UPM Annual Report 2023

ACCOUNTS FOR 2023

UPM

BEYOND FOSSILS

BUSINESSES

RESPONSIBILITY

GOVERNANCE

8.3 Related party transactions The Board of Directors and the Group Executive Team There have not been any material transactions between UPM and its members of the Board of Directors or the Group Executive Team (key management personnel) or persons closely associated with these members or organisations in which these individuals have control or significant influence. There are no loans granted to any members of the Board of Directors or the Group Executive Team at 31 December 2023 or 2022. For information concerning shares held by members of the Board of Directors as well as remuneration to members of the Board of Directors and the Group Executive Team are disclosed in » Note 3.2. Key management personnel. Associates and joint ventures Austria Papier Recycling GmbH purchases recovered paper in Austria and L.C.I s.r.l. in Italy. ASD Altpapier Sortierung Dachau GmbH is a German recovered paper sorting company. Transactions with associates and joint ventures are presented in the table below. The group has no individually material associates or joint ventures.

8.4 Assets held for sale Assets and liabilities classified as held for sale as at 31 December 2023 relate to agreement to sell 100% of the shares of Austrian subsidiary UPM-Kymmene Austria GmbH to the HEINZEL GROUP as announced in June 2022. The transaction comprises the UPM Steyrermühl site and the Steyrermühl sawmill operations. UPM Communication Papers ended the newspaper production at Steyrermühl paper mill in June 2023. The following assets and liabilities were reclassified as held for sale in relation to the sale of UPM-Kymmene Austria GmbH as of 31 December 2023. On 2 January 2024, UPM announced that it has completed the sale.

COUNTRY OF INCORPORATION

SUBSIDIARIES

HOLDING % 2023 HOLDING % 2022

UPM Raflatac (S) Pte Ltd UPM Raflatac (UK) Ltd. UPM Raflatac Chile SpA UPM Raflatac Co. Ltd. UPM Raflatac GmbH UPM Raflatac Iberica S.A. UPM Raflatac NZ Limited UPM Raflatac Oy UPM Raflatac Pty Ltd UPM Raflatac S.r.l. UPM Raflatac SAS UPM Raflatac Sdn.Bhd. UPM Raflatac Inc.

SG GB CL TH DE ES US MX NZ

100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 91.00

100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 91.00

UPM Raflatac Mexico S.A. de C.V.

FI

AU AR

EURm

2023

FR

Other intangible assets

2

MY ZA

Property, plant and equipment

21

UPM Raflatac South Africa (Pty) Ltd

Leased assets

1 5

UPM Raflatac Sp. z o .o.

PL

Other non-current financial assets

UPM S.A.

UY DE

Deferred tax assets Non-current assets

13 41

UPM Sales GmbH

UPM Sales Oy

FI FI FI

Inventories

7

UPM Specialty Papers Oy

Trade and other receivables Other current financial assets Cash and cash equivalents

15

EURm

2023 2022

UPM Sähkönsiirto Oy

4

Dividends received

2

3

UPM Trading (Shanghai) Co

CN UY MT

39 65

Purchases of raw materials and services

37

57

93.55

Uruwood S.A.

93.25

Current assets

Loan receivables

5

5 1 7

100.00

Werla Insurance Company Ltd

100.00

Assets classified as held for sale Net retirement benefit liabilities

106

Trade and other receivables Trade and other payables

36

5

Provisions

1 2

1) In 2023, UPM completed acquisition of SunCoal Industries GmbH. » Refer to note 8.1. Business acquisitions and disposals.

Non-current debt

COUNTRY OF INCORPORATION

HOLDING % 2023

HOLDING % 2022

Non-current liabilities

39 17 17 56

JOINT OPERATIONS

Subsidiaries and joint operations » Refer Note 8.2 Principal subsidiaries and joint operations.

Trade and other payables

Oy Alholmens Kraft Ab (Pohjolan Voima Oyj, G series and direct ownership)

FI

50.00 50.00 50.00 54.00 76.00

50.00 50.00 50.00 54.00 76.00 50.00 71.95

Current liabilities

EEVG Entsorgungs- und Energieverwertungsgesellschaft m.b.H.

AT

Liabilities classified as held for sale

Järvi-Suomen Voima Oy

FI FI FI

Pension Funds In the UK, the single UPM Pension Scheme operates under a Trust which is independent from the group. The Trust consists of various defined benefit sections, all of which are closed to future accrual and one common defined contribution section which is open to all UPM employees in the UK. The group made contributions of EUR 0 million (6 million) to the defined benefit sections of the Scheme in 2023. The fair value of the UK defined benefit fund assets at 31 December 2023 was EUR 297 million (300 million), of which 16% was invested in equity instruments, 54% in debt instruments, 7% in property, 17% money market and 5% in other investments. Previously part of group´s Finnish employees were insured with TyEL foundation (UPM Sellutehtaiden eläkesäätiö) which was classified as a defined benefit plan. In 2022, TyEL foundation was replaced with defined contribution arrangement. The assets and liabilities of the plan were transferred to the insurance company and the group recognised EUR 69 million settlement loss in the income statement. The cash received on the settlement amounted to EUR 128 million.

Kaukaan Voima Oy (Pohjolan Voima Oyj, G9 series) Kymin Voima Oy (Pohjolan Voima Oyj, G2 series)

No assets or liabilities were classified as held for sale at the end of 2022.

Madison Paper Industries

US

Rauman Biovoima Oy (Pohjolan Voima Oyj, G4 series)

FI

71.95

Accounting policies Non-current assets (or disposal groups) are classified as assets held for sale and stated at the lower of carrying amount and fair value less costs to sell, if UPM will recover their carrying amount through a sale transaction which is considered highly probable. Non-current assets classified as held for sale, or included within a disposal group that is classified as held for sale, are not depreciated after the classification.

Non-controlling interests UPM has non-controlling interests mainly in Uruguay companies. Summarised financial information of Uruguay subsidiaries that have non-controlling interests is presented in the following table. The amounts disclosed are before inter-company eliminations.

EURm

2023

2022

Profit for the period

60

339

Other comprehensive income for the period Total comprehensive income for the period

3

2

63

341

Share of non-controlling interests

6

31

Non-current assets

3,449

3,100 1,034

Current assets

712 121 188

Non-current liabilities

29

Current liabilities

176

Net assets

3,852

3,929

Share of non-controlling interests

347

354

220

221

UPM ANNUAL REPORT 2023

UPM ANNUAL REPORT 2023

UPM FINANCIAL REPORT 2023

220

UPM FINANCIAL REPORT 2023

221

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