetic Olefins and
Geographical area Site (%)c PTA PX acid derivatives Others

US
Cooper River 100.0 1,300
Decaturd 100.0 1,000 700
Texas City 100.0 1,300 600e 100
2,300 2,000 600 100
Europe
UK Hull 100.0 500 200
Belgium Geel 100.0 1,300 700
Germany Gelsenkirchenf 50-61.0 1,800g
Mlheimf 50.0 100
1,300 700 500 1,800 300
Rest of world
Trinidad & Tobago Point Lisas 36.9 700
China Caojing 50.0 3,300
Chongqing 51.0 200 100
Nanjing 50.0 300
Zhuhaih 85.0 1,800
Indonesia Merak 100.0 500
South Korea Ulsan 51.0 300 100
Malaysia Kertih 70.0 400
Taiwan Kaohsiung 61.4 300
Mai Liao 50.0 200
Taichung 61.4 500
3,100 1,400 3,300 900
6,700 2,700 2,500 5,100 1,300
Total BP share of capacity at 31 December 2014 18,300
a Petrochemicals production capacity is the proven maximum sustainable daily rate (MSDR) multiplied by the number of days in the respective period, where MSDR is the highest average daily rate ever
achieved over a sustained period.
b Capacities are shown to the nearest hundred thousand tonnes per annum.
c Includes BP share of equity-accounted entities, as indicated.
d This site has capacity under 100,000 tonnes per annum for a speciality product (e.g. naphthalene dicarboxylate and ethylidene diacetate).
e Group interest is quoted at 100%, reflecting the capacity entitlement, which is marketed by BP.
f Due to the integrated nature of these plants with our Gelsenkirchen refinery, the income and expenditure of these plants is managed and reported through the fuels business.
g Group interest varies by product.
h BP Zhuhai Chemical Company Ltd is a subsidiary of BP, the capacity of which is shown above at 100%.

218 BP Annual Report and Form 20-F 2014


Oil and gas disclosures for the group reserves position through the year for our subsidiaries and equity-
accounted entities and for our subsidiaries alone.
Resource progression Subsidiaries and equity-accounted entities volumes in mmboea

BP manages its hydrocarbon resources in three major categories: Proved undeveloped reserves at 1 January 2014 8,080
prospect inventory, contingent resources and reserves. When a Revisions of previous estimates 371
discovery is made, volumes usually transfer from the prospect inventory Improved recovery 196
to the contingent resources category. The contingent resources move Discoveries and extensions 146
through various sub-categories as their technical and commercial Purchases 42
maturity increases through appraisal activity. Sales (15)
At the point of final investment decision, most proved reserves will be Total in year proved undeveloped reserves changes 8,819
categorized as proved undeveloped (PUD). Volumes will subsequently be Progressed to proved developed reserves (1,031)
recategorized from PUD to proved developed (PD) as a consequence of Proved undeveloped reserves at 31 December 2014 7,788
development activity. When part of a wells proved reserves depends on
a later phase of activity, only that portion of proved reserves associated
with existing, available facilities and infrastructure moves to PD. The first Subsidiaries only volumes in mmboea

PD bookings will typically occur at the point of first oil or gas production. Proved undeveloped reserves at 1 January 2014 4,844
Major development projects typically take one to five years from the time Revisions of previous estimates (183)
of initial booking of PUD to the start of production. Changes to proved Improved recovery 180
reserves bookings may be made due to analysis of new or existing data Discoveries and extensions 123
concerning production, reservoir performance, commercial factors and Purchases 42
additional reservoir development activity. Sales (15)
Volumes can also be added or removed from our portfolio through Total in year proved undeveloped reserves changes 4,990
acquisition or divestment of properties and projects. When we dispose of Progressed to proved developed reserves (483)
an interest in a property or project, the volumes associated with our Proved undeveloped reserves at 31 December 2014 4,507
adopted plan of development for which we have a final investment
decision will be removed from our proved reserves upon completion. a Because of rounding, some totals may not agree exactly with the sum of their component parts.
When we acquire an interest in a property or project, the volumes BP bases its proved reserves estimates on the requirement of
associated with the existing development and any committed projects reasonable certainty with rigorous technical and commercial
will be added to our proved reserves if BP has made a final investment assessments based on conventional industry practice and regulatory
decision and they satisfy the SECs criteria for attribution of proved requirements. BP only applies technologies that have been field tested
status. Following the acquisition, additional volumes may be progressed and have been demonstrated to provide reasonably certain results with
to proved reserves from non-proved reserves or contingent resources. consistency and repeatability in the formation being evaluated or in an
Non-proved reserves and contingent resources in a field will only be analogous formation. BP applies high-resolution seismic data for the
recategorized as proved reserves when all the criteria for attribution of identification of reservoir extent and fluid contacts only where there is an
proved status have been met and the volumes are included in the overwhelming track record of success in its local application. In certain
business plan and scheduled for development, typically within five years. cases BP uses numerical simulation as part of a holistic assessment of
BP will only book proved reserves where development is scheduled to recovery factor for its fields, where these simulations have been field
commence after more than five years, if these proved reserves satisfy tested and have been demonstrated to provide reasonably certain results
the SECs criteria for attribution of proved status and BP management with consistency and repeatability in the formation being evaluated or in
has reasonable certainty that these proved reserves will be produced. an analogous formation. In certain deepwater fields BP has booked
proved reserves before production flow tests are conducted, in part
At the end of 2014 BP had material volumes of proved undeveloped because of the significant safety, cost and environmental implications of

Additional disclosures
reserves held for more than five years in Trinidad, the North Sea and the conducting these tests. The industry has made substantial technological
Gulf of Mexico. These are part of ongoing infrastructure-led development improvements in understanding, measuring and delineating reservoir
activities for which BP has a historical track record of completing properties without the need for flow tests. To determine reasonable
comparable projects in these countries. We have no proved undeveloped certainty of commercial recovery, BP employs a general method of
reserves held for more than five years in our onshore US developments. reserves assessment that relies on the integration of three types of data:
In each case the volumes are being progressed as part of an adopted 1. Well data used to assess the local characteristics and conditions of
development plan where there are physical limits to the development reservoirs and fluids.
timing such as infrastructure limitations, contractual limits including gas
2. Field scale seismic data to allow the interpolation and extrapolation of
delivery commitments, late life compression and the complex nature of
these characteristics outside the immediate area of the local well control.
working in remote locations.
3. Data from relevant analogous fields. Well data includes appraisal wells
Over the past five years, BP has annually progressed on average 19% of
or sidetrack holes, full logging suites, core data and fluid samples. BP
our proved undeveloped reserves (accounting for disposals) to proved
considers the integration of this data in certain cases to be superior to
developed reserves. This equates to a turnover time of about five years.
a flow test in providing understanding of overall reservoir
We expect the turnover time to remain at or below five years and
performance. The collection of data from logs, cores, wireline
anticipate the volume of proved undeveloped reserves held for more than
formation testers, pressures and fluid samples calibrated to each
five years to remain about the same.
other and to the seismic data can allow reservoir properties to be
In 2014 we progressed 1,031mmboe of proved undeveloped reserves determined over a greater volume than the localized volume of
(483mmboe for our subsidiaries alone) to proved developed reserves investigation associated with a short-term flow test. There is a strong
through ongoing investment in our subsidiaries and equity-accounted track record of proved reserves recorded using these methods,
entities upstream development activities. Total development validated by actual production levels.
expenditure in Upstream, excluding midstream activities, was
$18,704 million in 2014 ($15,096 million for subsidiaries and $3,608
Governance
million for equity-accounted entities). The major areas with progressed BPs centrally controlled process for proved reserves estimation approval
volumes in 2014 were Angola, Azerbaijan, Russia, Trinidad, UK and US. forms part of a holistic and integrated system of internal control. It
Revisions of previous estimates for proved undeveloped reserves are consists of the following elements:
due to changes relating to field performance or well results. The Accountabilities of certain officers of the group to ensure that there is
following tables describe the changes to our proved undeveloped review and approval of proved reserves bookings independent of the
operating business and that there are effective controls in the approval

BP Annual Report and Form 20-F 2014 219


process and verification that the proved reserves estimates and the recover volumes that equate to costs incurred to develop and produce
related financial impacts are reported in a timely manner. the proved reserves and an agreed share of the remaining volumes or the
Capital allocation processes, whereby delegated authority is exercised economic equivalent. As part of our entitlement is driven by the monetary
to commit to capital projects that are consistent with the delivery of amount of costs to be recovered, price fluctuations will have an impact
the groups business plan. A formal review process exists to ensure on both production volumes and reserves.
that both technical and commercial criteria are met prior to the
We disclose our share of proved reserves held in equity-accounted
commitment of capital to projects.
entities (joint ventures* and associates*), although we do not control
Group audit, whose role is to consider whether the groups system of
these entities or the assets held by such entities.
internal control is adequately designed and operating effectively to
respond appropriately to the risks that are significant to BP. BPs estimated net proved reserves and proved reserves
Approval hierarchy, whereby proved reserves changes above certain replacement
threshold volumes require central authorization and periodic reviews.
Eighty-four per cent of our total proved reserves of subsidiaries at
The frequency of review is determined according to field size and
31 December 2014 were held through joint operations (83% in 2013),
ensures that more than 80% of the BP proved reserves base
and 33% of the proved reserves were held through such joint operations
undergoes central review every two years, and more than 90% is
where we were not the operator (31% in 2013).
reviewed centrally every four years.
Estimated net proved reserves of crude oil at 31 December 2014a b c
BPs vice president of segment reserves is the petroleum engineer
million barrels
primarily responsible for overseeing the preparation of the reserves
Developed Undeveloped Total
estimate. He has more than 30 years of diversified industry experience
with the past 10 spent managing the governance and compliance of BPs UK 159 329 488
reserves estimation. He is a past member of the Society of Petroleum Rest of Europe 95 22 117
Engineers Oil and Gas Reserves Committee and of the American US 1,030 664 1,694
Association of Petroleum Geologists Committee on Resource Evaluation Rest of North America 9 163 172
and is the current chair of the bureau of the United Nations Economic South America 10 22 32
Commission for Europe Expert Group on Resource Classification. Africa 317 120 437
Rest of Asia 384 197 581
No specific portion of compensation bonuses for senior management is
Australasia 40 19 59
directly related to proved reserves targets. Additions to proved reserves
is one of several indicators by which the performance of the Upstream Subsidiaries* 2,043 1,538 3,582
segment is assessed by the remuneration committee for the purposes of Equity-accounted entities 3,405 2,258 5,663
determining compensation bonuses for the executive directors. Other Total 5,448 3,796 9,244
indicators include a number of financial and operational measures.
Estimated net proved reserves of natural gas liquids at 31 December 2014a b
BPs variable pay programme for the other senior managers in the
million barrels
Upstream segment is based on individual performance contracts.
Developed Undeveloped Total
Individual performance contracts are based on agreed items from the
business performance plan, one of which, if chosen, could relate to UK 6 3 9
proved reserves. Rest of Europe 13 1 14
US 323 104 427
Compliance Rest of North America
International Financial Reporting Standards (IFRS) do not provide specific South America 11 28 39
guidance on reserves disclosures. BP estimates proved reserves in Africa 5 7 12
accordance with SEC Rule 4-10 (a) of Regulation S-X and relevant Rest of Asia
Compliance and Disclosure Interpretations (C&DI) and Staff Accounting Australasia 6 3 10
Bulletins as issued by the SEC staff. Subsidiaries 364 146 510
By their nature, there is always some risk involved in the ultimate Equity-accounted entities 46 16 62
development and production of proved reserves including, but not limited Total 410 163 572
to: final regulatory approval; the installation of new or additional
infrastructure, as well as changes in oil and gas prices; changes in Estimated net proved reserves of liquids*
operating and development costs; and the continued availability of million barrels
additional development capital. All the groups proved reserves held in Developed Undeveloped Total
subsidiaries and equity-accounted entities with the exception of those Subsidiaries 2,407 1,684 4,092d e
proved reserves held by our Russian equity-accounted entity, Rosneft are Equity-accounted entities 3,451 2,274 5,725f
estimated by the groups petroleum engineers.
Total 5,858 3,958 9,817
DeGolyer & MacNaughton (D&M), an independent petroleum engineering
consulting firm, has estimated the net proved crude oil, condensate, natural Estimated net proved reserves of natural gas at 31 December 2014a b
gas liquids (NGLs) and natural gas reserves, as of 31 December 2014, of billion cubic feet
certain properties owned by Rosneft. The properties evaluated by D&M Developed Undeveloped Total
account for 100% of Rosnefts net proved reserves as of 31 December
UK 382 386 768
2014. The net proved reserves estimates prepared by D&M were prepared
Rest of Europe 300 19 318
in accordance with the reserves definitions of Rule 4-10(a)(1)-(32) of
US 7,168 2,447 9,615
Regulation S-X. All reserves estimates involve some degree of uncertainty.
BP has filed D&Ms independent report on its reserves estimates as an Rest of North America 17 17
exhibit to its Annual Report on Form 20-F filed with the SEC. South America 2,352 6,313 8,666
Africa 901 1,597 2,497
Our proved reserves are associated with both concessions (tax and Rest of Asia 1,688 3,892 5,580
royalty arrangements) and agreements where the group is exposed to Australasia 3,316 1,719 5,035
the upstream risks and rewards of ownership, but where our entitlement
Subsidiaries 16,124 16,372 32,496g
to the hydrocarbons is calculated using a more complex formula, such as
Equity-accounted entities 6,363 5,837 12,200h
with PSAs. In a concession, the consortium of which we are a part is
entitled to the proved reserves that can be produced over the licence Total 22,487 22,209 44,695
period, which may be the life of the field. In a PSA, we are entitled to

220 BP Annual Report and Form 20-F 2014


Estimated net proved reserves on an oil equivalent basis The Abu Dhabi onshore concession expired in January 2014 with a
million barrels of oil equivalent consequent reduction in production of approximately 140mboe/d. Our
Developed Undeveloped Total Abu Dhabi offshore concession is due to expire in 2018. The group
holds no other licences due to expire within the next three years that
Subsidiaries 5,187 4,507 9,694
would have a significant impact on BPs reserves or production.
Equity-accounted entities 4,548 3,280 7,828
Total 9,735 7,788 17,523 For further information on our reserves see page 174.

a Proved reserves exclude royalties due to others, whether payable in cash or in kind, where the
royalty owner has a direct interest in the underlying production and the option and ability to
make lifting and sales arrangements independently, and include non-controlling interests in
consolidated operations. We disclose our share of reserves held in joint ventures and
associates that are accounted for by the equity method although we do not control these
entities or the assets held by such entities.
b The 2014 marker prices used were Brent $101.27/bbl (2013 $108.02/bbl and 2012
$111.13/bbl) and Henry Hub $4.31/mmBtu (2013 $3.66/mmBtu and 2012 $2.75/mmBtu).
c Includes condensate and bitumen.
d Proved reserves in the Prudhoe Bay field in Alaska include an estimated 65 million barrels on
which a net profits royalty will be payable over the life of the field under the terms of the BP
Prudhoe Bay Royalty Trust.
e Includes 21 million barrels of liquids in respect of the 30% non-controlling interest in BP
Trinidad and Tobago LLC.
f Includes 38 million barrels of crude oil in respect of the 0.16% non-controlling interest in
Rosneft held assets in Russia.
g Includes 2,519 billion cubic feet of natural gas in respect of the 30% non-controlling interest in
BP Trinidad and Tobago LLC.
h Includes 91 billion cubic feet of natural gas in respect of the 0.18% non-controlling interest in
Rosneft held assets in Russia.

Because of rounding, some totals may not agree exactly with the sum
of their component parts.
Proved reserves replacement
Total hydrocarbon proved reserves at 31 December 2014, on an oil
equivalent basis including equity-accounted entities, decreased by 3%
(decrease of 5% for subsidiaries and increase of 1% for equity-
accounted entities) compared with 31 December 2013. Natural gas
represented about 44% (58% for subsidiaries and 27% for equity-
accounted entities) of these reserves. The change includes a net
decrease from acquisitions and disposals of 39mmboe (all within our
subsidiaries). Acquisition activity in our subsidiaries occurred in
Azerbaijan, the US and the UK, and divestment activity in our
subsidiaries in the US and Brazil.
The proved reserves replacement ratio is the extent to which
production is replaced by proved reserves additions. This ratio is
expressed in oil equivalent terms and includes changes resulting from
revisions to previous estimates, improved recovery, and extensions and
discoveries. For 2014, the proved reserves replacement ratio excluding

Additional disclosures
acquisitions and disposals was 63% (129% in 2013 and 77% in 2012)
for subsidiaries and equity-accounted entities, 29% for subsidiaries
alone and 116% for equity-accounted entities alone. The decreased
ratio reflected lower reserves bookings as a result of fewer final
investment decisions in 2014 and revisions of previous estimates.
In 2014 net additions to the groups proved reserves (excluding
production and sales and purchases of reserves-in-place) amounted to
743mmboe (208mmboe for subsidiaries and 535mmboe for equity-
accounted entities), through revisions to previous estimates, improved
recovery from, and extensions to, existing fields and discoveries of new
fields. The subsidiary additions through improved recovery from, and
extensions to, existing fields and discoveries of new fields were in
existing developments where they represented a mixture of proved
developed and proved undeveloped reserves. Volumes added in 2014
principally resulted from the application of conventional technologies.
The principal proved reserves additions in our subsidiaries were in
Angola, Azerbaijan, Iraq, Oman, Trinidad and the US. We had material
reductions in our proved reserves in Norway, the UK, Indonesia and
Australia, principally due to activity reduction and reservoir performance.
The principal reserves additions in our equity-accounted entities were in
Argentina and Russia.
Sixteen per cent of our proved reserves are associated with PSAs. The
countries in which we operated under PSAs in 2014 were Algeria,
Angola, Azerbaijan, Egypt, India, Indonesia, Oman and a non-material
volume of our proved reserves in Trinidad. In addition, the technical
service contract (TSC) governing our investment in the Rumaila field in
Iraq functions as a PSA.

* Defined on page 252. BP Annual Report and Form 20-F 2014 221
BPs net production by country crude oila and natural gas liquids
thousand barrels per day

BP net share of productionb


Natural gas
Crude oil liquids
2014 2013 2012 2014 2013 2012

Subsidiaries
UKc d 46 58 81 2 3 5
Norwayc 41 31 22 5 4 1
Total Rest of Europe 41 31 22 5 4 1
Total Europe 87 89 103 7 7 6
Alaskac 127 137 139
Lower 48 onshorec 14 12 11 45 45 49
Gulf of Mexico deepwaterc 206 156 176 18 13 15
Total US 347 305 327 63 58 64
Canadac 1
Total Rest of North America 1
Total North America 347 305 327 63 58 65
Trinidad & Tobago 13 10 8 12 12 13
Brazilc 7 7
Total South America 13 17 16 12 12 13
Angola 181 180 149
Egypt 37 33 36
Algeria 5 3 6 5 3 7
Total Africa 222 217 191 5 3 7
Azerbaijanc 98 96 92
Western Indonesia 2 1 1
Iraq 55 39 39
Other 2 4 6 1 2
Total Rest of Asia 156 141 137 1 2
Total Asia 156 141 137 1 2
Australia 17 19 20 3 4 4
Other 2 2 1
Total Australasia 19 21 22 3 4 4
Total subsidiariese 844 789 795 91 86 96
Equity-accounted entities (BP share)
TNK-BP (Russia, Venezuela, Vietnam)c f 183 857 4 20
Rosneft (Russia, Canada, Venezuela, Vietnam)c g 816 643 5 7
Abu Dhabih 97 231 216
Argentina 62 60 63 3 3 3
Bolivia 3 2 1
Egypt 4 5 5
Other 1 1 1
Total equity-accounted entities 979 1,120 1,137 12 19 27
Total subsidiaries and equity-accounted entities 1,823 1,909 1,932 104 105 123
a Includes condensate.
b Production excludes royalties due to others whether payable in cash or in kind where the royalty owner has a direct interest in the underlying production and the option and ability to make lifting and

sales arrangements independently.


c In 2014, BP divested its interests in the Endicott and Northstar fields, and 50% of its interests in the Milne Point field, in Alaska, its interest in the US onshore Hugoton upstream operation and its

interest in the Polvo asset in Brazil. BP also reduced its interest in certain wells in the US onshore Eagle Ford Shale in south Texas. It increased its interest in the Shah Deniz asset in Azerbaijan, in
certain UK North Sea assets, and in certain US onshore assets. In 2013, BP divested its interests in TNK-BP, its interests in the Harding, Devenick, Maclure, Braes and Braemar fields in the North Sea
and its interests in the US onshore Moxa upstream operation in Wyoming. It also acquired an interest in Rosneft. In 2012, BP divested its interests in the Gulf of Mexico Marlin, Dorado, King, Horn
Mountain, Holstein, Ram Powell and Diana Hoover assets, a portion of its interest in the Gulf of Mexico Mad Dog asset, its interests in the US onshore Jonah and Pinedale upstream operation in
Wyoming, and associated gas gathering system, its interests in the Canadian natural gas liquid business, its interests in the Alba and Britannia fields in the UK North Sea, its interests in the Draugen
field in the Norwegian Sea, and TNK-BP disposed of its interests in OJSC Novosibirskneftegaz, with interests in Novosibirsk region, Omsk region, and Irkutsk region, and its interests in OJSC
Severnoeneftegaz, with interests in Novosibirsk region. BP also increased its interest in the US onshore Eagle Ford Shale in south Texas, its interests in certain UK North Sea assets, and in certain US
Alaska assets.
d Volumes relate to six BP-operated fields within ETAP. BP has no interests in the remaining three ETAP fields, which are operated by Shell.
e Includes 7 net mboe/d of NGLs from processing plants in which BP has an interest (2013 5.5mboe/d and 2012 13.5mboe/d).
f Estimated production for 2013 represents BPs share of TNK-BPs estimated production from 1 January to 20 March, averaged over the full year.
g 2014 is based on preliminary operational results of Rosneft for the three months ended 31 December 2014. Actual results may differ from these amounts. 2013 reflects production for the period

21 March to 31 December, averaged over the full year.


h BP holds interests, through associates, in offshore concessions in Abu Dhabi which expire in 2018. We similarly held onshore concessions which expired in 2014.

Because of rounding, some totals may not agree exactly with the sum of their component parts.

222 BP Annual Report and Form 20-F 2014


BPs net production by country natural gas
million cubic feet per day

BP net share of productiona

2014 2013 2012

Subsidiaries
UKb 71 157 414
Norway 102 80 8
Total Rest of Europe 102 80 8
Total Europe 173 237 422
Lower 48 onshoreb 1,350 1,404 1,499
Gulf of Mexico deepwaterb 159 114 134
Alaska 11 21 18
Total US 1,519 1,539 1,651
Canada 10 11 13
Total Rest of North America 10 11 13
Total North America 1,529 1,551 1,664
Trinidad & Tobago 2,147 2,221 2,097
Total South America 2,147 2,221 2,097
Egypt 406 444 470
Algeria 107 117 120
Total Africa 513 561 590
Azerbaijanb 230 203 158
Western Indonesia 47 51 59
India 131 156 313
Otherb 81 103
Total Rest of Asia 408 490 633
Total Asia 408 490 633
Australia 450 431 435
Eastern Indonesia 364 353 352
Total Australasia 814 784 787
Total subsidiariesc 5,585 5,845 6,193
Equity-accounted entities (BP share)
TNK-BP (Russia, Venezuela, Vietnam)b d 184 785

Additional disclosures
Rosneft (Russia, Canada, Venezuela, Vietnam)b e 1,084 617
Argentina 323 329 355
Bolivia 80 55 34
Other 28 30 26
Total equity-accounted entitiesc 1,515 1,216 1,200
Total subsidiaries and equity-accounted entities 7,100 7,060 7,393
a Production excludes royalties due to others whether payable in cash or in kind where the royalty owner has a direct interest in the underlying production and the option and ability to make lifting and
sales arrangements independently.
b In 2014, BP divested its interest in the US onshore Hugoton upstream operation. BP also reduced its interest in certain wells in the US onshore Eagle Ford Shale in south Texas. It increased its interest

in the Shah Deniz asset in Azerbaijan, in certain UK North Sea assets, and in certain US onshore assets. In 2013, BP divested its interests in TNK-BP, its interests in the Harding, Devenick, Maclure,
Braes, Braemar and Sean fields in the North Sea, its interests in the US onshore Moxa upstream operation in Wyoming and its interests in the Yacheng gas field in the South China Sea. It also acquired
an interest in Rosneft. In 2012, BP divested its interests in the US Hugoton basin including the Jayhawk NGL plant, its interests in the Gulf of Mexico Marlin, Dorado, King, Horn Mountain, Holstein,
Ram Powell and Diana Hoover assets, a portion of its interest in the Gulf of Mexico Mad Dog asset, its interests in the US onshore Jonah and Pinedale upstream operation in Wyoming, its interests in
the Sunray and Hemphill gas processing plants in Texas, and associated gas gathering system, its interests in the UK North Sea southern gas fields including associated pipeline infrastructure and the
Dimlington terminal (including the integrated Easington terminal), and its interests in the Alba and Britannia fields in the UK North Sea. BP also increased its interest in the US onshore Eagle Ford Shale
in south Texas, and its interests in certain UK North Sea assets.
c Natural gas production volumes exclude gas consumed in operations within the lease boundaries of the producing field, but the related reserves are included in the groups reserves.
d Estimated production for 2013 represents BPs share of TNK-BPs estimated production from 1 January to 20 March, averaged over the full year.
e 2014 is based on preliminary operational results of Rosneft for the three months ended 31 December 2014. Actual results may differ from these amounts. 2013 reflects production for the period

21 March to 31 December, averaged over the full year.

Because of rounding, some totals may not agree exactly with the sum of their component parts.

BP Annual Report and Form 20-F 2014 223


The following tables provide additional data and disclosures in relation to our oil and gas operations.
Average sales price per unit of productiona
$ per unit of production
Total
North South Africa Asia Australasia group
Europe America America average
Rest of
Rest of North Rest of
UK Europe US America Russiab Asia

Subsidiaries
2014
Crude oilc 96.02 97.77 93.66 96.85 93.99 91.05 94.04 93.65
Natural gas liquids 58.11 52.97 32.28 41.62 53.67 65.70 36.15
Gas 8.13 8.22 3.80 4.65 5.92 6.28 11.20 5.70
2013
Crude oilc 107.83 107.78 102.07 106.37 107.02 108.26 105.89 105.38
Natural gas liquids 62.53 61.82 30.95 54.92 69.39 68.13 38.38
Gas 9.43 10.18 3.07 4.66 5.75 4.99 10.55 5.35
2012
Crude oilc 111.76 109.07 107.55 105.83 110.08 109.74 106.47 108.94
Natural gas liquids 74.38 60.36 34.65 52.46 75.82 84.96 42.75
Gas 8.62 9.43 2.32 3.53 6.05 5.08 10.08 4.75
Equity-accounted entitiesd
2014
Crude oilc 73.87 84.19 14.70 72.53
Natural gas liquids 15.75 n/a 15.75
Gas 4.73 2.18 12.83 3.01
2013
Crude oilc 74.01 95.28 11.58 63.51
Natural gas liquids 29.63 n/a 29.63
Gas 4.05 2.47 13.21 3.26
2012
Crude oilc 81.32 86.76 10.15 62.11
Natural gas liquids 22.36 7.63 9.70
Gas 2.35 2.35 5.08 2.52
a Units of production are barrels for liquids and thousands of cubic feet for gas. Realizations include transfers between businesses, except in the case of Russia in 2014 and 2013.
b Amounts reported for Russia in 2014 and 2013 include BPs share of Rosnefts worldwide activities, including insignificant amounts outside Russia. The operational and financial information of the
Rosneft segment for 2014 is based on preliminary operational and financial results of Rosneft for the three months ended 31 December 2014. Actual results may differ from these amounts. Crude oil
includes natural gas liquids in 2014 and 2013.
c Includes condensate.
d It is common for equity-accounted entities agreements to include pricing clauses that require selling a significant portion of the entitled production to local governments or markets at discounted
prices.

Average production cost per unit of productiona


$ per unit of production
Total
North South Africa Asia Australasia group
Europe America America average
Rest of
Rest of North Rest of
UK Europe US America Russiab Asia

Subsidiaries
2014 44.67 18.85 14.22 5.43 13.37 15.55 3.92 12.68
2013 34.10 24.48 16.11 5.92 13.84 13.20 3.21 13.16
2012 22.77 39.10 15.60 5.69 11.89 11.85 3.23 12.50
Equity-accounted entities
2014 11.28 3.82 4.34 4.75
2013 12.16 4.36 4.19 5.28
2012 11.33 5.72 2.88 5.76
a Units of production are barrels for liquids and thousands of cubic feet for gas. Amounts do not include ad valorem and severance taxes.
b Amounts reported for Russia in 2014 and 2013 include BPs share of Rosnefts worldwide activities, including insignificant amounts outside Russia. The operational and financial information of the
Rosneft segment for 2014 is based on preliminary operational and financial results of Rosneft for the three months ended 31 December 2014. Actual results may differ from these amounts.

224 BP Annual Report and Form 20-F 2014


Environmental expenditure In 2012 and 2013, the Gulf of Mexico was impacted by the Bureau of
Ocean Energy Management, Regulation and Enforcements (BOEMRE)
$ million Notice to Lessees (NTL) 2010-G05, issued in October 2010, which
2014 2013 2012 requires that idle infrastructure on active leases be decommissioned
earlier than previously was required and establishes guidelines to
Environmental expenditure relating to the
determine the future utility of idle infrastructure on active leases.
Gulf of Mexico oil spill 190 (66)a 919
Operating expenditure 624 657 742 We undertake periodic reviews of existing provisions. These reviews
Capital expenditure 590 1,091 1,207 take account of revised cost assumptions, changes in decommissioning
Clean-ups 33 42 47 requirements and any technological developments.
Additions to environmental remediation Provisions for environmental remediation and decommissioning are
provision 371 472 549 usually established on a discounted basis, as required by IAS 37
Additions to decommissioning provision 2,216 2,092 3,766 Provisions, Contingent Liabilities and Contingent Assets. Further details
a The environmental expenditure credit of $66 million in 2013 arises primarily from the write-back of decommissioning and environmental provisions appear in the financial
of a spill response provision. statements Note 21.
Environmental expenditure relating to the Gulf of
Mexico oil spill Regulation of the groups business
For full details of all environmental activities in relation to the Gulf of BPs activities, including its oil and gas exploration and production,
Mexico oil spill, see Financial statements Note 2. pipelines and transportation, refining and marketing, petrochemicals
production, trading, biofuels, wind and shipping activities, are conducted
Other environmental expenditure in almost 80 countries and are subject to a broad range of EU, US,
Operating and capital expenditure on the prevention, control, abatement international, regional and local legislation and regulations, including
or elimination of air, water and solid waste pollution is often not incurred legislation that implements international conventions and protocols.
as a separately identifiable transaction. Instead, it forms part of a larger These cover virtually all aspects of BPs activities and include matters
transaction that includes, for example, normal maintenance expenditure. such as licence acquisition, production rates, royalties, environmental,
The figures for environmental operating and capital expenditure in the health and safety protection, fuel specifications and transportation,
table are therefore estimates, based on the definitions and guidelines of trading, pricing, anti-trust, export, taxes and foreign exchange.
the American Petroleum Institute.
The terms and conditions of the leases, licences and contracts under
Environmental operating expenditure of $624 million in 2014 was at a which our oil and gas interests are held vary from country to country.
similar level to 2013. These leases, licences and contracts are generally granted by or entered
Capital expenditure in 2014 was lower than in 2013 principally due to into with a government entity or state-owned or controlled company and
reduced levels of construction activity at our Whiting refinery in 2014 as are sometimes entered into with private property owners. Arrangements
compared to 2013. The final major units associated with the Whiting with governmental or state entities usually take the form of licences or
refinery modernization project were commissioned in December 2013. production-sharing agreements (PSAs), although arrangements with the
US government can be by lease. Arrangements with private property
Clean-up costs in 2014 were lower than in 2013 primarily due to an owners are usually in the form of leases.
overall reduction in clean-up activities and services required across sites.
Licences (or concessions) give the holder the right to explore for and
In addition to operating and capital expenditures, we also establish exploit a commercial discovery. Under a licence, the holder bears the risk
provisions for future environmental remediation. Expenditure against such of exploration, development and production activities and provides the
provisions normally occurs in subsequent periods and is not included in financing for these operations. In principle, the licence holder is entitled
environmental operating expenditure reported for such periods. to all production, minus any royalties that are payable in kind. A licence
Provisions for environmental remediation are made when a clean-up is holder is generally required to pay production taxes or royalties, which

Additional disclosures
probable and the amount of the obligation can be reliably estimated. may be in cash or in kind. Less typically, BP may explore for and exploit
Generally, this coincides with the commitment to a formal plan of action hydrocarbons under a service agreement with the host entity in
or, if earlier, on divestment or on closure of inactive sites. exchange for reimbursement of costs and/or a fee paid in cash rather
than production.
The extent and cost of future environmental restoration, remediation and
abatement programmes are inherently difficult to estimate. They often PSAs entered into with a government entity or state-owned or controlled
depend on the extent of contamination, and the associated impact and company generally require BP to provide all the financing and bear the
timing of the corrective actions required, technological feasibility and risk of exploration and production activities in exchange for a share of the
BPs share of liability. Though the costs of future programmes could be production remaining after royalties, if any.
significant and may be material to the results of operations in the period In certain countries, separate licences are required for exploration and
in which they are recognized, it is not expected that such costs will be production activities, and in some cases production licences are limited
material to the groups overall results of operations or financial position. to only a portion of the area covered by the original exploration licence.
Additions to our environmental remediation provision decreased in 2014 Both exploration and production licences are generally for a specified
largely due to scope reassessments of the remediation plans of a period of time. In the US, leases from the US government typically
number of our sites in the US and Canada. The charge for environmental remain in effect for a specified term, but may be extended beyond that
remediation provisions in 2014 included $13 million in respect of term as long as there is production in paying quantities. The term of BPs
provisions for new sites (2013 $13 million and 2012 $19 million). licences and the extent to which these licences may be renewed vary
from country to country.
In addition, we make provisions on installation of our oil- and gas-
producing assets and related pipelines to meet the cost of eventual BP frequently conducts its exploration and production activities in joint
decommissioning. On installation of an oil or natural gas production arrangements* or co-ownership arrangements with other international
facility, a provision is established that represents the discounted value of oil companies, state-owned or controlled companies and/or private
the expected future cost of decommissioning the asset. companies. These joint arrangements may be incorporated or
unincorporated arrangements, while the co-ownerships are typically
In 2014 additions to the decommissioning provision were greater than in
unincorporated. Whether incorporated or unincorporated, relevant
2013, and occurred as a result of detailed reviews of expected future
agreements set out each partys level of participation or ownership
costs, and to a lesser extent increases to the asset base. The majority of
interest in the joint arrangement or co-ownership. Conventionally, all
these additions related to our sites in the North Sea, the Gulf of Mexico
costs, benefits, rights, obligations, liabilities and risks incurred in carrying
and Angola. The additions in 2012 and 2013 were driven by changes in
out joint-arrangement or co-ownership operations under a lease or
estimation and detailed reviews of expected future costs.
licence are shared among the joint-arrangement or co-owning parties

* Defined on page 252. BP Annual Report and Form 20-F 2014 225
according to these agreed ownership interests. Ownership of joint- United States
arrangement or co-owned property and hydrocarbons to which the joint The Clean Air Act (CAA) regulates air emissions, permitting, fuel
arrangement or co-ownership is entitled is also shared in these specifications and other aspects of our production, distribution and
proportions. To the extent that any liabilities arise, whether to marketing activities. Stricter limits on sulphur in fuels will affect us in
governments or third parties, or as between the joint arrangement parties future, as will actions on greenhouse gas (GHG) emissions and other
or co-owners themselves, each joint arrangement party or co-owner will air pollutants. States may also have separate, stricter air emission laws
generally be liable to meet these in proportion to its ownership interest. in addition to the CAA.
In many upstream operations, a party (known as the operator) will be The Energy Policy Act of 2005 and the Energy Independence and
appointed (pursuant to a joint operating agreement) to carry out day-to- Security Act of 2007 affect our US fuel markets by, among other
day operations on behalf of the joint arrangement or co-ownership. The things, imposing renewable fuel mandates and imposing GHG
operator is typically one of the joint arrangement parties or a co-owner emissions thresholds for certain renewable fuels. States such as
and will carry out its duties either through its own staff, or by contracting California also impose additional fuel carbon standards.
out various elements to third-party contractors or service providers. BP The Clean Water Act regulates wastewater and other effluent
acts as operator on behalf of joint arrangements and co-ownerships in a discharges from BPs facilities, and BP is required to obtain discharge
number of countries where it has exploration and production activities. permits, install control equipment and implement operational controls
Frequently, work (including drilling and related activities) will be and preventative measures.
contracted out to third-party service providers who have the relevant The Resource Conservation and Recovery Act regulates the
expertise and equipment not available within the joint arrangement or the generation, storage, transportation and disposal of wastes associated
co-owning operators organization. The relevant contract will specify the with our operations and can require corrective action at locations
work to be done and the remuneration to be paid and will typically set out where such wastes have been disposed of or released.
how major risks will be allocated between the joint arrangement or co- The Comprehensive Environmental Response, Compensation and
ownership and the service provider. Generally, the joint arrangement or Liability Act (CERCLA) can, in certain circumstances, impose the entire
co-owner and the contractor would respectively allocate responsibility for cost of investigation and remediation on a party who owned or operated
and provide reciprocal indemnities to each other for harm caused to their a site contaminated with a hazardous substance, or arranged for disposal
respective staff and property. Depending on the service to be provided, of a hazardous substance at a site. BP has incurred, or is likely to incur,
an oil and gas industry service contract may also contain provisions liability under the CERCLA or similar state laws, including costs attributed
allocating risks and liabilities associated with pollution and environmental to insolvent or unidentified parties. BP is also subject to claims for
damage, damage to a well or hydrocarbon reservoir and for claims from remediation costs under other federal and state laws, and to claims for
third parties or other losses. The allocation of those risks vary among natural resource damages under the CERCLA, the Oil Pollution Act of
contracts and are determined through negotiation between the parties. 1990 (OPA 90) (discussed below) and other federal and state laws.
CERCLA also requires hazardous substance release notification.
In general, BP incurs income tax on income generated from production
The Toxic Substances Control Act regulates BPs manufacture, import,
activities (whether under a licence or PSA). In addition, depending on the
export, sale and use of chemical substances and products.
area, BPs production activities may be subject to a range of other taxes,
The Occupational Safety and Health Act imposes workplace safety and
levies and assessments, including special petroleum taxes and revenue
health requirements on BP operations along with significant process
taxes. The taxes imposed on oil and gas production profits and activities
safety management obligations.
may be substantially higher than those imposed on other activities, for
In May 2012, the US adopted the UN Global Harmonization System
example in Abu Dhabi, Angola, Egypt, Norway, the UK, the US, Russia
(GHS) for hazard classification and labelling of chemicals and products,
and Trinidad & Tobago.
with the modification of the Occupational Safety & Health
Environmental regulation Administration (OSHA) Hazard Communication Standard. This requires
Current and proposed fuel and product specifications, emission controls, BP to reassess the hazards of all our chemicals and products against
climate change programmes and regulation of unconventional oil and gas new GHS criteria as adopted or modified by OSHA and to update
extraction under a number of environmental laws may have a significant warning labels and safety data sheets accordingly by 1 June 2015.
effect on the production, sale and profitability of many of BPs products. The US Department of Transportation (DOT) regulates the transport of
BPs petroleum products such as crude oil, gasoline, petrochemicals
There are also environmental laws that require BP to remediate and and other hydrocarbon liquids.
restore areas affected by the release of hazardous substances or The Maritime Transportation Security Act (MTSA), the DOT Hazardous
hydrocarbons associated with our operations. These laws may apply to Materials (HAZMAT) and the Chemical Facility Anti-Terrorism Standard
sites that BP currently owns or operates, sites that it previously owned or (CFATS) regulations impose security compliance regulations on around
operated, or sites used for the disposal of its and other parties waste. 30 BP facilities.
See Financial Statements Note 21 for information on provisions for OPA 90 is implemented through regulations issued by the US
environmental restoration and remediation. Environmental Protection Agency (EPA), the US Coast Guard, the DOT,
A number of pending or anticipated governmental proceedings against OSHA, the Bureau of Safety and Environmental Enforcement and
certain BP group companies under environmental laws could result in various states. Alaska and the West Coast states currently have the
monetary or other sanctions. Group companies are also subject to most demanding state requirements.
environmental claims for personal injury and property damage alleging As a consequence of the Deepwater Horizon incident, BP has become
the release of, or exposure to, hazardous substances. The costs subject to claims under OPA 90 and other laws and has established a
associated with future environmental remediation obligations, $20-billion trust fund for legitimate state and local government response
governmental proceedings and claims could be significant and may be claims, final judgments and settlement claims, legitimate state and local
material to the results of operations in the period in which they are response costs, natural resource damages and related costs and
recognized. We cannot accurately predict the effects of future legitimate individual and business claims (see Gulf of Mexico oil spill on
developments, such as stricter environmental laws or enforcement page 36). BP is also subject to natural resource damages claims, claims
policies, or future events at our facilities, on the group, and there can be for civil penalties under the Clean Water Act, and numerous civil lawsuits
no assurance that material liabilities and costs will not be incurred in the by individuals, businesses and governmental entities. The ultimate costs
future. For a discussion of the groups environmental expenditure see for these claims cannot be determined at this time. For further
page 225. disclosures relating to the 2010 Deepwater Horizon oil spill, see Legal
A significant proportion of our fixed assets are located in the US and the proceedings on page 228.
EU. US and EU environmental, health and safety regulations significantly BP has also been in discussions with the EPA regarding alleged CAA
affect BPs operations. Significant legislation and regulation in the US and violations at the Toledo refinery and the EPA has alleged certain CAA
the EU affecting our businesses and profitability includes the following: violations at the Cherry Point refinery and the Carson refinery which BP
sold to Tesoro Corporation on 1 June 2013.

226 BP Annual Report and Form 20-F 2014


European Union chemicals and products against the new GHS criteria as adopted or
In October 2014, the European Council agreed on new climate and modified by the EU and to update warning labels and safety data
energy targets for the period up to 2030. sheets accordingly. The CLP will come into effect for mixtures (e.g.
The 2008 EU Climate and Energy Package is expected to remain in lubricants) in 2015. A separate EU regulation on export and import of
place until 2020 and includes an updated EU Emissions Trading hazardous chemicals requires warning labels and safety data sheets
System (EU ETS) Directive and the Renewable Energy Directive. The accompanying EU exports to be compliant with relevant CLP and
updated EU ETS has been expanded to include, among others, the REACH requirements (unless this conflicts with requirements in the
petrochemical sector. Installations in sectors at risk of carbon leakage importing country) and, as far as practicable, in the official or one or
(i.e. production transfers out of the EU ETS trading area) are partially more principal languages of the intended area of use. Safety data
compensated with free allocation of emission allowances based on sheets for the EU market have been or are being updated to include
sector benchmarks used to calculate the number of free emissions per both REACH and CLP information.
installation. The EU Offshore Safety Directive, adopted in 2013, is required to be
The Energy Efficiency Directive (EED) was adopted in 2012. It requires transposed into national legislation by Member States, including the
EU Member States to implement an indicative 2020 energy saving UK, by 19 July 2015. Its purpose is to introduce a harmonized regime
target and apply a framework of measures as part of a national energy aimed at reducing the potential environmental, health and safety
efficiency programme, including mandatory industrial energy efficiency impacts of the offshore oil and gas industry throughout EU waters.
surveys. This directive is being implemented in the UK by the Energy Implementation into UK legislation will involve alignment of the regime
Savings Opportunity Scheme (ESOS), which affects our offshore and currently operating in the UK.
onshore assets. ISO50001 is being implemented in some EU states to Environmental maritime regulations
meet some elements of the Energy Efficiency Directive.
The Industrial Emissions Directive (IED) provides the framework for BPs shipping operations are subject to extensive national and
granting permits for major industrial sites. It lays down rules on international regulations governing liability, operations, training, spill
integrated prevention and control of air, water and soil pollution arising prevention and insurance. These include:
from industrial activities. This may result in requirements for BP to In US waters, OPA 90 imposes liability and spill prevention and
further reduce its emissions, particularly its air and water emissions. As planning requirements governing, among others, tankers, barges and
part of the IED framework, additional emission limit values are offshore facilities. It also mandates a levy on imported and
informed by the sector specific and cross-sector Best Available domestically produced oil to fund oil spill responses. Some states,
Technology (BAT) Conclusions, such as the recently published BAT including Alaska, Washington, Oregon and California, impose additional
Conclusions for the refining sector. Further BAT Conclusions that may liability for oil spills. Outside US territorial waters, BP shipping tankers
result in additional emission reduction requirements are expected are subject to international liability, spill response and preparedness
within the next two years. regulations under the UNs International Maritime Organization,
The European Commissions Clean Air Policy Package (including a new including the International Convention on Civil Liability for Oil Pollution,
directive for medium-sized combustion plants, a revised National the International Convention for the Prevention of Pollution from Ships
Emission Ceilings Directive and a ratification proposal for the amended (MARPOL) Convention, the International Convention on Oil Pollution,
Gothenburg Protocol) may once adopted wholly or in part result in Preparedness, Response and Co-operation and the International
requirements for further emission reductions at BPs EU sites. Convention on Civil Liability for Bunker Oil Pollution Damage. In April
The implementation of the Water Framework Directive and the 2010, the Hazardous and Noxious Substance (HNS) Protocol 2010 was
Environmental Quality Directive may mean that BP has to take further adopted to address issues that have inhibited ratification of the
steps to manage freshwater withdrawals and discharges from its EU International Convention on Liability and Compensation for Damage in
operations. Connection with the Carriage of Hazardous and Noxious Substances by
The EU regulation on ozone depleting substances (ODS) requires BP to Sea 1996. As of 6 January 2015, the number of contracting states to
reduce the use of ODS and phase out use of certain ODSs. BP the HNS Convention remained at 14, so it has not yet entered
continues to replace ODS in refrigerants and/or equipment, in the EU into force.

Additional disclosures
and elsewhere, in accordance with the Montreal Protocol and related Changes to the permitted level of sulphur in marine fuels under EU
legislation. In addition, the EU regulation on fluorinated gases with high mandated reductions and International Maritime Organization
global warming potential came into force on 1 January 2015. This guidelines over the next 5-10 years are intended to result in the
might further limit the use of some refrigerants, such as in gas reduction of sulphur oxides emissions from ships, either through the
processing facilities. burning of low sulphur marine fuels or the use of approved on-board
The EU Fuel Quality Directive affects our production and marketing of abatement technology. These restrictions are expected to place
transport fuels. Revisions adopted in 2009 mandate reductions in the additional costs on refineries producing marine fuel, including costs to
life cycle GHG emissions per unit of energy and tighter environmental dispose of sulphur, as well as increased GHG emissions and energy
fuel quality standards for petrol and diesel. costs for additional refining.
The EU Registration, Evaluation and Authorization of Chemicals
(REACH) Regulation requires registration of chemical substances To meet its financial responsibility requirements, BP shipping maintains
manufactured in or imported into the EU, together with the submission marine liability pollution insurance in respect of its operated ships to a
of relevant hazard and risk data. REACH affects our refining, maximum limit of $1 billion for each occurrence through mutual
petrochemicals, exploration and production, biofuels, lubricants and insurance associations (P&I Clubs), although there can be no assurance
other manufacturing or trading/import operations. In accordance with that a spill will necessarily be adequately covered by insurance or that
the required phase-in timetable, BP has completed registration of all liabilities will not exceed insurance recoveries.
substances in tonnage bands equal to or greater than 100 tonnes per
annum/legal entity, and is in the process of preparing registration
Greenhouse gas regulation
dossiers for substances manufactured or imported in amounts in the Increasing concerns about climate change have led to a number of
range 1-100 tonnes per annum/legal entity that are currently due to be international climate agreements and negotiations that are ongoing.
submitted before 31 May 2018. Some substances registered
In 2011, parties to the UN Framework Convention on Climate Change
previously, including substances supplied to us by third parties for our
conference in Durban (COP17) agreed to several measures. One was a
use, are now subject to thorough evaluation and review for potential
roadmap for negotiating a legal framework for action on climate change
authorization and restriction procedures, and possible banning, by the
by 2015 that would involve all countries by 2020 and would close the
European Chemicals Agency and EU member state authorities.
ambition gap between existing GHG reduction pledges and what is
In addition, the EU is implementing the UN Global Harmonization
required to achieve the goal of limiting global temperature rise to 2C.
System for hazard classification and labelling of chemicals and
Another was a second commitment period for the Kyoto Protocol to
products through the Classification Labelling and Packaging (CLP)
begin immediately after the first period. An amendment was
Regulation. This requires BP to reassess the hazards of all our
subsequently adopted at the 2012 conference of parties (COP18) in Doha

BP Annual Report and Form 20-F 2014 227


establishing a second commitment period to run until the end of 2020. similar rules targeting other sectors and potential impacts on
However, it will not include the US, Canada, Japan and Russia and thus combined heat and power installations.
covers only about 15% of global emissions. A number of additional state and regional initiatives in the US will affect
The 2014 conference (COP20) in Lima adopted the Lima Call for Climate our operations. California implemented a low-carbon fuel standard in
Action. This included the elements of a negotiating text for a new 2010. The California cap and trade programme started in January 2012
international agreement, as specified in Durban in 2011, to be finalized at with the first auctions of carbon allowances held in November 2012
COP21 in Paris in December 2015. This text covers long-term ambitions and obligations commencing from 2013. The California cap and trade
and pathways and a framework for reaching it. COP20 also agreed on the programme was broadened to include transport fuels on 1 January
rules for providing and assessing information about each countrys 2015.
Intended Nationally Determined Contributions (INDCs) towards reaching In the recent US-China joint announcement on climate change
the overall ambition. The worlds three largest emitters China, the US addressing post-2020 actions, the US committed to reducing its GHG
and the EU have all announced their intentions to limit their GHG emissions by 26-28% below its 2005 level by 2025. Achieving these
emissions. reductions will require expanded efforts to reduce emissions, which
likely will include regulatory measures. China announced it intends to
Additional, more stringent, measures can be expected in the future. These
achieve a peak in CO2 emissions around 2030, with the intention to try
measures could increase BPs production costs for certain products,
to peak earlier and to increase the non-fossil fuel share of all energy to
increase demand for competing energy alternatives or products with lower-
around 20% by 2030. Currently, China has targets to reduce carbon
carbon intensity, and affect the sales and specifications of many of BPs
intensity of GDP 40-45% below 2005 levels by 2020 and increase the
products. Current and announced measures and developments potentially
share of non-fossil fuels in total energy consumption from 7.5% in
affecting BPs businesses include the following:
2005 to 15% by 2020.
The EU has agreed to an overall GHG reduction target of 20% by 2020. China is operating emission trading pilots in five cities and two
To meet this, a Climate and Energy Package of regulatory measures provinces. A number of BP joint venture* companies in China are
has been adopted that includes: a collective national reduction target participating in these schemes. The Chinese government is also
for emissions not covered by the EU ETS; binding national renewable considering a plan for a national cap and trade system in 2016.
energy targets to double usage of renewable energy sources in the EU South Africa has delayed implementation of a carbon tax on carbon
including at least a 10% share of renewable energy in the transport intensive emitters until 2016.
sector; a legal framework to promote carbon capture and storage South Korea commenced its carbon emissions trading scheme in
(CCS); and a revised EU ETS Phase 3. EU ETS revisions include a GHG January 2015.
reduction of 21% from 2005 levels; a significant increase in allowance
For information on the steps that BP is taking in relation to climate
auctioning; an expansion in the scope of the EU ETS to encompass
change issues and for details of BPs GHG reporting see Environment
more industrial sectors and gases and no free allocation for electricity
and society on page 42.
generation or production but benchmarked free allocation for energy-
intensive and trade-exposed industrial sectors. EU energy efficiency
policy is currently implemented via national energy efficiency action Legal proceedings
plans and the Energy Efficiency Directive adopted in 2012. The EU has Proceedings relating to the Deepwater Horizon oil spill
also recently agreed to the framework of the 2030 Climate and Energy BPs potential liabilities resulting from threatened, pending and potential
Policies with a goal of at least a 40% reduction in GHGs from 1990 and future claims, lawsuits and enforcement actions relating to the 20 April
measures to achieve a 27% share of renewable energy and a 27% 2010 explosions and fire on the semi-submersible rig Deepwater Horizon
increase in energy efficiency. The GHG reduction target is to be and resulting oil spill (the Incident), together with the potential cost of
achieved by a 43% reduction of emissions from sectors covered by the implementing remedies sought in the various proceedings, cannot be fully
EU ETS, and a 30% GHG reduction by Member States for all other estimated at this time, but they have had and could continue to have a
GHG emissions. material adverse impact on the groups business, competitive position,
New Zealands emission trading scheme (NZ ETS) commenced on financial performance, cash flows, prospects, liquidity, shareholder returns
1 July 2010 for transport fuels, industrial processes and stationary and/or implementation of its strategic agenda, particularly in the US. The
energy. New Zealand also employs a portfolio of mandatory and potential liabilities may continue to have a material adverse effect on the
voluntary complementary measures aimed at GHG reductions. groups results and financial condition. See Financial statements Note 2
Canadas highest emitting province, Alberta, has regulations targeting for information regarding the financial impact of the Incident.
large final emitters (sites with over 100,000 tonnes CO2e/per annum) BP p.l.c., BP Exploration & Production Inc. (BPXP) and various other BP
with intensity targets of 2% improvement per year up to 12%. entities (collectively referred to as BP) are among the companies named
Compliance is possible via direct reductions, the purchase of offsets or as defendants in approximately 3,000 pending civil lawsuits relating to
the payment of C$15/tonne to a technology fund. the Incident and further actions are likely to be brought. BPXP was lease
In the US, the US Environmental Protection Agency (EPA) continues to operator of Mississippi Canyon, Block 252 in the Gulf of Mexico
pursue regulatory measures to address GHGs under the Clean Air Act (Macondo), where the Deepwater Horizon was deployed at the time of
(CAA). the Incident. The other working interest owners at the time of the
EPA regulations impose light duty vehicle emissions standards for Incident were Anadarko Petroleum Company (Anadarko) and MOEX
GHGs and permitting requirements for certain large GHG emission Offshore 2007 LLC (MOEX). The Deepwater Horizon, which was owned
sources. and operated by certain affiliates of Transocean Ltd. (Transocean), sank
Under the GHG mandatory reporting rule (GHGMRR), annual on 22 April 2010. The pending lawsuits and/or claims arising from the
reports on GHG emissions must be filed. In addition to direct Incident have generally been brought in US federal and state courts. The
plaintiffs include individuals, corporations, insurers and governmental
emissions from affected facilities, producers and importers/
entities and many of the lawsuits purport to be class actions. The
exporters of petroleum products, certain natural gas liquids and
lawsuits assert, among others, claims under the Oil Pollution Act of 1990
GHGs are required to report product volumes and notional GHG
(OPA 90), claims for personal injury in connection with the Incident itself
emissions as if these products were fully combusted. and the response to it, wrongful death, commercial and economic injury,
The EPA proposed regulations establishing GHG emission limits breach of contract and violations of statutes. Many of the lawsuits assert
for new and modified power plants in September 2013. In June claims which are excluded from the Economic and Property Damages
2014, the EPA proposed a very complex Clean Energy Plan Settlement Agreement (discussed below), including claims for recovery
Regulation that establishes GHG reduction requirements, at a for losses allegedly resulting from the 2010 federal deepwater drilling
state or regional level, for existing power plants. The EPA moratoria and/or the related permitting process. The lawsuits seek
announced its intention to finalize both rules in or around June various remedies including compensation to injured workers, recovery for
2015. These rules are important due to potential impacts on commercial losses and property damage, compensation for personal
electricity prices, reliability of electricity supply, precedents for injuries and medical monitoring, claims for environmental damage,

228 BP Annual Report and Form 20-F 2014


remediation costs, claims for unpaid wages, injunctive and declaratory the stability testing on the foamed cement used at the Macondo well; for
relief, treble damages and punitive damages. Purported classes of negligence (or, if established by the evidence at trial, gross negligence)
claimants include residents of the states of Louisiana, Mississippi, based on Halliburtons performance of its professional services, including
Alabama, Florida and Texas; property owners and rental agents, cementing and mud logging services; and for contribution and
fishermen and persons dependent on the fishing industry, charter boat subrogation for amounts that BP has paid in responding to the Incident,
owners and deck hands, marina owners, gasoline distributors, shipping as well as in OPA 90 assessments and in payments to the plaintiffs. BP
interests, restaurant and hotel owners, cruise lines and others who are filed a similar complaint against Halliburton in federal court in the
property and/or business owners alleged to have suffered economic loss; Southern District of Texas, Houston Division, and the action was
and response workers and residents claiming injuries due to exposure to transferred to MDL 2179 on 4 May 2011.
the components of oil and/or chemical dispersants. Among other claims
Also on 20 April 2011, Halliburton filed claims in the Limitation Action
arising from the spill response efforts, lawsuits have been filed claiming
seeking indemnification from BP for claims brought against Halliburton in
that additional payments are due by BP under certain Master Vessel
that action. Halliburton also asserted a claim for negligence, gross
Charter Agreements entered into in the course of the Vessels of
negligence and wilful misconduct against BP and others.
Opportunity Program implemented as part of the response to the
Incident. Purported class action and individual lawsuits have also been On 31 January 2012, the judge ruled on BPs and Halliburtons indemnity
filed in US state and federal courts, as well as one suit in Canada, against motions, holding that BP is required to indemnify Halliburton for third-
BP entities and/or various current and former officers and directors party claims for compensatory damages resulting from pollution that did
alleging, among other things, shareholder derivative claims, securities not originate from property or equipment of Halliburton located above the
fraud claims, violations of the Employee Retirement Income Security Act surface of the land or water, regardless of whether the claims result from
(ERISA) and contractual and quasi-contractual claims related to the Halliburtons gross negligence. The court, however, ruled that BP does
cancellation of the dividend on 16 June 2010. not owe Halliburton indemnity to the extent that Halliburton is held liable
Many of the lawsuits pending in federal court have been consolidated by for punitive damages or for civil penalties under the Clean Water Act. The
the Federal Judicial Panel on Multidistrict Litigation into two multi-district court further held that BPs obligation to defend Halliburton for third-party
litigation proceedings, one in federal district court in Houston for the claims does not require BP to fund Halliburtons defence of third-party
securities, derivative and ERISA cases (MDL 2185) and another in federal claims at this time, nor does it include Halliburtons expenses in proving
district court in New Orleans for the remaining cases (MDL 2179). its right to indemnity. The court deferred ruling on whether BP is required
to indemnify Halliburton for any penalties or fines under the Outer
MDL 2179 and related matters Continental Shelf Lands Act. It also deferred ruling on whether
Halliburton acted so as to invalidate the indemnity by breaching its
DoJ Action; liability limitation-, contribution- and indemnity-related
contract with BP, by committing fraud, or by committing another act that
proceedings; and Trial of Liability, Limitation, Exoneration and Fault
materially increased the risk to BP or prejudiced the rights of BP as an
Allocation
indemnitor. On 4 September 2014, as part of its findings of fact and
On 13 May 2010, Transocean and certain affiliates filed a complaint under
conclusions of law for Phase one of the Trial of Liability Limitation
admiralty law in federal court in Texas seeking exoneration from or
Exoneration and Fault Allocation in MDL 2179 (Phase 1 Ruling), the court
limitation of liability as managing owners and operators of the Deepwater
ruled that Halliburtons indemnity and release clauses in its contract with
Horizon. That action (the Limitation Action) was consolidated with MDL
BP are valid and enforceable against BP.
2179 on 24 August 2010.
The US filed a civil complaint in MDL 2179 against BPXP and others on On 30 May 2011, Transocean filed claims against BP in the DoJ Action
15 December 2010 (the DoJ Action). The complaint seeks an order alleging that BPAPC had breached its contract with Transocean Holdings
finding liability under OPA 90 and civil penalties under the Clean Water LLC by not agreeing to indemnify Transocean against liability related to
Act and sets forth a purported reservation of rights on behalf of the US to the Incident. Transocean also asserted claims against BP under state law,
amend the complaint or file additional complaints seeking various maritime law and OPA 90 for contribution.
remedies under various US federal laws and statutes. On 1 November 2011, Transocean filed a motion for partial summary

Additional disclosures
On 18 February 2011, Transocean filed a third-party complaint against BP, judgment on certain claims filed in the Limitation Action and the DoJ
the US government, and other corporations involved in the Incident, Action between BP and Transocean, seeking an order that would bar
naming those entities as formal parties in the Limitation Action. On 20 BPs contribution claims against Transocean and require BP to defend
April 2011, Transocean filed claims in the Limitation Action alleging that and indemnify Transocean against all pollution claims, including those
BP had breached BP America Production Companys (BPAPC) contract resulting from any gross negligence, and from civil fines and penalties
with Transocean Holdings LLC by BP not agreeing to indemnify sought by the government. On 7 December 2011, BP filed a cross-
Transocean against liability related to the Incident and by not paying motion for summary judgment seeking an order that BP is not required to
certain invoices. Transocean also asserted claims against BP under state indemnify Transocean for any civil fines and penalties sought by the
law, maritime law, and OPA 90 for contribution. government or for punitive damages. On 26 January 2012, the judge
ruled on BPs and Transoceans indemnity motions, holding that BP is
On 20 April 2011, BP filed claims against Cameron International
required to indemnify Transocean for third-party claims for compensatory
Corporation (Cameron), Halliburton Energy Services, Inc. (Halliburton),
damages resulting from pollution originating beneath the surface of the
and Transocean in the DoJ Action, seeking contribution for any
water, regardless of whether the claim results from Transoceans strict
assessments against BP under OPA 90 based on those entities fault. On
liability, negligence or gross negligence. The court, however, ruled that
20 June 2011, Cameron and Halliburton moved to dismiss BPs claims
BP is not required to indemnify Transocean for such claims to the extent
against them in the DoJ Action. BPs claim against Cameron has been
Transocean is held liable for punitive damages or for civil penalties under
resolved pursuant to settlement (described below), but Halliburtons
the Clean Water Act, or if Transocean acted with intentional or wilful
motion remains pending.
misconduct in excess of gross negligence. The court further held that
Also on 20 April 2011, BP asserted claims against Cameron, Halliburton BPs obligation to defend Transocean for third-party claims does not
and Transocean in the Limitation Action. BPs claims against Transocean require BP to fund Transoceans defence of third-party claims at this
include breach of contract, unseaworthiness of the Deepwater Horizon time, nor does it include Transoceans expenses in proving its right to
vessel, negligence (or gross negligence and/or gross fault as may be indemnity. The court deferred a final ruling on the question of whether
established at trial based upon the evidence), contribution and Transocean breached its drilling contract with BP so as to invalidate the
subrogation for costs (including those arising from litigation claims) contracts indemnity clause. On 4 September 2014, as part of its Phase 1
resulting from the Incident, as well as a declaratory claim that Transocean Ruling, the court ruled that Transoceans indemnity and release clauses
is wholly or partly at fault for the Incident and responsible for its in its contract with BP are valid and enforceable against BP.
proportionate share of the costs and damages. BP asserted claims
against Halliburton for fraud and fraudulent concealment based on On 8 December 2011, the US brought a motion for partial summary
Halliburtons misrepresentations to BP concerning, among other things, judgment in the DoJ Action seeking, among other things, an order finding
that BPXP, Transocean and Anadarko are strictly liable for a civil penalty

Defined on page 252. BP Annual Report and Form 20-F 2014 229
under Section 311(b) (7)(A) of the Clean Water Act. On 22 February 2012, addressed issues arising out of the conduct of various parties allegedly
the judge ruled on motions filed in the DoJ Action by the US, Anadarko, relevant to the loss of well control at the Macondo well, the ensuing fire
and Transocean seeking early rulings regarding the liability of BPXP, and explosion on the Deepwater Horizon on 20 April 2010, the sinking of
Anadarko and Transocean under OPA 90 and the Clean Water Act, but the vessel on 22 April 2010 and the initiation of the release of oil from the
limited the order to addressing the discharge of hydrocarbons occurring Deepwater Horizon or the Macondo well during those time periods,
under the surface of the water. Regarding OPA 90, the judge held that including whether BP or any other party was grossly negligent. After the
BPXP and Anadarko are responsible parties under OPA 90 with regard to completion of post-trial briefing, BP moved for leave to supplement the
the subsurface discharge. The judge ruled that BPXP and Anadarko have Phase 1 record to include Halliburtons agreement to plead guilty to
joint and several liability under OPA 90 for removal costs and damages destroying evidence relating to Halliburtons internal examination of the
for such discharge, but did not rule on whether such liability under OPA Incident and the US governments press release announcing the
90 is unlimited. While the judge held that Transocean is not a responsible Halliburton plea agreement. The US government, the PSC and Halliburton
party under OPA 90 for subsurface discharge, the judge left open the also submitted briefs addressing the implications of Halliburtons plea
question of whether Transocean may be liable under OPA 90 for removal agreement. On 4 September 2014 the court granted BPs motion in part,
costs for such discharge as the owner/operator of the Deepwater supplementing the Phase 1 trial record with the Halliburton plea
Horizon. Regarding the Clean Water Act, the judge held that the agreement, the US press release, and certain other documents related to
subsurface discharge was from the Macondo well, rather than from the Halliburtons criminal plea. The court also found that the simulations at
Deepwater Horizon, and that BPXP and Anadarko are liable for civil issue in Halliburtons criminal plea, if not deleted by Halliburton
penalties under Section 311 of the Clean Water Act as owners of the employees, would have indicated that using 6 centralizers, as opposed to
well. Anadarko, BPXP and the US each appealed to the US Court of 21, would not have caused cement channeling in the Macondo well and
Appeals for the Fifth Circuit (the Fifth Circuit), and on 4 June 2014 the that Halliburtons deletion of the simulations was done intentionally and
Fifth Circuit unanimously affirmed the district courts decision. On 21 July in bad faith.
2014, Anadarko and BPXP filed petitions requesting that all active judges On 4 September 2014, the court issued its Phase 1 Ruling. The court
of the Fifth Circuit review the 4 June 2014 decision. On 9 January 2015, found that BPXP, BPAPC, Transocean Holdings LLC, Transocean
the Fifth Circuit issued an order denying the petition for rehearing, on a Deepwater Inc., Transocean Offshore Deepwater Drilling Inc.
7-6 vote. Absent an extension, BPXPs deadline for seeking US Supreme (Transocean Entities), and Halliburton are each liable under general
Court review is 9 April 2015. maritime law for the blowout, explosion, and oil spill from the Macondo
On 18 December 2012, Transocean filed a motion seeking an early ruling well. The court found that the conduct of BPXP and BPAPC was reckless,
that it is not liable in connection with claims for compensatory or punitive and it apportioned to them 67% of the fault for the blowout, explosion,
damages, or claims for contribution, brought by private, state, or local and oil spill. The court found that the conduct of the Transocean Entities
government entities and based on the subsurface discharge of oil. was negligent and apportioned to them 30% of the fault for the blowout,
Transoceans motion has been fully briefed but remains pending. explosion, and oil spill. The court found that Halliburtons conduct was
negligent and apportioned to it 3% of the fault for the blowout, explosion,
Also on 18 December 2012, Transocean filed a motion seeking an early
and oil spill.
ruling that it is not liable in connection with punitive damages claims
brought by members of the Economic and Property Damages Settlement The district court ruled that under Fifth Circuit precedent BPXP and
Class (for a description of the Economic and Property Damages BPAPC cannot be liable for punitive damages under general maritime
Settlement Agreement, see below). On 20 December 2012, Transocean law, but to the extent the standards of the First Circuit or Ninth Circuit
filed a motion seeking an early ruling that it is not liable in connection Courts of Appeals would apply to a particular claim, the court found that
with BPs claims for reimbursement of payments made under the BPXP would be liable for punitive damages under those rules.
Economic and Property Damages Settlement Agreement and BPs With respect to the US claims against BPXP under the Clean Water Act,
separate claims for spill-related damages, such as lost profits from the the district court found that the discharge of oil was the result of BPXPs
Macondo well, which claims were assigned by BP to the Economic and gross negligence and wilful misconduct and that BPXP is therefore
Property Damages Settlement Class. On 17 January 2013, Halliburton subject to enhanced civil penalties. The court further found that BPXP
filed motions seeking early rulings that it is not liable in connection with was an operator and person in charge of the Macondo well and the
punitive damages claims brought by members of the Economic and Deepwater Horizon vessel for the purposes of the Clean Water Act.
Property Damages Settlement Class; that it is not liable in connection
with any contribution claim for punitive damages, whether asserted by The district court did not find BP p.l.c. to be at fault in connection with
BP or by the Economic and Property Damages Settlement Class as BPs the blowout, explosion, and oil spill, and it ruled that BP p.l.c., Transocean
assignee; and that it is not liable in connection with claims assigned by Ltd., and Triton Asset Leasing GmbH are not liable under general
BP to the Economic and Property Damages Settlement Class. maritime law.
Transoceans and Halliburtons motions have been fully briefed but The district court ruled that Transocean Entities are not entitled to limit
remain pending. liability under the Limitation of Liability Act and that they are liable to the
On 1 March 2013, Transocean sought the district courts leave to US for removal costs under OPA 90.
supplement its pleadings to include an affirmative defence asserting that In addition, the district court ruled that the indemnity and release clauses
BPs representations regarding the flow rate at the Macondo well in BPs contracts with Halliburton and Transocean Entities are valid and
constituted an intervening and superseding cause of the oil spill for the enforceable against BP and granted BPs motion to supplement the
majority of its duration. Transoceans defence claims that BP fraudulently Phase 1 trial record with Halliburtons agreement to plead guilty to
misrepresented and concealed information regarding the flow rate at the destroying evidence relating to Halliburtons internal examination of the
Macondo well in late April and May 2010, as well as the likelihood of Incident and the US governments press release announcing the
success of a top-kill approach to stopping the flow of hydrocarbons from Halliburton plea agreement.
the well, and thus prevented the implementation of alternative means of
On 2 October 2014, BPXP and BPAPC filed a motion with the district
source control that Transocean asserts could have capped the well as
court to amend the findings in the Phase 1 Ruling, to alter or amend the
early as May 2010. Also on 1 March 2013, Halliburton filed a motion for
judgment, or for a new trial on the grounds that the courts allocation of
leave to amend its answers to assert a similar defence. On 4 March
fault and findings of gross negligence and wilful misconduct relied upon
2013, the court granted Transoceans motion to file amended answers,
testimony which had been excluded from the evidence presented at the
and it granted Halliburtons motion the following day.
Phase 1 trial and as to which BPXP and BPAPC did not have adequate
Trial phases notice and opportunity to present evidence in rebuttal. The court denied
To address certain issues asserted in or relevant to the claims, BPXPs and BPAPCs motion to amend to the Phase 1 Ruling on
counterclaims, cross-claims, third-party claims, and comparative fault 13 November 2014. On 11 December 2014, BPXP and BPAPC filed a
defences raised in the DoJ Action and the Limitation Action, a Trial of notice of appeal of the Phase 1 Ruling to the Fifth Circuit, and
Liability, Limitation, Exoneration and Fault Allocation commenced in MDL subsequently notices of appeal were also filed by the PSC, Transocean,
2179 on 25 February 2013. The presentation of evidence in Phase 1 Halliburton and the State of Alabama.

230 BP Annual Report and Form 20-F 2014


Phase 2, which commenced on 30 September 2013, addressed the Medical Benefits Class Action Settlement passed on 12 February
(1) source control issues pertaining to the conduct or inaction of BP, 2015. The settlement also provides that class members claiming Later-
Transocean Entities or other relevant parties regarding stopping the Manifested Physical Conditions may pursue their claims through a
release of hydrocarbons stemming from the Incident from 22 April 2010 mediation/litigation process, but waive, among other things, the right to
through to approximately 19 September 2010, and (2) quantification of seek punitive damages. Consistent with its commitment to the Gulf, BP
discharge issues pertaining to the amount of oil actually released into the has also agreed as part of the Medical Benefits Class Action Settlement
Gulf of Mexico as a result of the Incident from the time when these to provide $105 million to the Gulf Region Health Outreach Program to
releases began until the Macondo well was capped on approximately 15 improve the availability, scope and quality of healthcare in certain Gulf
July 2010 and then permanently cemented shut on approximately 19 Coast communities. This healthcare outreach programme will be
September 2010. On 15 January 2015 the district court issued its available to, and is intended to benefit, class members and other
Findings of Fact and Conclusions of Law for Phase 2 of the Trial of individuals in those communities. BP has already funded $79.1 million for
Liability, Limitation, Exoneration and Fault Allocation in MDL 2179, finding projects sponsored by this programme.
that 3.19 million barrels of oil were discharged into the Gulf of Mexico Each agreement provides that class members will be compensated for
and therefore subject to a Clean Water Act penalty. In addition, the their claims on a claims-made basis, according to agreed compensation
district court found that BP was not grossly negligent in its source control protocols in separate court-supervised claims processes. The
efforts. On 23 February 2015, BPXP filed a notice of appeal of the Phase compensation protocols under the Economic and Property Damages
2 ruling to the Fifth Circuit. Settlement provide for the payment of class members economic losses
In the penalty phase of the Trial of Liability, Limitation, Exoneration and and property damages related to the oil spill. In addition many economic
Fault Allocation in MDL 2179 the district court will determine the amount and property damages class members will receive payments based on
of civil penalties to be assessed against BPXP and Anadarko arising under negotiated risk transfer premiums, which are multiplication factors
the Clean Water Act based on the courts application of the penalty designed, in part, to compensate claimants for potential future damages
factors under the Clean Water Act. The penalty phase trial commenced that are not currently known, relating to the Incident. The Economic and
on 20 January 2015 and concluded on 2 February 2015. The court has Property Damages Settlement and the Medical Benefits Class Action
established a post-trial briefing schedule for the penalty phase under Settlement are not an admission of liability by BP. The settlements are
which briefing is to be concluded on 24 April 2015. BP is not currently uncapped except for economic loss claims related to the Gulf seafood
aware of the timing of the district courts ruling for the penalty phase. industry under the Economic and Property Damages Settlement and the
$105 million to be provided to the Gulf Region Health Outreach Program
The district court has wide discretion in the application of statutory under the Medical Benefits Class Action Settlement.
penalty factors.
All class member settlements under the settlement agreements are
MOEX, Anadarko and Cameron settlements payable under the terms of the Deepwater Horizon Oil Spill Trust (Trust).
BP announced settlement agreements in respect of all claims related to Other costs to be paid from the Trust include state and local government
the Incident with MOEX, Anadarko and Cameron on 20 May 2011, claims, state and local response costs, natural resource damages and
17 October 2011 and 16 December 2011, respectively. Under the related claims, and final judgments and settlements. As at 31 December
settlement agreement with MOEX, MOEX paid BP $1.065 billion and also 2014, the aggregate cash balances in the Trust and the qualified
agreed to transfer all its 10% interest in the MC252 lease to BP. Under settlement funds amounted to $5.1 billion, including $1.1 billion
the settlement agreement with Anadarko, Anadarko paid BP $4 billion remaining in the Seafood Compensation Fund, from which a further
and also agreed to transfer all its 25% interest in the MC252 lease to BP. $0.5 billion partial distribution started in early 2015, and $0.4 billion held
The settlement agreement with Anadarko grants Anadarko the for natural resource damage early restoration projects. When the cash
opportunity for a 12.5% participation in certain future recoveries from balances in the Trust are exhausted, payments in respect of legitimate
third parties and certain insurance proceeds in the event that such claims and other costs will be made directly by BP. See Financial
recoveries and proceeds exceed $1.5 billion in aggregate. Any such statements Note 2.
payments to Anadarko are capped at a total of $1 billion. BP agreed to The economic and property damages claims process is under court
indemnify MOEX, Anadarko and Cameron for certain claims arising from supervision through the settlement claims process established by the

Additional disclosures
the Incident (excluding civil, criminal or administrative fines and penalties, Economic and Property Damages Settlement. This provides that class
claims for punitive damages, and certain other claims). The settlement members release and dismiss their claims against BP not expressly
agreements with MOEX, Anadarko and Cameron are not an admission of reserved by that agreement. The Economic and Property Damages
liability by any party regarding the Incident. Settlement also provides that, to the extent permitted by law, BP assigns
PSC settlements to the PSC certain of its claims, rights and recoveries against Transocean
The Economic and Property Damages Settlement resolves certain and Halliburton for damages with protections such that Transocean and
economic and property damage claims, and the Medical Benefits Class Halliburton cannot pass those damages through to BP. Under the Medical
Action Settlement resolves certain medical claims by response workers Benefits Class Action Settlement, class members release and dismiss their
and certain Gulf Coast residents. The Economic and Property Damages claims against BP covered by that settlement, except that class members
Settlement includes a $2.3 billion BP commitment to help resolve do not release claims for Later-Manifested Physical Conditions.
economic loss claims related to the Gulf seafood industry (for further PSC settlements appeals
information see PSC Settlements Seafood Compensation Fund below) Under US federal law, there is an established procedure for determining
and a $57-million fund to support continued advertising that promotes the fairness, reasonableness and adequacy of class action settlements.
Gulf Coast tourism. It also resolves property damage in certain areas Pursuant to this procedure, an extensive notice programme to the public
along the Gulf Coast, as well as claims for additional payments under was implemented to explain the settlement agreements and class
certain Master Vessel Charter Agreements entered into in the course of members rights, including the right to opt out of the classes, and the
the Vessels of Opportunity Program implemented as part of the response processes for making claims. The court conducted a fairness hearing on
to the Incident. The Economic and Property Damages Settlement does 8 November 2012 in which to consider, among other things, whether to
not include claims made against BP by the DoJ or other federal agencies grant final approval of the Economic and Property Damages Settlement
(including under the Clean Water Act and for Natural Resource Damages and the Medical Benefits Class Action Settlement, whether to certify the
under OPA 90) or by the states and local governments. Also excluded are classes for settlement purposes only, and the merits of any objections to
certain other claims against BP, such as securities and shareholder the settlement agreements. On 21 November 2012, the parties to the
claims pending in MDL 2185, and claims based solely on the deepwater settlement filed a list of 13,123 individuals and entities who had
drilling moratorium and/or the related permitting process. submitted timely requests to opt out of the Economic and Property
The Medical Benefits Class Action Settlement involves payments to Damages Settlement Class and 1,638 individuals who had submitted
qualifying class members based on a matrix for certain Specified Physical timely requests to opt out of the Medical Benefits Settlement Class. As a
Conditions, as well as a 21-year Periodic Medical Consultation Program result of revocations, the number of opt-outs for the Economic and
for qualifying class members. The deadline for submitting claims under Property Damages Settlement and the Medical Benefits Class Action
Settlement is fewer than those reported figures.

BP Annual Report and Form 20-F 2014 231


Following the fairness hearing, the Economic and Property Damages revenue with corresponding variable expenses (the matching issue), and
Settlement was approved by the district court in a final order and (2) determining whether the settlement agreement can properly be
judgment on 21 December 2012, and the Medical Benefits Class Action interpreted to permit payment to business economic loss claimants
Settlement was approved in a final order and judgment on whose losses (if any) were not caused by the spill (the causation issue).
11 January 2013. As to the matching issue, the district court ordered the claims
Subsequent to the district courts final order and judgment approving the administrator to develop a revised policy addressing the matching of
Economic and Property Damages Settlement, groups of purported revenue and expenses for business economic loss claims, which would
members of the Economic and Property Damages Settlement Class (the require the matching of revenue with the expenses incurred by claimants
Appellants) appealed from the district courts approval of that settlement to generate that revenue, even where the revenue and expenses were
to the Fifth Circuit. Additionally, a coalition of fishing and community recorded at different times. On 13 March 2014, the claims administrator
groups (the Coalition) appealed to the Fifth Circuit from an order of the issued a revised matching policy reflecting this order. On 5 May 2014,
district court denying it permission to intervene in the civil action serving the district court approved the revised policy. The PSC filed a motion on
as the vehicle for the Economic and Property Damages Settlement and 27 May 2014 seeking to alter or amend the revised policy. On 27 June
further denying it permission to take discovery regarding the fairness of 2014, the district court issued an order establishing the process for the
that settlement. On 11 November 2013, the Fifth Circuit affirmed the parties and claims administrator to determine which already-determined
district courts rulings in respect of the Coalition. On 10 January 2014, a but unpaid claims should be subject to the revised policy.
panel of the Fifth Circuit affirmed the district courts approval of the As to the causation issue, the district court ruled that the Economic and
Economic and Property Damages Settlement but left to another panel of Property Damages Settlement Agreement contained no causation
the Fifth Circuit (the business economic loss panel, discussed further requirement beyond the revenue and related tests set forth in an exhibit
below) the question of how to interpret the Economic and Property to that agreement. The district court also held that the absence of a
Damages Settlement, including the meaning of the causation further causation requirement does not defeat class certification or
requirements of that agreement. BP and several Appellants filed petitions invalidate the settlement under the federal class certification rule or
requesting that all the active judges of the Fifth Circuit review the Article III of the US Constitution. On 30 December 2013, BP filed a
decision to uphold approval of the settlement. On 19 May 2014, BPs en motion with the Fifth Circuit requesting an injunction that would prevent
banc petition to the full court was denied by a vote of 8-5. As explained in the claims administrator from making awards to claimants whose alleged
further detail below, BP filed a certiorari petition with the US Supreme injuries are not fairly traceable to the spill. In a 2-1 decision on 3 March
Court on 1 August 2014, which was denied on 8 December 2014. 2014, the business economic loss panel affirmed the district courts
PSC settlements Deepwater Horizon Court Supervized Settlement ruling on causation and denied BPs motion for a permanent injunction.
Program (DHCSSP) and interpretation of the Economic and Property BP filed a petition on 17 March 2014 requesting that all active Fifth Circuit
Damages Settlement Agreement judges review the business economic loss panels 3 March 2014
The DHCSSP, the claims facility operating under the framework decision. On 19 May 2014, the Fifth Circuit declined (in a 5-8 decision) to
established by the Economic and Property Damages Settlement, grant further review of the 3 March 2014 decision.
commenced operation on 4 June 2012 under the oversight of Claims
Administrator Patrick Juneau. On 21 May 2014, BP asked the Fifth Circuit to stay the issuance of the
mandate transferring the case back to the district court until the US
As part of its monitoring of payments made by the court-supervized Supreme Court could decide whether to review the Fifth Circuits
claims processes operated by the DHCSSP, BP identified multiple decision. The Fifth Circuit denied BPs request for a stay on 27 May 2014,
business economic loss claim determinations that appeared to result and issued its mandate on 28 May 2014. On the same day, the district
from an interpretation of the Economic and Property Damages court dissolved the injunction that had halted the processing and
Settlement Agreement by that settlements claims administrator that BP payment of business economic loss claims and instructed the claims
believed was incorrect. This interpretation produced a higher number and administrator to resume the processing and payment of claims.
value of awards than the interpretation BP used in making its initial
estimate of the total cost of the Economic and Property Damages On 28 May, BP filed an application with the US Supreme Court seeking to
Settlement. Pursuant to the mechanisms in the Economic and Property recall and stay the Fifth Circuits mandate in order to halt the processing
Damages Settlement Agreement, the claims administrator sought and payment of business economic loss claims pending further review. The
clarification on this matter from the district court in MDL 2179, and on US Supreme Court denied BPs application on 9 June 2014.
5 March 2013 the district court affirmed the claims administrators On 1 August 2014, BP filed a petition for certiorari with the US Supreme
interpretation of the agreement and rejected BPs position as it relates to Court for review of the Fifth Circuits decision upholding the district
business economic loss claims (the March 2013 Ruling). courts ruling that the Economic and Property Damages Settlement
BP appealed the district courts March 2013 Ruling and related rulings to Agreement contained no causation requirement beyond the revenue and
the Fifth Circuit. On 2 October 2013, the business economic loss panel of related tests set forth in an exhibit to that agreement, as well as a related
the Fifth Circuit (by a 2-1 vote) reversed the district courts denial of BPs decision by a different panel of the Fifth Circuit similarly interpreting the
motion for a preliminary injunction and the district courts order affirming Economic and Property Damages Settlement Agreement to permit
the claims administrators interpretation of the settlement, remanded the payment to business economic loss claimants whose losses (if any) were
case for further proceedings and ordered the district court to enter a not caused by the spill. The US Supreme Court denied BPs petition for
narrowly-tailored injunction that suspended payment to claimants certiorari on 8 December 2014. Accordingly, the effective date of the
affected by the misinterpretation issue and who did not have actual Economic and Property Damages Settlement Agreement is 8 December
injury traceable to loss from the Deepwater Horizon accident. The 2014, and the final deadline for filing all claims other than those that fall
business economic loss panel also retained jurisdiction to review the into the Seafood Compensation Program is 8 June 2015.
district courts conclusions on remand. On 2 September 2014, BP filed a motion seeking an order removing
On 18 October 2013, the district court issued a preliminary injunction Patrick Juneau from his roles as claims administrator and settlement
that, amongst other things, required the claims administrator to trustee for the Economic and Property Damages Settlement. On
temporarily suspend payments of business economic loss claims other 10 November 2014, the district court denied BPs motion. BP appealed
than those claims supported by sufficiently matched accrual-basis this decision to the Fifth Circuit on 18 November 2014.
accounting or any other business economic loss claim for which the For more information about BPs current estimate of the total cost of the
claims administrator determines that the matching of revenue and PSC settlements, see Financial statements Note 2.
expenses is not an issue.
PSC settlements investigation of the DHCSSP
On 24 December 2013, the district court ruled on the two issues On 2 July 2013, the district court in MDL 2179 appointed former federal
remanded to it in October 2013 by the business economic loss panel of district court judge Louis Freeh as Special Master to lead an independent
the Fifth Circuit (the December 2013 Ruling): (1) requiring the claims investigation of the DHCSSP in connection with allegations of potential
administrator, in administering business economic loss claims, to match ethical violations or misconduct in the DHCSSP. On 6 September 2013,

232 BP Annual Report and Form 20-F 2014


Judge Freeh submitted a written report to the district court in which he Administrator to issue another policy statement regarding the impact of
presented his findings that the conduct of two attorneys in the office of the release provisions under the MSA on the filing of SPC claims and
the claims administrator may have violated federal criminal statutes LMPC claims, which was filed on 17 December. The district courts
regarding fraud, money laundering, conspiracy or perjury. In an order decision to either adopt, modify or reject the policy statement remains
issued the same day, the court instructed Judge Freeh to promptly pending.
recommend, design, and test enhanced internal compliance, State and local civil claims, including under OPA 90
anti-corruption, anti-fraud and conflicts of interest policies and On 12 August 2010, the State of Alabama filed a lawsuit seeking
procedures, and assist the claims administrator in the implementation of damages for alleged economic and environmental harms, including
such policies and procedures. On 17 January 2014, Judge Freeh natural resource damages, civil penalties under state law, declaratory and
submitted a second written report that described the behaviour at the injunctive relief, and punitive damages as a result of the Incident. On
DHCSSP that led to the resignations of senior staff members. 3 March 2011, the State of Louisiana filed a lawsuit to declare various BP
PSC settlements Seafood Compensation Fund entities (as well as other entities) liable for removal costs and damages,
On 17 December 2013, BP filed a civil lawsuit in MDL 2179 against including natural resource damages under federal and state law, to
former PSC lawyer Mikal C Watts, accusing him of having fraudulently recover civil penalties, attorneys fees and response costs under state
claimed to represent more than 40,000 deckhands who allegedly law, and to recover for alleged negligence, nuisance, trespass, fraudulent
suffered economic injuries as a result of the Incident. BPs action alleges concealment and negligent misrepresentation of material facts regarding
that BP relied on Mr Wattss representations when it agreed to pay safety procedures and BPs (and other defendants) ability to manage the
$2.3 billion to the Seafood Compensation Fund (the Fund), which was oil spill, unjust enrichment from economic and other damages to the
established under the Economic and Property Damages Settlement to State of Louisiana and its citizens, and punitive damages.
compensate those who earn their livelihood from Gulf waters and were
On 10 December 2010, the Mississippi Department of Environmental
directly affected by the spill, and that the Economic and Property
Quality issued a Complaint and Notice of Violation alleging violations of
Damages Class stands to benefit unjustly from the full distribution of the
several state environmental statutes.
money remaining in the Fund. In addition, BP filed two motions asking
the district court to suspend further distributions from the Fund and to The Louisiana Department of Environmental Quality has issued an
determine the extent of the fraud and what portion, if any, of the Fund administrative order seeking environmental civil penalties and other relief
should be returned as a result. On 17 January 2014, Mr Watts filed a under state law. On 23 September 2011, BP removed this matter to
motion to stay the litigation pending a parallel criminal investigation and federal district court, and it has been consolidated with MDL 2179.
the PSC also filed a brief opposing BPs motion seeking an injunction. On District Attorneys of 11 parishes in the State of Louisiana filed suits under
26 February 2014, the district court granted Mr Wattss motion to stay state wildlife statutes seeking penalties for damage to wildlife as a result
the litigation and denied BPs motion to suspend further distributions, on of the Incident. On 9 December 2011 and 28 December 2011, the district
the basis that no further payment from the Fund was imminent. The court in MDL 2179 granted BPs motions to dismiss the District
district court deferred ruling on BPs motion seeking to determine the Attorneys complaints, holding that those claims are pre-empted by the
extent of the fraud and what portion, if any, of the Fund should be Clean Water Act. The Fifth Circuit affirmed the district courts ruling on
returned as a result. 24 February 2014. Several of the parishes sought Supreme Court review,
On 19 September 2014, the district court designated-neutrals appointed which BP opposed. On 20 October 2014, the US Supreme Court declined
to preside over the settlement of the seafood program (the Neutrals) to hear the appeal.
submitted to the district court their report on recommendations for the
On 14 November 2011, the district court in MDL 2179 granted in part
Seafood Compensation Program supplement distribution
BPs motion to dismiss the complaints filed by the states of Alabama and
(Recommendations). The Neutrals observed that there remain some
Louisiana. The courts order dismissed the states claims brought under
claims against the Fund which have not been paid, and that BP has filed a
state law, including claims for civil penalties and the State of Louisianas
motion which seeks a return of part of the Fund, on the basis that it is
request for a declaratory judgment under the Louisiana Oil Spill
currently impossible to fully distribute the balance of the Fund. The
Prevention and Response Act, holding that those claims were pre-
Neutrals recommended that the district court target a $500 million partial

Additional disclosures
empted by federal law. It also dismissed the State of Louisianas claims
distribution in the second round of payments using a proportionate
of nuisance and trespass under general maritime law. The courts order
distribution method. The district court issued an order filing the
further held that the states have stated claims for negligence and
Recommendations into the court record and requiring that any objections
products liability under general maritime law, have sufficiently alleged
to or comments on the Recommendations to be filed by 20 October
presentment of their claims under OPA 90 and may seek punitive
2014. BP filed a response asserting that the district court should not yet
damages under general maritime law.
order second round distributions on the basis that, amongst other things,
the first round distributions are not complete. On 18 November 2014, the On 9 December 2011, the district court in MDL 2179 granted in part BPs
district court approved the Neutrals Recommendations and motion to dismiss a master complaint brought on behalf of local
disbursement of funds commenced in early 2015. government entities. The courts order dismissed the plaintiffs state law
Medical Benefits Class Action Settlement (Medical Settlement) claims and limited the types of maritime law claims the plaintiffs may
The district court approved the Medical Settlement Agreement (MSA) in pursue, but also held that the plaintiffs have sufficiently alleged
a final order and judgment on 11 January 2013. The effective date was presentment of their claims under OPA 90 and that certain local
12 February 2014. As of 9 January 2015, the claims administrator under government entity claimants may seek punitive damages under general
the Medical Settlement (the Medical Claims Administrator) had received maritime law. The court did not, however, lift an earlier stay on the
12,418 claim forms, including 11,703 for certain Specified Physical underlying individual complaints raising those claims or otherwise apply
Conditions (SPCs), and has determined 774 claims to be eligible for his dismissal of the master complaint to those individual complaints.
monetary compensation totalling approximately $1,542,500. For those In January 2013, the states of Alabama, Mississippi and Florida
claimants seeking benefits under the Periodic Medical Consultation submitted or asserted claims to BP under OPA 90 for alleged losses
Program, approximately 8,411 claims have been determined to be including economic losses and property damage as a result of the
eligible. The deadline for submitting claims for SPCs under the MSA was Incident. The states of Louisiana and Texas have also asserted similar
12 February 2015. BP does not yet know the total number of claims claims. The amounts claimed, certain of which include punitive damages
submitted, however a large volume of such claims is anticipated. The or other multipliers, are very substantial. However, BP considers these
Medical Claims Administrator issued a policy statement, with which BP claims unsubstantiated and the methodologies used to calculate these
agrees, classifying physical conditions first diagnosed after 16 April 2012 claims to be seriously flawed, not supported by OPA 90, not supported
as Later-Manifested Physical Conditions (LMPC), which requires a class by documentation, and to substantially overstate the claims. Similar
member seeking compensation to file a notice of intent to sue that claims have also been submitted by various local government entities
allows BP the option to mediate the claim in lieu of litigation. On 23 July and a non-US government. These claims under OPA 90 are substantial in
2014, the district court issued an order affirming the policy statement. On aggregate, and more claims are expected to be submitted. The amounts
26 November 2014, the district court directed the Medical Claims alleged in the submissions for state and local government claims total

BP Annual Report and Form 20-F 2014 233


approximately $35 billion. BP will defend vigorously against these claims the court on 2 October 2014, following a regulatory review and public
if adjudicated at trial. Certain of these states (including the states of comment process. As part of the project agreements, BP will receive
Alabama, Florida, Texas and Mississippi, as described below) and local Natural Resource Damages (NRD) restoration credits that can be used to
government entities have filed civil lawsuits that pertain to claims offset related NRD restoration obligations, either in whole or in part.
asserted by them under their earlier OPA 90 submissions to BP. Other civil complaints
In April 2013, the states of Alabama, Florida and Mississippi each filed On 26 August 2011, the district court in MDL 2179 granted in part BPs
actions against BP related to the Incident, which have been consolidated motion to dismiss a master complaint raising claims for economic loss by
with MDL 2179. On 19 April 2013, the State of Alabama filed an action private plaintiffs, dismissing the plaintiffs state law claims and limiting
against BP alleging general maritime law claims of negligence, gross the types of maritime law claims the plaintiffs may pursue, but also held
negligence, and wilful misconduct; claims under OPA 90 seeking that certain classes of claimants may seek punitive damages under
damages for removal costs, natural resource damages, property damage, general maritime law. The court did not, however, lift an earlier stay on
lost tax and other revenue and damages for providing increased public the underlying individual complaints raising those claims or otherwise
services during or after removal activities; and various state law claims. apply its dismissal of the master complaint to those individual complaints.
The State of Alabamas complaint also seeks punitive damages. On 30 September 2011, the court granted in part BPs motion to dismiss
a master complaint asserting personal injury claims on behalf of persons
On 20 April 2013, the State of Florida filed suit against BP and Halliburton
exposed to crude oil or chemical dispersants, dismissing the plaintiffs
in federal court in Florida, and its case has also been transferred to MDL
state law claims, claims by seamen for punitive damages, claims for
2179. Floridas complaint alleges general maritime law claims for
medical monitoring damages by asymptomatic plaintiffs, claims for
negligence and gross negligence; OPA 90 claims for alleged lost tax
battery and nuisance under maritime law, and claims alleging negligence
revenue, other economic damages and natural resource damages; and
per se. As with its other rulings on motions to dismiss master
various state law claims. Florida also seeks punitive damages.
complaints, the court did not lift an earlier stay on the underlying
The State of Mississippi filed both federal court and state court individual complaints raising those claims or otherwise apply its dismissal
complaints in Mississippi against BP in April 2013. Mississippis federal of the master complaint to those individual complaints.
court complaint alleges OPA 90 claims against BP, Transocean and
Citizens groups have also filed either lawsuits or notices of intent to file
Anadarko for natural resource damages, property damage, lost tax
lawsuits seeking civil penalties and injunctive relief under the Clean
revenue and damages for providing increased public services during or
Water Act and other environmental statutes. On 16 June 2011, the
after removal activities. It asserts general maritime law claims for
district court in MDL 2179 granted BPs motion to dismiss a master
negligence and gross negligence against Halliburton only. Mississippis
complaint raising claims for injunctive relief under various federal
state court complaint alleges various state law claims, including
environmental statutes brought by various citizens groups and others.
negligence, gross negligence and willful misconduct. Both Mississippi
complaints seek punitive damages. The State of Mississippis federal The court did not, however, lift an earlier stay on the underlying individual
court action and state court action have both been consolidated with complaints raising those claims for injunctive relief or otherwise apply its
MDL 2179. dismissal of the master complaint to those individual complaints. In
addition, a different set of environmental groups filed a motion to
On 17 May 2013, the State of Texas filed suit against BP and others in
reconsider dismissal of their Endangered Species Act claims on 14 July
federal court in Texas. Its complaint asserts claims under OPA 90 for
2011. That motion remains pending.
natural resource damages, lost sales tax and state park revenue; claims
for natural resource damages under the Comprehensive Environmental On 31 January 2012, the district court in MDL 2179, on motion by the
Response, Compensation, and Liability Act (CERCLA); and claims for Center for Biological Diversity, entered final judgment on the basis of the
natural resource damages, cost recovery, civil penalties and economic 16 June 2011 order with respect to two actions brought against BP by
damages under state environmental statutes. The State of Texass action that plaintiff. On 2 February 2012, the Center for Biological Diversity filed
has been consolidated with MDL 2179. a notice of appeal of both actions to the Fifth Circuit. Following oral
argument, the Fifth Circuit ruled in BPs favour on 9 January 2013 in
On 14 February 2014, BP moved to strike the State of Alabamas jury trial
virtually all respects, though it remanded the Center for Biological
demand as to its claim for compensatory damages under OPA 90. BPs
Diversitys claim under the Emergency Planning and Community Right to
motion remains pending.
Know Act (EPCRA) to the district court. On 22 January 2013, the Center
On 5 March 2014, the State of Florida filed a lawsuit (which has since for Biological Diversity filed a Petition for Panel Rehearing in the Fifth
been consolidated with MDL 2179) to declare various BP entities (and Circuit, which was denied on 4 February 2013. In January 2014, the
other entities) liable for removal costs and natural resource damages. district court in MDL 2179 set a schedule for proceedings on remand of
OPA Test Case Proceedings the EPCRA claim under which limited discovery has taken place, and the
Seven OPA test cases will address certain OPA 90 liability questions parties filed cross-motions for summary judgment that were fully briefed
focusing on, among other issues, whether plaintiffs alleged losses tied by 19 May 2014. The district court has not acted and the cross motions
to the 2010 federal government moratoria on deepwater drilling and remain to be decided.
federal permit delays are compensable. On 3 June 2014 the district court Halliburton lawsuits
entered an Agreed Upon Scheduling Order for these test cases. That On 19 April 2011, Halliburton filed a lawsuit in Texas state court seeking
scheduling order has now been suspended indefinitely with no new indemnification from BPXP for certain tort and pollution-related liabilities
deadlines being established. resulting from the Incident. On 3 May 2011, BPXP removed Halliburtons
State of Alabama Damages Case Proceedings case to federal court, and on 9 August 2011, the action was transferred
On 16 July 2014 the district court issued a scheduling order for the State to MDL 2179.
of Alabamas economic damages claims against BP and other parties and On 1 September 2011, Halliburton filed an additional lawsuit against BP
a request by the district court for the parties to set aside the month of in Texas state court alleging that BP did not identify the existence of a
November 2015 for a trial. That scheduling order has now been purported hydrocarbon zone at the Macondo well to Halliburton in
suspended indefinitely with no new deadlines being established. connection with Halliburtons cement work performed before the
Agreement for early natural resource restoration Incident and that BP has concealed the existence of this purported
On 21 April 2011, BP announced an agreement with natural resource hydrocarbon zone following the Incident. Halliburton claims that the
trustees for the US and five Gulf Coast states, providing for up to alleged failure to identify this information has harmed its business
$1 billion to be spent on early restoration projects to address natural ventures and reputation and resulted in lost profits and other damages.
resource injuries resulting from the Incident. Funding for these projects On 7 February 2012, the lawsuit was transferred to MDL 2179.
will come from the $20-billion Trust fund. BP and the trustees have Non-US government lawsuits
reached agreement on a total of 54 early restoration projects that are On 15 September 2010, three Mexican states bordering the Gulf of
expected to cost approximately $698 million. These include 10 projects Mexico (Veracruz, Quintana Roo and Tamaulipas) filed lawsuits in federal
that are already in place or underway, and 44 projects that were filed with court in Texas against several BP entities. These lawsuits were

234 BP Annual Report and Form 20-F 2014


subsequently transferred to MDL 2179 on 4 November 2010. These most of the individual defendants while holding that a subset of the
lawsuits allege that the Incident harmed their tourism, fishing and claims against two individual defendants and the corporate defendants
commercial shipping industries (resulting in, among other things, could proceed. In addition, all of the claims of a smaller purported
diminished tax revenue), damaged natural resources and the subclass were dismissed with leave to re-plead in 20 days. On 2 April
environment and caused the states to incur expenses in preparing a 2012, the plaintiffs in the lead class and subclass filed an amended
response to the Incident. On 9 December 2011, the district court in consolidated complaint with claims based on (1) the 12 alleged
MDL 2179 granted in part BPs motion to dismiss the three Mexican misstatements that the court held were actionable in the February 2012
states complaints, dismissing their claims under OPA 90 and for ruling; and (2) 13 alleged misstatements concerning BPs operating
nuisance and negligence per se, and preserving their claims for management system that the judge either rejected with leave to re-plead
negligence and gross negligence only to the extent there has been a or did not address in the February 2012 ruling. On 2 May 2012,
physical injury to a proprietary interest of the states. On 12 September defendants moved to dismiss the claims based on the 13 statements in
2013, the court issued a final judgment dismissing the three Mexican the amended complaint that the judge did not already rule are actionable.
states claims with prejudice. On 4 October 2013, the three Mexican On 6 February 2013, the court granted in part this motion to dismiss,
states filed notices of appeal from the judgment to the Fifth Circuit. rejecting the plaintiffs claims based on eight of the statements at issue
Following briefing, oral argument was heard on the appeal on 27 October in the motion and also dismissing all claims against former BP employee
2014 and the appeal is now under review. Andrew Inglis. On 20 May 2014, the judge denied plaintiffs motion to
On 5 April 2011, the State of Yucatan submitted a claim to the Gulf Coast certify a proposed class of ADS purchasers before the Deepwater
Claims Facility (GCCF) alleging potential damage to its natural resources Horizon explosion (from 8 November 2007 to 20 April 2010) and granted
and environment, and seeking to recover the cost of assessing the plaintiffs motions to certify a class of post-explosion ADS purchasers
alleged damage. On 18 September 2013, the State of Yucatan filed suit from 26 April 2010 to 28 May 2010 and to amend their complaint to add
against BP in federal court in Florida and, on 13 December 2013, its one additional alleged misstatement. Both parties sought permission to
action was transferred to MDL 2179. appeal from the district courts class certification decisions and on 3 July
2014, the Fifth Circuit granted both parties requests. Briefing on those
On 19 April 2013, the Mexican federal government filed a civil action appeals is expected to conclude in March 2015.
against BP and others in MDL 2179. The complaint seeks a
determination that each defendant bears liability under OPA 90 for The trial of the securities fraud claims of the class of post-explosion ADS
damages that include the costs of responding to the spill; natural purchasers has been scheduled to commence on 11 January 2016.
resource damages allegedly recoverable by Mexico as an OPA 90 Individual securities litigation
trustee; and the net loss of taxes, royalties, fees or net profits. In April and May 2012, six cases (three of which were consolidated into
Insurance-related matters one action) were filed in state and federal courts by one or more state,
On 1 March 2012, the district court in MDL 2179 issued a partial final county or municipal pension funds against BP entities and several current
judgment dismissing with prejudice certain claims by BP, Anadarko and and former officers and directors seeking damages for alleged losses
MOEX for additional insured coverage under insurance policies issued to those funds suffered because of their purchases of BP ordinary shares
Transocean for the sub-surface pollution liabilities BP, Anadarko and and, in two cases, ADSs. The funds assert various state law and federal
MOEX have incurred and will incur with respect to the Macondo well oil law claims. From July 2012 to April 2014, 27 additional cases were filed
release. BP filed a notice of appeal from the district courts judgment to in Texas state and federal courts (later consolidated into 24 actions) by
the Fifth Circuit and on 1 March 2013, the Fifth Circuit reversed the pension or investment funds or advisers against BP entities and current
district courts judgment, rejecting the district courts ruling that the and former officers and directors, asserting state, federal, and non-US
insurance that BP is entitled to receive as an additional insured under the law claims and seeking damages for alleged losses that those funds
Transocean insurance policies at issue is limited to the scope of the suffered because of their purchases of BP ordinary shares and/or ADSs.
indemnity in the drilling contract between BP and Transocean. On Two cases were filed in New York federal court by funds that purchased
29 August 2013, the Fifth Circuit withdrew its 1 March 2013 opinion and BP ordinary shares and ADSs, asserting state and federal law claims. All
certified two questions of Texas law at issue in the appeal to the the cases have been transferred to federal court in Houston and, with the
Supreme Court of Texas. On 13 February 2015 the Supreme Court of exception of one case that has been stayed, the judge presiding over

Additional disclosures
Texas held that the insurance BP is entitled to receive as an additional MDL 2185. One case was voluntarily dismissed on 9 May 2013. On
assured is limited to the liabilities that Transocean assumed in the drilling 3 October 2013, the judge granted in part and denied in part the
contract which does not include liabilities for damages arising from sub- defendants motion to dismiss three of the remaining 29 cases
surface pollution. dismissing a subset of the claims. The judge held that English law
False Claims Act actions governs the plaintiffs remaining claims (with the exception of the federal
BP is aware that actions have been or may be brought under the Qui Tam law claims based on purchases of ADSs and a potential claim under Ohio
(whistle-blower) provisions of the False Claims Act (FCA). On state law against BP p.l.c. by certain Ohio funds). On 11 December 2013,
17 December 2012, the court ordered unsealed one complaint that had defendants moved to dismiss 10 of the remaining cases and answered
been filed in the US District Court for the Eastern District of Louisiana by the complaints in two others. On 5 December 2013, the Ohio funds
an individual under the FCAs Qui Tam provisions. The complaint alleged (plaintiffs in one of the first three cases defendants moved to dismiss)
that BP and another defendant had made false reports and certifications filed an amended complaint withdrawing their English law claim and
of the amount of oil released into the Gulf of Mexico following the asserting only a claim under Ohio state law. On 6 January 2014, BP
Incident. On 17 December 2012, the DoJ filed with the court a notice moved to dismiss that case for a second time, and on 7 April 2014, the
that the DoJ elected to decline to intervene in the action. On 31 January judge dismissed the Ohio action with leave to replead English law claims
2013, the complaint was transferred to MDL 2179 and remains stayed. within 30 days. On 8 June 2014, the Ohio funds filed a second amended
complaint asserting only English law claims. On 30 September 2014, the
MDL 2185 and other securities-related litigation court granted in part and denied in part the defendants motion to dismiss
Since the Incident, shareholders have sued BP and various of its current 10 cases. The court dismissed the negligent misstatement claims in all
and former officers and directors asserting shareholder derivative claims but one of the 10 cases and dismissed claims in these cases based on
and class and individual securities fraud claims. Many of these lawsuits certain public and private misstatements. The court also rejected BPs
have been consolidated or co-ordinated in federal district court in arguments that the ordinary share claims of the non-US plaintiffs should
Houston (MDL 2185). be heard in England. On 29 October 2014, the case brought by the Ohio
Securities class action funds was transferred to federal court in Houston for all purposes. On
On 13 February 2012, the federal district court in Houston in MDL 2185 30 December 2014, defendants answered the complaints in 11 cases.
issued two decisions (the February 2012 ruling) on the defendants Amended complaints in the remaining 15 cases are due by 1 April 2015.
motions to dismiss the two consolidated securities fraud complaints filed
on behalf of purported classes of BP ordinary shareholders and ADS
holders. The February 2012 ruling dismissed all the claims of the ordinary
shareholders, and the claims of the lead class of ADS holders against

BP Annual Report and Form 20-F 2014 235


Canadian class action the Clean Water Act; one misdemeanour count under the Migratory Bird
On 20 July 2012, a BP entity received an amended statement of claim for Treaty Act; and one felony count of obstruction of Congress.
an action in Alberta, Canada, filed by three plaintiffs seeking to assert Pursuant to that sentence, BP will pay $4 billion, including $1,256 million in
claims under Canadian law against BP on behalf of a class of Canadian criminal fines, in instalments over five years. Under the terms of the
residents who allegedly suffered losses because of their purchase of BP criminal plea agreement, a total of $2,394 million will be paid to the National
ordinary shares and ADSs. This case was dismissed on jurisdictional Fish & Wildlife Foundation (NFWF) over five years. In addition, $350 million
grounds on 14 November 2012. On 15 November 2012, one of the will be paid to the National Academy of Sciences (NAS) over five years.
plaintiffs re-filed a statement of claim against BP in Ontario, Canada, BP made its required payments that were due in March and April 2013,
seeking to assert the same claims against BP. BP moved to dismiss that January 2014, and January 2015 totalling $1.521 billion. The court also
action for lack of jurisdiction, and on 9 October 2013 the Ontario court ordered, as previously agreed with the US government, that BP serve a
denied BPs motion. On 7 November 2013, BP filed a notice of appeal term of five years probation. Pursuant to the terms of the plea agreement,
from that decision. On 14 August 2014, the Ontario Court of Appeal held the court also ordered certain equitable relief, including additional actions,
that the case should be stayed and that the claims made on behalf of enforceable by the court, to further enhance the safety of drilling operations
Canadian residents who purchased BP ordinary shares and ADSs on in the Gulf of Mexico. These requirements relate to BPs risk management
exchanges outside of Canada should be litigated in those countries, and processes, such as third-party auditing and verification, BPs oil spill
granted leave for the plaintiff to amend the complaint to assert claims response plan, training, and well control equipment and processes such as
only on behalf of Canadian residents who purchased ADSs on the blowout preventers and cementing. BP also agreed to maintain a real-time
Toronto Stock Exchange. On 10 October 2014, the plaintiff filed an drilling operations monitoring centre in Houston or another appropriate
application for leave to appeal to the Supreme Court of Canada. Briefing location. In addition, BP will undertake several initiatives with academia and
on that application concluded on 25 November 2014. regulators to develop new technologies related to deepwater drilling safety.
Dividend-related proceedings The resolution also provides for the appointment of two monitors, both
On 5 July 2012, the federal district court in Houston in MDL 2185 issued with terms of up to four years. A process safety monitor will review, and
a decision granting BPs motion to dismiss, for lack of personal provide recommendations concerning BPXPs process safety and risk
jurisdiction, the lawsuit against BP p.l.c. for cancelling its dividend management procedures for deepwater drilling in the Gulf of Mexico. An
payment in June 2010. On 10 August 2012, the plaintiffs filed an ethics monitor will review and provide recommendations concerning BPs
amended complaint, which BP moved to dismiss on 9 October 2012. On ethics and compliance programme. BP has also agreed to retain an
12 April 2013, the court granted BPs motion and dismissed the lawsuit independent third-party auditor who will review and report to the probation
for lack of personal jurisdiction and on the alternative grounds of failure to officer, the DoJ and BP regarding BPXPs compliance with the key terms of
state a claim and that the courts of England are the more appropriate the plea agreement including the completion of safety and environmental
forum for the litigation. On 16 June 2013, the court granted the plaintiffs management systems audits, operational oversight enhancements, oil spill
motion to amend its decision so as to eliminate the alternative grounds response training and drills and the implementation of best practices. Under
for dismissal. On 22 November 2013, the plaintiffs filed an additional and the plea agreement, BP has also agreed to co-operate in ongoing criminal
substantially identical action against BP p.l.c. in federal court in New York, actions and investigations, including prosecutions of four former employees
which was transferred to the judge presiding over MDL 2185. BP p.l.c. who have been separately charged.
moved to dismiss that action on 19 February 2014. On 18 June 2014, the In its resolution with the SEC, BP has resolved the SECs Deepwater
court dismissed the case on the ground that the courts of England are Horizon-related claims against the company under Sections 10(b) and
the more appropriate forum for the litigation. On 18 July 2014, the 13(a) of the Securities Exchange Act of 1934 and the associated rules. BP
plaintiff appealed that decision to the Fifth Circuit. Briefing on that appeal has agreed to a civil penalty of $525 million, payable in three instalments
concluded on 24 December 2014. over a period of three years, and has consented to the entry of an
ERISA injunction prohibiting it from violating certain US securities laws and
On 30 March 2012, the federal district court in Houston in MDL 2185 regulations. The SECs claims are premised on oil flow rate estimates
issued a decision granting the defendants motions to dismiss the ERISA contained in three reports provided by BP to the SEC during a one-week
case related to BP share funds in several employee benefit savings plans. period (on 29 and 30 April 2010 and 4 May 2010), within the first 14 days
On 11 April 2012, the plaintiffs requested leave to file an amended after the accident. BPs consent was incorporated in a final judgment and
complaint, which was denied on 27 August 2012. Final judgment court order on 10 December 2012, and BP made its first payment of
dismissing the case was entered on 4 September 2012 and, on $175 million on 11 December 2012, its second payment of $175 million
25 September 2012, the plaintiffs filed a notice of appeal to the Fifth on 1 August 2013, and the final instalment of $175 million, plus accrued
Circuit. On 15 July 2014, the Fifth Circuit remanded the case to the interest, on 1 August 2014.
district court in light of new pleading standards recently set forth by the BPs November 2012 agreement with the US government does not
US Supreme Court. On 18 September 2014, the plaintiffs filed a motion resolve the DoJs civil claims, such as those for civil penalties under the
seeking leave to amend their complaint. Defendants opposed that Clean Water Act or claims for natural resource damages under OPA 90.
motion. On 15 January 2015, the district court granted in part and denied Neither does it resolve the private securities claims pending in MDL
in part the motion to amend, permitting plaintiffs to amend their 2185.
complaint to allege some of their proposed claims against certain
defendants. Plaintiffs filed an amended complaint on 12 February 2015. US Environmental Protection Agency matters
Settlements with the DoJ and SEC On 28 November 2012, the US Environmental Protection Agency (EPA)
On 1 June 2010, the DoJ announced that it was conducting an notified BP that it had temporarily suspended BP p.l.c., BPXP and a
investigation into the Incident encompassing possible violations of US number of other BP subsidiaries from participating in new federal
civil or criminal laws, and subsequently created a unified task force of contracts. As a result of the temporary suspension, the BP entities listed
federal agencies to investigate the Incident. On 15 November 2012, BP in the notice were ineligible to receive any US government contracts
announced that it reached agreement with the US government, subject either through the award of a new contract, or the extension of the term
to court approval, to resolve all federal criminal charges and all claims by of or renewal of an expiring contract.
the SEC against BP arising from the Deepwater Horizon accident, oil spill In addition, the charges to which BPXP pleaded guilty included one
and response. misdemeanour count under the Clean Water Act that, by operation of
On 29 January 2013, the US District Court for the Eastern District of law, triggered a statutory debarment, also referred to as mandatory
Louisiana accepted BPs pleas regarding the federal criminal charges, and debarment, of the facility where the Clean Water Act violation occurred.
BP was sentenced in connection with the criminal plea agreement. BP On 1 February 2013, the EPA issued a notice that BPXP was mandatorily
pleaded guilty to 11 felony counts of Misconduct or Neglect of Ships debarred at its Houston headquarters. Mandatory debarment prevents a
Officers relating to the loss of 11 lives; one misdemeanour count under company from entering into new contracts or new leases with the US
government that would be performed at the facility where the Clean
Water Act violation occurred.

236 BP Annual Report and Form 20-F 2014


On 13 March 2014, BP, BPXP, and all other temporarily suspended BP several BP entities regarding trading in the next-day natural gas market at
entities entered into an administrative agreement with the EPA Houston Ship Channel during September, October and November 2008.
resolving all issues related to suspension or debarment arising from the On 28 July 2011, FERC staff issued a Notice of Alleged Violations stating
Incident, allowing BP entities to enter into new contracts or leases with that it had preliminarily determined that several BP entities fraudulently
the US government. Under the terms and conditions of the traded physical natural gas in the Houston Ship Channel and Katy
administrative agreement, which will apply for five years, BP has agreed markets and trading points to increase the value of their financial swing
to a set of safety and operations, ethics and compliance and corporate spread positions. On 5 August 2013, the FERC issued an Order to Show
governance requirements. Cause and Notice of Proposed Penalty directing BP to respond to a FERC
Enforcement Staff report, which FERC issued on the same day, alleging
US Department of Interior matters that BP manipulated the next-day, fixed price gas market at Houston Ship
On 14 September 2011, the US Coast Guard and Bureau of Ocean Energy Channel from mid-September 2008 to 30 November 2008. The FERC
Management, Regulation and Enforcement (BOEMRE) issued a report Enforcement Staff report proposes a civil penalty of $28 million and the
regarding the causes of the 20 April 2010 Macondo well blowout (the surrender of $800,000 of alleged profits. BP filed its answer on 4 October
BOEMRE Report). The BOEMRE Report states that decisions by BP, 2013 denying the allegations and moving for dismissal. On 15 May 2014,
Halliburton and Transocean increased the risk or failed to fully consider or FERC denied the motion to dismiss and the matter has been set for a
mitigate the risk of a blowout on 20 April 2010. The BOEMRE Report also hearing before an Administrative Law Judge in March 2015.
states that BP, Transocean and Halliburton violated certain regulations
related to offshore drilling. In itself, the BOEMRE Report does not constitute Canadian Natural Resource
the initiation of enforcement proceedings relating to any violation. On The US Commodity Futures Trading Commission (CFTC) is currently
12 October 2011, the US Department of the Interior Bureau of Safety and investigating certain practices relating to crude oil pipeline nominations
Environmental Enforcement issued to BPXP, Transocean, and Halliburton procedures on Canadian pipelines. On 17 November 2014, the CFTC
Notification of Incidents of Noncompliance (INCs). The notification issued to Enforcement Staff notified BP that it intends to recommend an
BPXP is for a number of alleged regulatory violations concerning Macondo enforcement action naming certain parties, including several BP entities,
well operations. The Department of Interior has indicated that this list of alleging violations of the anti-fraud and false reporting provisions of the
violations may be supplemented as additional evidence is reviewed, and on Commodity Exchange Act in connection with these nomination
7 December 2011, the Bureau of Safety and Environmental Enforcement procedures and related trades. On 17 December 2014 BP submitted a
issued to BPXP a second INC. This notification was issued to BP for five detailed defence responding to the allegations in the notice and
alleged violations related to drilling and abandonment operations at the challenging the CFTCs jurisdiction over the alleged conduct.
Macondo well. BP has filed an administrative appeal with respect to the first Investigations by the FERC and CFTC into BPs trading activities continue
and second INCs. BP has filed a joint stay of proceedings with the to be conducted from time to time.
Department of Interior with respect to both INCs.
CSB matters
Louisiana Department of Natural Resources On 23 March 2005, an explosion and fire occurred at the Texas City
On 21 August 2013, the Louisiana Department of Natural Resources refinery. Fifteen workers died in the incident and many others were
(LDNR) issued a Cease and Desist Order (the Order) directing BP to apply injured. BP Products North America, Inc. (BP Products) has resolved all
for a Coastal Use Permit to remove certain orphan anchors that had civil injury claims and all civil and criminal governmental claims arising
been placed in coastal waters to secure the containment boom during oil from the March 2005 incident. In March 2007, the US Chemical Safety
spill response operations in 2010. On 18 September 2013, BP filed a and Hazard Investigation Board (CSB) issued a report on the incident. The
complaint in the US District Court for the Middle District of Louisiana report contained recommendations to the Texas City refinery and to the
seeking to enjoin the State of Louisiana from enforcing the Order on board of directors of BP. To date, the CSB has accepted that the majority
grounds including that the Order is pre-empted by federal law. On of BPs responses to its recommendations have been satisfactorily
7 August 2014, the court entered a final judgment providing that the addressed. BP and the CSB are continuing to discuss the remaining open
Order was pre-empted on the basis of impossibility and obstacle recommendations with the objective of the CSB agreeing to accept these
pre-emption. The LDNR did not file a notice of appeal and the time period as satisfactorily addressed as well.

Additional disclosures
to file such notice has expired. OSHA matters
Pending investigations and reports relating to the Deepwater On 29 October 2009, the US Occupational Safety and Health
Horizon oil spill CSB investigation Administration (OSHA) issued citations to the Texas City refinery related
The US Chemical Safety and Hazard Investigation Board (CSB) conducted to the Process Safety Management (PSM) standard. On 12 July 2012,
an investigation of the Incident that is focused on the explosions and fire, OSHA and BP resolved 409 of the 439 citations. The agreement required
and not the resulting oil spill or response efforts. As part of this effort, on that BP pay a civil penalty of $13,027,000 and that BP abate the alleged
24 July 2012, the CSB conducted a hearing at which it released its violations by 31 December 2012. BP completed these requirements and
preliminary findings on, among other things, the use of safety indicators the agreement has terminated. The settlement excluded 30 citations for
by industry (including BP and Transocean) and government regulators in which BP and OSHA could not reach agreement. However, the parties
offshore operations prior to the Incident. On 18 September 2014, in agreed that BPs penalty liability will not exceed $1 million if those
response to Transoceans challenge to the CSBs jurisdiction to citations are resolved through litigation. On 4 March 2014, the parties
investigate the Incident, the Fifth Circuit affirmed the district courts order reached agreement in relation to the remaining Texas City citations. The
enforcing CSBs administrative subpoenas against Transocean. BP has agreement links the outcome of the remaining Texas City citations to the
produced documents in compliance with the CSBs document ultimate outcome of the remaining Toledo citations (see below). If the
subpoenas. Separately the CSB released the first two volumes of its 31 July 2013 decision of the Administrative Law Judge in relation to the
three-volume report on its investigation into the Incident at a public remaining Toledo citations is ultimately upheld, OSHA has agreed to
hearing in Houston on 5 June 2014. The first two volumes provide an dismiss the remaining Texas City citations.
introduction to the Incident as well as the CSBs findings regarding the If the 31 July 2013 decision is ultimately overturned, BP has agreed to
operation of the blowout preventer and other technical issues. The CSB pay a penalty not exceeding $1 million to resolve the remaining Texas
has indicated that it plans to release Volume 3 (concerning the role of the City citations.
regulator in the oversight of the offshore industry and organizational and
On 8 March 2010, OSHA issued 65 citations to BP Products and BP-
cultural factors) in or around March 2015.
Husky for alleged violations of the PSM standard at the Toledo refinery,
with penalties of approximately $3 million. These citations resulted from
Other legal proceedings an inspection conducted pursuant to OSHAs Petroleum Refinery
FERC and CFTC matters Process Safety Management National Emphasis Program. Both BP
The US Federal Energy Regulatory Commission (FERC) and the US Products and BP-Husky contested the citations. The parties resolved
Commodity Futures Trading Commission (CFTC) have been investigating 23 citations in a pre-trial settlement for an aggregate amount of $45,000.
A trial of the remaining 42 citations was completed in June 2012 before

BP Annual Report and Form 20-F 2014 237


an Administrative Law Judge from the OSH Review Commission. The subsea and other systems. BP is the operator and 56% interest owner of
Administrative Law Judge rendered her decision on 31 July 2013. Of the the Atlantis unit which is in production in the Gulf of Mexico. On
42 remaining citations, OSHA voluntarily dismissed one of them and the 21 August 2014, the court granted BPs motions for summary judgment.
judge vacated 36 additional citations. The remaining five citations were On 28 August 2014, the court entered final judgment in favour of BP. In
downgraded and assessed an aggregate penalty of $35,000. In addition, September 2014 the plaintiff filed a motion for reconsideration, which BP
the judge accepted the parties pre-trial settlement of the 23 citations. As opposed. The judge took this on advisement. A decision of the court is
a result of the settlement and the judges decision, the total penalty in awaited.
respect of the citations was reduced from the original amount of
Bolivia
approximately $3 million to $80,000. The Review Commission has
In respect of Pan American Energys arbitration case for compensation
granted OSHAs petition for review and briefing was completed in the
for the expropriation of its shares in Empresa Petrolera Chaco S.A.
first half of 2014. The Review Commission is not expected to issue its
(Chaco) which commenced in March 2012 against the Republic of Bolivia,
decision until 2015 at the earliest.
on 18 December 2014, the Republic of Bolivia and Pan American Energy
Prudhoe Bay leak signed a $357 million settlement agreement and agreed to terminate the
In March and August 2006, oil leaked from oil transit pipelines operated arbitration.
by BP Exploration (Alaska) Inc. (BPXA) at the Prudhoe Bay unit on the
EC investigation and related matters
North Slope of Alaska. On 12 May 2008, a BP p.l.c. shareholder filed a
On 14 May 2013, European Commission officials made a series of
consolidated complaint alleging violations of federal securities law on
unannounced inspections at the offices of BP and other companies
behalf of a putative class of BP p.l.c. shareholders, based on alleged
involved in the oil industry acting on concerns that anticompetitive
misrepresentations concerning the integrity of the Prudhoe Bay pipeline
practices may have occurred in connection with oil price reporting
before its shutdown on 6 August 2006. The BP p.l.c. shareholder filed an
practices and the reference price assessment process. Related inquiries
amended complaint, in response to which BP filed a motion to dismiss,
and requests for information have also been received from US and other
which was granted by the trial court on 14 March 2012. The plaintiff
regulators following the European Commissions actions, including from
appealed the courts dismissal of the case, and on 13 February 2014 the
the Japanese Fair Trade Commission, the Korean Fair Trade Commission,
Ninth Circuit affirmed in part and reversed in part, ruling that claims based
the Federal Trade Commission (FTC) and the CFTC. On 1 October 2014,
on four alleged misrepresentations should not have been dismissed. The
BP was informed by the FTC that it was closing its investigation. The
case has been remanded to the trial court for further proceedings.
other investigations remain open and there is no deadline for the
Exxon Valdez matters completion of the inquiries.
Approximately 200 lawsuits were filed in state and federal courts in
In addition, fifteen purported class actions related to these matters have
Alaska seeking compensatory and punitive damages arising out of the
been filed in US district courts alleging manipulation and antitrust
Exxon Valdez oil spill in Prince William Sound in March 1989. Most of
violations under the Commodity Exchange Act and US antitrust laws, and
those suits named Exxon (now ExxonMobil), Alyeska Pipeline Service
these purported class actions have been consolidated in federal court in
Company (Alyeska), which operates the oil terminal at Valdez, and the
New York.
other oil companies that own Alyeska. Alyeska initially responded to the
spill until the response was taken over by Exxon. BP owns a 46.9% California False Claims Act matters
interest (reduced during 2001 from 50% by a sale of 3.1% to Phillips) in On 4 November 2014 the California Attorney General filed a notice in
Alyeska through a subsidiary of BP America Inc. and briefly indirectly California state court that it was intervening in a previously-sealed
owned a further 20% interest in Alyeska following BPs combination with California False Claims Act (CFCA) lawsuit filed by relator Christopher
Atlantic Richfield. Alyeska and its owners have settled all the claims Schroen against BP, BP Energy Company, BP Corporation North America
against them under these lawsuits. Exxon has indicated that it may file a Inc., BP Products and BPAPC. On 7 January 2015, the California Attorney
claim for contribution against Alyeska for a portion of the costs and General filed a complaint in intervention alleging that BP violated the
damages that it has incurred. If any claims are asserted by Exxon that CFCA and the California Unfair Competition Law by falsely and
affect Alyeska and its owners, BP will defend the claims vigorously. fraudulently overcharging California state entities for natural gas. The
relators complaint makes similar allegations, in addition to individual
Lead paint matters
claims. The complaints seek treble damages, punitive damages, penalties
Since 1987, Atlantic Richfield Company (Atlantic Richfield), a subsidiary of
and injunctive relief.
BP, has been named as a co-defendant in numerous lawsuits brought in
the US alleging injury to persons and property caused by lead pigment in See Financial statements Note 31 for additional information on the
paint. The majority of the lawsuits have been abandoned or dismissed groups legal proceedings.
against Atlantic Richfield. Atlantic Richfield is named in these lawsuits as
alleged successor to International Smelting and Refining and another International trade sanctions
company that manufactured lead pigment during the period 1920-1946.
During the period covered by this report, non-US subsidiaries or other
The plaintiffs include individuals and governmental entities. Several of the
non-US entities of BP conducted limited activities in, or with persons
lawsuits purport to be class actions. The lawsuits seek various remedies
from, certain countries identified by the US Department of State as State
including compensation to lead-poisoned children, cost to find and
Sponsors of Terrorism or otherwise subject to US and EU sanctions
remove lead paint from buildings, medical monitoring and screening
(Sanctioned Countries). Sanctions restrictions continue to be insignificant
programmes, public warning and education of lead hazards,
to the groups financial condition and results of operations. BP monitors
reimbursement of government healthcare costs and special education for
its activities with Sanctioned Countries, persons from Sanctioned
lead-poisoned citizens and punitive damages. No lawsuit against Atlantic
Countries and individuals and companies subject to US and EU sanctions
Richfield has been settled nor has Atlantic Richfield been subject to a
and seeks to comply with applicable sanctions laws and regulations.
final adverse judgment in any proceeding. The amounts claimed and, if
such suits were successful, the costs of implementing the remedies Both the US and the EU have enacted strong sanctions against Iran,
sought in the various cases could be substantial. While it is not possible including: in the US, sanctions against persons involved with Irans
to predict the outcome of these legal actions, Atlantic Richfield believes energy, shipping and petrochemicals industries, and sanctions against
that it has valid defences. It intends to defend such actions vigorously financial institutions that engage in significant transactions with the Iran
and believes that the incurrence of liability is remote. Consequently, BP Central Bank; and in the EU, a prohibition on the import, purchase and
believes that the impact of these lawsuits on the groups results, financial transport of Iranian-origin crude oil, petroleum products and natural gas.
position or liquidity will not be material. Additionally, the Iran Threat Reduction and Syria Human Rights Act of
2012 (ITRA) added Section 13(r) to the Securities Exchange Act of 1934,
Abbott Atlantis related matters
as amended (the Exchange Act), and requires that issuers must file
In April 2009, Kenneth Abbott, as relator, filed a US False Claims Act
annual or quarterly reports under the Exchange Act to disclose in such
lawsuit against BP, alleging that BP violated federal regulations, and
reports whether, during the period covered by the report, the registrant
made false statements in connection with its compliance with those
regulations, by failing to have necessary documentation for the Atlantis

238 BP Annual Report and Form 20-F 2014


or its affiliates have knowingly engaged in certain, principally Iran-related, During 2014 the US and the EU have imposed sanctions on certain
activities. Russian activities, individuals and entities, including Rosneft. Certain
sectoral sanctions also apply to entities owned 50% or more by entities
Both the US and the EU have enacted strong sanctions against Syria,
on the relevant sectoral sanctions list. Ruhr Oel GmbH (ROG) is a 50:50
including a prohibition on the purchase of Syrian-origin crude and a US
joint operation with Rosneft, operated by BP, which holds interests in a
prohibition on the provision of services to Syria by US persons. The EU
number of refineries in Germany. To date, these sanctions have had no
sanctions against Syria include a prohibition on supplying certain
material adverse impact on BP or ROG.
equipment used in the production, refining, or liquefaction of petroleum
resources as well as restrictions on dealing with the Central Bank of Syria Disclosure pursuant to Section 219 of ITRA
and numerous other Syrian financial institutions. To our knowledge, none of BPs activities, transactions or dealings are
With effect from 20 January 2014, the US and the EU implemented required to be disclosed pursuant to ITRA Section 219, with the following
temporary, limited and reversible relief of certain sanctions related to Iran possible exception:
pursuant to a Joint Plan of Action entered by Iran, China, France, Rhum, located in the UK sector of the North Sea, is operated by BP
Germany, Russia, the UK and the US. BP has not changed its policy in Exploration Operating Company Limited (BPEOC), a non-US subsidiary of
relation to Iran as a result of the Joint Plan of Action and has no plans to BP. Rhum is owned under a 50:50 unincorporated joint arrangement
engage in any new business with Iran which would now be permitted as between BPEOC and Iranian Oil Company (U.K.) Limited (IOC). The
a result of the Joint Plan of Action. Rhum joint arrangement was originally formed in 1974. During the period
BP has interests in and operates the North Sea Rhum field (Rhum) and of production from the field, the Rhum joint arrangement supplied natural
the Azerbaijan Shah Deniz field (Shah Deniz), in which Naftiran Intertrade gas and certain associated liquids to the UK. On 16 November 2010,
Co. Limited and NICO SPV Limited (collectively, NICO) or Iranian Oil production from Rhum was suspended in response to relevant EU
Company (U.K.) Limited (IOC UK) have interests. Additionally, BP has sanctions. Operations at the Rhum gas field recommenced in mid-
interests in a gas marketing entity and a gas pipeline entity in which October 2014 in accordance with the UK governments Temporary
NICO or IOC UK have interests, although both entities (and their related Scheme (see above). During the year ended 31 December 2014, BP
assets) are located outside Iran. Production was suspended at Rhum (in recorded gross revenues of $8.86 million related to its interests in Rhum.
which IOC UK has a 50% interest) in November 2010. On 22 October BP had no net profits related to Rhum during the year ended
2013, the UK government announced a temporary management scheme 31 December 2014, recording an overall loss of $204.5 million (net)
(the Temporary Scheme) under The Hydrocarbon (Temporary following an impairment write-off of $198 million in the fourth quarter of
Management Scheme) Regulations 2013 under which the 2014.
UK government assumed control of and now manages IOC UKs interest BP currently intends to continue to hold its ownership stake in the Rhum
in the Rhum field, thereby permitting Rhum operations to recommence in joint arrangement.
accordance with applicable EU regulations and in compliance with US
laws and regulations. Operations at the Rhum gas field recommenced in
mid-October 2014 in accordance with this Temporary Scheme.
Material contracts
On 13 March 2014, BP, BPXP, and other BP entities entered into an
Shah Deniz, its gas marketing entity and the gas pipeline entity (in which administrative agreement with the US Environmental Protection Agency,
NICO has a 10% or less non-operating interest) continue in operation. which resolved all issues related to the suspension or debarment of BP
The Shah Deniz joint operation and its gas marketing and pipeline entities entities arising from the 20 April 2010 explosions and fire on the semi-
were excluded from the main operative provisions of the EU regulations submersible rig Deepwater Horizon and resulting oil spill. The
as well as from the application of the new US sanctions, and fall within administrative agreement allows BP entities to enter into new contracts
the exception for certain natural gas projects under Section 603 of ITRA. or leases with the US government. Under the terms and conditions of
BP has no operations in Iran and BPs policy is that it shall not purchase this agreement, which will apply for five years, BP has agreed to a set of
or ship crude oil or other products of Iranian origin. Participants in non-BP safety and operations, ethics and compliance and corporate governance
controlled or operated joint arrangements* may purchase Iranian-origin requirements. The agreement is governed by federal law.

Additional disclosures
crude oil or other components as feedstock for facilities located outside
the EU and US. It is also BPs policy that it shall not sell crude oil or other Property, plant and equipment
products into Iran. BP currently holds an interest in a non-BP operated BP has freehold and leasehold interests in real estate and other tangible
Indian joint venture* which sold crude oil to an Indian entity in which assets in numerous countries, but no individual property is significant to
NICO holds a minority, non-controlling stake. Those sales ceased in the group as a whole. For more on the significant subsidiaries* of the
January 2014. group at 31 December 2014 and the group percentage of ordinary share
capital see Financial statements Note 35. For information on significant
In 2012, BP became aware that a Canadian university had been using
joint ventures* and associates* of the group see Financial statements
graduate students, some of whom were nationals of Iran, on a research
Notes 14 and 15.
programme funded in part by BP. BP suspended the programme and
made a voluntary disclosure to OFAC. Also in 2012, BP became aware Related-party transactions
that in 2010, as consideration for certain auditing services, BP effected a
transfer of funds to a local Iranian consulting firm which may have been Transactions between the group and its significant joint ventures and
in violation of relevant EU notification requirements. BP has made a associates are summarized in Financial statements Note 14 and Note
voluntary disclosure to the applicable EU regulator of such transfer. 15. In the ordinary course of its business, the group enters into
transactions with various organizations with which some of its directors
Following the imposition in 2011 of further US and EU sanctions against or executive officers are associated. Except as described in this report,
Syria, BP terminated all sales of crude oil and petroleum products into the group did not have material transactions or transactions of an unusual
Syria, though BP continues to supply aviation fuel to non-governmental nature with, and did not make loans to, related parties in the period
Syrian resellers outside of Syria. commencing 1 January 2014 to 17 February 2015.
BP has equity interests in non-operated joint arrangements with air fuel
sellers, resellers, and fuel delivery services around the world. From time Corporate governance practices
to time, the joint arrangement operator or other partners may sell or In the US, BP ADSs are listed on the New York Stock Exchange (NYSE).
deliver fuel to airlines from Sanctioned Countries or flights to Sanctioned The significant differences between BPs corporate governance practices
Countries without BPs prior knowledge or consent. BP has registered as a UK company and those required by NYSE listing standards for US
and paid required fees for patents and trade marks in Sanctioned companies are listed as follows:
Countries.
BP sells lubricants in Cuba through a 50:50 joint arrangement and trades Independence
in small quantities of lubricants. BP has adopted a robust set of board governance principles, which
reflect the UK Corporate Governance Code and its principles-based

* Defined on page 252. BP Annual Report and Form 20-F 2014 239
approach to corporate governance. As such, the way in which BP makes
determinations of directors independence differs from the NYSE rules.
Controls and procedures
BPs board governance principles require that all non-executive directors Evaluation of disclosure controls and procedures
be determined by the board to be independent in character and The company maintains disclosure controls and procedures, as such
judgement and free from any business or other relationship which could term is defined in Exchange Act Rule 13a-15(e), that are designed to
materially interfere with the exercise of their judgement. The BP board ensure that information required to be disclosed in reports the company
has determined that, in its judgement, all of the non-executive directors files or submits under the Exchange Act is recorded, processed,
are independent. In doing so, however, the board did not explicitly take summarized and reported within the time periods specified in the
into consideration the independence requirements outlined in the NYSEs Securities and Exchange Commission rules and forms, and that such
listing standards. information is accumulated and communicated to management, including
the companys group chief executive and chief financial officer, as
Committees appropriate, to allow timely decisions regarding required disclosure.
BP has a number of board committees that are broadly comparable in
In designing and evaluating our disclosure controls and procedures, our
purpose and composition to those required by NYSE rules for domestic
management, including the group chief executive and chief financial
US companies. For instance, BP has a chairmans (rather than executive)
officer, recognize that any controls and procedures, no matter how well
committee, nomination (rather than nominating/corporate governance)
designed and operated, can provide only reasonable, not absolute,
committee and remuneration (rather than compensation) committee. BP
assurance that the objectives of the disclosure controls and procedures
also has an audit committee, which NYSE rules require for both US
are met. Because of the inherent limitations in all control systems, no
companies and foreign private issuers. These committees are composed
evaluation of controls can provide absolute assurance that all control
solely of non-executive directors whom the board has determined to be
issues and instances of fraud, if any, within the company have been
independent, in the manner described above.
detected. Further, in the design and evaluation of our disclosure controls
The BP board governance principles prescribe the composition, main and procedures our management necessarily was required to apply its
tasks and requirements of each of the committees (see the board judgement in evaluating the cost-benefit relationship of possible controls
committee reports on page 64). BP has not, therefore, adopted separate and procedures. Also, we have investments in certain unconsolidated
charters for each committee. entities. As we do not control these entities, our disclosure controls and
Under US securities law and the listing standards of the NYSE, BP is procedures with respect to such entities are necessarily substantially
required to have an audit committee that satisfies the requirements of more limited than those we maintain with respect to our consolidated
Rule 10A-3 under the Exchange Act and Section 303A.06 of the NYSE subsidiaries. Because of the inherent limitations in a cost-effective
Listed Company Manual. BPs audit committee complies with these control system, misstatements due to error or fraud may occur and not
requirements. The BP audit committee does not have direct be detected. The companys disclosure controls and procedures have
responsibility for the appointment, re-appointment or removal of the been designed to meet, and management believes that they meet,
independent auditors instead, it follows the UK Companies Act 2006 by reasonable assurance standards.
making recommendations to the board on these matters for it to put The companys management, with the participation of the companys
forward for shareholder approval at the AGM. group chief executive and chief financial officer, has evaluated the
One of the NYSEs additional requirements for the audit committee effectiveness of the companys disclosure controls and procedures
states that at least one member of the audit committee is to have pursuant to Exchange Act Rule 13a-15(b) as of the end of the period
accounting or related financial management expertise. The board covered by this annual report. Based on that evaluation, the group chief
determined that Brendan Nelson possessed such expertise and also executive and chief financial officer have concluded that the companys
possesses the financial and audit committee experiences set forth in disclosure controls and procedures were effective at a reasonable
both the UK Corporate Governance Code and SEC rules (see Audit assurance level.
committee report on page 64). Mr Nelson is the audit committee financial Managements report on internal control over financial
expert as defined in Item 16A of Form 20-F. reporting
Shareholder approval of equity compensation plans Management of BP is responsible for establishing and maintaining
The NYSE rules for US companies require that shareholders must be adequate internal control over financial reporting. BPs internal control
given the opportunity to vote on all equity-compensation plans and over financial reporting is a process designed under the supervision of
material revisions to those plans. BP complies with UK requirements that the principal executive and financial officers to provide reasonable
are similar to the NYSE rules. The board, however, does not explicitly assurance regarding the reliability of financial reporting and the
take into consideration the NYSEs detailed definition of what are preparation of BPs financial statements for external reporting purposes
considered material revisions. in accordance with IFRS.

Code of ethics As of the end of the 2014 fiscal year, management conducted an
assessment of the effectiveness of internal control over financial
The NYSE rules require that US companies adopt and disclose a code of reporting in accordance with the Internal Control Revised Guidance for
business conduct and ethics for directors, officers and employees. BP Directors (Turnbull). Based on this assessment, management has
has adopted a code of conduct, which applies to all employees, and has determined that BPs internal control over financial reporting as of
board governance principles that address the conduct of directors. In 31 December 2014 was effective.
addition BP has adopted a code of ethics for senior financial officers as
required by the SEC. BP considers that these codes and policies address The companys internal control over financial reporting includes policies
the matters specified in the NYSE rules for US companies. and procedures that pertain to the maintenance of records that, in
reasonable detail, accurately and fairly reflect transactions and
dispositions of assets; provide reasonable assurances that transactions
Code of ethics are recorded as necessary to permit preparation of financial statements in
The company has adopted a code of ethics for its group chief executive, accordance with IFRS and that receipts and expenditures are being made
chief financial officer, group controller, general auditor and chief only in accordance with authorizations of management and the directors
accounting officer as required by the provisions of Section 406 of the of BP; and provide reasonable assurance regarding prevention or timely
Sarbanes-Oxley Act of 2002 and the rules issued by the SEC. There have detection of unauthorized acquisition, use or disposition of BPs assets
been no waivers from the code of ethics relating to any officers. that could have a material effect on our financial statements. BPs
BP also has a code of conduct, which is applicable to all employees, internal control over financial reporting as of 31 December 2014 has been
officers and members of the board. This was updated (and published) in audited by Ernst & Young, an independent registered public accounting
July 2014. firm, as stated in their report appearing on page 95 of BP Annual Report
and Form 20-F 2014.

240 BP Annual Report and Form 20-F 2014


Changes in internal control over financial reporting insurance policy throughout 2014. During the year, a review of the terms
and scope of the policy was undertaken. The 2013 policy was extended
There were no changes in the groups internal controls over financial
into 2014 and subsequently renewed during 2014 into 2015. Although
reporting that occurred during the period covered by the Form 20-F that
their defence costs may be met, neither the companys indemnity nor
have materially affected or are reasonably likely to materially affect our
insurance provides cover in the event that the director is proved to have
internal controls over financial reporting.
acted fraudulently or dishonestly. In addition, each director of the
companys subsidiaries which subsidiaries are trustees of the groups
Principal accountants fees and services pension schemes, is granted an indemnity from the company in respect
The audit committee has established policies and procedures for the of liabilities incurred as a result of such a subsidiarys activities as a
engagement of the independent registered public accounting firm, trustee of the pension scheme, to the extent permitted by law. These
Ernst & Young LLP, to render audit and certain assurance and tax indemnities were in force throughout the financial year and at the date of
services. The policies provide for pre-approval by the audit committee of this report.
specifically defined audit, audit-related, tax and other services that are not Financial risk management objectives and policies
prohibited by regulatory or other professional requirements. Ernst & The disclosures in relation to financial risk management objectives and
Young are engaged for these services when its expertise and experience policies, including the policy for hedging, are included in Our
of BP are important. Most of this work is of an audit nature. Tax services management of risk on page 46, Liquidity and capital resources on page
were awarded either through a full competitive tender process or 211 and Financial statements Notes 27 and 28.
following an assessment of the expertise of Ernst & Young relative to
that of other potential service providers. These services are for a fixed Exposure to price risk, credit risk, liquidity risk and cash flow risk
term. The disclosures in relation to exposure to price risk, credit risk, liquidity
risk and cash flow risk are included in Financial statements Note 27.
Under the policy, pre-approval is given for specific services within the
following categories: advice on accounting, auditing and financial Important events since the end of the financial year
reporting matters; internal accounting and risk management control Disclosures of the particulars of the important events affecting BP which
reviews (excluding any services relating to information systems design have occurred since the end of the financial year are included in the
and implementation); non-statutory audit; project assurance and advice Strategic report as well as in other places in the Directors report.
on business and accounting process improvement (excluding any Likely future developments in the business
services relating to information systems design and implementation An indication of the likely future developments of the business is
relating to BPs financial statements or accounting records); due diligence included in the Strategic report.
in connection with acquisitions, disposals and joint arrangements
Research and development
(excluding valuation or involvement in prospective financial information);
An indication of the activities of the company in the field of research and
income tax and indirect tax compliance and advisory services; employee
development is included in Our strategy on page 13.
tax services (excluding tax services that could impair independence);
provision of, or access to, Ernst & Young publications, workshops, Branches
seminars and other training materials; provision of reports from data As a global group our interests and activities are held or operated through
gathered on non-financial policies and information; and assistance with subsidiaries*, branches, joint arrangements* or associates*
understanding non-financial regulatory requirements. BP operates a two- established in and subject to the laws and regulations of many
tier system for audit and non-audit services. For audit related services, different jurisdictions.
the audit committee has a pre-approved aggregate level, within which Employees
specific work may be approved by management. Non-audit services, The disclosures concerning policies in relation to the employment of
including tax services, are pre-approved for management to authorize per disabled persons and employee involvement are included in Corporate
individual engagement, but above a defined level must be approved by responsibility Employees on page 44.
the chairman of the audit committee or the full committee. The audit
committee has delegated to the chairman of the audit committee Employee share schemes

Additional disclosures
authority to approve permitted services provided that the chairman Certain shares held by the Employee Share Ownership Plan trusts
reports any decisions to the committee at its next scheduled meeting. (ESOPs) carry voting rights. Voting rights in respect of such shares are
Any proposed service not included in the approved service list must be exercisable via a nominee.
approved in advance by the audit committee chairman and reported to Greenhouse gas emissions
the committee, or approved by the full audit committee in advance of The disclosures in relation to greenhouse gas emissions are included in
commencement of the engagement. Corporate responsibility Environment and society on page 42.
The audit committee evaluates the performance of the auditors each
year. The audit fees payable to Ernst & Young are reviewed by the Disclosures required under Listing Rule 9.8.4R
committee in the context of other global companies for cost The information required to be disclosed by Listing Rule 9.8.4R can be
effectiveness. The committee keeps under review the scope and results located as set out below:
of audit work and the independence and objectivity of the auditors.
Information required Page
External regulation and BP policy requires the auditors to rotate their lead
audit partner every five years. (See Financial statements Note 34 and (1) Amount of interest capitalized 123
(2) (14) Not applicable
Audit committee report on page 64 for details of fees for services
provided by auditors.)
Cautionary statement
Directors report information This document contains certain forecasts, projections and forward-
This section of BP Annual Report and Form 20-F 2014 forms part of, and looking statements that is, statements related to future, not past
includes certain disclosures which are required by law to be included in, events with respect to the financial condition, results of operations and
the Directors report. businesses of BP and certain of the plans and objectives of BP with
respect to these items. These statements may generally, but not always,
Indemnity provisions be identified by the use of words such as will, expects, is expected
In accordance with BPs Articles of Association, on appointment each to, aims, should, may, objective, is likely to, intends, believes,
director is granted an indemnity from the company in respect of liabilities anticipates, plans, we see or similar expressions. In particular, among
incurred as a result of their office, to the extent permitted by law. These other statements, (1) certain statements in the Chairmans letter (pages
indemnities were in force throughout the financial year and at the date of 6-7), the Group chief executives letter (pages 8-9), the Strategic report
this report. In respect of those liabilities for which directors may not be
indemnified, the company maintained a directors and officers liability

* Defined on page 252. BP Annual Report and Form 20-F 2014 241
(inside front cover and pages 1-50) and Additional disclosures (pages 207- future audit contract tendering and areas of focus for the audit
242), including but not limited to statements under the headings Our committee; the expected percentage of performance shares that will
market outlook, Beyond 2035, Our business model, Our strategy, vest based on performance outcomes; and plans and expectations with
Outlook and Outlook for 2015, and including but not limited to regard to the remuneration, pensions and other benefits of executive
statements regarding plans and prospects relating to future value directors, including disclosure of targets, future review schedules,
creation, capital discipline and growth in sustainable free cash flow; plans prospective scenarios for total remuneration opportunities for executive
to develop resources, increase production, strengthen BPs portfolio of directors in the future, changes in the metrics used to calculate
high-return and longer-life assets and unlock value from BPs resource remuneration and changes to the limits of aggregate annual
base; plans relating to future workforce size, initiatives and composition, remuneration; and (3) certain statements in the Strategic report (inside
including workforce diversity; expectations regarding the future level of front cover and pages 1-50) and Additional disclosures (pages 211-212),
oil and gas prices and industry product supply, demand and pricing in the with regard to future dividend and optional scrip dividend payments;
near term and long term and BPs outlook and projections of future future capital expenditures and capital investment, including estimated
energy trends, including the role of oil, gas and renewables therein; plans 2015 levels thereof, 2015 taxation, future working capital and cash
to form key partnerships and relationships with governments, customers, management, gearing and the net debt ratio; BPs intention to maintain a
partners, communities, suppliers and other institutions; expectations strong cash position; and expected payments under contractual and
regarding and timing of planned and future acquisitions and divestments, commercial commitments and purchase obligations; are all forward
including the completion of $10 billion of divestments in 2015; looking in nature.
expectations regarding the current and future prospects of BPs By their nature, forward-looking statements involve risk and uncertainty
discoveries, resources, reserves and positions; expectations regarding because they relate to events and depend on circumstances that will or
BPs reported and underlying production in 2015; the timing and may occur in the future and are outside the control of BP. Actual results
composition of planned and future projects including expected final may differ materially from those expressed in such statements,
investment decisions, start-up, construction, commissioning, completion, depending on a variety of factors, including: the specific factors identified
timing of production, level of production and margins of such projects; in the discussions accompanying such forward-looking statements; the
expectations regarding Rosnefts future share price and dividend growth receipt of relevant third party and/or regulatory approvals; the timing and
and BPs plans to explore future opportunities with Rosneft; plans level of maintenance and/or turnaround activity; the timing and volume of
regarding growing operating cash flow and returns in Downstream, refinery additions and outages; the timing of bringing new fields
including by leveraging assets, portfolio management, customer onstream; the timing, quantum and nature of certain divestments; future
relationships, technology and trading activity; expectations regarding the levels of industry product supply, demand and pricing, including supply
2015 environment for refining and petrochemicals margins; expectations growth in North America; OPEC quota restrictions; production-sharing
regarding 2015 refinery turnarounds and future refinery operations; agreements effects; operational and safety problems; potential lapses in
expectations regarding improvements in cash break-even performance, product quality; economic and financial market conditions generally or in
earnings potential and future plant events in the petrochemicals various countries and regions; political stability and economic growth in
business; expectations regarding future safety performance and plans to relevant areas of the world; changes in laws and governmental
enhance safety, cybersecurity, compliance and risk management; Air regulations; regulatory or legal actions including the types of enforcement
BPs strategic aims; the future strategy for and planned investments in action pursued and the nature of remedies sought or imposed; the
alternative energies; the expected annual charges of Other business and actions of prosecutors, regulatory authorities and courts; the impact on
corporate for 2015; expectations regarding the actions of contractors and our reputation following the Gulf of Mexico oil spill; the actions of the
partners and their terms of service; expectations regarding future Claims Administrator appointed under the Economic and Property
environmental regulations, their impact on BPs business and plans to Damages Settlement; the actions of all parties to the Gulf of Mexico oil
reduce BPs environmental impact; expectations regarding changes in spill-related litigation at various phases of the litigation; the timing and
laws and regulations and their impact on BPs business; plans to increase amount of future payments relating to the Gulf of Mexico oil spill;
efficiency, reliability and product quality, improve margins and create new exchange rate fluctuations; development and use of new technology;
market opportunities; expectations regarding future Upstream recruitment and retention of a skilled workforce; the success or
operations, including agreements or contracts with or relating to TEPCO, otherwise of partnering; the actions of competitors, trading partners,
BPs CATS business, Tangguh and CNOOC, BPs joint-ownership contractors, subcontractors, creditors, rating agencies and others; our
interests in exploration blocks and plans to drill therein; plans to transfer access to future credit resources; business disruption and crisis
operatorship of certain fields, expectations of awards from award rounds; management; the impact on our reputation of ethical misconduct and
plans related to the Alaska LNG project and the Canadian oil sands; plans non-compliance with regulatory obligations; trading losses; major
and expectations regarding the Point Thomson production facility, the uninsured losses; decisions by Rosnefts management and board of
Angola LNG plant, the exploration and production-sharing agreement in directors; the actions of contractors; natural disasters and adverse
Libya, the North Damietta offshore concession, exploration in Morocco, weather conditions; changes in public expectations and other changes to
exploration in India, the Sanga-Sanga CBM PSA, the Southern Gas business conditions; wars and acts of terrorism; cyber-attacks or
Corridor, the Khazzan field, the Gorgon LNG plant and the Ceduna Sub sabotage; and other factors discussed elsewhere in this report including
Basin; expected expirations of concessions, contracts and exploration under Risk factors (pages 48-50). In addition to factors set forth
periods; projections regarding oil and gas reserves, including recovery elsewhere in this report, those set out above are important factors,
and turnover time thereof; plans regarding compliance with ITRA rules, although not exhaustive, that may cause actual results and developments
sanctions and reporting requirements, including in relation to BPs stake to differ materially from those expressed or implied by these forward-
in the Rhum joint arrangement and future engagement in business with looking statements.
Iran; plans to take action under and comply with the EPA Administrative
Agreement; plans with regard to the timing of and actions to be taken at Statements regarding competitive position
the AGM, including amendments to the proposal of amendments to the Statements referring to BPs competitive position are based on the
Articles of Association; expectations regarding future restoration or other companys belief and, in some cases, rely on a range of sources,
actions to be taken as a result of the Deepwater Horizon incident and including investment analysts reports, independent market studies and
related proceedings and their impact on BPs business; and expectations BPs internal assessments of market share based on publicly available
regarding legal and trial proceedings, court decisions, potential information about the financial results and performance of market
investigations and civil actions by regulators, government entities and/or participants.
other entities or parties, and the risks associated with such proceedings
and BPs intentions in respect thereof; (2) certain statements in
Corporate governance (pages 51-71) and the Directors remuneration
report (pages 72-88) with regard to the anticipated future composition of
the board of directors; the boards goals and areas of focus stemming
from the boards annual evaluation; plans regarding and the timing of

242 BP Annual Report and Form 20-F 2014


Shareholder 244 Share prices and listings

244 Dividends
information
245 UK foreign exchange controls on dividends

245 Shareholder taxation information

247 Major shareholders

247 Annual general meeting

247 Memorandum and Articles of Association

250 Purchases of equity securities by the issuer and


affiliated purchasers

251 Fees and charges payable by ADSs holders

251 Fees and payments made by the Depositary to the


issuer

251 Documents on display

252 Shareholding administration

252 Exhibits

252 Abbreviations, glossary and trade marks

Shareholder information

BP Annual Report and Form 20-F 2014 243


Share prices and listings movement in the share price either way, the LSE may impose a
temporary halt in the trading of that companys shares in the order book
Markets and market prices to allow the market to re-establish equilibrium. Dealings in ordinary
The primary market for BPs ordinary shares is the London Stock shares may also take place between an investor and a market-maker,
Exchange (LSE). BPs ordinary shares are a constituent element of the via a member firm, outside the electronic order book.
Financial Times Stock Exchange 100 Index. BPs ordinary shares are In the US, BPs securities are traded on the New York Stock Exchange
also traded on the Frankfurt Stock Exchange in Germany. (NYSE) in the form of ADSs, for which JPMorgan Chase Bank, N.A. is
Trading of BPs shares on the LSE is primarily through the use of the the depositary (the Depositary) and transfer agent. The Depositarys
Stock Exchange Electronic Trading Service (SETS), introduced in 1997 principal office is 4 New York Plaza, Floor 12, New York, NY, 10004, US.
for the largest companies in terms of market capitalization whose Each ADS represents six ordinary shares. ADSs are listed on the NYSE.
primary listing is the LSE. Under SETS, buy and sell orders at specific ADSs are evidenced by American depositary receipts (ADRs), which
prices may be sent electronically to the exchange by any firm that is a may be issued in either certificated or book entry form.
member of the LSE, on behalf of a client or on behalf of itself acting as The following table sets forth, for the periods indicated, the highest and
a principal. The orders are then anonymously displayed in the order lowest middle market quotations for BPs ordinary shares and ADSs for
book. When there is a match on a buy and a sell order, the trade is the periods shown. These are derived from the highest and lowest
executed and automatically reported to the LSE. Trading is continuous intra-day sales prices as reported on the LSE and NYSE, respectively.
from 8.00am to 4.30pm UK time but, in the event of a 20%

Pence Dollars
Ordinary shares American depositary sharesa
High Low High Low

Year ended 31 December


2010 658.20 296.00 62.38 26.75
2011 514.90 361.25 49.50 33.62
2012 512.00 388.56 48.34 36.25
2013 494.20 426.50 48.65 39.99
2014 526.80 364.40 53.48 34.88
Year ended 31 December
2013: First quarter 482.33 426.50 45.45 39.99
Second quarter 485.43 437.25 44.27 40.12
Third quarter 477.53 430.30 43.75 40.51
Fourth quarter 494.20 426.55 48.65 41.30
2014: First quarter 510.00 462.64 51.02 45.83
Second quarter 526.80 467.10 53.48 47.14
Third quarter 525.80 440.72 53.48 43.80
Fourth quarter 455.45 364.40 44.14 34.88
2015: First quarter (to 17 February) 463.10 376.70 42.10 34.93
Month of
September 2014 494.90 440.72 48.11 43.80
October 2014 455.45 405.35 44.14 39.45
November 2014 452.45 408.80 43.08 39.19
December 2014 439.80 364.40 41.59 34.88
January 2015 445.68 376.70 40.44 34.93
February 2015 (to 17 February) 463.10 426.35 42.10 39.19
a One ADS is equivalent to six 25 cent ordinary shares.

Source: Thomson Reuters Datastream.

Market prices for the ordinary shares on the LSE and in after-hours
trading off the LSE, in each case while the NYSE is open, and the
Dividends
market prices for ADSs on the NYSE, are closely related due to BPs current policy is to pay interim dividends on a quarterly basis on its
arbitrage among the various markets, although differences may exist ordinary shares.
from time to time. Its policy is also to announce dividends for ordinary shares in US dollars
On 17 February 2015, 883,647,170.5 ADSs (equivalent to approximately and state an equivalent sterling dividend. Dividends on BP ordinary
5,301,883,023 ordinary shares or some 29.07% of the total issued shares will be paid in sterling and on BP ADSs in US dollars. The rate of
share capital, excluding shares held in treasury) were outstanding and exchange used to determine the sterling amount equivalent is the
were held by approximately 95,858 ADS holders. Of these, about average of the market exchange rates in London over the four business
94,687 had registered addresses in the US at that date. One of the days prior to the sterling equivalent announcement date. The directors
registered holders of ADSs represents some 979,038 underlying may choose to declare dividends in any currency provided that a sterling
holders. equivalent is announced. It is not the companys intention to change its
current policy of announcing dividends on ordinary shares in US dollars.
On 17 February 2015, there were approximately 270,163 ordinary
shareholders. Of these shareholders, around 1,570 had registered Information regarding dividends announced and paid by the company on
addresses in the US and held a total of some 4,005,034 ordinary shares. ordinary shares and preference shares is provided in Financial
statements Note 8.
Since a number of the ordinary shares and ADSs were held by brokers
and other nominees, the number of holders in the US may not be A Scrip Dividend Programme (Scrip Programme) was approved by
representative of the number of beneficial holders of their respective shareholders in 2010. It enables BP ordinary shareholders and ADS
country of residence. holders to elect to receive dividends by way of new fully paid BP
ordinary shares (or ADSs in the case of ADS holders) instead of cash.
The company intends to propose a resolution to the shareholders at the

244 BP Annual Report and Form 20-F 2014


next AGM that the Scrip Programme be renewed for a further three This section is based on the tax laws of the United States, including the
years. The operation of the Scrip Programme is always subject to the Internal Revenue Code of 1986, as amended, its legislative history,
directors decision to make the Scrip Programme offer available in existing and proposed US Treasury regulations thereunder, published
respect of any particular dividend. Should the directors decide not to offer rulings and court decisions, and the taxation laws of the UK, all as
the Scrip Programme in respect of any particular dividend, cash will be currently in effect, as well as the income tax convention between the US
paid automatically instead. and the UK that entered into force on 31 March 2003 (the Treaty). These
Future dividends will be dependent on future earnings, the financial laws are subject to change, possibly on a retroactive basis. This section
condition of the group, the Risk factors set out on page 48 and other further assumes that each obligation in the Deposit Agreement and any
matters that may affect the business of the group set out in Our strategy related agreement will be performed in accordance with its terms.
on page 13 and in Liquidity and capital resources on page 211. For purposes of the Treaty and the estate and gift tax Convention (the
The following table shows dividends announced and paid by the Estate Tax Convention) and for US federal income tax and UK taxation
company per ADS for the past five years. purposes, a holder of ADRs evidencing ADSs will be treated as the
owner of the companys ordinary shares represented by those ADRs.
Dividends per ADSa March June September December Total Exchanges of ordinary shares for ADRs and ADRs for ordinary shares
2010 UK pence 52.07 52.07 generally will not be subject to US federal income tax or to UK taxation
US cents 84 84 other than stamp duty or stamp duty reserve tax, as described below.
2011 UK pence 26.02 25.68 25.90 26.82 104.42 Investors should consult their own tax adviser regarding the US federal,
US cents 42 42 42 42 168 state and local, UK and other tax consequences of owning and disposing
of ordinary shares and ADSs in their particular circumstances, and in
2012 UK pence 30.57 30.90 30.10 33.53 125.10
particular whether they are eligible for the benefits of the Treaty in
US cents 48 48 48 54 198
respect of their investment in the shares or ADSs.
2013 UK pence 36.01 35.01 34.58 34.80 140.40
US cents 54 54 54 57 219 Taxation of dividends
2014 UK pence 34.24 34.84 35.76 38.26 143.10 UK taxation
US cents 57 58.5 58.5 60 234 Under current UK taxation law, no withholding tax will be deducted from
a Dividends announced and paid by the company on ordinary and preference shares are provided
dividends paid by the company, including dividends paid to US holders. A
in Financial statements Note 8. shareholder that is a company resident for tax purposes in the UK or
trading in the UK through a permanent establishment generally will not
be taxable in the UK on a dividend it receives from the company. A
UK foreign exchange controls on dividends shareholder who is an individual resident for tax purposes in the UK is
There are currently no UK foreign exchange controls or restrictions on subject to UK tax but entitled to a tax credit on cash dividends paid on
remittances of dividends on the ordinary shares or on the conduct of the ordinary shares or ADSs of the company equal to one-ninth of the cash
companys operations, other than restrictions applicable to certain dividend.
countries and persons subject to EU economic sanctions or those
sanctions adopted by the UK government which implement resolutions US federal income taxation
of the Security Council of the United Nations. A US holder is subject to US federal income taxation on the gross
amount of any dividend paid by the company out of its current or
There are no limitations, either under the laws of the UK or under the accumulated earnings and profits (as determined for US federal income
companys Articles of Association, restricting the right of non-resident or tax purposes). Dividends paid to a non-corporate US holder that
foreign owners to hold or vote BP ordinary or preference shares in the constitute qualified dividend income will be taxable to the holder at a
company other than limitations that would generally apply to all of the preferential rate, provided that the holder has a holding period in the
shareholders and limitations applicable to certain countries and persons ordinary shares or ADSs of more than 60 days during the 121-day period
subject to EU economic sanctions or those sanctions adopted by the UK beginning 60 days before the ex-dividend date and meets other holding
government which implement resolutions of the Security Council of the period requirements. Dividends paid by the company with respect to the
United Nations. ordinary shares or ADSs will generally be qualified dividend income.
As noted above in UK taxation, a US holder will not be subject to UK
Shareholder taxation information withholding tax. Accordingly, a US holder will include only the dividend
This section describes the material US federal income tax and UK actually received from the company in gross income for US federal
taxation consequences of owning ordinary shares or ADSs to a US holder income tax purposes, and the receipt of a dividend will not entitle the US
who holds the ordinary shares or ADSs as capital assets for tax purposes. holder to a foreign tax credit.
It does not apply, however, interalia to members of special classes of For US federal income tax purposes, a dividend must be included in
holders some of which may be subject to other rules, including: tax- income when the US holder, in the case of ordinary shares, or the
exempt entities, life insurance companies, dealers in securities, traders in Depositary, in the case of ADSs, actually or constructively receives the
securities that elect a mark-to-market method of accounting for securities dividend and will not be eligible for the dividends-received deduction
holdings, investors liable for alternative minimum tax, holders that, generally allowed to US corporations in respect of dividends received
directly or indirectly, hold 10% or more of the companys voting stock, from other US corporations. Dividends will be income from sources
holders that hold the shares or ADSs as part of a straddle or a hedging or outside the US and generally will be passive category income or, in the
Shareholder information
conversion transaction, holders that purchase or sell the shares or ADSs case of certain US holders, general category income, each of which is
as part of a wash sale for US federal income tax purposes, or holders treated separately for purposes of computing a US holders foreign tax
whose functional currency is not the US dollar. In addition, if a credit limitation.
partnership holds the shares or ADSs, the US federal income tax
treatment of a partner will generally depend on the status of the partner The amount of the dividend distribution on the ordinary shares that is paid
and the tax treatment of the partnership and may not be described fully in pounds sterling will be the US dollar value of the pounds sterling
below. payments made, determined at the spot pounds sterling/US dollar rate on
the date the dividend distribution is includible in income, regardless of
A US holder is any beneficial owner of ordinary shares or ADSs that is for whether the payment is, in fact, converted into US dollars. Generally, any
US federal income tax purposes (i) a citizen or resident of the US, (ii) a US gain or loss resulting from currency exchange fluctuations during the
domestic corporation, (iii) an estate whose income is subject to US period from the date the pounds sterling dividend payment is includible in
federal income taxation regardless of its source, or (iv) a trust if a US income to the date the payment is converted into US dollars will be
court can exercise primary supervision over the trusts administration and treated as ordinary income or loss and will not be eligible for the
one or more US persons are authorized to control all substantial decisions
of the trust.

BP Annual Report and Form 20-F 2014 245


preferential tax rate on qualified dividend income. The gain or loss Additional tax considerations
generally will be income or loss from sources within the US for foreign
Scrip Dividend Programme
tax credit limitation purposes.
The company has an optional Scrip Programme, wherein holders of BP
Distributions in excess of the companys earnings and profits, as ordinary shares or ADSs may elect to receive any dividends in the form of
determined for US federal income tax purposes, will be treated as a new fully paid ordinary shares or ADSs of the company instead of cash.
return of capital to the extent of the US holders basis in the ordinary Please consult your tax adviser for the consequences to you.
shares or ADSs and thereafter as capital gain, subject to taxation as
UK inheritance tax
described in Taxation of capital gains US federal income taxation
The Estate Tax Convention applies to inheritance tax. ADSs held by an
section below.
individual who is domiciled for the purposes of the Estate Tax Convention
In addition, the taxation of dividends may be subject to the rules for in the US and is not for the purposes of the Estate Tax Convention a
passive foreign investment companies (PFIC), described below under national of the UK will not be subject to UK inheritance tax on the
Taxation of capital gains US federal income taxation. Distributions individuals death or on transfer during the individuals lifetime unless,
made by a PFIC do not constitute qualified dividend income and are not among other things, the ADSs are part of the business property of a
eligible for the preferential tax rate applicable to such income. permanent establishment situated in the UK used for the performance of
independent personal services. In the exceptional case where ADSs are
Taxation of capital gains subject to both inheritance tax and US federal gift or estate tax, the
UK taxation Estate Tax Convention generally provides for tax payable in the US to be
A US holder may be liable for both UK and US tax in respect of a gain on credited against tax payable in the UK or for tax paid in the UK to be
the disposal of ordinary shares or ADSs if the US holder is (i) a citizen of credited against tax payable in the US, based on priority rules set forth in
the US resident or ordinarily resident in the UK, (ii) a US domestic the Estate Tax Convention.
corporation resident in the UK by reason of its business being managed
UK stamp duty and stamp duty reserve tax
or controlled in the UK or (iii) a citizen of the US that carries on a trade or
The statements below relate to what is understood to be the current
profession or vocation in the UK through a branch or agency or a
practice of HM Revenue & Customs in the UK under existing law.
corporation that carries on a trade, profession or vocation in the UK,
through a permanent establishment, and that has used, held, or acquired Provided that any instrument of transfer is not executed in the UK and
the ordinary shares or ADSs for the purposes of such trade, profession or remains at all times outside the UK and the transfer does not relate to
vocation of such branch, agency or permanent establishment. However, any matter or thing done or to be done in the UK, no UK stamp duty is
such persons may be entitled to a tax credit against their US federal payable on the acquisition or transfer of ADSs. Neither will an agreement
income tax liability for the amount of UK capital gains tax or UK to transfer ADSs in the form of ADRs give rise to a liability to stamp duty
corporation tax on chargeable gains (as the case may be) that is paid in reserve tax.
respect of such gain. Purchases of ordinary shares, as opposed to ADSs, through the CREST
Under the Treaty, capital gains on dispositions of ordinary shares or ADSs system of paperless share transfers will be subject to stamp duty reserve
generally will be subject to tax only in the jurisdiction of residence of the tax at 0.5%. The charge will arise as soon as there is an agreement for
relevant holder as determined under both the laws of the UK and the US the transfer of the shares (or, in the case of a conditional agreement,
and as required by the terms of the Treaty. when the condition is fulfilled). The stamp duty reserve tax will apply to
agreements to transfer ordinary shares even if the agreement is made
Under the Treaty, individuals who are residents of either the UK or the
outside the UK between two non-residents. Purchases of ordinary shares
US and who have been residents of the other jurisdiction (the US or the
outside the CREST system are subject either to stamp duty at a rate of
UK, as the case may be) at any time during the six years immediately
5 per 1,000 (or part, unless the stamp duty is less than 5, when no
preceding the relevant disposal of ordinary shares or ADSs may be
stamp duty is charged), or stamp duty reserve tax at 0.5%. Stamp duty
subject to tax with respect to capital gains arising from a disposition of
and stamp duty reserve tax are generally the liability of the purchaser.
ordinary shares or ADSs of the company not only in the jurisdiction of
which the holder is resident at the time of the disposition but also in the A subsequent transfer of ordinary shares to the Depositarys nominee
other jurisdiction. will give rise to further stamp duty at the rate of 1.50 per 100 (or part)
or stamp duty reserve tax at the rate of 1.5% of the value of the ordinary
US federal income taxation
shares at the time of the transfer. For ADR holders electing to receive
A US holder who sells or otherwise disposes of ordinary shares or ADSs
ADSs instead of cash, after the 2012 first quarter dividend payment HM
will recognize a capital gain or loss for US federal income tax purposes
Revenue & Customs no longer seeks to impose 1.5% stamp duty
equal to the difference between the US dollar value of the amount
reserve tax on issues of UK shares and securities to non-EU clearance
realized on the disposition and the US holders tax basis, determined in
services and depositary receipt systems.
US dollars, in the ordinary shares or ADSs. Any such capital gain or loss
generally will be long-term gain or loss, subject to tax at a preferential US Medicare Tax
rate for a non-corporate US holder, if the US holders holding period for A US holder that is an individual or estate, or a trust that does not fall into
such ordinary shares or ADSs exceeds one year. a special class of trusts that is exempt from such tax, is subject to a
3.8% tax on the lesser of (1) the US holders net investment income
Gain or loss from the sale or other disposition of ordinary shares or ADSs
(or undistributed net investment income in the case of an estate or
will generally be income or loss from sources within the US for foreign
trust) for the relevant taxable year and (2) the excess of the US holders
tax credit limitation purposes. The deductibility of capital losses is subject
modified adjusted gross income for the taxable year over a certain
to limitations.
threshold (which in the case of individuals is between $125,000 and
We do not believe that ordinary shares or ADSs will be treated as stock $250,000, depending on the individuals circumstances). A holders net
of a passive foreign investment company, or PFIC, for US federal income investment income generally includes its dividend income and its net
tax purposes, but this conclusion is a factual determination that is made gains from the disposition of shares or ADSs, unless such dividend
annually and thus is subject to change. If we are treated as a PFIC, unless income or net gains are derived in the ordinary course of the conduct of a
a US holder elects to be taxed annually on a mark-to-market basis with trade or business (other than a trade or business that consists of certain
respect to ordinary shares or ADSs, any gain realized on the sale or other passive or trading activities). If you are a US holder that is an individual,
disposition of ordinary shares or ADSs would in general not be treated as estate or trust, you are urged to consult your tax advisors regarding the
capital gain. Instead, a US holder would be treated as if he or she had applicability of the Medicare tax to your income and gains in respect of
realized such gain rateably over the holding period for ordinary shares or your investment in the shares or ADSs.
ADSs and would be taxed at the highest tax rate in effect for each such
year to which the gain was allocated, in addition to which an interest
charge in respect of the tax attributable to each such year would apply.
Certain excess distributions would be similarly treated if we were
treated as a PFIC.

246 BP Annual Report and Form 20-F 2014


The company has also been notified of the following interests in
Major shareholders preference shares as at 17 February 2015:
The disclosure of certain major and significant shareholdings in the share
Holding of 8%
capital of the company is governed by the Companies Act 2006, the UK cumulative first Percentage
Financial Conduct Authoritys Disclosure and Transparency Rules (DTR) Holder preference shares of class
and the US Securities Exchange Act of 1934.
The National Farmers Union Mutual
Register of members holding BP ordinary shares as at Insurance Society 945,000 13.07
31 December 2014
M & G Investment Management Ltd. 528,150 7.30
Percentage of total
ordinary share capital Duncan Lawrie Ltd. 364,876 5.04
Number of ordinary Percentage of total excluding shares
Range of holdings shareholders ordinary shareholders held in treasury Holding of 9%
1-200 56,090 20.67 0.02 cumulative second Percentage
201-1,000 95,613 35.24 0.28 Holder preference shares of class

1,001-10,000 107,541 39.63 1.79 The National Farmers Union Mutual


10,001-100,000 10,659 3.93 1.18 Insurance Society 987,000 18.03
100,001-1,000,000 773 0.29 1.59 M & G Investment Management Ltd. 644,450 11.77
Over 1,000,000a 659 0.24 95.14
Smith & Williamson Investment
Totals 271,335 100.00 100.00 Management Ltd. 333,200 6.09
a Includes JPMorgan Chase Bank, N.A. holding 28.79% of the total ordinary issued share capital
Bank Julius Baer 294,000 5.37
(excluding shares held in treasury) as the approved depositary for ADSs, a breakdown of which is
shown in the table below. Barclays Bank PLC. 279,172 5.10
Register of holders of American depositary shares (ADSs) as at
In accordance with DTR 5.8.12, The Capital Group of Companies, Inc.
31 December 2014a
notified the company on 24 September 2012 that due to their group
Number of Percentage of total Percentage of total reorganization their holdings would not be reported separately but as
Range of holdings ADS holders ADS holders ADSs
combined holdings, thereby taking their interest in shares above the 3%
1-200 55,981 58.01 0.35 threshold as of 1 September 2012.
201-1,000 25,960 26.90 1.42
1,001-10,000 13,816 14.32 4.14 Smith and Williamson Holdings Limited disposed of its interest in 32,500
8% cumulative first preference shares during 2014.
10,001-100,000 740 0.77 1.42
100,001-1,000,000 8 0.00 0.13 In accordance with DTR 5.6, BlackRock, Inc. notified the company that its
Over 1,000,000b 1 0.00 92.54 indirect interest in ordinary shares decreased below 5% during 2014.
Totals 96,506 100.00 100.00 UBS Investment Bank notified the company that its indirect interest in
a One ADS represents six 25 cent ordinary shares.
ordinary shares increased above 3% on 9 February 2015 and that it
b One holder of ADSs represents 979,038 underlying shareholders. decreased below the notifiable threshold on 16 February 2015.
As at 31 December 2014, there were also 1,483 preference As at 17 February 2015, the total preference shares in issue comprised
shareholders. Preference shareholders represented 0.46% and ordinary only 0.46% of the companys total issued nominal share capital
shareholders represented 99.54% of the total issued nominal share (excluding shares held in treasury), the rest being ordinary shares.
capital of the company (excluding shares held in treasury) as at that date.
In accordance with DTR 5, we have received notification that as at Annual general meeting
31 December 2014 BlackRock, Inc held 5.91%, The Capital Group The 2015 AGM will be held on Thursday 16 April 2015 at 11.30am at
Companies, Inc held 3.31% and Legal & General Group plc held 3.21% of ExCeL London, One Western Gateway, Royal Victoria Dock, London, E16
the voting rights of the issued share capital of the company. As at 1XL. A separate notice convening the meeting is distributed to
17 February 2015 BlackRock, Inc held 6.25%, The Capital Group shareholders, which includes an explanation of the items of business to
Companies, Inc held 3.51% and Legal & General Group plc held 3.27% of be considered at the meeting.
the voting rights of the issued share capital of the company.
All resolutions for which notice has been given will be decided on a poll.
Under the US Securities Exchange Act of 1934 BP has received Ernst & Young LLP have expressed their willingness to continue in office
notification of the following interests as at 17 February 2015: as auditors and a resolution for their reappointment is included in the
Percentage Notice of BP Annual General Meeting 2015.
of ordinary
share capital
excluding
Memorandum and Articles of Association
Holding of shares held The following summarizes certain provisions of the companys
Holder ordinary shares in treasury Memorandum and Articles of Association and applicable English law. This
JPMorgan Chase Bank N.A., depositary summary is qualified in its entirety by reference to the UK Companies Act Shareholder information
for ADSs, through its nominee 2006 (the Act) and the companys Memorandum and Articles of
Guaranty Nominees Limited 5,301,883,023 29.07 Association. For information on where investors can obtain copies of the
Memorandum and Articles of Association see Documents on display on
BlackRock, Inc. 1,139,520,000 6.25 page 251.
The companys major shareholders do not have different voting rights. At the AGM held on 17 April 2008 shareholders voted to adopt new
Articles of Association, largely to take account of changes in UK company
law brought about by the Act. Further amendments to the Articles of
Association were approved by shareholders at the AGM held on 15 April
2010. New Articles of Association are being proposed at our AGM in
2015.

BP Annual Report and Form 20-F 2014 247


Objects and purposes determined under IFRS and the Act. Dividends on ordinary shares are
payable only after payment of dividends on BP preference shares. Any
BP is incorporated under the name BP p.l.c. and is registered in England
dividend unclaimed after a period of 12 years from the date of declaration
and Wales with the registered number 102498. The provisions regulating
of such dividend shall be forfeited and reverts to BP.
the operations of the company, known as its objects, were historically
stated in a companys memorandum. The Act abolished the need to have The directors have the power to declare and pay dividends in any
object provisions and so at the AGM held on 15 April 2010 shareholders currency provided that a sterling equivalent is announced. It is not the
approved the removal of its objects clause together with all other companys intention to change its current policy of paying dividends in
provisions of its Memorandum that, by virtue of the Act, are treated as US dollars. At the companys AGM held on 15 April 2010, shareholders
forming part of the companys Articles of Association. approved the introduction of a Scrip Dividend Programme (Scrip
Programme) and to include provisions in the Articles of Association to
Directors enable the company to operate the Scrip Programme. The Scrip
The business and affairs of BP shall be managed by the directors. The Programme enables ordinary shareholders and BP ADS holders to elect
companys Articles of Association provide that directors may be to receive new fully paid ordinary shares (or BP ADSs in the case of BP
appointed by the existing directors or by the shareholders in a general ADS holders) instead of cash. The operation of the Scrip Programme is
meeting. Any person appointed by the directors will hold office only until always subject to the directors decision to make the scrip offer available
the next general meeting and will then be eligible for re-election by the in respect of any particular dividend. Should the directors decide not to
shareholders. A director may be removed by BP as provided for by offer the scrip in respect of any particular dividend, cash will automatically
applicable law and shall vacate office in certain circumstances as set out be paid instead.
in the Articles of Association. There is no requirement for a director to
Apart from shareholders rights to share in BPs profits by dividend (if any
retire on reaching any age.
is declared or announced), the Articles of Association provide that the
The Articles of Association place a general prohibition on a director voting directors may set aside:
in respect of any contract or arrangement in which the director has a
A special reserve fund out of the balance of profits each year to make
material interest other than by virtue of such directors interest in shares
up any deficit of cumulative dividend on the BP preference shares.
in the company. However, in the absence of some other material interest
A general reserve out of the balance of profits each year, which shall
not indicated below, a director is entitled to vote and to be counted in a
be applicable for any purpose to which the profits of the company may
quorum for the purpose of any vote relating to a resolution concerning
properly be applied. This may include capitalization of such sum,
the following matters:
pursuant to an ordinary shareholders resolution, and distribution to
The giving of security or indemnity with respect to any money lent or shareholders as if it were distributed by way of a dividend on the
obligation taken by the director at the request or benefit of the ordinary shares or in paying up in full unissued ordinary shares for
company or any of its subsidiaries. allotment and distribution as bonus shares.
Any proposal in which the director is interested, concerning the
Any such sums so deposited may be distributed in accordance with the
underwriting of company securities or debentures or the giving of any
manner of distribution of dividends as described above.
security to a third party for a debt or obligation of the company or any
of its subsidiaries. Holders of shares are not subject to calls on capital by the company,
Any proposal concerning any other company in which the director is provided that the amounts required to be paid on issue have been paid
interested, directly or indirectly (whether as an officer or shareholder or off. All shares are fully paid.
otherwise) provided that the director and persons connected with such
director are not the holder or holders of 1% or more of the voting
Voting rights
interest in the shares of such company. The Articles of Association of the company provide that voting on
Any proposal concerning the purchase or maintenance of any resolutions at a shareholders meeting will be decided on a poll other
insurance policy under which the director may benefit. than resolutions of a procedural nature, which may be decided on a show
of hands. If voting is on a poll, every shareholder who is present in
The Act requires a director of a company who is in any way interested in person or by proxy has one vote for every ordinary share held and two
a contract or proposed contract with the company to declare the nature votes for every 5 in nominal amount of BP preference shares held. If
of the directors interest at a meeting of the directors of the company. voting is on a show of hands, each shareholder who is present at the
The definition of interest includes the interests of spouses, children, meeting in person or whose duly appointed proxy is present in person
companies and trusts. The Act also requires that a director must avoid a will have one vote, regardless of the number of shares held, unless a poll
situation where a director has, or could have, a direct or indirect interest is requested.
that conflicts, or possibly may conflict, with the companys interests. The
Act allows directors of public companies to authorize such conflicts Shareholders do not have cumulative voting rights.
where appropriate, if a companys Articles of Association so permit. BPs Holders on record of ordinary shares may appoint a proxy, including a
Articles of Association permit the authorization of such conflicts. The beneficial owner of those shares, to attend, speak and vote on their
directors may exercise all the powers of the company to borrow money, behalf at any shareholders meeting.
except that the amount remaining undischarged of all moneys borrowed
by the company shall not, without approval of the shareholders, exceed Record holders of BP ADSs are also entitled to attend, speak and vote at
the amount paid up on the share capital plus the aggregate of the amount any shareholders meeting of BP by the appointment by the approved
of the capital and revenue reserves of the company. Variation of the depositary, JPMorgan Chase Bank N.A., of them as proxies in respect of
borrowing power of the board may only be affected by amending the the ordinary shares represented by their ADSs. Each such proxy may also
Articles of Association. appoint a proxy. Alternatively, holders of BP ADSs are entitled to vote by
supplying their voting instructions to the depositary, who will vote the
Remuneration of non-executive directors shall be determined in the ordinary shares represented by their ADSs in accordance with their
aggregate by resolution of the shareholders. Remuneration of executive instructions.
directors is determined by the remuneration committee. This committee
is made up of non-executive directors only. There is no requirement of Proxies may be delivered electronically.
share ownership for a directors qualification. Matters are transacted at shareholders meetings by the proposing and
Dividend rights; other rights to share in company profits; passing of resolutions, of which there are two types: ordinary or special.
capital calls An annual general meeting must be held once in every year.
If recommended by the directors of BP, BP shareholders may, by An ordinary resolution requires the affirmative vote of a majority of the
resolution, declare dividends but no such dividend may be declared in votes of those persons voting at a meeting at which there is a quorum. A
excess of the amount recommended by the directors. The directors may special resolution requires the affirmative vote of not less than three
also pay interim dividends without obtaining shareholder approval. No quarters of the persons voting at a meeting at which there is a quorum.
dividend may be paid other than out of profits available for distribution, as

248 BP Annual Report and Form 20-F 2014


Any AGM requires 21 days notice. The notice period for a general time and place determined by the directors in the UK. If any
meeting is 14 days subject to the company obtaining annual shareholders meeting is adjourned for lack of quorum, notice of the
shareholder approval, failing which, a 21-day notice period will apply. time and place of the meeting may be given in any lawful manner,
including electronically. Powers exist for action to be taken either before
Liquidation rights; redemption provisions or at the meeting by authorized officers to ensure its orderly conduct
In the event of a liquidation of BP, after payment of all liabilities and and safety of those attending.
applicable deductions under UK laws and subject to the payment of
secured creditors, the holders of BP preference shares would be Limitations on voting and shareholding
entitled to the sum of (1) the capital paid up on such shares plus, There are no limitations, either under the laws of the UK or under the
(2) accrued and unpaid dividends and (3) a premium equal to the higher companys Articles of Association, restricting the right of non-resident
of (a) 10% of the capital paid up on the BP preference shares and (b) the or foreign owners to hold or vote BP ordinary or preference shares in
excess of the average market price over par value of such shares on the the company other than limitations that would generally apply to all of
LSE during the previous six months. The remaining assets (if any) would the shareholders and limitations applicable to certain countries and
be divided pro rata among the holders of ordinary shares. persons subject to EU economic sanctions or those sanctions adopted
by the UK government which implement resolutions of the Security
Without prejudice to any special rights previously conferred on the
Council of the United Nations.
holders of any class of shares, BP may issue any share with such
preferred, deferred or other special rights, or subject to such restrictions Disclosure of interests in shares
as the shareholders by resolution determine (or, in the absence of any
The Act permits a public company to give notice to any person whom
such resolutions, by determination of the directors), and may issue
the company believes to be or, at any time during the three years prior
shares that are to be or may be redeemed.
to the issue of the notice, to have been interested in its voting shares
Variation of rights requiring them to disclose certain information with respect to those
interests. Failure to supply the information required may lead to
The rights attached to any class of shares may be varied with the
disenfranchisement of the relevant shares and a prohibition on their
consent in writing of holders of 75% of the shares of that class or on
transfer and receipt of dividends and other payments in respect of
the adoption of a special resolution passed at a separate meeting of the
those shares. In this context the term interest is widely defined and
holders of the shares of that class. At every such separate meeting, all
will generally include an interest of any kind whatsoever in voting
of the provisions of the Articles of Association relating to proceedings at
shares, including any interest of a holder of BP ADSs.
a general meeting apply, except that the quorum with respect to a
meeting to change the rights attached to the preference shares is 10% Called-up share capital
or more of the shares of that class, and the quorum to change the rights
Details of the allotted, called-up and fully-paid share capital at
attached to the ordinary shares is one third or more of the shares of that
31 December 2014 are set out in Financial statements Note 29.
class.
At the AGM on 10 April 2014, authorization was given to the directors
Shareholders meetings and notices to allot shares up to an aggregate nominal amount equal to $3,076
Shareholders must provide BP with a postal or electronic address in the million. Authority was also given to the directors to allot shares for cash
UK to be entitled to receive notice of shareholders meetings. Holders and to dispose of treasury shares, other than by way of rights issue, up
of BP ADSs are entitled to receive notices under the terms of the to a maximum of $231 million, without having to offer such shares to
deposit agreement relating to BP ADSs. The substance and timing of existing shareholders. These authorities were given for the period until
notices are described on page 248 under the heading Voting rights. the next AGM in 2015 or 10 July 2015, whichever is the earlier. These
authorities are renewed annually at the AGM.
Under the Act, the AGM of shareholders must be held within the six-
month period once every year. All general meetings shall be held at a

Shareholder information

BP Annual Report and Form 20-F 2014 249


Purchases of equity securities by the issuer and affiliated purchasers
In March 2013 BP began a share repurchase, or buyback, programme (the buyback programme) with an expected total value of up to $8 billion. The
decision to buy back shares followed the completion of the sale of BPs 50% interest in TNK-BP to Rosneft. The programme expected to return to BP
shareholders an amount equivalent to the value of BPs original investment in TNK-BP and to exceed that required to offset the earnings per share
dilution expected as a result of the sale of TNK-BP. It also reflected the reduction in BPs asset base following its $38-billion divestment programme.
The buyback programme was completed in July 2014.
A further $2.3 billion of share repurchases were carried out in 2014 after the completion of the previously announced programme, funded by BPs
continuing divestment of assets as announced in October 2013, and under the authority granted by shareholders at the 2014 AGM for BP to
repurchase up to 1.8 billion ordinary shares.
The following table provides details of share repurchase, or buyback, activity as well as details of ordinary share purchases made by the Employee
Share Ownership Plans (ESOPs) and other purchases of ordinary shares and ADSs made to satisfy the requirements of certain employee share-based
payment plans.

Maximum
approximate
Number of dollar value
shares of shares
purchased Number yet to be
by ESOPs or for of shares purchased
Total number Average price certain employee purchased as under the
of shares paid per share share-based part of the programme
purchaseda $ payment plansb programmec $ million
2014
January 2 January 31 162,240,000 8.09 162,240,000 1,194
February 3 February 28 48,436,545 8.06 2,000,000 46,436,545 819
March 3 March 31 36,410,000 8.03 36,410,000 527
April 1 April 30 17,980,000 8.16 17,980,000 380
May 1 May 30 17,386,000 8.54 17,386,000 232
June 2 June 30 18,082,500 8.68 18,082,500 75
July 1 July 31 23,927,485 8.57 23,927,485
August 1 August 29 70,519,200 8.05 8,300,000 62,219,200
September 1 September 30 123,054,453 7.66 123,054,453
October 1 October 31 75,398,500 7.02 75,398,500
November 3 November 7 8,029,320 7.02 8,029,320
December 2 December 22 51,149,002 6.28 30,400,000 20,749,002

2015
January 9 January 30 31,600,000 6.27 31,600,000
February 2 to February 5 6,960,000 6.50 6,960,000
a All share purchases were of ordinary shares of 25 cents each and/or ADSs (each representing six ordinary shares) and were on/open market transactions.
b Transactions represent the purchase of ordinary shares by ESOPs and other purchases of ordinary shares and ADSs made to satisfy requirements of certain employee share-based payment plans.
c At the AGMs on 11 April 2013 and 10 April 2014, authorization was given to the company to repurchase up to 1.9 billion and 1.8 billion ordinary shares, respectively, for the periods until the next AGM
in 2014 and 2015 or 11 July 2014 and 10 July 2015 respectively, being the latest dates by which an AGM must be held for the relevant year. This authorization is renewed annually at the AGM. The
total number of ordinary shares repurchased during 2014 was 611,913,005 at a cost of $4,796 million (including transaction costs) representing 3.36% of BPs issued share capital excluding shares held
in treasury on 31 December 2014. All ordinary shares repurchased in 2013 and 2014 were cancelled in order to reduce BPs issued share capital.

250 BP Annual Report and Form 20-F 2014


Fees and charges payable by ADSs holders
The Depositary collects fees for delivery and surrender of ADSs directly from investors depositing shares or surrendering ADSs for the purpose of
withdrawal or from intermediaries acting for them. The Depositary collects fees for making distributions to investors by deducting those fees from the
amounts distributed or by selling a portion of the distributable property to pay the fees.
The charges of the Depositary payable by investors are as follows:
Type of service Depositary actions Fee
Depositing or substituting the underlying Issuance of ADSs against the deposit of shares, including $5.00 per 100 ADSs (or portion
shares deposits and issuances in respect of: thereof) evidenced by the new ADSs
Share distributions, stock splits, rights, merger. delivered.
Exchange of securities or other transactions or event or
other distribution affecting the ADSs or deposited
securities.
Selling or exercising rights Distribution or sale of securities, the fee being an amount $5.00 per 100 ADSs (or portion
equal to the fee for the execution and delivery of ADSs that thereof).
would have been charged as a result of the deposit of such
securities.
Withdrawing an underlying share Acceptance of ADSs surrendered for withdrawal of deposited $5.00 for each 100 ADSs (or portion
securities. thereof) evidenced by the ADSs
surrendered.
Expenses of the Depositary Expenses incurred on behalf of holders in connection with: Expenses payable are subject to
Stock transfer or other taxes and governmental charges. agreement between the company
Delivery by cable, telex, electronic and facsimile and the Depositary by billing holders
transmission. or by deducting charges from one or
Transfer or registration fees, if applicable, for the more cash dividends or other cash
registration of transfers of underlying shares. distributions.
Expenses of the Depositary in connection with the
conversion of foreign currency into US dollars (which are
paid out of such foreign currency).

Under certain circumstances, including removal of the Depositary or


Fees and payments made by the Depositary termination of the ADR programme by the company, the company is
to the issuer required to repay the Depositary amounts reimbursed and/or expenses
The Depositary has agreed to reimburse certain company expenses paid to or on behalf of the company during the 12-month period prior to
related to the companys ADS programme and incurred by the company notice of removal or termination.
in connection with the ADS programme arising during the year ended
31 December 2014. The Depositary reimbursed to the company, or paid Documents on display
amounts on the companys behalf to third parties, or waived its fees BP Annual Report and Form 20-F 2014 and BP Strategic Report 2014
and expenses, of $3,612,749.32 for the year ended 31 December 2014. are available online at bp.com/annualreport. To obtain a hard copy of
The table below sets out the types of expenses that the Depositary has BPs complete audited financial statements, free of charge, UK based
agreed to reimburse and the fees it has agreed to waive for standard shareholders should contact BP Distribution Services by calling
costs associated with the administration of the ADS programme relating +44 (0)870 241 3269 or by emailing [email protected]. If
to the year ended 31 December 2014. The Depositary has also paid based in the US or Canada shareholders should contact Issuer Direct by
certain expenses directly to third parties on behalf of the company. calling +1 888 301 2505 or by emailing [email protected].
Amount reimbursed, waived or paid The company is subject to the information requirements of the US
directly to third parties for the year Securities Exchange Act of 1934 applicable to foreign private issuers. In
Category of expense reimbursed, ended 31 December 2014
accordance with these requirements, the company files its Annual
waived or paid directly to third parties $
Report and Form 20-F and other related documents with the SEC. It is
NYSE listing fees reimbursed 400,000.00 possible to read and copy documents that have been filed with the SEC
Service fees and out of pocket expenses at its headquarters located at 100 F Street, NE, Washington, DC 20549,
waiveda 2,223,141.13 US. You may also call the SEC at +1 800-SEC-0330. In addition, BPs
Broker fees reimbursedb 901,224.03 SEC filings are available to the public at the SECs website. BP
discloses on its website at bp.com/NYSEcorporategovernancerules and
Other third-party mailing costs
in this report (see Corporate governance practices (Form 20-F Item 16G)
reimbursedc 88,384.16
on page 239) significant ways (if any) in which its corporate governance
Shareholder information
Total 3,612,749.32 practices differ from those mandated for US companies under NYSE
a Includes fees in relation to transfer agent costs and costs of the BP Scrip Dividend Programme listing standards.
operated by JPMorgan Chase Bank, N.A.
b Broker reimbursements are fees payable to Broadridge for the distribution of hard copy
material to ADR beneficial holders in the Depository Trust Company. Corporate materials
include information related to shareholders meetings and related voting instructions. These
fees are SEC approved.
c Payment of fees to Precision IR for investor support.

BP Annual Report and Form 20-F 2014 251


Shareholding administration Abbreviations, glossary and trade marks
If you have any queries about the administration of shareholdings, such ADR
as change of address, change of ownership, dividend payments, the American depositary receipt.
Scrip Programme or to change the way you receive your company
documents (such as the BP Annual Report and Form 20-F, BP Strategic ADS
Report and Notice of BP Annual General Meeting) please contact the BP American depositary share. 1 ADS = 6 ordinary shares.
Registrar or the BP ADS Depositary. Barrel (bbl)
Ordinary and preference shareholders 159 litres, 42 US gallons.
The BP Registrar bcf/d
Capita Asset Services Billion cubic feet per day.
The Registry, 34 Beckenham Road
bcfe
Beckenham, Kent BR3 4TU, UK
Billion cubic feet equivalent.
Freephone in UK 0800 701107 bcma
From outside the UK +44 (0)20 3170 3678 Billion cubic metres per annum.
Fax +44 (0)1484 601512 b/d
ADS holders Barrels per day.
JPMorgan Chase Bank, N.A. PO Box 64504 boe/d
St Paul, MN 55164-0504, US Barrels of oil equivalent per day.
Toll-free in US and Canada +1 877 638 5672 DoJ
From outside the US and Canada +1 651 306 4383 US Department of Justice.
GAAP
Exhibits Generally accepted accounting practice.
The following documents are filed in the Securities and Exchange Gas
Commission (SEC) EDGAR system, as part of this Annual Report on Natural gas.
Form 20-F, and can be viewed on the SECs website.
GWh
Exhibit 1 Memorandum and Articles of Association of BP Gigawatts per hour.
p.l.c.*
Exhibit 4.1 The BP Executive Directors Incentive Plan IFRS
Exhibit 4.2 Amended BP Deferred Annual Bonus Plan 2005** International Financial Reporting Standards.
Exhibit 4.3 Amended Directors Secondment Agreement for KPIs
R W Dudley****** Key performance indicators.
Exhibit 4.4 Amended Directors Service Contract and Secondment
Agreement for R W Dudley* LNG
Liquefied natural gas.
Exhibit 4.6 Directors Service Contract for I C Conn***
Exhibit 4.7 Directors Service Contract for Dr B Gilvary**** LPG
Exhibit 7 Computation of Ratio of Earnings to Fixed Charges Liquefied petroleum gas.
(Unaudited)
mb/d
Exhibit 8 Subsidiaries (included as Note 35 to the Financial Thousand barrels per day.
Statements)
Exhibit 10.1 Administrative Agreement dated as of 13 March 2014 mboe/d
among the US Environmental Protection Agency, Thousand barrels of oil equivalent per day.
BP p.l.c., and other BP subsidiaries mmb/d
Exhibit 11 Code of Ethics***** Million barrels per day.
Exhibit 12 Rule 13a 14(a) Certifications
Exhibit 13 Rule 13a 14(b) Certifications# mmboe/d
Exhibit 15.1 Consent of DeGolyer and MacNaughton Million barrels of oil equivalent per day.
Exhibit 15.2 Report of DeGolyer and MacNaughton mmBtu
* Incorporated by reference to the companys Annual Report on Form 20-F for the year Million British thermal units.
ended 31 December 2010.
** Incorporated by reference to the companys Annual Report on Form 20-F for the year mmcf/d
ended 31 December 2012. Million cubic feet per day.
*** Incorporated by reference to the companys Annual Report on Form 20-F for the year
ended 31 December 2004. mmte
**** Incorporated by reference to the companys Annual Report on Form 20-F for the year Million tonnes.
ended 31 December 2011.
***** Incorporated by reference to the companys Annual Report on Form 20-F for the year MWh
ended 31 December 2009. Megawatt per hour.
****** Incorporated by reference to the companys Annual Report on Form 20-F for the year
ended 31 December 2013. NGLs
# Furnished only. Natural gas liquids.
Included only in the annual report filed in the Securities and Exchange Commission
EDGAR system. PSA
The total amount of long-term securities of the Registrant and its Production-sharing agreement.
subsidiaries authorized under any one instrument does not exceed 10% PTA
of the total assets of BP p.l.c. and its subsidiaries on a consolidated basis. Purified terephthalic acid.
The company agrees to furnish copies of any or all such instruments to
the SEC on request. RC
Replacement cost.
SEC
The United States Securities and Exchange Commission.

252 BP Annual Report and Form 20-F 2014


Swaps are often contractual obligations to exchange cash flows between
two parties. A typical swap transaction usually references a floating price
Glossary and a fixed price with the net difference of the cash flows being settled.
Unless the context indicates otherwise, the definitions for the following Options give the holder the right, but not the obligation, to buy or sell
glossary terms are given below. crude, oil products, natural gas or power at a specified price on or before
Associate a specific future date. Amounts under these derivative financial
An entity, including an unincorporated entity such as a partnership, over instruments are settled at expiry. Typically, netting agreements are used
which the group has significant influence and that is neither a subsidiary to limit credit exposure and support liquidity.
nor a joint arrangement of the group. Significant influence is the power to Spot and term contracts
participate in the financial and operating policy decisions of the investee Spot contracts are contracts to purchase or sell a commodity at the
but is not control or joint control over those policies. market price prevailing on or around the delivery date when title to the
Consolidation adjustment UPII inventory is taken. Term contracts are contracts to purchase or sell a
Unrealized profit in inventory arising on inter-segment transactions. commodity at regular intervals over an agreed term. Though spot and
term contracts may have a standard form, there is no offsetting
Commodity trading contracts mechanism in place. These transactions result in physical delivery with
BPs Upstream and Downstream segments both participate in regional operational and price risk. Spot and term contracts typically relate to
and global commodity trading markets in order to manage, transact and purchases of crude for a refinery, products for marketing, or third-party
hedge the crude oil, refined products and natural gas that the group natural gas, or sales of the groups oil production, oil products or gas
either produces or consumes in its manufacturing operations. These production to third parties. For accounting purposes, spot and term sales
physical trading activities, together with associated incremental trading are included in sales and other operating revenues when title passes.
opportunities, are discussed in Upstream on page 28 and in Downstream Similarly, spot and term purchases are included in purchases for
on page 31. The range of contracts the group enters into in its accounting purposes.
commodity trading operations is described below. Using these contracts,
in combination with rights to access storage and transportation capacity, Dividend yield
allows the group to access advantageous pricing differences between Sum of the four quarterly dividends declared in the year as a percentage
locations, time periods and arbitrage between markets. of the year-end share price on the respective exchange.

Exchange-traded commodity derivatives Fair value accounting effects


Contracts that are typically in the form of futures and options traded on a We use derivative instruments to manage the economic exposure
recognized exchange, such as Nymex, SGX and ICE. Such contracts are relating to inventories above normal operating requirements of crude oil,
traded in standard specifications for the main marker crude oils, such as natural gas and petroleum products. Under IFRS, these inventories are
Brent and West Texas Intermediate; the main product grades, such as recorded at historical cost. The related derivative instruments, however,
gasoline and gasoil; and for natural gas and power. Gains and losses, are required to be recorded at fair value with gains and losses recognized
otherwise referred to as variation margins, are settled on a daily basis in the income statement. This is because hedge accounting is either not
with the relevant exchange. These contracts are used for the trading and permitted or not followed, principally due to the impracticality of
risk management of crude oil, refined products, and natural gas and effectiveness-testing requirements. Therefore, measurement differences
power. Realized and unrealized gains and losses on exchange-traded in relation to recognition of gains and losses occur. Gains and losses on
commodity derivatives are included in sales and other operating revenues these inventories are not recognized until the commodity is sold in a
for accounting purposes. subsequent accounting period. Gains and losses on the related derivative
commodity contracts are recognized in the income statement from the
Over-the-counter contracts time the derivative commodity contract is entered into on a fair value
Contracts that are typically in the form of forwards, swaps and options. basis using forward prices consistent with the contract maturity.
Some of these contracts are traded bilaterally between counterparties or
through brokers, others may be cleared by a central clearing BP enters into commodity contracts to meet certain business
counterparty. These contracts can be used both for trading and risk requirements, such as the purchase of crude for a refinery or the sale of
management activities. Realized and unrealized gains and losses on over- BPs gas production. Under IFRS these contracts are treated as
the-counter (OTC) contracts are included in sales and other operating derivatives and are required to be fair valued when they are managed as
revenues for accounting purposes. Many grades of crude oil bought and part of a larger portfolio of similar transactions. Gains and losses arising
sold use standard contracts including US domestic light sweet crude oil, are recognized in the income statement from the time the derivative
commonly referred to as West Texas Intermediate, and a standard North commodity contract is entered into.
Sea crude blend Brent, Forties, Oseberg and Ekofisk (BFOE). Forward IFRS require that inventory held for trading is recorded at its fair value
contracts are used in connection with the purchase of crude oil supplies using period-end spot prices, whereas any related derivative commodity
for refineries, products for marketing and sales of the groups oil instruments are required to be recorded at values based on forward
production and refined products. The contracts typically contain standard prices consistent with the contract maturity. Depending on market
delivery and settlement terms. These transactions call for physical conditions, these forward prices can be either higher or lower than spot
delivery of oil with consequent operational and price risk. However, prices, resulting in measurement differences. BP enters into contracts for
various means exist and are used from time to time, to settle obligations pipelines and storage capacity, oil and gas processing and liquefied
under the contracts in cash rather than through physical delivery. natural gas (LNG) that, under IFRS, are recorded on an accruals basis.
Because the physically settled transactions are delivered by cargo, the These contracts are risk-managed using a variety of derivative
Shareholder information
BFOE contract additionally specifies a standard volume and tolerance. instruments that are fair valued under IFRS. This results in measurement
Gas and power OTC markets are highly developed in North America and differences in relation to recognition of gains and losses.
the UK, where commodities can be bought and sold for delivery in future The way BP manages the economic exposures described above, and
periods. These contracts are negotiated between two parties to purchase measures performance internally, differs from the way these activities
and sell gas and power at a specified price, with delivery and settlement are measured under IFRS. BP calculates this difference for consolidated
at a future date. Typically, the contracts specify delivery terms for the entities by comparing the IFRS result with managements internal
underlying commodity. Some of these transactions are not settled measure of performance. Under managements internal measure of
physically as they can be achieved by transacting offsetting sale or performance the inventory and capacity contracts in question are valued
purchase contracts for the same location and delivery period that are based on fair value using relevant forward prices prevailing at the end of
offset during the scheduling of delivery or dispatch. The contracts contain the period. The fair values of certain derivative instruments used to risk
standard terms such as delivery point, pricing mechanism, settlement manage LNG and oil and gas processing contracts are deferred to match
terms and specification of the commodity. Typically, volume, price and with the underlying exposure and the commodity contracts for business
term (e.g. daily, monthly and balance of month) are the main variable requirements are accounted for on an accruals basis. We believe that
contract terms.

BP Annual Report and Form 20-F 2014 253


disclosing managements estimate of this difference provides useful total of finance debt plus shareholders interest. See Financial
information for investors because it enables investors to see the statements Note 25 for information on gross debt, which is the nearest
economic effect of these activities as a whole. equivalent measure to net debt on an IFRS basis.
Free cash flow Net wind generation capacity
Operating cash flow less net cash used in investing activities, as The sum of the rated capacities of the assets/turbines that have entered
presented in the condensed group cash flow statement. into commercial operation, including BPs share of equity-accounted
entities. The gross data is the equivalent capacity on a gross-JV basis,
Gearing
which includes 100% of the capacity of equity-accounted entities where
See Net debt and net debt ratio definition.
BP has partial ownership.
Hydrocarbons
Non-operating items
Liquids and natural gas. Natural gas is converted to oil equivalent at 5.8
Charges and credits arising in consolidated entities and in TNK-BP and
billion cubic feet = 1 million barrels.
Rosneft that are included in the financial statements and that BP
Inventory holding gains and losses discloses separately because it considers such disclosures to be
The difference between the cost of sales calculated using the meaningful and relevant to investors. They are items that management
replacement cost of inventory and the cost of sales calculated on the considers not to be part of underlying business operations and are
first-in first-out (FIFO) method after adjusting for any changes in disclosed in order to enable investors better to understand and evaluate
provisions where the net realizable value of the inventory is lower than its the groups reported financial performance.
cost. Under the FIFO method, which we use for IFRS reporting, the cost
Operating capital employed
of inventory charged to the income statement is based on its historical
Non-GAAP measure. Total assets (excluding goodwill) less total liabilities,
cost of purchase or manufacture, rather than its replacement cost. In
excluding finance debt and current and deferred taxation.
volatile energy markets, this can have a significant distorting effect on
reported income. The amounts disclosed represent the difference Operating cash flow and operating cash
between the charge to the income statement for inventory on a FIFO Net cash provided by (used in) operating activities as stated in the
basis (after adjusting for any related movements in net realizable value condensed group cash flow statement. When used in the context of a
provisions) and the charge that would have arisen based on the segment rather than the group, the terms refer to the segments share
replacement cost of inventory. For this purpose, the replacement cost of thereof.
inventory is calculated using data from each operations production and Operating management system (OMS)
manufacturing system, either on a monthly basis, or separately for each BPs OMS helps us manage risks in our operating activities by setting out
transaction where the system allows this approach. The amounts BPs principles for good operating practice. It brings together BP
disclosed are not separately reflected in the financial statements as a requirements on health, safety, security, the environment, social
gain or loss. No adjustment is made in respect of the cost of inventories responsibility and operational reliability, as well as related issues, such as
held as part of a trading position and certain other temporary inventory maintenance, contractor relations and organizational learning, into a
positions. See Replacement cost (RC) profit or loss definition below. common management system.
Joint arrangement Organic capital expenditure
An arrangement in which two or more parties have joint control. Excludes acquisitions, asset exchanges, and other inorganic capital
Joint control expenditure. An analysis of capital expenditure by segment and region is
Contractually agreed sharing of control over an arrangement, which exists shown in Financial statements Note 4.
only when decisions about the relevant activities require the unanimous Plant efficiency
consent of the parties sharing control. Plant efficiency is calculated taking 100% less the ratio of total plant
Joint operation deferrals divided by installed production capacity. Plant deferrals include
A joint arrangement whereby the parties that have joint control of the planned and unplanned deferrals associated with the topside plant and
arrangement have rights to the assets, and obligations for the liabilities, where applicable the subsea equipment (excluding wells and reservoir).
relating to the arrangement. Plant deferrals include breakdowns, planned events, turnarounds, and
weather.
Joint venture
A joint arrangement whereby the parties that have joint control of the Production-sharing agreement (PSA)
arrangement have rights to the net assets of the arrangement. An arrangement through which an oil company bears the risks and costs
of exploration, development and production. In return, if exploration is
Liquids
successful, the oil company receives entitlement to variable physical
Comprises crude oil, condensate and natural gas liquids. For reserves, it
volumes of hydrocarbons, representing recovery of the costs incurred
also includes bitumen.
and a stipulated share of the production remaining after such cost
Major projects recovery.
Have a BP net investment of at least $250 million, or are considered to
Proved reserves replacement ratio
be of strategic importance to BP or of a high degree of complexity.
The extent to which production is replaced by proved reserves additions.
Net debt and net debt ratio (gearing) This ratio is expressed in oil equivalent terms and includes changes
Non-GAAP measures. Net debt includes the fair value of associated resulting from revisions to previous estimates, improved recovery, and
derivative financial instruments that are used to hedge foreign exchange extensions and discoveries.
and interest rate risks relating to finance debt, for which hedge
Refining availability
accounting is claimed. The derivatives are reported on the balance sheet
Represents Solomon Associates operational availability, which is defined
within the headings Derivative financial instruments. We believe that
as the percentage of the year that a unit is available for processing after
net debt and net debt ratio provide useful information to investors. Net
subtracting the annualized time lost due to turnaround activity and all
debt enables investors to see the economic effect of gross debt, related
planned mechanical, process and regulatory downtime.
hedges and cash and cash equivalents in total. The net debt ratio enables
investors to see how significant net debt is relative to equity from Refining marker margin (RMM)
shareholders. The net debt ratio is defined as the ratio of finance debt The average of regional indicator margins weighted for BPs crude
(borrowings, including the fair value of associated derivative financial refining capacity in each region. Each regional marker margin is based on
instruments that are used to hedge foreign exchange and interest rate product yields and a marker crude oil deemed appropriate for the region.
risks relating to finance debt, plus obligations under finance leases) to the The regional indicator margins may not be representative of the margins
achieved by BP in any period because of BPs particular refinery
configurations and crude and product slate.

254 BP Annual Report and Form 20-F 2014


Replacement cost (RC) profit or loss Unit cash margin
Reflects the replacement cost of inventories sold in the period and is Net cash provided by operating activities for relevant projects in the
arrived at by excluding inventory holding gains and losses from profit or Upstream segment, divided by the total number of barrels of oil and gas
loss. RC profit or loss is the measure of profit or loss that is required to equivalent produced for the relevant projects. It excludes dividends and
be disclosed for each operating segment under International Financial production for TNK-BP and Rosneft.
Reporting Standards (IFRS). RC profit or loss for the group is not a
recognized GAAP measure. Management believes this measure is Trade marks
useful to illustrate to investors the fact that crude oil and product prices
Trade marks of the BP group appear throughout this Annual Report
can vary significantly from period to period and that the impact on our
reported result under IFRS can be significant. Inventory holding gains and Form 20-F in italics.
and losses vary from period to period due to changes in prices as well They include:
as changes in underlying inventory levels. In order for investors to Aral Titanium Fluid Strength Technology
understand the operating performance of the group excluding the ARCO SaaBre
impact of price changes on the replacement of inventories, and to make BP Wild Bean Cafe
comparisons of operating performance between reporting periods, BPs Castrol Permasense is a trade mark of Permasense
management believes it is helpful to disclose this measure. See EDGE Limited.
Financial statements Note 4. Field of the Future M&S Simply Food is a registered trade
Subsidiary Fluid Strength Technology mark of Marks & Spencer plc.
An entity that is controlled by the BP group. Control of an investee
exists when an investor is exposed, or has rights, to variable returns
from its involvement with the investee and has the ability to affect
those returns through its power over the investee.
Tier 1 process safety events
Losses of primary containment from a process of greatest consequence
causing harm to a member of the workforce or costly damage to
equipment or exceeding defined quantities.
Tight gas
Natural gas reservoirs locked in hard sandstone rocks with low
permeability, making the underground formation extremely tight.
Underlying production
2014 underlying production, when compared with 2013, is after
adjusting for the effects of the Abu Dhabi onshore concession expiry in
January 2014, divestments and entitlement impacts in our production-
sharing agreements.
2015 underlying production, when comparing with 2014, is after
adjusting for divestments and entitlement impacts in our production-
sharing agreements.
Underlying RC profit or loss
RC profit or loss after adjusting for non-operating items and fair value
accounting effects. Underlying RC profit or loss and fair value
accounting effects are not recognized GAAP measures. See pages 209
and 210 for additional information on the non-operating items and fair
value accounting effects that are used to arrive at underlying RC profit
or loss in order to enable a full understanding of the events and their
financial impact. BP believes that underlying RC profit or loss is a useful
measure for investors because it is a measure closely tracked by
management to evaluate BPs operating performance and to make
financial, strategic and operating decisions and because it may help
investors to understand and evaluate, in the same manner as
management, the underlying trends in BPs operational performance on
a comparable basis, year on year, by adjusting for the effects of these
non-operating items and fair value accounting effects. The nearest
equivalent measure on an IFRS basis for the group is profit or loss for
the year attributable to BP shareholders. The nearest equivalent
measure on an IFRS basis for segments is RC profit or loss before
Shareholder information

interest and taxation.

The Directors report on pages 51-71, 90, 167-196 and 207-255 was approved by the board and signed on its behalf by David J Jackson, company
secretary on 3 March 2015.
BP p.l.c.
Registered in England and Wales No. 102498

BP Annual Report and Form 20-F 2014 255


Signatures
The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned
to sign this annual report on its behalf.
BP p.l.c.
(Registrant)
/s/ David J Jackson
Company secretary
3 March 2015

256 BP Annual Report and Form 20-F 2014


Cross reference to Form 20-F
Page
Item 1. Identity of Directors, Senior Management and Advisors n/a
Item 2. Offer Statistics and Expected Timetable n/a
Item 3. Key Information
A. Selected financial data 208
B. Capitalization and indebtedness n/a
C. Reasons for the offer and use of proceeds n/a
D. Risk factors 48-50
Item 4. Information on the Company
A. History and development of the company ii, 2-5, 12-17, 21-38, 111-123, 129, 208, 211-216, 228-239
B. Business overview 2-5, 10-17, 20-50, 119-123, 211-228, 252-255
C. Organizational structure ii, 160
D. Property, plants and equipment 26-28, 30-32, 128, 143,195-196, 213-224, 239
Item 4A. Unresolved Staff Comments None
Item 5. Operating and Financial Review and Prospects
A. Operating results 21-35, 38, 48-50, 100-110, 119-123, 144-147, 211-212
B. Liquidity and capital resources 21-23, 105-106, 128, 142, 144-147, 211-212
C. Research and development, patent and licenses 16-17, 32, 123
D. Trend information 10-11, 22-24, 29, 35
E. Off-balance sheet arrangements 143, 211-212
F. Tabular disclosure of contractual commitments 212
G. Safe harbor n/a
Item 6. Directors, Senior Management and Employees
A. Directors and senior management 52-57
B. Compensation 72-88, 127, 135-141, 158
C. Board practices 52-55, 59-60, 64-71, 74, 87
D. Employees 44-45, 159
E. Share ownership 45, 72-88, 158-159
Item 7. Major Shareholders and Related Party Transactions
A. Major shareholders 247
B. Related party transactions 131-133, 239
C. Interests of experts and counsel n/a
Item 8. Financial Information
A. Consolidated statements and other financial information 6, 94-166, 211, 228-239, 244-245
B. Significant changes None
Item 9. The Offer and Listing
A. Offer and listing details 244
B. Plan of distribution n/a
C. Markets 244
D. Selling shareholders n/a
E. Dilution n/a
F. Expenses of the issue n/a
Item 10. Additional Information
A. Share capital n/a
B. Memorandum and articles of association 247-249
C. Material contracts 239
D. Exchange controls 245
E. Taxation 245-246
F. Dividends and paying agents n/a
G. Statements by experts n/a
H. Documents on display 251
I. Subsidiary information 160
Item 11. Quantitative and Qualitative Disclosures about Market Risk 144-151
Item 12. Description of securities other than equity securities
A. Debt Securities n/a
B. Warrants and Rights n/a
C. Other Securities n/a
D. American Depositary Shares 248-249, 251
Item 13. Defaults, Dividend Arrearages and Delinquencies None
Item 14. Material Modifications to the Rights of Security Holders and Use of Proceeds None
Item 15. Controls and Procedures 95, 240-241
Item 16A. Audit Committee Financial Expert 64, 240
Item 16B. Code of Ethics 240
Item 16C. Principal Accountant Fees and Services 159, 241
Item 16D. Exemptions from the Listing Standards for Audit Committees n/a
Item 16E. Purchases of Equity Securities by the Issuer and Affiliated Purchasers 250
Item 16F. Change in Registrants Certifying Accountant None
Item 16G. Corporate governance 239-240
Item 17. Financial Statements n/a
Item 18. Financial Statements 94-166
Item 19. Exhibits 252

BP Annual Report and Form 20-F 2014 257


BPs corporate reporting suite includes information about our
nancial and operating performance, sustainability performance
and also on global energy trends and projections.

Annual Report and Strategic Report 2014 Energy Outlook 2035


Form 20-F 2014 A summary of our nancial Projections for world energy
Details of our nancial and operating performance markets, considering the
and operating performance in print and online. potential evolution of global
in print and online. Published in March. economy, population, policy
Published in March. bp.com/annualreport and technology.
bp.com/annualreport Published in February.
bp.com/energyoutlook

Sustainability Report 2014 Financial and Operating Statistical Review of


Details of our sustainability Information 2010-2014 World Energy 2015
performance with additional Five-year nancial and An objective review of key
information online. operating data in PDF global energy trends.
Published in March. and Excel format. Published in June.
bp.com/sustainability Published in April. bp.com/statisticalreview
bp.com/nancialandoperating

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Acknowledgements Paper BP p.l.c. 2015


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