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HELLENiQ ENERGY Holdings S.A.

Annual Financial Report, Financial Year 2025

HELLENiQ ENERGY Holdings S.A.

Annual Financial Report

Financial Year 2025

General Commercial Register Number 296601000

Maroussi, February 2026

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Contents

1.Statements of Members of the Board of Directors		5
2.Board of Directors’ Report		7
	A.The Company and the Group	13
	B.Corporate Governance	57
	C.Sustainability Statement	113
	D.Board of Directors’ Explanatory Report	285
	E.Appendix	290
3.Full Year Audited Financial Statements		299
4.4.          Independent Certified Auditor – Accountant’s Audit Report		412

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Pursuant to the provisions of article 4, par. 2c, Law No. 3556/2007, we

Spilios Livanos, Chairman of the Board of Directors,

Andreas Shiamishis, Chief Executive Officer and

Georgios Alexopoulos, Deputy Chief Executive Officer and General Manager Group Strategic Planning & New

Activities,

state that to the best of our knowledge: 

a. The Annual Consolidated and Company Financial Statements, which were prepared in accordance with the

applicable International Financial Reporting Standards (IFRS), fairly represent the assets and liabilities, the equity

and results of “HELLENiQ ENERGY Holdings S.A.” for the fiscal year 2025, as well as of the companies that are

included in the consolidation taken as a whole.

b. The Annual Report of the Board of Directors fairly represents the evolution, performance and financial position

of “HELLENiQ ENERGY Holdings S.A.”, as well as of the companies included in the consolidation taken as a whole,

including the description of the main risks and uncertainties they face and was prepared in accordance with the

sustainability reports’ standards stated in article 154A of Law 4548/2018 and with the standards approved by

virtue of par. 4 of article 8 of Regulation (EU) 2020/852 of the European Parliament and of the Council of 18 June

2020 on the establishment of a framework to facilitate sustainable investment, and amending Regulation (EU)

2019/2088.

Maroussi, 26 February 2026

By delegated authority by the Board of Directors

Spilios Livanos	Andreas Shiamishis	Georgios Alexopoulos
Chairman	Chief Executive Officer	Deputy Chief Executive Officer and General Manager Group Strategic Planning & New Activities

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BoD Report's Contents

	Introduction				11
	Group at a Glance				12
A.The Company and the Group					14
	A.1	About Us			14
	A.2	Shareholders Information			15
		a)    Shareholding Structure			15
		b)    Share Performance			16
	A.3	Strategy			18
		Intro			20
		a)    Refining, Supply & Trading and Petrochemicals			20
		b)    Marketing			20
		c)    Power			21
		d)    Exploration & Production			22
		e)    E-mobility			22
		f)    Digital Transformation			23
	A.4	Operating Environment			25
		a)    Economy			25
		b)    Industry Environment			27
		c)    Geopolitical Events			35
	A.5	Group Business Review			36
		a)    Financial Highlights			36
		b)    Review per Segment – Performance and Financial Position			37

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		c)    Selected Alternative Performance Measures			47
		d)    Related Party Transactions			49
	A.6	Risks and Uncertainties			52
		a)    Main Risks and Uncertainties for the Next Financial Year			52
		b)    Financial Risk Management			52
		c)    Capital Risk Management			55
		d)    Borrowings			56
B.Corporate Governance					57
	B.1	Corporate Governance Statement			58
		Β.1.1    Corporate Governance Code			59
		Β.1.2    Deviations from the Corporate Governance Code			60
		Β.1.3    Other Corporate Governance Practices			61
		Β.1.4    Main Features of the Systems of Internal Controls and Risk Management			62
		Β.1.5    Information Required  - Directive 2004/25/EU			67
		Β.1.6    General Meeting & Shareholders’ Rights			68
		Β.1.7    Composition and Operation of the BoD			72
	B.2	Audit Committee's Activity Report			97
		Β.2.1    Introduction			97
		Β.2.2    Purpose of the Committee and Key Responsibilities			97
		Β.2.3    Composition of the Committee, Skills and Experience			99
		Β.2.4    2025 Key Highlights and 2026 Action Plan			100
		Β.2.5    Committee Meetings			102
		Β.2.6    Financial Reporting & External Audit			104
		Β.2.7	External Auditors		106

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		Β.2.8    Internal Audit/System of Internal Controls/Risk Management/ Regulatory Compliance/Corporate Governance/Cybersecurity			108
		Β.2.9    Sustainable Development Policy			110
		Β.2.10    Conclusions			112
C.Sustainability Statement					113
	C.1	General Disclosures - ESRS 2			116
	C.2	Environment			166
		EU Taxonomy Report			169
	C.3	Social			234
	C.4	Governance			276
D.Board of Directors’ Explanatory Report					285
E.Appendix					290
	E.1	BoD Members’ CVs			291
	E.2	General Managers' CVs			296

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Introduction

Dear Shareholders,

This Annual Board of Directors’ report of “HELLENiQ ENERGY Holdings S.A.” (hereinafter “HELLENiQ ENERGY” or

“Company”), covers the twelve-month period of fiscal year 2025 (01.01.2025-31.12.2025). The report has been

prepared in accordance with and is in line with the relevant provisions of articles 150-154 of Law 4548/2018, of

article 4 of Law 3556/2007, and the decisions of the Hellenic Capital Markets Commission, especially decision

8/754/14.4.2016 of the Board of Directors of the Hellenic Capital Markets Commission. The Annual Consolidated

and Company Financial Statements have been prepared in accordance with the International Financial Reporting

Standards ("IFRS"), as adopted by the International Accounting Standards Board ("IASB") and approved by the

European Union, ((IFRS refers to IFRS Accounting Standards).

This report contains both financial and non-financial information pertaining to the HELLENiQ ENERGY Group

(Group) and the parent company “HELLENiQ ENERGY Holdings S.A.” for the fiscal year 2025. It includes a detailed

description of significant events that took place during that period and their impact on the annual financial

statements. Furthermore, the principal risks and uncertainties that the Company and the Group may encounter

during the next financial year are described. It also enumerates the material transactions conducted between the

Company and its related parties and illustrates the alignment of the main intangible resources with the Group's

business model, aimed at generating value for both the Group and its operating environment. Finally, the report

provides information and qualitative projections concerning the progression of the Company’s and the Group’s

operations in the next financial year, while presenting the most significant non-financial information anticipated

to influence the Company and the Group.

In accordance with the provisions of Law 5164/2024 (Government Gazette A 202/12.12.2024), which transposed

Directive (EU) 2022/2464 of the European Parliament and of the Council concerning corporate sustainability

reporting, also known as the Corporate Sustainability Reporting Directive (CSRD), into Greek Law, the

Management Report encompasses, among other elements, the Company’s business model, its resilience to

climate-related risks, the value chain, and an analysis of significant impacts thereon. Furthermore, it includes the

Sustainability Policy adopted by the Company and the Group, as well as pertinent information necessary to

comprehend how sustainability issues influence the strategy, performance, and financial position of the Company

and the Group.

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A1. Group at a Glance

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A.1 About Us

The Group consists of 97 companies, including the Parent Company, which is listed on the Athens Exchange and

on the London Stock Exchange (through Global Depository Receipts -GDRs-). The list of subsidiaries and associate

companies, the nature of their business, the percentage of ownership and consolidation method for each one of

them, are included in the Section 3. Full Year Financial Statements:

The list of the Group's principal consolidated subsidiaries and associates is available in Note 36 of the

Financial Statements.

The Group has established a business structure to manage and monitor its activities. Specifically, all Group

activities are classified into the following key segments (Strategic Business Units):

• Refining, Supply and Trading

• Production and Trading of Petrochemicals

• Marketing (Domestic and International)

• Power (Renewable Energy Sources and Power & Gas)

• Exploration and Production of Hydrocarbons

• Electromobility

Additionally, the Group is engaged in other activities that, despite their strategic importance (e.g., Engineering

Services), do not constitute a significant part of the Group's financial position.

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A.2 Shareholders Information

a) Shareholding Structure of HELLENiQ ENERGY

The Company is listed on the Athens Exchange (ATHEX), while its shares are also traded in the form of Global

Depository Receipts (GDRs) on the London Stock Exchange. Furthermore, the bond issued by its subsidiary

HELLENiQ ENERGY Finance Plc (HEF) (4.25% coupon, due 24 July 2029), is listed on Euro MTF Platform of the

Luxembourg Stock Exchange.

The shareholding structure of the Company as of 31.12.2025 was as follows:

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b) Share Performance

In 2025, the ΑΤΗΕΧ Composite Share Price Index recorded an increase of 44.3%, reflecting increased investor

interest in Greek equities, due to continued economic growth and increased profitability of listed companies. The

enhanced confidence of international investors attracted increased capital inflows, while, during 2025, the

transition of ATHEX to developed markets was announced by FTSE Russell (effective from 21 September 2026),

with increasing expectations for a similar upgrade by other index providers.

HELLENiQ ENERGY Holdings' ("Company") shares recorded an increase of 10.6% in 2025, closing at €8.36 on 31

December 2025. Over the course of the year, the average daily trading volume amounted to 309,866 shares, with

an average price of €7.94. The total shareholders return (TSR), inclusive of dividends, for 2025 amounted to

21.5%.

During the Annual General Meeting of the Shareholders held on 19 June 2025, it was decided that a total dividend

of €0.55 per share would be distributed for the financial year 2024. It is noteworthy that an interim dividend of

€0.20 per share had already been distributed, resulting in a final dividend of €0.75 per share.

The following table presents the average closing price of the Company's shares and the average daily trading

volume per month for the financial year 2025, as well as the corresponding period in 2024.

	Average Closing Price		Average Trading Volume
	(€)		(# shares)
	2025	2024	2025	2024
January	7.57	7.25	171,354	539,823
February	7.79	7.87	260,914	555,875
March	7.77	8.20	262,986	461,160
April	7.45	8.24	220,132	228,338
May	7.68	8.50	194,399	234,216
June	7.87	8.17	246,464	306,758
July	7.76	7.66	247,202	299,640
August	8.34	7.08	296,366	213,400
September	8.37	7.06	306,825	140,301
October	8.18	6.99	784,667	162,656
November	8.12	6.78	441,443	144,688
December	8.43	7.19	258,214	191,842
Average	7.94	7.58	307,580	289,891

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Share price evolution chart for HELLENiQ ENERGY Holdings S.A.

The following chart shows the share price evolution at the closing of each month as well as the average daily

trading volume of the Company’s shares from 01.01.2025 up until 31.12.2025:

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A.3 Strategy

HELLENiQ ENERGY’s strategic plan VISION 2025 has successfully delivered on its objectives, validating

our initial strategic choices for a balanced transition. We consistently met our commitments by future-

proofing and optimizing our refinery operations through decarbonization, expanding our international

presence in the downstream business, and establishing a vertically integrated Power business as a second

growth pillar, while evolving our governance and operating model.

Our strategic compass for the next phase of growth is VISION 2030+, which is designed to navigate a

rapidly evolving energy landscape, drive growth through diversification, and deliver sustained value to

shareholders. VISION 2030+ focuses on the continuous improvement of competitiveness in Downstream

activities, expanding the presence in international markets, as well as the transformation of the Power (RES,

power and natural gas) business into an autonomous, vertically integrated platform, while leveraging

synergies at the Group level.

Our strategy focuses on further developing and growing our two key pillars: Hydrocarbons & Sustainable Fuels

and Power.

1. In the Hydrocarbons & Sustainable Fuels, our key strategic initiatives include: Pursue selective growth

investments, b) leverage the trading platform to optimize supply and capture market opportunities, c)

decarbonize operations to reduce refineries' energy consumption by meeting operational electricity needs

through renewable energy sources utilization and carbon capture solutions implementation, d) maintain

operational excellence across the existing asset base, e) explore Downstream growth opportunities in the

Southeast Europe, f) strengthen the Marketing footprint and expand the value proposition (premium fuels,

EVs, non-fuel retail), g) invest selectively in sustainable fuels to secure post-2030 positioning and develop

options in hydrogen and e-fuels, while h) maintaining exposure to potential upstream value creation through

exploration partnerships.

2. In the Power business, our key strategic initiatives include: Regionally expand, hybridize and technologically

diversify the renewables portfolio, b) invest in flexible generation assets and battery storage, c) grow and

improve performance of commercial business, d) further build-up project development and energy trading

capabilities, all while e) maximizing energy management synergies from our integrated generation portfolio.

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Operating model & governance

Horizontal initiatives support the delivery of strategic objectives across the Group. These include accelerating

digital transformation and AI adoption, reinforcing operational and cost excellence, leveraging human capital,

while continuing adjustments towards fit-for-purpose governance and operating model.

Our ambition is to achieve a 30% reduction in our GHG footprint by 2030, complemented by an additional 20%

emissions avoidance through the expansion of the RES portfolio. We will continue to closely monitor regulatory

developments related to CCS, with a long-term commitment to achieving net-zero emissions by 2050.

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Main objectives per business area

a) Refining, Supply & Trading and Petrochemicals

In the area of refining supply, trading and petrochemicals, our key priorities encompass ensuring safety,

decarbonizing processes, enhancing energy efficiency and autonomy, digital transformation, expanding

petrochemicals’ production capacity, leverage of our trading capabilities in the new Geneva desk, investing in

cleaner fuels alongside continues operational excellence.

Key strategic initiatives include:

• Strengthening safety through training, standards, and enhanced procedures.

• Advancing digital transformation across the supply chain, predictive maintenance, and process safety

systems.

• Supplying system crude and feedstocks, trading system products and expanding the trading business

through Geneva-based HELLENiQ Petroleum Trading.

• Implementing energy efficiency and autonomy projects across all refineries.

• Evaluating a new 250 ktpa Alkylate unit at the Aspropyrgos refinery (AIC), with the aim of reaching a final

investment decision in early 2027.

• Developing a standalone 150 ktpa SAF production unit.

• Developing the “Green Hub North” project (PV/BESS and direct high-voltage connection to the Thessaloniki

refinery - TIC) and “Green Hub South” project (direct PV/Wind/BESS connections to EIC/AIC).

• Advancing CCS through conversion of the SMR unit at the Elefsina refinery (EIC).

• Exploring hydrogen, recycling, and synthetic fuel opportunities, including:

◦ E-methanol and e-jet fuels using captured CO₂ and green hydrogen.

◦ E-ammonia utilizing excess electricity from Green Hub North and green hydrogen.

• Upgrading and expanding polypropylene production units, resulting in a capacity increase to 300 ktpa from

240 ktpa.

b) Marketing

Domestic Marketing

The EKO Excellence transformation program advanced through its second and third phases in 2025,

strengthening market positioning, improving profitability, expanding premium fuels and services, and progressing

toward net-zero energy through EV chargers and PV installations across the station network.

The main initiatives of the program include:

• Network rationalization and expansion.

• Increasing the market share of COMO service stations and premium products.

• Expanding the range of products and services (non-fuel retail (NFR), EV charging services, loyalty programs).

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• Implementing a "net-zero energy" solutions  at COMO stations.

• Developing tailored commercial strategies for industrial clients.

International Business

The objective is to strengthen our footprint in the Southeast European markets focusing on sustainable growth

and operational excellence.

Key priorities include:

• Maintaining a leading positions and growing market share  in Cyprus, Montenegro and the Republic of North

Macedonia.

• Expanding in Bulgaria and Serbia through targeted network growth and supply chain optimization. 

• Enhancing the range of products and services, including loyalty programs and EV charging.

• Installing photovoltaic systems across our petrol station network to achieve net zero targets .

• Improving OKTA profitability and leveraging the reactivation  of the VARDAX pipeline to reduce

transportation costs and explore potential trading opportunities in the region.

• Exploring cross-border electricity trading opportunities, particularly in Cyprus and the Republic of North

Macedonia.

• Assessing market entry into new regional markets.

• Advancing retail digitalization to enhance customer experience and optimize operating costs.

c) Power

1. Renewable Energy Sources (RES)

The Group aims to secure a leading regional position in the renewables market through:

• Developing a 1.5 GW portfolio of operational capacity by 2028, and 2 GW by 2030 across of PV, wind and

battery storage projects.

• Commercializing renewable assets and exploring vertical integration in the Southeast Europe.

• Advancing offshore wind development.

The Group has established a strong position in Greece and selected international markets, with a development

pipeline of approximately 6 GW in Greece, Cyprus, Romania and Bulgaria. Operating capacity reached 506 MW in

2025, with an additional 1 GW of projects under construction or in advanced development stages.

2. Enerwave

HELLENiQ ENERGY aims to build a best-in-class power business, leveraging synergies across refining, marketing,

renewable energy and e-mobility businesses.

Aligned with this strategy, the Group completed the acquisition of the former ELPEDISON and introduced its new

corporate identity, Enerwave, marking a major milestone in its transformation.

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Strategic priorities include:

• Growing and improving the commercial business performance.

• Integrating generation assets, including refinery demand response, to enhance margins.

• Delivering the upgrade of the Thisvi plant by 2027.

• Optimizing gas sourcing through captive demand.

• Strengthening energy trading capabilities.

• Driving operational excellence.

• Enhancing energy management in coordination with the RES portfolio.

d) Exploration & Production

The Group is well positioned to benefit from potential upstream discoveries in partnership with Chevron and

ExxonMobil.

• Performing seismic acquisitions in four newly awarded offshore blocks with Chevron.

• Finalizing the exploration drilling decision for Block 2 with ExxonMobil.

• Reaching drill-or-drop decisions for Southwest Crete and Block 10, and evaluating commencement of a

second exploration phase for West Crete block.

e) E-mobility

The Group continues to expand its presence in the EV charging market in Greece and internationally. Growth

initiatives focus on enhancing customer e-mobility solutions, expanding the DC fast-charging infrastructure at

fuel stations and key locations, and developing AC charging networks across public, semi-public, and private sites.

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f) Digital Transformation

HELLENiQ ENERGY's Digital Transformation Program, an essential component of the Group's strategy, is

progressing successfully, by upgrading the way our people work, supporting performance improvement initiatives

and expanding its footprint in new areas of business activity.

So far, more than 180 digital initiatives have been initiated or completed across the organization, involving over

2,000 people in various working groups and utilizing more than 5,000 hours of specialized training.

Additionally, it brings substantial benefits in safety and risk management efficiency, helps reduce the

environmental footprint, and promotes a culture of innovation.

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The multi-year action plan consists of a multitude of initiatives with substantial investment in technology-

based projects across 5 pillars:

1. Digital Refinery, with the objective of evolving into a modern, collaborative, interconnected refinery.

2. Digital Retail, with the objective of delivering the service stations of the future, offering enhanced digital

experiences, more information and improved services to partners and corporate customers.

3. Digital Enterprise Operations, aiming at more efficient operations through automation and more effective

decisions by utilizing a wide range of data.

4. Digital Core, aiming at the modernization of the central enterprise resource management (ERP) system by

leveraging the latest technological advancements.

5. Productivity CoE & AI, aiming to scale digital productivity and accelerate AI and GenAI adoption across the

Group to improve collaboration, efficiency and decision‑making.

The Digital Transformation program was launched six years ago, with a cumulative investment amounting to €75

million, and has yielded substantial financial returns. Cumulative benefits have already exceeded €150 million and

are expected to reach €200 million by the end of 2027. Additionally, the estimated annual benefit is estimated

that it has exceeded €50 million and projected to reach €70 million by the end of 2028. 

In 2026, a new wave of initiatives and projects is planned, within which the integration and expansion of artificial

intelligence technologies have already been initiated and are being further developed. These initiatives aim to

further accelerate the Group’s Digital Transformation. These efforts are expected to strengthen safety and

competitiveness, support the adoption of best practices, streamline and standardize operations, improve the

employee work experience, and enhance collaboration with customers and partners.

¹ IMF, Word Economic Outlook, January 2026

² ECB, “Eurosystem Macroeconomic Projections”, December 2025

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A.4 Operating Environment

a) Economy

a.1) Global Economy 1,2

In the year 2025, the global economic environment experienced an expansion, driven by the combination of

moderating inflationary pressures and declining energy prices, accommodative monetary policies,

substantial investments in technology and AI, as well as robust fiscal expenditures in major economies. It is

estimated that the global economy grew by 3.3% in 2025. Looking forward to2026, it is anticipated that the

persistence of the aforementioned growth drivers, coupled with the diminishing impact of restrictive trade

policies, will support an annual economic growth rate of 3.3%.

In the advanced economies, Gross Domestic Product (GDP) is projected to have experienced an increase of 1.7% in

2025, following a 1.8% growth in 2024. In the emerging market and developing economies, the GDP is expected to

have grown by 4.4% in 2025, consistent with the 4.3% growth recorded in 2024. Projections for 2026 indicate

that economic growth will remain robust, with advanced economies and emerging market and developing

economies anticipated to achieve growth rates of 1.7% and 4.4% respectively.

In the Euro Area, economic growth experienced moderate acceleration during 2025, with an estimated GDP

increase of 1.4%, compared to the 0.9% growth rate recorded in 2024. The Euro Area economy has remained

generally subdued due the lingering effects of the post-Ukraine energy shock, which continued to weigh on

manufacturing activity, while the appreciation of the Euro relative to other currencies has affected export

competitiveness.

The European Central Bank (ECB) implemented four reductions to benchmark deposit rates during 2025, resulting

in a cumulative decrease of 100 basis points, with the objective of stimulating economic activity. Economic growth

in the Euro Area for 2026 is projected to reach 1.2%, supported by a combination of internal and external factors.

Domestic demand is expected to strengthen, underpinned by rising real wages and improved financing conditions

attributable to policy rate cuts initiated since 2024. Additionally, increased fiscal expenditures on infrastructure

and defense are anticipated to further bolster growth. On the external front, despite persistent structural

challenges, exports are expected to recover as uncertainties surrounding trade policy recede.

In the US, economic expansion was primarily driven by an increase in in technology-related investments,

accommodative financial conditions and resilient private sector demand. The estimated economic growth for

2025 in the US is projected at 2.1%, with projections indicating an acceleration to 2.4% in 2026, supported by

fiscal measures and a lower policy interest rate. Furthermore, the adverse effects of elevated trade barriers are

expected to fade gradually, as bilateral tariffs are scheduled to be reduced until November 2026. At the same

time, inflation pressures moderated during 2025; however, inflation remained relatively persistent due to

pass‑through effects of tariffs and ongoing cost‑of‑living challenges. The inflation target of 2% is expected to be

gradually reached within 2027. 

In relation to emerging market economies, economic growth is expected to remain slightly above 4% in both 2026

and 2027, broadly stable compared with recent years, with China and India exhibiting even higher growth rates

during this period.

³ Bank of Greece, Monetary Policy, Interim Report 2025, December 2025

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Statements of BoD members	Board of Directors' Report	Full Year Financial Statements	Auditors' Report

a.2) Greek Economy 3

In 2025, the Greek economy is estimated by the Bank of Greece to have grown by 2.1%, broadly in line with its

2024 performance, despite heightened international uncertainty. Economic expansion was primarily driven by

private consumption, net exports, and investment. Private consumption benefited from favorable labor market

conditions, while net exports were supported mainly by strong services exports and reduced imports. Investment

also made a positive contribution, particularly in productive equipment and construction. Greece’s strong fiscal

performance continued into 2025, with Bank of Greece estimates pointing to a further decline in general

government debt as a share of GDP.

According to the Bank of Greece, solid economic growth, combined with fiscal overperformance and a marked

reduction in the debt-to-GDP ratio, has resulted in significant upgrades to Greece’s sovereign credit ratings. The

most recent upgrade was Fitch Ratings’ assignment of a ‘BBB’ rating in November 2025. Consequently,

international demand for Greek government bonds has strengthened and funding spreads between Greece and

its European peers have narrowed to pre-crisis levels.

The Bank of Greece projects economic growth to remain robust at 2.1% in both 2026 and 2027, before easing

slightly to 2.0% in 2028. Consumption is expected to remain the main growth driver, while investment, supported

by Recovery and Resilience Facility (RRF) funds, and exports are also projected to contribute positively. Inflation is

forecast to remain elevated in 2025 at 2.8%, largely reflecting anticipated increases in wages and rents, before

moderating to 2.1% in 2026 and 2.2% in 2027, closer to the European Central Bank’s target. On the fiscal front, the

general government primary surplus is expected to rise to 2.8% of GDP in 2026, while public debt is projected to

stabilize at 138.2% of GDP.

Regarding energy consumption, preliminary official data indicates that domestic fuel demand in 2025 amounted

to 6.9m MT, a 2.2% y-o-y increase. Demand for automotive fuels witnessed an increase of 1.5% (1.7% increase for

diesel and 1.2% increase for gasoline), while aviation fuels consumption increased by 5.9% y-o-y.

⁴ OPEC “Monthly Oil Market Report”, December 2025 / January 2026

⁵IEA, “Oil Market Report”, January 2026

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HELLENiQ ENERGY

Statements of BoD members	Board of Directors' Report	Full Year Financial Statements	Auditors' Report

b) Industry Environment

b.1) Industry Environment Developments 4,5

According to estimates by the Organization of the Petroleum Exporting Countries (OPEC), global oil demand is

anticipated to have increased by an average of 1.6 mbpd in 2025 to 105.1 million barrels per day (mbpd). In 2026,

demand is projected to rise further by 1.4 mbpd to 106.5 mbpd, driven by stronger demand for transportation

fuels (gasoline, diesel, jet/kerosene), continued economic expansion, and ongoing industrial and infrastructure

development in non-OECD economies. Additional support is expected from rising feedstock demand in the

petrochemical and chemical industries.

Across regions, oil demand in OECD countries is expected to grow by 0.15 mbpd in 2026, while demand growth in

non-OECD regions, including Asia, Middle East, Africa, India and China, is anticipated to reach 1.2 mbpd. In Europe,

oil demand is expected to exhibit a marginal decrease in 2025 compared to 2024, reflecting subdued private

consumption, manufacturing, and construction activity.

Since early 2025, OPEC+ has begun reversing a substantial portion of its voluntary production cuts, resulting in a

more sufficiently supplied global market. According to IEA estimates, global oil supply increased by approximately

3 mbpd in 2025 to around 106.2 mbpd. For 2026, supply is expected to rise by a further 2.5 mbpd, lifting total

production to 108.7 mbpd, with non-OPEC+ countries accounting for 1.8 mbpd and 1.3 mbpd of the supply growth

in 2025 and 2026, respectively.

Crude oil prices declined in 2025, with Brent crude averaging $69.0/bbl, down 14.7% y-o-y, as global supply

outpaced demand. Expectations of market oversupply prospects outweighed the impact of sanctions, geopolitical

tensions, and elevated risk premiums, alongside record levels of strategic stockpiling by China. During the first half

of 2025, crude oil prices weakened amid concerns that escalating trade tariffs among major economies could

dampen economic activity and reduce global demand. In the second half of the year, announcements by OPEC+

regarding the gradual unwinding of production cuts, reinforced expectations of an oversupplied market, exerting

additional downward pressure on prices.

Regarding crude oil differentials, the average spread between Brent and West Texas Intermediate (WTI) narrowed

slightly to $4.2/bbl in 2025, compared with 2024.

28
HELLENiQ ENERGY

Statements of BoD members	Board of Directors' Report	Full Year Financial Statements	Auditors' Report

⁶ Refinitiv

29
HELLENiQ ENERGY

Statements of BoD members	Board of Directors' Report	Full Year Financial Statements	Auditors' Report

Refining Margins and Oil Products’ Cracks ($/bbl) 6

During 2025, the global refining environment benefited from tighter supply-demand balances, driven by robust

growth in oil product demand and ongoing supply disruptions, which led to an improvement in benchmark

refining margins. These factors became more pronounced toward year-end, as US and EU sanctions on Russian

companies and imports of Russian diesel coincided with elevated refinery maintenance activity, unplanned

refinery outages, and low product inventories.

The benchmark refining margins for the Med refineries increased y-o-y, as supply-demand balances have been

tighter throughout the year.  According to LSEG, the FCC (Fluid Catalytic Cracking) benchmark margin averaged

$6.5/bbl in 2025 vs $3.8/bbl in 2024, whereas the Hydroskimming benchmark margin averaged $1.4/bbl in 2025

vs $-0.6/bbl in the respective period of last year.

In relation to product crack spreads, the diesel and gasoline crack spreads increased during 2025. By contrast, the

fuel oil and naphtha crack spreads decreased slightly throughout the same period. Specifically, the diesel crack

spread averaged $21.8/bbl in 2025 compared to $19.0/bbl in 2024, whereas the gasoline crack spread averaged

$14.6/bbl in 2025 vs $14.2/bbl in 2024. The high sulfur fuel oil (HSFO) crack spread averaged $-6.3/bbl during

2025 compared with $-10.6/bbl during 2024 and the naphtha crack spread averaged $-8.9/bbl vs $-10.8/bbl in

2024.

(Benchmark margins are expressed in $ per barrel)

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HELLENiQ ENERGY

Statements of BoD members	Board of Directors' Report	Full Year Financial Statements	Auditors' Report

⁷ Bloomberg, EUA prices, January 2026

⁸ Electricity prices are based on the Day Ahead Market, Market Clearing Price, Energy Exchange Group, January 2026

31
HELLENiQ ENERGY

Statements of BoD members	Board of Directors' Report	Full Year Financial Statements	Auditors' Report

Natural Gas, electricity and EUA prices 7,8

During 2025, natural gas and electricity prices exhibited notable volatility. Specifically, the TTF Natural Gas price

averaged €36.4/MWh during 2025, a 5% y-o-y increase, primarily driven by reduced Russian gas flows through

Ukraine, alongside diminished levels of European inventories and stronger demand, driven by weather conditions,

increased energy needs and higher EUA prices leading to increased demand for natural gas. With regards to

electricity prices, the Day-Ahead Market Clearing Price in Greece averaged €103.8/MWh in FY25, +2.5% y-o-y.

Similarly, the EUA price experienced a 13% increase, averaging €74.2/T in 2025, compared to €65.5/T in the

corresponding period of the prior year.

32
HELLENiQ ENERGY

Statements of BoD members	Board of Directors' Report	Full Year Financial Statements	Auditors' Report

33
HELLENiQ ENERGY

Statements of BoD members	Board of Directors' Report	Full Year Financial Statements	Auditors' Report

Exchange rate €/$

In 2025, the EUR / USD rate strengthened significantly, rising from a low of 1.03 in January to close the year at

1.17, averaging $1.13. The movement was primarily driven by a) diverging monetary policy paths in the second half

of the year, as the US Federal Reserve adopted a more accommodative stance compared with the European

Central Bank’s relatively neutral policy position, b) heightened trade tensions, including the introduction of tariffs,

which weighed on investor sentiment towards the USD and c) improved confidence in the underlying economic

fundamentals of the Eurozone.

34
HELLENiQ ENERGY

Statements of BoD members	Board of Directors' Report	Full Year Financial Statements	Auditors' Report

b.2) Key Business Developments

The key business developments were as follows:

• On April 11, 2025, HELLENiQ ENERGY Holdings S.A. signed an agreement to acquire 50% of the share capital

of Elpedison B.V., which holds 100% of Enerwave S.A. (formerly ELPEDISON). The acquisition was completed

on July 15, 2025, at a final consideration of €164 million, plus an amount of €19 million due to  an increase in

cash reserves, resulting from differences in specific balance sheet items.

• On August 7, 2025, HELLENiQ RENEWABLES ROMANIA S.R.L. completed the acquisition of ANSTHALL

GREEN ENERGY S.R.L. from OX2 HOLDING NEW MARKETS AB. The company owns a ready-to-build wind

project in the Galati region of Eastern Romania, with a licensed capacity of 96 MW. At the same time, it 

signed a binding agreement to acquire HELIOS & WIND ENERGY S.R.L., which owns another ready‑to‑build

wind project in the Vaslui region, with a licensed capacity of 186 MW and the option to install a battery

energy storage system of 186 MW / 186 MWh. Concurrently, HELLENiQ RENEWABLES BULGARIA EOOD

completed the acquisition of AGRO NV PROPERTIES EOOD from ELEMENT POWER GROUP EOOD. This

company owns a ready‑to‑build photovoltaic project in the Haskovo region of Southern Bulgaria, with a

capacity of 123 MWp, and the option to add a battery energy storage system of 90 MW / 180 MWh.

• In the Hydrocarbon Exploration and Production sector, the main business developments concerned: a) the

participation of HELLENiQ ENERGY Holdings S.A., together with Chevron, in the Call of Tenders issued by

the Ministry of Environment and Energy for hydrocarbon exploration and production in four offshore areas

south of the Peloponnese and south of Crete (announcement dated September 10, 2025); and b) the

signing, on November 6, 2025, of a Farm‑In Agreement between HELLENiQ ENERGY Holdings S.A.,

ExxonMobil, and Energean, for the participation of ExxonMobil in the concession of Block 2, in the

northwestern Ionian Sea.

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HELLENiQ ENERGY

Statements of BoD members	Board of Directors' Report	Full Year Financial Statements	Auditors' Report

b.3) Significant Events after the end of the Reporting Period

Other than the events disclosed in note 31 of the financial statements, no significant events occurred after the end

of the date of submission of this report.

On 16 February 2026, HELLENiQ ENERGY Holdings, in partnership with Chevron, signed Lease Agreements with

the Hellenic Republic concerning the exploration of four offshore blocks located south of Crete and the

Peloponnese. The consortium, in which Chevron holds a 70% interest (operator) and HELLENiQ ENERGY Holdings

holds a 30% interest, was selected following an international tender process launched by the Greek State in 2025.

The four offshore blocks - South Crete 1, South Crete 2, South of Peloponnese, and Block A2 - cover a total area of

approximately 47,000 square kilometers.

c) Geopolitical Events

Geopolitical tensions persisted throughout the year 2025, predominantly centered on the protracted conflict

between Russia and Ukraine, as well as various hostilities in the Middle East, notably including a twelve-day

conflict between Israel and Iran during June 2025, in addition to escalating tensions between the United States

(US) and Venezuela. The US and the European Union imposed new sanctions on Russia, with European authorities

affirming their commitment to reducing energy dependence on Russia. Consequently, heightened uncertainty in

international trade and increased instability have resulted in significant disruptions to critical trade routes,

adversely affecting the stability of global supply chains. Moreover, a visible shift toward trade protectionism

through the introduction of new tariffs and regulatory restrictions has altered the global trade landscape,

rendering it increasingly fragmented, albeit with continued expansion in certain sectors. The Group diligently

monitors these developments and adjusts its operations in accordance with prevailing conditions.

⁹ The selected alternative performance indicators are listed in Chapter A.5 c

36
HELLENiQ ENERGY

Statements of BoD members	Board of Directors' Report	Full Year Financial Statements	Auditors' Report

A.5 Group Business Review

a) Financial Highlights 9

The main operational and financial Group indicators for 2025 are presented below:

Operational Data	2025	2024
Refinery sales volume (in million metric tons)	15.6	16.3
Marketing sales volume (in million metric tons)	6.3	6.0
Refinery production (in million metric tons)	15.0	15.4
Group employees	4,192	3,734

Financial Data (in million €)	2025	2024
Net sales	11,615	12,768
Reported EBITDA9	736	811
Inventory effect – Loss (gain)9	329	128
Other special items9	67	88
Adjusted EBITDA9	1,132	1,026
Reported net income9	173	60
Adjusted net income9	503	401

The Group's operating profitability (Adjusted EBITDA) came in at €1,132 million (2024: €1,026 million).

In FY25, refining production and sales volume amounted to 15.0 million MT and 15.6 million MT respectively. The

favorable refining environment, coupled with the improved operational performance of the refineries, as well as

the contribution of HELLENiQ Petroleum Trading in exploiting opportunities in crude oil procurement, as well as in

product exports, outweighed the slightly lower production due to the general shutdown of the Elefsina refinery.

FY25 adjusted EBITDA from Refining, Supply & Trading came in at €891 million compared to €795 million in

FY24. The contribution from both Domestic and International Marketing, as well as the Power business, was

particularly improved, with Enerwave being consolidated in Group results from 15 July 2025.

Adjusted net income (as defined in chapter A.5 c) amounted to €503 million compared to €401 million in the prior

year, primarily due to lower net financial expenses. Inventory valuation losses (€329 million) due to crude and oil

product price decrease, led Reported EBITDA to €736 million, while Reported net income came in at €173 million. 

Total investments amounted to €757 million, primarily directed to refineries’ maintenance, expansion in RES and

the Enerwave acquisition.

Balance Sheet / Cash Flow (in million €)	31.12.2025	31.12.2024
Total Assets	8,567	7,754
Total Equity	2,728	2,762
Capital Employed9	4,867	4,554
Net Debt9	2,139	1,792
Net Cash Flows (operating & investing cash flows)	180	295
Capital Investments (Cash Flow)	757	434
Gearing ratio – Net Debt / Capital Employed	44%	39%

37
HELLENiQ ENERGY

Statements of BoD members	Board of Directors' Report	Full Year Financial Statements	Auditors' Report

b) Review per Segment – Performance and Financial Position

The main activities of the Group cover a wide range of the energy sector, making the HELLENiQ ENERGY Group

one of the leading energy groups in Southeast Europe.

Key points per activity are summarized below:

b.1) Refining, Supply and Trading

The Refining, Supply and Trading segment serves as the core business and principal source of revenue and

profitability for the Group.

The activities of the subsidiary HELLENiQ PETROLEUM S.A. focus on Greece where it operates the Group's three

refineries, located in Aspropyrgos, Elefsina, and Thessaloniki. These refineries collectively contribute to

approximately 63% of the country’s total refining capacity. The three refineries possess a combined storage

capacity of 6.9 million m³ for crude oil and petroleum products.

The refineries have distinctive technical characteristics, which are summarized in the table below. These

characteristics play a significant role in determining the financial performance and profitability of each refinery.

Refinery	Daily Refining Capacity (Kbpd)	Annual Refining Capacity (mil. MT)	Configuration Type	Nelson Complexity Index
Aspropyrgos	146	7.6	Cracking (FCC)	9.7
Elefsina	106	5.3	Hydrocracking	12.0
Thessaloniki	90	4.5	Hydroskimming	5.8

In 2025, the international refining environment remained subject to significant volatility. Crude oil demand and

production were influenced by factors such as the ongoing conflict in Ukraine, European Union sanctions on

Russia, geopolitical developments in the Middle East, policy decisions by oil-producing countries regarding supply,

and the increase in global refining capacity resulting from new refineries becoming operational.

The Brent oil price has shown significant fluctuations throughout the year, ranging from $63 to $79 per barrel on a

monthly average basis. December recorded the lowest average price of the year, at $63 per barrel.

Natural gas prices exhibited a slight decline from February onwards, reaching their lowest point of the year in

December 2025.

Electricity prices experienced a significant decline after February, with this downward movement persisting

throughout the third quarter. In the final quarter, a notable increase in prices was observed; however, the price

levels remained below those recorded during the first two months of the year.

Total production in 2025 reached 15.0 million MT from 15.4 million MT in 2024, due to the general shutdown of

the Elefsina refinery in the second quarter of the year. Excluding the maintenance of the Elefsina Refinery, the

availability of the Refineries reached high levels.

Domestic market sales increased by 3.8%, aviation fuel sales rose by 1.8%, and bunker fuel sales grew by 2.2%.

Conversely, export volumes decreased by 10.2%, attributable to lower production levels and increased sales in the

aforementioned channels of trade. In 2025, total sales amounted to 15.6 million MT, reflecting a decline of 0.7

million MT from the previous year.

Regarding the refineries’ product mix, the yield of middle distillates (jet fuel, gasoil, and diesel) has increased to

52.4%, while gasoline accounted for 22%. As a result of optimized and efficient refinery operations, white

products comprised 87% of total output. The fuel oil yield has been effectively restricted to 8%. 

38
HELLENiQ ENERGY

Statements of BoD members	Board of Directors' Report	Full Year Financial Statements	Auditors' Report

Crude Oil Supply

Since mid-2025, HELLENiQ Petroleum Trading, a Geneva-based subsidiary of the Group, has been managing

crude oil procurement. Supply requirements are fulfilled through a combination of term contracts and spot

purchases. Following Russia's invasion of Ukraine and subsequent European Union sanctions, the Group

discontinued Russian crude oil imports as of February 2022, pivoting to alternative grades sourced from the wider

surrounding region, as well as North Europe, Africa, Latin America, and the Middle East.

In 2025, the primary sources of crude supply were Kazakhstan, Iraq, Libya, Saudi Arabia, Norway and Egypt, which

collectively accounted for over 90% of the total crude oil supplies.

The percentage of intra-refinery transfers of intermediate products and raw materials reached 15% of the total

refining consumption, significantly contributing to the optimization of production, logistics and trading

operations.

Refinery Sales (Wholesale Trading)

HELLENiQ PETROLEUM S.A. is responsible for the distribution of fuels to domestic, marine, and aviation markets,

as well as supplying the Group’s international subsidiaries. The surplus production, representing approximately

50–60%, is exported via HELLENiQ Petroleum Trading, based in Geneva. All refined products of the Group comply

with the European standards (Euro VI).

Financial results and operational indicators:

Financial Results (in million €)	2025	2024
Sales	9,584	11,348
Adjusted EBITDA10	891	795
Operational indicators
Sales Volume (000s MT)	15,617	16,286
HELPE system benchmark refining margin (Year Average)	$7.5/bbl	$5.3/bbl

Key points for Refining, Supply and Trading in 2025:

• Benchmark refining margins declined in the first half of the year but rose substantially in the second half,

relative to 2024. The average benchmark refining margin for 2025 increased by $2.2/bbl y-o-y.

• Systematic optimization of the processed crude mix, with zero Russian grades imports.

• Successful completion of the planned maintenance shutdown of Elefsina refinery.

• Uninterrupted, optimized and in accordance with the plan operation of all refineries.

39
HELLENiQ ENERGY

Statements of BoD members	Board of Directors' Report	Full Year Financial Statements	Auditors' Report

b.2) Petrochemicals

Petrochemicals activities comprise the production and marketing of polypropylene, BOPP/Cast film and solvents,

along with the trade of chemicals. Based on its financial contribution, the propylene - polypropylene – BOPP/Cast

value chain represents the main activity for petrochemicals. The polypropylene production plant in Thessaloniki

primarily sources propylene from the Aspropyrgos refinery. A portion of the polypropylene output is utilized as a

raw material in DIAXON (BOPP and Cast film) plant in Komotini.

Approximately 65% of the petrochemicals’ sales volumes are directed towards the markets of Italy, the Balkans,

the Iberian Peninsula, Central Europe and Turkey, for use as raw materials in local manufacturing.

Financial Data and key operational indicators:

Financial Results (in million €)	2025	2024
Sales	284	300
Adjusted EBITDA10	18	54
Operational indicators
Sales Volume (000s MT)	279	262
PP  benchmark  margin (€/tn)	154	333

Key points for Petrochemicals in 2025:

• The global petrochemical industry continued to face a challenging environment throughout 2025.

Production overcapacity in Asia, persistently subdued global demand, as well as higher energy and

production costs experienced by European manufacturers, collectively underscore the adverse

circumstances confronting the sector.

• Polypropylene production reached 252 KT, while propylene production from the Aspropyrgos refinery

amounted to 192 KT. The substantial integration between various units contributed to the profitability of the

petrochemicals business, despite the unfavorable international margins and adverse conditions.

• In this highly competitive and volatile environment, Petrochemicals' Adjusted EBITDA amounted to €18

million.

40
HELLENiQ ENERGY

Statements of BoD members	Board of Directors' Report	Full Year Financial Statements	Auditors' Report

b.3) Marketing

Fuels Marketing is divided into Domestic activities, which are carried out through the Greek subsidiary EKO ABEE,

and International activities.

Domestic Marketing

In Greece, the Group, through its subsidiary EKO ABEE, engages in the distribution and marketing of fuels under

the commercial brands EKO and BP, supplying 1,557 service stations, of which 237 are company operated.

EKO ABEE possesses the most comprehensive fuel supply network, comprising 16 storage and distribution

facilities, 23 aircraft refueling stations at major airports, 2 liquefied petroleum gas bottling plants, and one

lubricants production and packaging unit.

The domestic fuel market in 2025 exhibited expansion, primarily attributed to improved economic activity and

stronger tourism, as well as a marked rise in new vehicle registrations. Total gasoline consumption increased by

1.3%, while diesel consumption recorded an increase of 1.7%. Furthermore, total consumption of heating oil rose

by 9.0%. The aviation fuel market strengthened due to higher tourist traffic, resulting in an increase in

consumption by 5.9% compared to 2024. Moreover, the aggregate market for marine fuels demonstrated a

modest growth of 0.7%.

The market share of the EKO and BP brands experienced a notable increase in 2025 across all product categories,

with particularly strong performance in premium fuels. Furthermore, the leading position held by EKO in both

Aviation and Marine fuels was successfully sustained.

The Group extended its agreement with bp plc for the exclusive use of bp’s commercial brands for ground fuels in

Greece until the end of 2035.

International Marketing

The Group operates internationally through its subsidiaries located in Cyprus, Bulgaria, Serbia, Montenegro, and

the Republic of North Macedonia. As of 2025, the international network comprised 336 fuel stations (329 in

2024). This includes 29 stations operating under the brand name OKTA, a subsidiary of the Group in the Republic

of North Macedonia. In Cyprus and Montenegro, the local subsidiaries maintain leading positions in both retail and

wholesale markets. OKTA serves as the leading importer of fuels in the Republic of North Macedonia and holds a

substantial market share in the wholesale market of Kosovo. In contrast, the subsidiaries in Bulgaria and Serbia

possess relatively smaller market shares and primarily focus their activities on the retail sector.

Financial results and operational indicators:

Financial Results (in million €)	2025	2024
Sales	4,935	5,130
Adjusted EBITDA10	160	124
Operational Indicators
Sales Volume (000s MT) - Total	6,346	6,028
Sales Volume (000s MT) - Greece	4,288	4,036
Fuel stations - Greece	1,557	1,583
Fuel stations - International	336	329

41
HELLENiQ ENERGY

Statements of BoD members	Board of Directors' Report	Full Year Financial Statements	Auditors' Report

Key points for the Domestic Marketing activities in 2025:

• Notable expansion in the market shares of gasoline, auto diesel and heating gasoil.

• Substantial increase in both the market shares and penetration of differentiated auto fuels (98 & 100 octane

gasoline, premium auto diesel).

• The company maintained a leading position in aviation and marine fuels.

• All key performance indicators (market shares, sales, profitability) exhibited growth within the company-

operated fuel station network due to increased productivity, with sales growth rates surpassing the

corresponding rates observed in the broader market.

• Significant growth in non-fuel sales of products and services (NFR), with substantial contribution in

profitability.

• Continuous development and enrichment of EKO Smile and BPme loyalty programs with customer-centric

and competitive offerings and services.

• Continuous strengthening and upgrading of the EKO and BP brands through new sponsorships.

Key points for the International Marketing activities in 2025:

• Profitability in 2025 improved compared to 2024, primarily driven by favorable market conditions that

positively contributed to unit margins. Furthermore, the expansion of our network and the revamping of the

stations’ image, enhanced fuel demand in the retail segment. However, this was partially offset by increased

operational expenses linked to inflationary pressures.

• In Cyprus, the retail segment's strong performance in both sales volume and unit margins contributed to

increased profitability, further supported by strong performance from the Commercial & Industrial (C&I)

segment, despite a notable rise in operating expenses. In 2025, EKO Energy Cyprus Ltd successfully entered

the energy market. Furthermore, the photovoltaic (PV) installation at the Vassiliko terminal was completed

and is fully operational.

• In Montenegro, profitability exceeded 2024 levels, primarily driven by growth in non-fuel revenue, increased

demand for fuel products across retail, aviation, and bunkering segments, as well as an improved unit

margin in the retail sector. This improvement was achieved despite higher operational expenses, which were

largely attributable to greater transaction volumes.

• In the Republic of North Macedonia, profitability improved relative to 2024 due to higher unit margins and

the commissioning of the 12 MW photovoltaic park at the end of 2024.

• In Bulgaria, profitability increased relative to 2024, primarily driven by higher retail unit margins and

volumes resulting from local market dynamics. This improvement was further supported by growth in non-

fuel revenue, despite an increase in operational expenses.

• Serbia experienced enhanced profitability in comparison to 2024, primarily because of higher retail unit

margins and increased sales volumes, with non-fuel revenue contributing to this growth. This improvement

was achieved notwithstanding an increase in operational expenses, which rose in accordance with labor

market trends.

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HELLENiQ ENERGY

Statements of BoD members	Board of Directors' Report	Full Year Financial Statements	Auditors' Report

b.4) Power

b.4.1) Renewable Energy Sources (R.E.S.)

HELLENiQ Renewables Single Member S.A. (HELLENiQ Renewables), established in 2006, operates as a wholly

owned subsidiary of HELLENiQ ENERGY. The company plans to develop a substantial renewable assets portfolio

in the forthcoming years, with the objective of achieving >2 GW of operating capacity by 2030. This strategic

expansion is expected to contribute to the enhanced geographical diversification of HELLENiQ ENERGY’s

renewables portfolio across Greece, Cyprus, Romania, and Bulgaria, while facilitating the Group's entry into

additional markets and supporting the mitigation of environmental impact by offsetting greenhouse gas

emissions.

HELLENiQ RENEWABLES' total installed capacity as of the end of 2025 amounted to 494 MW, including 354 MW

of photovoltaic parks (PVs) and 99 MW of wind farms in Greece, as well as 41 MW of PVs in Cyprus. Furthermore,

approximately 6 GW projects, mainly PVs, wind farms and energy storage projects, are currently in various stages

of development.

Financial results and operational indicators:

Financial Results (in million €)	2025	2024
Sales	64	60
Adjusted EBITDA10	45	46
Operational Indicators
Volume Generated (GWh)	762	695
Installed Capacity (MW)	494	494

Key points for RES in 2025:

• The operating portfolio at the end of 2025 amounted to 494 MW and generated approximately 762 GWh in

2025, delivering an annual emissions‑avoidance benefit of more than 255,000 tons of CO₂.

• Greece: In 2024 and 2025, the Company participated in the first Competitive Bidding Procedures organized

by RAAEY for storage projects, securing support for 5 BESS units (150 MW / 400 MWh). In November 2024,

HELLENiQ Renewables was granted the first RAAEY License of Ownership and Direct Line Management,

authorizing the electrical interconnection of a PV plant integrated with a BESS to the facilities of the

Thessaloniki refinery, with the aim of supplying the refinery with green energy. Furthermore, the

commencement of construction for a 200 MW photovoltaic plant in the Alexandroupolis region is scheduled

for 1Q26, with commercial operations anticipated to commence by the end of 2027.

• In June 2025, the acquisition of ABO Energy Hellas was completed, adding a 1.5 GW portfolio and a RES

development platform.

• Romania : In 2025, the implementation of the binding agreement concerning four PV parks with a total

capacity of 211 MW, continued. In June 2025, an agreement was signed for the acquisition of a 186 MW wind

farm (with BESS capability of 186 MW/186 MWh) in Vaslui, eastern Romania. In addition, in July 2025, the

acquisition of a 96 MW wind farm in Galati was completed, with commercial operations expected to

commence during 4Q27.

• Bulgaria: In July 2025, the acquisition of a ready‑to‑build 123 MW PV park, including BESS capability (90

MW/180 MWh), was completed.

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HELLENiQ ENERGY

Statements of BoD members	Board of Directors' Report	Full Year Financial Statements	Auditors' Report

b.4.2) Enerwave

The Group operates across the electricity and natural gas value chain, encompassing power generation, wholesale

trading and retail supply of electricity, as well as the trading and supply of natural gas.

As part of strengthening its market position, the Group completed the transaction with Edison International

Shareholdings S.p.A., originally signed in December 2024, which resulted in the acquisition of 100% of

ELPEDISON S.A. on 15 July 2025. Following the completion of the acquisition and within the framework of the

Group’s corporate reorganisation, ELPEDISON was rebranded during 2025 as Enerwave, marking a new phase for

the Group’s electricity and natural gas activities.

Enerwave is currently one of the largest independent power producers in Greece, with total installed capacity of

851.6 MW from natural gas-fired combined cycle units (a 430 MW plant in Thessaloniki, in operation since 2005,

and a 421.6 MW plant in Thisvi, Boeotia, in operation since 2010). The company is active in electricity markets in

Greece and Southeast Europe through renewable asset aggregation, power trading and the trading of other

exchange-traded products. At the same time, it has a strong presence in the natural gas market in Greece and

across Europe through portfolio management and gas trading activities.

Enerwave is among the most reliable suppliers of electricity and natural gas in Greece and has expanded its retail

energy offering by promoting energy efficiency solutions through its retail network. In parallel, it has launched

activities for the provision of large-scale Energy Efficiency Services, targeting industrial facilities, large hotel

complexes, and office building clusters.

In 2025, the energy sector in Greece and Central and Eastern Europe experienced significant developments. Both

the electricity and natural gas markets underwent major shifts, characterized by a strategic focus on diversifying

sources of natural gas supply, strengthening energy infrastructure, and increasing the penetration of renewables,

which underscored the need for greater flexibility, expanded storage, and network upgrades. Within the EU, policy

initiatives aimed at reducing dependence on Russian natural gas progressed significantly. A detailed roadmap was

established for the complete phase‑out of LNG imports by 2026 and pipeline gas imports by 2027. At the same

time, efforts to enhance energy security, stabilize energy costs, and promote industrial competitiveness were

intensified, facilitating substantial progress towards green transition. Overall, the operating environment became

increasingly dynamic and demanding, presenting both new opportunities and heightened challenges for

participants in the energy market.

Electricity Sector

Power Generation and Energy Management

Domestic electricity demand in Greece reached 50.5 TWh in 2025, down 1.2% y-o-y, mainly due to milder weather

conditions. In 2025, the share of natural gas-fired generation increased significantly, accounting for 45% of the

country’s energy mix (2024: 39%), primarily as a result of reduced lignite and hydroelectric production and

exceptionally strong electricity exports to Southeast Europe. 

Electricity Supply

In the retail electricity market, Enerwave increased its total market share to 6.3% (2024: 5.9%) amid intense

competition. The number of end customers rose by 2% to 309,000, while total sales reached 3 TWh. No major

regulatory changes occurred during 2025, with suppliers continuing to offer tariff schemes based on color-coded

pricing. Consumer preference increasingly shifted towards fixed-price (“blue”) tariffs, which recorded significant

uptake during the year.

Natural Gas

In the natural gas segment, Enerwave managed a portfolio exceeding 13 TWhg in 2025, serving the needs of its

power generation plants, retail supply activities, exports, trading operations and bilateral contracts with third

parties and industrial consumers. Market share exceeded 10%, with approximately 32,000 retail gas customers

served.

44
HELLENiQ ENERGY

Statements of BoD members	Board of Directors' Report	Full Year Financial Statements	Auditors' Report

Commercial performance benefited from increased LNG imports, which supported portfolio optimization and

contributed to greater price stability. At the same time, high withdrawals from European storage facilities and

generally ample global LNG availability enhanced market liquidity and improved supply conditions.

European-level strategic initiatives aiming at the gradual decoupling from Russian natural gas further

strengthened the region’s role in supply diversification, opening opportunities for more stable and competitive

sourcing models. However, certain challenges persisted. Weather-driven price volatility created periods of

uncertainty in wholesale markets, while rapid storage drawdowns at specific times increased supply cost

pressures. Moreover, although the long-term impact of reducing dependence on Russian gas is expected to be

positive, it introduced short-term uncertainty regarding future availability and price formation.

Other Activities

Research & innovation

Enerwave participates in the EU-funded projects HiRECORD and COREu under the Horizon Europe program, as

well as in the SUNBrewed project financed by the Innovation Fund.

Within the HiRECORD project, a pilot unit will be installed and operated at the Thisvi power plant in 2026, testing

an innovative carbon capture (CO₂) technology in an industrial environment. Under COREu, the captured CO₂ will

be compressed and temporarily stored in tanks before being transported and injected into the underground CO₂

storage reservoir in Prinos.

Finally, through the SUNBrewed project, the construction of an innovative solar thermal steam generation system

which will be subsidized at a rate of 60%. The produced steam will be supplied to an industrial brewery under a

Thermal Energy Purchase Agreement, achieving annual emissions reductions of approximately 2,192 tonnes of

CO₂.

Financial Results

Enerwave's FY25 Adjusted EBITDA increased by 27% y-o-y and amounted to €54 million. The contribution to the

HELLENiQ ENERGY Group's Adjusted EBITDA amounted to €26 million, as Enerwave is consolidated from 15 July

2025.

45
HELLENiQ ENERGY

Statements of BoD members	Board of Directors' Report	Full Year Financial Statements	Auditors' Report

b.5) Exploration and Production of Hydrocarbons

The exploration and production (E&P) business activities focus on offshore areas in Greece and are outlined

below:

• The Group, as operator (100%), holds exploration and production rights in the offshore area 'Block 10', in

Kyparissiakos Gulf. Currently, the Lease is in the 2^nd Exploration Phase, which has a duration of three (3)

years, concluding on 9 July 2026. The Lessee has already completed a 2D seismic acquisition program

(1,200 km) and processing, and a 3D seismic acquisition survey (2,420 km²) and processing. Further

geological and geophysical studies are currently in progress, including WEB AVO analysis and special re-

processing.

• The Group holds E&P rights, as Operator (100%), in the offshore area of the “Ionian” block in Western

Greece. A 2D seismic acquisition survey and processing of 1,600 km has been completed, as well as a 3D

seismic acquisition survey of an area of 1,150 km² and processing. The Lease runs the 2^nd Exploration Phase,

which has a duration of three (3) years, concluding on 9 July 2026. Further geological studies are currently in

progress, including WEB AVO analysis.

• The Group holds a 25% interest in the offshore area of "Block 2", located west of Corfu Island, through a joint

venture with Energean Hellas Ltd. (75%, operator). The Lessee has completed a 3D seismic acquisition

(2,244 km²), processing and interpretation. In 2025, the Lessor, following an application of the Lessee,

granted a 12-month extension of the first Exploration phase, until 14 March 2026. In November 2025, a

farm-in agreement was signed for the transfer of part of HELLENiQ ENERGY's and Energean's share to

ExxonMobil. Upon completion of the process and obtaining the required approvals, by the end of the first

quarter of 2026, the JV is expected to be as follows: HELLENiQ ENERGY 10%, Energean 30% (Operator), and

ExxonMobil 60%.

• The Group holds E&P rights, with a 30% interest, in two (2) offshore blocks in Crete, ‘West Crete’ and

‘Southwest Crete’, in a JV with ExxonMobil Exploration & Production Greece (Crete) B.V. (70%, Operator).

During the period November 2022 – February 2023, a 2D seismic acquisition of 12,278 km was conducted in

the two (2) Cretan lease areas. The processing of the newly acquired seismic data was completed in

December 2023 and their interpretation is ongoing for West Crete. In March 2024, the Lessee proceeded

with the acquisition of 900 km² of 3D Multiclient seismic data in the Southwest Crete Block and in April and

May 2024, the Lessee completed an extensive environmental sampling program in both Blocks. The 3D

reprocessing was completed in January 2025, and interpretation is ongoing.

• 25% participation in a consortium with Calfrac Well Services Ltd (75%) in the Sea of Thrace Concession,

North Aegean Sea, covering a total area of approximately 1,600 km².

• In the context of the international tender (FEK 2104/30.04.2025) for the award of exclusive rights for the

exploration and exploitation of hydrocarbons in the offshore areas "Block A2", "South of Peloponnese",

"South of Crete 1" and "South of Crete 2", the JV of Chevron/HELLENiQ ENERGY submitted bids for all four

areas. On October 24^th, 2025, the JV was declared as the "Selected Applicant" by the Minister of Energy. The

signing of the Lease Agreements is expected in the first quarter of 2026.

• With regards to the offshore ‘Block 1’ of the Ionian Sea, north of Corfu, the Group has submitted an offer

(100%, Operator) and awaits the decision of the Competent Authority.

46
HELLENiQ ENERGY

Statements of BoD members	Board of Directors' Report	Full Year Financial Statements	Auditors' Report

b.6) Electromobility Services

ElpeFuture, a 100% subsidiary of HELLENiQ ENERGY, operates as a Provider of Electromobility Services, as a

Charging Infrastructure Operator and as a Transaction Processing Agent.

ElpeFuture has continued its impressive growth in the fast-charging business, with a total of one hundred and

sixty (160) operational fast chargers ranging from 50 to 360 kW power (totaling 320 charging points) at fuel

stations nationwide. Alongside the ElpeFuture/EKO  Charge&Go mobile application, which offers comprehensive

services for both spontaneous and registered users, including 24/7 support for charging point operators and end

users, the company has introduced OEM branded RFID cards in collaboration with automotive dealers in Greece.

The company's primary objective is to solidify its position in the electric vehicle charging market and expand its

fast and ultra-fast charging network at petrol stations, as well as AC charging units at points of interest.

Concurrently, ElpeFuture has already implemented AC charging facilities for corporate fleets in its B2B clientele

and aims to expand its network through further partnerships.

• One hundred and sixty (160) of 50-360 kW fast chargers operate at EKO and bp fuel stations (totaling 320

charging points), at motorway fuel stations and urban-type fuel stations. Five hundred forty four (544)

charging points of 22-180 kW are located in large shopping malls and in public parking lots, as well as, in

private parking areas of the Group's infrastructure and in B2B partners.

• The licensing process for the installation of additional fast chargers at EKO and bp fuel stations for up to 360

kW and for points of interest throughout the country is ongoing.

International Electromobility Operations

As of 2025, the Group's international subsidiaries—EKO Cyprus, EKO Bulgaria, EKO Serbia, Jugopetrol in

Montenegro and OKTA in Skopje—have collectively installed a total of 45 electric vehicle (EV) charging stations at

their respective fuel stations. Of these, 37 are currently operational (101 charging points). More specifically, 17 of

these chargers were installed within the year 2025, underscoring the swift expansion of the Group's EV charging

infrastructure. These installations enhance the Group's presence in the electromobility sector and provide

essential infrastructure to support the increasing adoption of electric vehicles throughout the region. Looking

forward, the Group intends to further expand its EV charging network by 2026, with the objective of installing an

additional 28 charging stations in these markets.

47
HELLENiQ ENERGY

Statements of BoD members	Board of Directors' Report	Full Year Financial Statements	Auditors' Report

c) Selected Alternative Performance Measures

This Report includes Alternative Performance Measures (“APMs”), i.e. certain measures of historical

financial performance, financial position, or cash flows, which are not defined or specified under IFRS. The

Group considers that the APMs are relevant and reliable in assessing the Group’s financial performance and

position, however such measures are not a substitute for financial measures under IFRS and should be read

in conjunction with Group published financial statements.

c.1) Presentation and Explanation of Use of Alternative Performance Measures

Reported EBITDA

Reported EBITDA is defined as earnings/(loss) before interest, taxes, depreciation and amortization, and is

calculated by adding depreciation and amortization back to operating profit. 

Adjusted EBITDA

Adjusted EBITDA is defined as IFRS Reported EBITDA adjusted for: a) Inventory Effect (defined as the effect of the

price fluctuation of crude oil and oil product inventories on gross margin and is calculated as the difference

between cost of sales at current prices and cost of sales at cost) in the Refining, Supply & Trading segment and, b)

special items, which may include but are not limited to cost of early retirement schemes, write-downs of non-core

assets and other one-off and non-operating expenses, in line with the refining industry practice.

Adjusted EBITDA is intended to provide an approximation of the operating cash flow projection (before any Capex)

in an environment with stable oil and product prices.

ΙFRS Reported EBITDA and Adjusted EBITDA are indicators of the Group’s underlying cash flow generation

capability. The Group’s management uses the above alternative performance measures as a significant indicator

in determining the Group’s earnings performance and operational cash flow generation both for planning

purposes as well as past performance appraisal.

Adjusted Net Income

Adjusted Net Income is defined as the IFRS Reported Net Income as derived from the Group’s reported financial

statements under IFRS, adjusted for post-tax inventory effect (calculated as Inventory Effect times (1- statutory

tax rate in Greece) and other post-tax special items at the consolidated  financial statements.

Adjusted Net Income is presented in this report because it is considered by the Group and the Group’s industry as

one of the key measures of its financial performance.

Net Debt

Net Debt is calculated as total borrowings (including “current and non-current borrowings” as shown in the

statement of financial position of the Group financial statements) less “Cash & cash equivalents” and “Investment

in Equity Instruments”, as reflected in the Group’s financial statements. It is noted that finance lease obligations

are not included in the calculation.

Capital Employed

Capital Employed is calculated as “Total Equity” as shown in the statement of financial position of the relevant

financial statements plus Net Debt. 

48
HELLENiQ ENERGY

Statements of BoD members	Board of Directors' Report	Full Year Financial Statements	Auditors' Report

c.2) Reconciliation of Alternative Performance Measures to the Group’s Financial

Statements

The tables below illustrate how the selected Alternative Performance Measures (APMs) presented in this

financial report are reconciled with the most directly reconcilable line item in the financial statements for the

corresponding period.

Calculation of Reported EBITDA, Adjusted EBITDA, Adjusted Net Income
million €	2025	2024
Operating Profit/(Loss) -IFRS-	394.9	474.8
Depreciation & Amortization -IFRS-	341.2	336.1
Reported EBITDA	736.1	810.9
Inventory effect	329.4	127.7
Other special items*	66.8	87.8
Adjusted EBITDA	1,132.3	1,026.4
Profit/(loss) for the period attributable to owners of the parent -IFRS-	173.4	59.8
Taxed Inventory effect	257.1	99.9
Taxed other special items**	52.1	71.6
Special items below EBITDA***	19.9	169.8
Adjusted Net Income	502.5	401.0
Calculation of Net Debt, Capital Employed and Gearing ratio
million €	2025	2024
Borrowings LT -IFRS-	2,777.0	2,169.5
Borrowings ST -IFRS-	221.1	240.9
Cash & Cash equivalents -IFRS-	858.3	618.1
Investment in equity instruments -IFRS-	0.9	0.6
Net Debt	2,139.0	1,791.7
Equity -IFRS-	2,727.9	2,762.2
Capital Employed	4,866.9	4,553.9
Gearing ratio (Net Debt / Capital Employed)	44%	39%

* Main items include:

a) for 2025: (€2.1m) for expenses associated with early retirement schemes, (€11.6m) expenses associated with

one-off bonus to employees, (€14.3m) for litigation provisions, (€9.7m) valuation adjustments on balance sheet

items, (€16.5m) one-off expenses in refining industrial complexes, (€12.6m) for other special expenses.

b) for 2024: (€52.7m) for expenses associated with early retirement schemes, (€14.0m) expenses associated with

one-off bonus to employees, (€6.0m) for litigation provisions, (€4.7m) valuation adjustments on balance sheet

items, (€10.3m) for other special expenses.

** Includes all special items after the effect of applicable tax rate.

***Mainly included for 2025: special items from associates €18.1m. As for 2024: provision for the temporary

solidarity contribution of (€173m) -after tax-, special items from associates €2.7m.

49
HELLENiQ ENERGY

Statements of BoD members	Board of Directors' Report	Full Year Financial Statements	Auditors' Report

d) Related Party Transactions

Both the consolidated and parent company's statement of comprehensive income include proceeds, costs

and expenses  that  arise from transactions between the Group or the parent company respectively and

related parties. Such transactions are mainly comprised of sales and purchases of goods and services in the

ordinary course of business.

Transactions have been carried out with the following related parties:

a. Associates and joint ventures of the Group which are consolidated under the equity method:

• Athens Airport Fuel Pipeline Company S.A. (EAKAA)

• DEPA International Projects S.A.

• ELPEDISON S.A., up to 14.07.2025 (Note 9)

• Spata Aviation Fuel Company S.A. (SAFCO)

• D.M.E.P. HOLDCO

• VLPG Plant LTD

Group	For the period ended
	31 December 2025	31 December 2024
Sales of goods and services to related parties
Associates	256,731	278,171
Joint ventures	7,551	14,986
Total	264,282	293,157
Purchases of goods and services from related parties
Associates	292,585	351,014
Joint ventures	104,436	160,185
Total	397,021	511,199
Balances due to related parties
Associates	16,290	39,098
Joint ventures	—	17,580
Total	16,290	56,678
Balances due from related parties
Associates	24,883	41,512
Joint ventures	—	547
Total	24,883	42,059

50
HELLENiQ ENERGY

Statements of BoD members	Board of Directors' Report	Full Year Financial Statements	Auditors' Report

Following ELPEDISON B.V.'s acquisition by the Group during 2025, the former ceased to be classified as a related

party. In 2024, the Company had provided guarantees in favour of third parties and banks as security for loans

granted by them to Elpedison B.V., with an outstanding amount of €70 million as at 31 December 2024. As at 31

December 2025, no amount remains outstanding under these guarantees.

b. Government related entities which are under common control with the Group due to the shareholding

and control rights of the Hellenic State and with which the Group has material transactions:

• Hellenic Armed Forces

• Road Transport S.A.

• Public Power Corporation Hellas S.A.

• Hellenic Electricity Distribution Network Operator S.A. (HEDNO)

• Hellenic Gas Transmission System Operator

• Independent Power Transmission Operator (IPTO)

• Hellenic Energy Excahnge S.A( HEnEx)

• EnΕx Clearing House Single Member S.A. (EnExClear)

• Renewable Energy Sources Operator & Guarantees of Origin S.A.

During the year ended 31 December 2025, transactions and balances with the above government related

entities are as follows:

• Sales of goods and services amounted to €729 million (31 December 2024: €404 million)

• Purchases of goods and services amounted to €384 million  (31 December 2024: €3 million)

• Receivable balances of €86 million (31 December 2024: €34 million)

• Payable balances of €18 million (31 December 2024:  €0.1 million).

c. Key management includes directors (Executive and Non-Executive Members of the board of HELLENiQ

ENERGY Holdings S.A.) and General Managers.

The compensation paid or payable for the year ended on 31 December 2025 to the aforementioned key

management is as follows:

Group	For the period ended
	31 December 2025	31 December 2024
Employee benefits	13,961	12,213
Post-employment benefits	816	956
Total	14,777	13,169

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HELLENiQ ENERGY

Statements of BoD members	Board of Directors' Report	Full Year Financial Statements	Auditors' Report

d. The Group participates in the following jointly controlled operations with other third parties relating to

exploration and production of hydrocarbons in Greece:

• Exxon Mobil Exploration and Production Greece (Crete) B.V. (Greece, Block West Crete)

• Exxon Mobil Exploration and Production Greece (Crete) B.V. (Greece, Block South West  Crete)

• Energean Hellas LTD (Greece, Block 2)

• Calfrac Well Services Ltd (Greece, Sea of Thrace concession)

For transactions and balances with related parties of the Parent Company see Note 35.

 

52
HELLENiQ ENERGY

Statements of BoD members	Board of Directors' Report	Full Year Financial Statements	Auditors' Report

A.6 Risks and Uncertainties

a) Main Risks and Uncertainties for the Next Financial year

Due to its activities, the Group is exposed to  various macroeconomic (exchange rates, interest rates), financial 

(capital structure and adequacy, liquidity, cash flows, credit), regulatory and market risks (refining margins,

international crude prices, energy prices, EU emissions trading system), as well as significant operational risks. The

Group's risk management framework focuses on mitigating any negative impact on the Group’s financial position

and/or reducing potential exposure to market volatility, to the extent possible, aiming to ensure the Group’s

operation and profitability.

Geopolitical tensions in Eastern Europe, the Middle East and other regions, along with inflationary pressures, 

changes in consumers’ disposable income, volatility in energy markets and uncertainties regarding the pace and

direction of the energy transition, collectively exert both direct and indirect influences on the demand for

petroleum products in the European refining industry. Furthermore, these factors affect crude oil and product

prices, the euro/US dollar exchange rate, CO2 emissions prices, natural gas and electricity prices, as well as interest

rates. Although it is impossible to predict the various scenarios and how to address them entirely, the Group

closely monitors developments, assesses and identifies risks, and adjusts its operations and planning accordingly.

The general risk management framework remains focused on mitigating volatility, with increased focus on

incorporating the parameters of the energy transition.

b) Financial Risk Management

Financial Risk Factors

The Group's operations primarily focus on oil refining, petrochemicals, fuels marketing, exploration and

production of hydrocarbons, renewable energy sources (RES), as well as electricity production and trading.

Therefore, the group is exposed to various financial risks, including fluctuations in the prices of oil, natural gas,

electricity and CO2 emission allowances in international markets, exchange rate volatility, cash flow risks and risks

of fair value fluctuations due to interest rates variations. In accordance with international best practices and within

the context of the local market and legal framework, the overall risk management plan aims to minimize the

Group's potential exposure to market volatility and mitigate any adverse impact on the Group's financial position

to the greatest extent possible.

The most significant risks and uncertainties are discussed below.

b.1) Market Risk

(i) Exchange Rate Risk

Refining industry is a US dollar-denominated business, with local currency conversions, while operating costs are

mainly denominated in the local currency (euro). As a result, the Group's operations are exposed to the risk of the

fluctuations in the euro/US dollar exchange rate. A strengthening of the US dollar against the euro has a positive

impact on the Group’s financial results. Conversely, in the event of the opposite, both the financial results and

balance sheet items (net exposure of inventory, investments, receivables, trade payables and other liabilities in US

dollar) would be valued at lower levels. To more effectively manage foreign exchange exposure, the Group

regularly evaluates and, where necessary, adjusts its loan portfolio with respect to the currencies in which it is

denominated. In this context, it includes borrowings in US dollars, which serve as a natural hedge of the asset

position, thereby mitigating the risk arising from a potential depreciation of the US dollar on the balance sheet.

53
HELLENiQ ENERGY

Statements of BoD members	Board of Directors' Report	Full Year Financial Statements	Auditors' Report

(ii) Product Price Fluctuation Risk

The Group’s core activities, i.e. refining, supply & trading, give rise to two types of exposure: changes in the prices

of crude oil and oil products, which affect inventory value, and changes in refining margins, which affect

profitability and cash flows.

Regarding the risk of product price fluctuations, the level of exposure pertains to the decrease in product prices

and is determined by the closing inventory valuation, as the Group's policy is to report the closing stock at the

lower between cost and net realizable value. Crude oil and product price fluctuations also affect the levels of

working capital as higher prices increase financing requirements.

Exposure to risk associated with changes in refining margins depends on the fluctuation of each refinery’s margin.

Refining margins are calculated using prices of crude oil and oil products, which are determined on a daily basis

and are affected by the development of supply and demand of crude oil and oil products, both regionally

(Mediterranean market) and globally. Fluctuations in refining margins impact the Group’s profitability and cash

flow generation accordingly.

Regarding the activity of Renewable Energy Sources (RES) and Power & Gas, market risk includes: a) policy risks

related to risk of lower revenues due to a retroactive change in policies, taxation or other measures (e.g.

retroactive change in the Feed-in-Tariff - FiT - regime), b) price risk related to the fluctuations and volatility of

natural gas prices, merchant electricity prices and CO2 emission rights prices (EUAs), e) curtailment risk related to

risk of lower revenues due to unexpected curtailment in electricity production from RES assets, which may occur

due to grid bottlenecks or other factors, coupled with the inability to obtain compensation for such curtailments.

(iii) Cash Flow Risk and Risk of Fair Value Change due to change in interest rates

Cash flow risk arising from changes in interest rates is associated with the Group's borrowing at floating interest

rates. Furthermore, due to the long-term investments in the sectors in which the Group operates, increases in

interest rates are likely to result in changes in the fair value of such investments through an increase in the

discount rate. During the investment appraisal process, the Group adopts a minimum return, that reflects its cost

of capital and is significantly higher than current interest rates. Additionally, a portion of the loans used to finance

investments (Eurobonds and term banking facilities) are issued at fixed interest rates. Long-term funding for

renewable energy projects, through project finance, is partially hedged to reduce the risk of fluctuations in interest

rates over the lifespan of these investments.

(iv) Energy transition - Risk of reduced product demand and increased operating costs

The global energy sector is currently undergoing a transition phase characterized by a global shift towards cleaner

forms of energy at the expense of more conventional sources, including oil. Furthermore, climate change

mitigation policies, particularly in the EU, are expected to increase operating costs. For instance, the number of

CO2 emission allowances that must be acquired through the market in the coming years, along with the rise in the

price of allowances, contributes to higher operating costs, both directly and indirectly, through increased

electricity costs.

Additionally, the energy transition has resulted and may continue to result in increased volatility in the prices of

components within the energy value chain, such as natural gas and electricity prices, which in turn affect the

operating costs of the broader industry, including the refining sector.

In light of these circumstances, the Group has already designed and implemented its strategy for the energy

transition. This strategy includes investments aimed at diversifying its activities and expanding its presence in the

electricity and gas sectors, as well as in RES. Furthermore, the Group is committed to improving the environmental

performance of its facilities, reducing emissions and implementing projects to enhance competitiveness and

reduce operating costs. The Group's refineries possess the flexibility to adapt in terms of raw materials and have

the capability to substitute natural gas with petroleum products to a significant extent. Moreover, the Group has

been diversifying its electricity supply mix for its refineries, and, in the medium term, contemplates investments

to enhance energy efficiency and improve autonomy. Furthermore, the Group’s business model is characterized

54
HELLENiQ ENERGY

Statements of BoD members	Board of Directors' Report	Full Year Financial Statements	Auditors' Report

by returns that surpass benchmark margins, providing a significant competitive advantage in the Mediterranean

region.

b.2) Credit Risk

Credit risk management is centrally coordinated at the Group level. Credit risk arises from cash and cash

equivalents, bank deposits, derivative financial instruments, as well as exposure to credit risk of customers,

including outstanding trade receivables from clients in Greece and internationally. All customers are assessed for

their creditworthiness, in collaboration, where necessary, with external rating agencies.

The effective management of credit risk and monitoring of transaction behavior by customers, both in Greece and

internationally, are facilitated through an integrated software system developed for monitoring exposure to credit

risk. This system is complemented by a central unit responsible for managing the settlement of trade receivables.

Additionally, the Group’s Credit Committee plays a significant role in ensuring the effective management of credit

risk associated with trade receivables of the Group’s companies.

b.3) Liquidity Risk

Liquidity risk is managed by ensuring that efficient cash resources and adequate credit limits with banks are

maintained. Given the dynamic nature of its operations, the Group seeks to maintain flexibility in funding through

credit lines and other credit facilities.

55
HELLENiQ ENERGY

Statements of BoD members	Board of Directors' Report	Full Year Financial Statements	Auditors' Report

c) Capital Risk Management

The objective of the Group is to effectively manage its funds in order to ensure the smooth operation of its

activities and maximize its overall value. Management regularly monitors the capital structure of both the Group

and its various businesses, based on business models, cash flows and the investment plan, with the aim of

enhancing business flexibility, reducing financial costs, and maximizing returns.

To maintain or adjust its capital structure, the Group has the option to modify the dividend payout to

shareholders, return capital to shareholders, issue new shares, or dispose of assets to decrease its debt.

Furthermore, the Group diversifies its funding sources (such as bond loans, bonds, and credit lines) to effectively

manage its debt obligations. The Group aims to achieve the best possible distribution, considering various factors,

including the cost of capital and maturity.

In order to optimally manage its debt obligations and expand its financing options, the Group also raises funds

from international debt capital markets.

Similar to industry norms, the Group monitors its capital structure using the gearing ratio. This ratio is calculated

by dividing the net debt by the total capital employed, as presented in chapter Selected Alternative Performance

Measures.

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d) Borrowings

The Group has centralized treasury operations which coordinate and control the funding and cash

management activities of all Group companies. Within this framework, HELLENiQ ENERGY FINANCE PLC

(former HPF) was established in November 2005 in the U.K. as a wholly-owned subsidiary of HELLENiQ

ENERGY Holdings S.A. to act as the central treasury vehicle of the HELLENiQ ENERGY Group.

Analysis of the Group's borrowings can be found at Note 17 of the Full Year Audited Financial Statements.

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B.1 Corporate Governance Statement

The present statement has been prepared in accordance with the provisions of articles 152 and 153 of L.

4548/2018; it is included in the Company’s Annual Management Report in respect of the 2025 fiscal period,

as a special part thereof, and is available via the Company’s website Corporate Governance Statement.

The institutional framework governing the Company’s operation and obligations is L. 4548/2018 on the reform of

the law of sociétés anonymes and L. 4706/2020 on corporate governance. The Company’s Articles of Association,

are available via the Company’s website Articles of Association.

As a listed company on the Athens Exchange, the Company has additional obligations in respect of the individual

sections of governance, investors’ and supervisory authorities’ information, financial statements’ publication, etc.

The principal laws describing and imposing the additional obligations are L. 4706/2020 and the Hellenic Capital

Market Commission decisions and circulars issued by delegated authority of the law (decisions no.

1Α/890/18.09.2020, 1/891/30.09.2020 as amended and in force, 2/905/03.03.2021, updated circular

60/29.04.2025), L. 3556/2007, L. 4374/2016, the ATHEX Exchange Rulebook, the provisions of article 44 of L.

4449/2017 (Audit Committee), as amended and in force, in conjunction with the caveats, clarifications and

recommendations of the Hellenic Capital Market Commission (indicatively, documents no. 1149/17.5.2021,

425/21.02.2022 and 784/20.03.2023), as well as decision no. 5/204/14.11.2000 of the BoD of the Hellenic Capital

Market Commission, as in force.

The Board of Directors, in accordance with its obligations arising from the relevant provisions of Law 4706/2020

and Decision 1/891/30.09.2020 (as in force), assigned to ERNST & YOUNG (Hellas) Certified Auditors –

Accountants S.A. the evaluation of the adequacy and effectiveness of the Company’s Internal Control System of

the Company and its significant subsidiaries HELLENiQ PETROLEUM S.A., ΕΚΟ ΑΒΕΕ and Enerwave S.A., for the

period from 01.01.2023 - 31.12.2025 and the application and effectiveness of its Corporate Governance System,

with reference date 31 December 2025. The assessment was carried out on the basis of the assurance procedures

programs included in a) decision No 278/16.01.2026 of the Board of Directors of HAASOB regarding the Internal

Control System and b) decision No Ι΄73/08β/14.02.2024 of the Supervisory Board of the Hellenic Accounting and

Auditing Oversight Board, for the Corporate Governance System, in accordance with International Standard on

Assurance Engagements (ISAE) 3000 (Revised), “Assurance Engagements Other than Audits or Reviews of

Historical Financial Information.” The evaluations did not identify any material weaknesses in the Company’s

Internal Control System or Corporate Governance System.

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Β.1.1 Corporate Governance Code

The Company has adopted the Hellenic Corporate Governance Code (June 2021 edition) of the Hellenic Corporate

Governance Council (HCGC) (hereinafter referred to as the “Code”). This Code can be found on the HCGC’s website,

at the following e-address: https://www.esed.org.gr/en/code-listed.

Aside from the HCGC’s website, the Code is available on HELLENiQ ENERGY's website.

During 2025, the Company complied with the provisions of the above Code, with the deviations stated below in

paragraph B.1.2.

The Company monitors the developments in the current regulatory framework as well as the best practices in

corporate governance so as to ensure not only compliance with the regulatory framework but also to formulate

policies, values, and principles that govern its operation while ensuring transparency and safeguarding the

interests of its shareholders and all stakeholders.

During 2025, the Company issued an Artificial Intelligence Systems Management Policy in accordance with

Regulation (EU) 2024/1689 on Artificial Intelligence (AI Act), and proceeded to revise/update: 

• the Audit Committee’s Operation Regulation

• the Sustainability Committee's Operation Regulation 

• the Operation Regulation of the Internal Audit Department, 

aiming at rendering them more aligned with the latest optimal corporate governance practices. 

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Β.1.2 Deviations from the Corporate Governance Code

Hellenic Corporate Governance Code	Explanation/Reasoning for deviating from the special practices of the Hellenic Corporate Governance Code
Succession of the BoD                                                                                                                                      Gradual replacement of the members of the Board of Directors (Special Practice 2.3.2).	The practice followed by the General Meeting of the shareholders is that the term of office of the members of the Board of Directors begins and ends at the same time. This practice has been successfully implemented, without raising an issue of lack of administration.
BoD members’ remuneration Recovery of variable parts of executive BoD members’ remuneration (Special Practice 2.4.14)	The existing remuneration system for executive BoD members does not include provisions for the possibility of refunding part or the whole of the executive BoD members’ variable remuneration, as this would amount to a discrimination at their expense compared to Company executives with the same grade. The Company also deems that such a clause is not necessary, as the relevant remuneration is paid following an individual assessment of each executive member’s performance and under no circumstances can they exceed the predetermined maximum limits on their annual ordinary remuneration.

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Β.1.3 Other Corporate Governance Practices 

In the context of implementing a structured and adequate corporate governance system, the Company has

implemented specific good corporate governance practices, some of which are over and above those provided by

the applicable legislation and relate to the BoD’s duties and its operation in general (a detailed reference to the

BoD Committees follows in section B.1.7):

• Due the Company’s nature and purpose, the complexity of issues and the necessary support of the Group,

which includes a number of operations and subsidiaries in Greece and abroad, and in order to be assisted in

its work, the BoD has established committees, comprised of members thereof, with advisory, supervisory

or/and approving authorities. These committees are outlined below (a detailed reference to such shall be

made at the end of the Statement, under paragraph “Other BoD Committees”): 

I. Strategy and Risk Management Committee

II. Sustainability Committee

• In addition to the above BoD committees, committees with an advisory and coordinating role have been

established and operate in the Company. They comprise of senior executives of the Company and their

objective is to support the work of Management. The principal such committees are the following:

I. Executive Committee

II. Group Credit Committee

III. Investment Evaluation Committee

• The Company has adopted corporate governance policies and procedures, which include:

◦ The Procedure for handling inside information and properly informing the public, in accordance with the

provisions of Regulation (EU) 596/2014, which includes the appropriate mechanisms and methodologies

for the assessment of information so that it may qualify as “inside”, the prohibition of abusing or

attempting to abuse inside information or recommending to another person to proceed to an abuse of

inside information, as well as the prohibition of unlawful disclosure.

◦ The Procedure for the compliance of persons discharging managerial responsibilities, in accordance with

the provisions of article 19 of Regulation (EU) 596/2014, which includes a clear and detailed recording of

the requisite notification actions, aiming at strengthening transparency regarding the transactions of

management officers and of the persons closely associated therewith and identifying potential risks

(abuse, market manipulation, etc.)

◦ The Policy and Procedure on related party transactions, which sets out the mechanisms for identifying,

supervising and approving the transactions in question.  In the context of the procedure relevant

documents and information concerning related parties are kept and updated. The information on the

above transactions among associate companies are included in the report accompanying the Company’s

financial statements, in order to be disclosed to the shareholders. According to the provisions of L.

4548/2018 (article 99- 101), Company transactions of any kind with parties related to it, are permissible

only following approval by the BoD or the General Meeting, as per case, unless they fall under the

exceptions stated in the law. 

◦ The Policy and Procedure for preventing and managing conflict of interest situations, which provides for

designating the way in which conflict of interest may arise, for receiving reports or clarifying doubts in

cases of such (actual or potential) conflict and for taking appropriate measures for managing them.

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Β.1.4 Main Features of the Systems of Internal Controls and Risk

Management in Relation to the Financial Reporting Process

The Group System of Internal Controls and Risk Management in relation to the financial statements’ and

financial reports’ preparation process includes controls and audit mechanisms at different levels within the

Organization, which are described below:

a) Group level controls

Risk identification, assessment, measurement and management

The prevention and management of risks forms a core part of the Group’s strategy. The scope, size and

complexity of the Group’s activities require a composite system of methodical approach and treatment of risks,

which is applied by all Group companies.

The identification and assessment of risks is carried out mainly during the strategic planning and the business

plan preparation phase. The benefits and opportunities are examined both in the context of the Company’s

operations, but also in relation to the several and different stakeholders who may be affected.

The examined risks include a) operational, b) financial and c) strategic risks, as well as d) regulatory compliance

and supervision risks. More specifically and indicatively, issues that are examined include the effect of operational

availability of units, supply chain, human resources, technological developments, taxation, interest rates,

commodity prices, exchange rates, among others. Also, issues related to health, safety and environmental,

corporate governance and regulatory compliance risks are assessed, risks related to the business model and

strategy, as well as market trends (competition, geopolitical developments, regulatory developments).

Planning and monitoring / Budget

The Company’s progress is monitored through a detailed budget per operating sector and specific market. The

budget is adjusted at regular intervals to consider the changes in the development of the Group’s financials that

depend greatly on external factors, including the international refining environment, crude oil prices and the

euro / dollar exchange rate. Management monitors the Group’s financial results through regular reporting,

comparisons vs the budget, as well as through Management Team meetings.

Adequacy of the Internal Control System

The Internal Control System (ICS) consists of the policies, procedures and tasks which have been designed and

implemented by the Group’s Management for the effective management of risks, the achievement of business

objectives, for ensuring the reliability of the financial and managerial information and compliance with Laws and

regulations.

The independent Group Internal Audit General Division (GIAGD), through conducting periodic assessments,

ensures that the risk identification and management procedures applied by the Management are adequate, that

the ICS operates effectively and that information provided to the BoD regarding the ICS, is reliable and of good

quality.

The Internal Audit General Division draws up a short-term (annual), as well as a rolling long-term (three-year)

Audit Plan based risk assessment process conducted by the Risk Monitoring and Management Division, as well as

on other issues identified by the Audit Committee and the Management also in past audit reports. The Audit

Committee is the supervisory body of the Internal Audit General Division.

The Internal Audit General Division submits quarterly reports to the Audit Committee, in order for the systematic

monitoring of the Internal Audit System’s adequacy to be feasible.

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The reports of the Management and the Internal Audit General Division provide an assessment of the significant

risks and the effectiveness of the Internal Audit System as regards their management. Through the reports, any

possibly identified weaknesses, their actual or potential impact, as well as the Management’s actions to correct

them are communicated. The results of the audits and the monitoring of the implementation of the agreed

improvement actions are taken into account in the Company’s Risk Management System.

To ensure the independence of the statutory Audit of the Group’s financial statements, the BoD follows a specific

policy in order to formulate a recommendation to the General Meeting regarding the election of an External

Auditor. Indicatively, this policy provides, inter alia, for the selection of the same audit company for the entire

Group, as well as for the auditing of the consolidated financial statements and tax compliance reports. Lastly, a

certified auditor is appointed from an internationally recognized firm is elected, while, at the same time, his/her

independence is safeguarded.

Compliance Office

Compliance Office is responsible for monitoring the Group's Compliance Risk and forms part of the Internal

Control System (ICS) and reports at an operational level to the Audit Committee and at an administrative level to

the Director of Monitoring and Risk Management. By its report to the Audit Committee, it contributes to the ICS's

improvement and adequacy, as its objective is to ensure that appropriate and updated policies and procedures are

set up and implemented, in such a way that the Company’s full and constant compliance to the applicable

regulatory framework is achieved.

Monitoring and Risk Management Division

The purpose of the Monitoring and Risk Management Division is to centrally monitor and coordinate the

management of the Group's exposure to internal and external risks. The Division is independent from executive

activities and supports the ICS’s operation through determining principles and setting up and implementing

appropriate and updated policies and procedures governing their identification, assessment, quantification/

measurement, monitoring and management.

Roles and responsibilities of the Board of Directors

The role, powers and relevant responsibilities of the BoD are set out in the Company’s Bylaws (Internal Regulation)

that has been approved by the BoD.

Financial fraud prevention and detection

In the context of risk management, the areas that are considered to be of high risk for financial fraud are

monitored through appropriate Control Systems and accordingly increased controls are in place. Examples include

the existence of detailed organizational charts, operation regulations (procurement, investment, oil products’

market, credit, treasury management), as well as detailed procedures and approval authority levels. In addition to

the internal controls applied by each Division, all Company operations are subject to audits by the Group Internal

Audit General Division (GIAGD), the results of which are submitted to the BoD.

Bylaws (Internal Regulation)

The Company's Bylaws set out , among others, the powers and responsibilities of the principal job positions

promoting the adequate separation of powers within the Company. Summary of the approved Bylaws have been

posted on the Company’s website, in accordance with par. 2 of article 14 of L. 4706/2020.         

Furthermore, the companies “HELLENIC FUELS AND LUBRICANTS SINGLE-MEMBER INDUSTRIAL AND

COMMERCIAL SOCIETE ANONYME” and “HELLENIC PETROLEUM SINGLE-MEMBER SOCIETE ANONYME”, as key

Company subsidiaries, adopted bylaws on 15.07.2021 and 20.01.2022, respectively. Following the Company’s

acquisition of full control of ENERWAVE S.A. (formerly ELPEDISON S.A.) on 15.07.2025, the Company ensures that

ENERWAVE S.A., as a significant subsidiary, adopts an operations regulation.

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Group Code of Conduct

In the context of the good corporate governance fundamental obligation, the Company has drawn up and adopted

since 2011 a Code of Conduct, which has been approved by the Company’s BoD. The Code of Conduct summarizes

the principles according to which every individual, employee or third party involved in the operation of the Group,

as well as every collective body thereof, should act within the framework of their duties. For this reason, the Code

constitutes a practical guide of the day-to-day tasks of all employees of the Group, but also of third parties who

cooperate with it.

The Group Code of Conduct is available on the Company’s website, with its updated version implemented as of 

February 2025, reflecting insights gained over 14 years and addressing  recent legislative developments.

Furthermore, in 2024 the Policy for the Protection of Persons who Report Breaches of Union Law

(Whistleblowing) was enacted in accordance with L. 4990/2022, which ratifies the EU Directive 2019/1937. In this

context, a dedicated reporting platform has been launched, enabling both identified and anonymous submissions,

while ensuring confidentiality and the protection of the reporting individuals. Both the Whistleblowing Policy and

the reporting platform can be accessed via the Company’s website.

In parallel, in accordance with L. 4808/2021, which, among other provisions,  ratifies Convention 190 of the

International Labor Organization on eliminating violence and harassment in the workspace and proceeds to

adopting relevant measures and provisions, the Policy against Violence and Harassment in the Workspace is

applied across all companies within the Group. 

Data Protection Office

In the context of complying with the Personal Data Protection Regulation, the Company has established a

Personal Data Protection Office (PDPO), by appointing a Data Protection Officer (DPO) at a Group level, but also in

specific subsidiaries. The PDPO has drawn up the appropriate policies and procedures for the effective protection

of the privacy of personal data processed by the Group and ensures their implementation and the provision of

support in matters of personal data protection.

DPO is administratively reporting to the Chief Executive Officer and, functionally, to the BoD. By utilizing the

experience gained from the 6 – year operation of the Personal Data Protection Office, all the policies for the

protection of Personal Data are in the final stage of revision and updating.

Evaluation of the adequacy and effectiveness of the Company’s Internal Control System and the

implementation and effectiveness of the Corporate Governance System

The Board of Directors, in accordance with its obligations arising from the relevant provisions of Law 4706/2020

and Decision 1/891/30.09.2020 (as in force), assigned to ERNST & YOUNG (Hellas) Certified Auditors –

Accountants S.A. the evaluation of the adequacy and effectiveness of the Company’s Internal Control System (ICS)

for the period from 01.01.2023 - 31.12.2025 and the application and effectiveness of the Company’s Corporate

Governance System (CGS), with reference date 31 December 2025. Ms. Kyriaki Katsani, Certified Public

Accountant, has been appointed Head of the evaluation project. She is an independent and objective evaluator

who meets the independence and objectivity requirements set out in the applicable regulatory framework. The

ICS assessment was carried out on the basis of the assurance procedures program set out in decision No 278/ 

16.01.2026 of the Board of Directors of HAASOB and the CGS assessment was carried out on the basis of the

limited assurance procedures program set out in decision Ι΄73/08β/ 14.02.2024 of the Supervisory Board of the

Hellenic Accounting and Auditing Oversight Board, in accordance with International Standard on Assurance

Engagements (ISAE) 3000 (Revised), “Assurance Engagements Other than Audits or Reviews of Historical

Financial Information".The evaluations did not identify any material weaknesses in the Company’s ICS or CGS.

It is noted that the first evaluation of the adequacy and effectiveness of the Company’s ICS and that of its

significant subsidiaries by an independent evaluator was conducted with reference date 31.12.2022 and was

completed on 31.03.2023. Furthermore, the first evaluation of the CGS was conducted with reference date

31.12.2023 and was completed on 31.03.2024.

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The present evaluation was carried out concurrently for both the ICS and the CGS, covering the period 01.01.2023–

31.12.2025, so that a common reference date will henceforth apply to both assessments. As regards the scope of

the evaluation, the Board of Directors designated the following companies as significant subsidiaries: HELLENiQ

PETROLEUM S.A., EKO ABEE, and Enerwave S.A. (due to the acquisition of full control on 15.07.2025), and focused

on the following key areas:

The evaluation of the adequacy of the Internal Control System (ICS) focused on the following pillars:

1. Control Environment

2. Risk Management

3. Control Activities

4. Information and Communication

5. Monitoring

The Corporate Governance System (CGS) evaluation is broader in scope and focuses on the following:

1. An adequate and effective ICS, including risk management and regulatory compliance systems.

2. Adequate and effective procedures for the prevention, detection, and addressing of conflict‑of‑interest

situations.

3. Adequate and effective mechanisms for shareholder engagement and communication.

4. A remuneration policy that contributes to the Company’s business strategy, long‑term interests, and

sustainability.

5. Implementation of the Code of Conduct and the Corporate Governance Code.

The evaluation commenced in December 2025 and was completed in February 2026. The evaluations did not

identify any findings that constitute material weaknesses in the Company’s ICS and CGS or those of its significant

subsidiaries. The Company will timely submit the relevant report to the Hellenic Capital Market Commission in

accordance with the applicable provisions. Additionally, it will assess the actions relating to non‑material findings /

non-material weaknesses identified by the independent evaluator in the context of the engagement.

b) Information systems’ controls

Recognizing the substantial dependence of financial reporting processes on information systems, the Group has

implemented a series of measures to ensure the stability and effective operation of its security mechanisms.

These initiatives safeguard the integrity and accuracy of the financial records, and ensure uninterrupted IT service

delivery, even in emergency situations.

To this end, the Group has appointed a Chief Information Security Officer (CISO), who reports to the Audit

Committee on a quarterly basis and is responsible for managing the Information Security Framework. This

framework includes cybersecurity policies and procedures that are aligned with international best practices and

standards, reflecting Management's commitment to effective cyber risk management. In addition, the existence

of a dedicated cybersecurity budget ensures the implementation of specialized projects and information security

measures, in collaboration with external partners, where required.

The Group employs a comprehensive, multi-layered strategy for information security, supported by a strategic

plan that, utilizing state-of-the-art technologies and top-tier information systems, through which it ensures

compliance with the necessary regulatory frameworks and guidelines (e.g. NIS2 Directive – Law 5160/2024,

General Data Protection Regulation). Additionally, the Group actively collaborates with regulatory authorities and

international organizations to facilitate ongoing information exchange.

At the same time, the Group continually invests in fostering a culture of cybersecurity awareness in both its IT and

OT environments. This includes training through e-learning platforms, in-person educational sessions, and

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simulated phishing attack exercises, aimed at reducing the likelihood of human error that could potentially lead to

adverse incidents.

Finally, to ensure the operational effectiveness of security controls, the Group has established a comprehensive

monitoring and control framework for its information systems, including multiple annual audits conducted by

both internal and external parties.

c) Financial statements and financial reports’ preparation process (financial reporting)

controls

In the course of preparing the Company's financial statements, a series of specific internal controls have been

established and are actively maintained. These controls pertain to the utilization of tools and methodologies that

are widely recognized and accepted, based on the best international practices. The implementation of such

controls is designed to ensure both the accuracy and reliability of the financial reporting process, as well as

compliance with applicable regulatory standards.

Among the main areas in which these controls are applied in relation to the Company’s financial reports and

statements are the following:

Setup – Allocation of Duties

The delegation of responsibilities and authorities, both to the Company’s senior Management and to its middle

and junior staff, enhances the effectiveness of the Internal Control System, while ensuring the necessary

segregation of duties.

The proper staffing of the finance department with personnel who possess the required technical expertise and

experience, in line with their assigned responsibilities, is essential for smooth operations.

Furthermore, the systematic documentation of procedures and control safeguards, along with the establishment

of a clear operational model for key activities, strengthens transparency and organizational efficiency.

Accounting monitoring and financial statements’ preparation procedures

• The Company maintains uniform policies and systematic monitoring within its  accounting departments,

encompassing definitions, the accounting principles adopted by the Company and its subsidiaries, and

detailed guidelines for the preparation of the financial statements and financial reports.

• Automated controls and verifications are implemented across the various information systems to ensure

accuracy and consistency. In addition, transactions of a non-recurring nature are subject to special approval

with respect to their accounting treatment.

Assets’ safeguarding procedures

• Controls are in place regarding fixed assets, inventories, cash and cash equivalents - cheques and other

assets of the company, such as, for example, the physical security of cash or warehouses and inventory

counts and reconciliations of physically counted quantities with those recorded in the accounting books.

• Schedule of monthly physical inventory counts to confirm inventory levels of physical and accounting

warehouses; use of a detailed manual to conduct inventory counts.

Transactions’ authorization limits

• A Chart of Authorities has been established, delineating the specific powers assigned to the Company’s

various officers to execute the most significant transactions or acts (e.g. purchases of raw materials and

goods/services, sales, borrowings, payments, receipts, legal acts, etc.).

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Β.1.5 Information Required per Article 10, Paragraph 1 of Directive

2004/25/EU on Public Takeover Bids

Publication of the requisite information, in accordance with article 10 par. 1 of Directive 2004/25/EU of the

European Parliament and of the Council is included in part D of this Report, per article 4 par. 7 of L.

3556/2007.

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Β.1.6 General Meeting and Shareholders’ Rights

The General Meeting of the Company’s shareholders is its supreme governing body and has the right to

decide on any issue concerning the Company. The operation of the Company’s General Meeting of

shareholders, its role and responsibilities, convocation, participation requirements, the ordinary and

extraordinary quorum and majority of the participants, the Presiding Board and the Agenda, are set out in

the Company’s Articles of Association.

All shareholders have the right to participate in the General Meeting, provided that they hold Company shares on

the start of the fifth (5^th) day prior to the date of the General Meeting (“record date”).

The shareholding capacity is evidenced through the Company’s electronic connection with the Dematerialized

Securities System (D.S.S.) of the société anonyme “HELLENIC CENTRAL SECURITIES DEPOSITORY SOCIÉTÉ

ANONYME” (“ATHEXCSD”) at the record date. Said record date is also valid in the event of a deferred or repeat

meeting, on condition that such deferred or repeat meeting does not take place more than thirty (30) days after

the record date, in accordance with article 124 par. 6 of Law 4548/2018. If this is not the case or in case a new

invitation is published for the repeat General Meeting, the person with shareholding capacity at the start of the

third day before the date of the deferred or repeat General Meeting, takes part in the General Meeting. 

Participation in the General Meeting is not conditional on share blocking or compliance with any other similar

procedure restricting the sale and transfer of shares during the period between the record date and that of the

General Meeting.

Shareholders have the right to participate in the General Meeting, either in person or through one or more

appointed proxy holders (shareholders, or not).

Participation in the General Meeting remotely, exclusively through electronic means, without the shareholders’

physical presence at the venue where it is held, is permitted. Exercise of the shareholders’ right to vote remotely,

either in real time through teleconference, or by sending their postal voting before the meeting is held, is also

permitted, either in person, or through a proxy, in accordance with the provisions of L. 4548/2018 (articles 125 par.

1 and 126) and the Company’s Articles of Association.

Shareholders have the right to participate in General Meetings, either in person or through one or more appointed

proxy holders (shareholders, or not).

Each shareholder may appoint up to three (3) proxy holders. However, if a shareholder has shares of the Company

held in more than one securities account, the above restriction shall not prevent the shareholder from appointing

a separate proxy holder for the shares held in each of the securities accounts. A proxy holder, acting on behalf of

several shareholders, may vote differently in respect of each shareholder.

Legal entities participate in the General Meeting through their representatives. Proxy holders are appointed or

revoked by written notification to the Company, at least forty-eight hours prior to the date set for the General

Meeting. The proxy forms are available at the Company’s website. Such forms render possible for shareholders to

authorize their proxy holders either to vote in favor or against, or to abstain from voting, separately in respect of

each item on the agenda.

The Company ensures that all valid proxy holders’ appointments received for the General Meeting are properly

recorded and taken into account. Prior to the commencement of the General Meeting’s session, the shareholders’

proxy holders are obliged to disclose to the Company any information or event, which could generate conflict with

the rights of the shareholders they represent.

Shareholders’ rights prior to the General Meeting

The Company is under an obligation to post on its website its annual Financial Statements, as well as the relevant

reports of the Board of Directors and Auditors, ten (10) days prior to the Ordinary General Meeting.

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Minority Rights

1. On request by any Shareholder, submitted to the Company at least five (5) full days prior to the General

Meeting, the Board of Directors is under an obligation to provide the General Meeting with the specific

information requested on the Company’s affairs, to the extent such information is useful for really assessing

the items of the agenda. There is no obligation to provide information where such is already available on the

Company’s website, particularly in the form of questions and answers. The Board of Directors may refuse to

provide the above information on the basis of adequate cause, which is recorded in the minutes. Any dispute

as to the validity or not of the reasoning for refusing to provide information is resolved by the One-Member

First Instance Court of Athens by a judgment thereof, issued according to the interim measures’ procedure.

2. On request by Shareholders representing 1/20 of the paid-in share capital, the Board of Directors is under an

obligation to convene an extraordinary General Meeting, setting its date within a period of forty-five (45)

days following the day of service of the relevant request to the Chair of the Board of Directors. The relevant

request must include the requested General Meeting’s agenda. In case no General Meeting is convened by

the Board of Directors within twenty (20) days from service of the relevant request, the latter can be filed

before the One-Member First Instance Court of Athens, which shall determine the place and time for the

General Meeting, as well as its agenda, by applying the interim measures procedure.

3. On request by Shareholders representing 1/20 of the paid-in share capital, the Board of Directors is under an

obligation to include additional issues in the agenda of the General Meeting that has been already convoked,

provided the relevant request has come to it at least fifteen (15) days prior to the General Meeting. The

additional items must be published or notified, at the Board of Directors’ responsibility, at least seven (7)

days prior to the General Meeting. The revised agenda, together with the reasoning or draft decision that has

been submitted to the shareholders, must be published in the same way as the original agenda and be

available on the Company’s website, at least thirteen (13) days prior to the date of the General Meeting.

4. On request by Shareholders representing 1/20 of the paid-in share capital, the Board of Directors is under an

obligation to make available to the shareholders, by posting on the Company’s website, at least six (6) days

prior to the date of the General Meeting, drafts of the decisions on issues included in the original or the

revised agenda, if the relevant request has been received by the Board of Directors at least seven (7) days

prior to the date of the General Meeting.

5. On request by Shareholders representing 1/20 of the paid-in share capital, the Board of Directors is obliged

to adjourn, only once, decision-making by the General Meeting, whether ordinary or extraordinary, on all or

some of the issues on the agenda and set as new date for the General Meeting that which is set out on the

Shareholders’ request; however, such date cannot be more than twenty (20) days after the date of the

adjourned General Meeting.

6. On request by Shareholders representing 1/20 of the paid-in share capital, the Board of Directors is obliged

to announce to the General Meeting, provided it is an ordinary one, the amounts paid to each member of the

Board of Directors or to the Company’s Managers over the last two years, as well as any benefit granted to

those persons, on account of any cause or Company contract with them. The Board of Directors may refuse

to provide the above information on the basis of adequate cause, which is recorded in the Minutes.

7. On request by Shareholders representing 1/20 of the paid-in share capital, decisions on any item on the

agenda of a General Meeting are taken by roll-call vote.

8. On request by Shareholders representing 1/20 of the paid-in share capital, the One-Member First Instance

Court of Athens can order the Company’s audit if acts violating provisions of laws, or the Company’s Articles

of Association, or decisions of the General Meeting of Shareholders, are thought likely. In any case, the

request for audit must be submitted within three (3) years after approval of the financial statements for the

fiscal period within which the reported acts have taken place.

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9. On request by Shareholders representing 1/10 of the paid-in share capital, which is submitted to the

Company at least five (5) full days prior to the General Meeting, the Board of Directors is under an obligation

to provide to the General Meeting information on the course of the company affairs and the Company’s

assets’ status. The Board of Directors may refuse to provide such information on the basis of adequate

cause and with reasoning that is recorded in the Minutes. Any dispute as to the validity or not of the

reasoning for refusing to provide information is resolved by the One-Member First Instance Court of Athens

by a judgment thereof, issued according to the interim measures’ procedure.

10. On request by Shareholders representing 1/5 of the paid-in share capital, the One-Member First Instance

Court of Athens can order the Company’s audit if, from its overall course, it is deduced that the management

of company affairs is not exercised as prescribed by due and prudent administration.

Right to Dividend

The minimum dividend that is mandatorily distributed annually by the Company equals the minimum annual

dividend provided by article 161 par. 2 of L. 4548/2018, which amounts, at minimum, to 35% of the Company’s net

income, after the withholdings required for creating a statutory reserve. By a General Assembly decision, taken by

a special quorum (½ of the paid up share capital) and majority (2/3 of the share capital represented at the General

Meeting), this percentage may be reduced, though not below 10% of the net profits, while its abolition is allowed

only by an 80% majority of the share capital represented at the General Meeting.

Dividend is paid within two (2) months from the date of the Annual General Meeting of Shareholders that

approves the Company’s annual and consolidated financial statements. The date and means of the dividend’s

payment are published on the Athens Stock Exchange and the Company’s websites, as well as in the Press.

According to Greek law, dividends, which remain unclaimed for a period of five years after the date on which they

were rendered claimable, are transferred to the Greek State.

Shareholders’ Information

The Shareholders Services and Corporate Announcements Department is entrusted with the responsibility of

maintaining and updating the registry of the Company's shareholders. Its responsibilities encompass providing

shareholders with accurate, timely, precise, and unbiased information, as well as assisting them in the exercise of

their rights.

The Company, whose shares listed on the stock exchange, is obliged to publish announcements in compliance

with Regulation (EU) 596/2014 of the European Parliament and Council on Market Abuse (MAR), Greek Laws

4443/2016 and 3556/2007 and the decisions of the Hellenic Capital Market Commission. The dissemination of

this information is conducted in a manner that ensures rapid and equitable access for investors. 

All pertinent publications and announcements are made available on both the Athens Exchange and the

Company’s websites and are communicated to the Hellenic Capital Market Commission.

The Investor Relations Division is responsible for the distribution of the Company's published editions (Annual

Report, Annual and Half-Year BoD Report, Prospectuses) to all stakeholders, ensuring that the investment

community is provided with accurate and equitable information regarding matters concerning the Company and

the Group. Additionally, the Division manages the Company’s communications with the competent authorities,

including the Hellenic Capital Market Commission, Athens Exchange, London Stock Exchange (secondary listing

though Global Depositary Receipts), and Luxembourg Stock Exchange regarding bonds).

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Dialogue with the stakeholders and management of their interests

Over time, the Company has committed to fostering timely and transparent communication with its stakeholders.

This has been achieved through the utilization of various communication channels tailored to each stakeholder

group, grounded in the principles of flexibility and the facilitation of understanding their respective interests.

In particular, with regard to stakeholders such as social partners who are associated with both broader and local

communities, the Company's collaboration is characterized by continuous engagement and is executed through

ongoing and substantive dialogue.

Additional information pertaining to the stakeholders, the nature of the dialogue, and the reciprocal

communication and interaction with the Company is detailed in the Sustainability Statement within this report, as

well as in the Annual Report.

¹⁰ Following HRADF's merger by acquisition from Hellenic Corporation of Assets and Participations (HCAP) on 31.12.2024, HCAP has substituted

HRADF, as its statutory successor, in all relevant provisions of the Company's Articles of Association.

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Β.1.7 Composition and Operation of the Board of Directors,

Supervisory Bodies and Company Committees

Generally

The Company is governed by the Board of Directors (BoD), a body which is collectively responsible for its long-

term success. The Board of Directors exercises its responsibilities in accordance with Greek legislation,

international best practices, the Company’s Articles of Association and any decisions reached by the General

Meeting of the Company's shareholders.

The BoD comprises eleven (11) members who are elected in accordance with the provisions of Article 20 of the

Company’s Articles of Association. More specifically, the Greek State has the right to appoint four (4) members to

the Board of Directors if it holds a percentage above 35% of the voting shares of the Company and three (3)

members if it holds a percentage below 35% but above 25% of the voting shares of the Company (Article 20,

paragraphs 2a, 4 and 11 of the Company's Articles of Association). As of 8 December 2023 the Greek State’s

indirect participation in the Company’s share capital, through the HCAP 10, is 31.18%. The remaining members of

the BoD are elected at the General Meeting, without the participation of the HCAP (or any natural or legal person

associated with it), if the right of direct appointment has been exercised. The selection of candidates for the BoD is

conducted in both cases in accordance with the criteria as set out in the Company's suitability policy. The term of

office for the Board of Directors is three years while members can be re-elected and their terms are freely

revocable.

The Annual General Meeting of shareholders held on 27.06.2024 appointed the current Board of Directors for a

three‑year term (which, in any case, is extended until the date on which the Ordinary General Meeting for the year

2027 is convened) and designated the independent non‑executive members of the Board.

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The BoD composition, its members’ attendance of meetings and the number of Company shares held by each

member is presented in the following tables. The BoD met eleven (11) times in the year 2025.

BoD Composition	Capacity	Participation in BoD meetings (total 11)	Start of participation in the BoD	Number of Company shares
Spilios Livanos	Chairman – Non-executive member	11/11	2024	0
Andreas Shiamishis	Chief Executive Officer – Executive Member	11/11	2013	0
Georgios Alexopoulos	Deputy Chief Executive Officer - Executive Member	11/11	2016	5,000
Iordanis Aivazis	Senior Independent Director, independent non-executive member	11/11	2019	10,000
Theodoros-Achilleas Vardas	Non-executive member	11/11	2003	15,396
Nikolaos Vrettos	Independent non-executive member	10/11	2021	0
Stavroula Kampouridou	Independent non-executive member	11/11	2024	0
Constantinos Mitropoulos	Independent non-executive member	11/11	2024	0
Anna Rokofyllou	Non-executive member	11/11	2024	0
Panagiotis (Takis) Tridimas	Independent non-executive member	11/11	2021	10,000
Alkiviades Psarras	Non-executive member	11/11	2019	10,000

In accordance with article 18, par. 3 of L. 4706/2020, there follows a table with the number of shares held also by

the chief Management Officers of the Company.

General Managers	Position	Number of Shares
Ioannis Apsouris	Group Legal Services General Manager	50
Georgios Dimogiorgas	Refineries General Manager	8,000
Konstantinos Karachalios	Oil Products Supply & Trading General Manager	0
Aggelos Kokotos	Group Internal Audit General Manager	1,086
Leonidas Kovaios	Group IT & Digital Transformation General Manager	0
Alexandros Tzadimas	Group Human Resources & Administrative Services General Manager	0
Vasileios Tsaitas	Group Chief Financial Officer	3,000
Konstantinos Pantazis	Refineries Deputy General Manager	0

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Statements of BoD members	Board of Directors' Report	Full Year Financial Statements	Auditors' Report

BoD members’ experience and basic skills are presented in the

following table:

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Roles and responsibilities of the BoD

The Board of Directors serves as the highest governing authority within the Company and is principally

responsible for formulating corporate strategy, as well as overseeing and controlling the management of the

Company’s assets. The composition and responsibilities of the members of the BoD are determined by Law and

the Company’s Articles of Association. The primary obligation and duty of the BoD members is to constantly

pursue the strengthening of the Company’s long-term economic value and to protect the general company

interest.

In order to achieve the company objectives and the Company’s smooth operation, the BoD may assign part of its

authorities, except those requiring collective action, as well as the management administration or governance of

the affairs, or the Company’s representation to the Executive Committee, the CEO, or to one or more BoD

members (executive and non-executive), to Company employees or third parties. BoD members and any third

party to whom BoD authorities have been delegated by the BoD are prohibited from pursuing personal interests

that conflict with those of the Company. BoD members and any third party to whom BoD authorities have been

delegated, have to promptly disclose to the rest of the BoD members any personal interests which might arise as a

result of Company transactions falling within their duties, as well as any other conflict of personal interest with

those of the Company or associate companies, arising in exercising their duties, in accordance with the Company’s

relevant policies.

Indicatively, the BoD has the following responsibilities:

1. Decides on any act concerning the Company’s representation, governance, its assets’ management and the

pursuit of its purpose, in general;

2. Manages the corporate affairs with the object of promoting the company interest; oversees the

implementation of its decisions, as well as of those of the G.M.; 

3. Determines and supervises the corporate governance system of articles 1 to 24 of L.4706/2020, and

monitors and periodically assesses, at least every three (3) financial years, its implementation and

effectiveness, proceeding to the necessary actions for dealing with deficiencies;

4. Ensures the adequate and effective operation of the Company’s Internal Audit System (“IAS”);

5. Ensures that all operations comprising the ICS are independent of the business segments they control and

that they have the appropriate financial and human resources, as well as the powers for their effective

operation, as prescribed by their role. The reporting lines and allocation of responsibilities are clear,

executable and duly documented;

6. Makes sure that the Company’s annual financial statements, the annual management report and the

corporate governance statement, their consolidated form, as well as the BoD members’ remuneration

report, are drafted and made public in accordance with the provisions of the law;

7. Recommends to the G.M. the appointment of a certified auditor accountant or audit firm;

8. Ensures that the Company’s strategic planning is aligned to corporate culture;

9. Approves the strategic and the annual business and financial plan;

10. Determines the extent of the Company’s exposure to risks it intends to assume;

11. Ensures that an effective regulatory compliance procedure is in place;

12. Sets or/and delimits the responsibilities of the Chief Executive Officer and of the other persons to whom it is

entitled to delegate powers of the Company’s management and representation, in accordance with the

Company’s Articles of Association;

13. Posts and keeps updated the information regarding the election of its candidate members;

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14. Is updated and decides on any other development affecting the Company’s status and operation.

New BoD members’ induction

In accordance with the BoD members’ Training Policy, the new BoD members attend an induction program aimed

at providing them with information that they will find useful in discharging their duties effectively.

The Board of Directors’ Strategy Day

Apart from the formal BoD meetings of the Board of Directors, an annual meeting is held  in order for its members

to have the time needed to discuss major strategic initiatives related to the development of the Company and the

Group.

In 2025 the meeting was held on 25 June involving a discussion on strategic issues.

Conflict of interest

The BoD members have, by law, a duty of care and loyalty towards the Company. They act with integrity and to

the Company’s interest and safeguard the confidentiality of the non-publicly available information.

The BoD members have to avoid any situation creating a conflict between their personal interests and those of

the Company, not to acquire advantages and personal benefits at the expense of the Company, unless they are

authorized by the General Meeting of the Company’s shareholders, or the BoD. The BoD members must not be in

competition with the Company and must avoid any position or activity creating conflict between their private

interests and those of the Company, including participating in the share capital (by a percentage > 0.5%), holding

posts in the BoD or the Management of competitive companies. 

The BoD members must contribute their experience and dedicate to their duties the requisite time and attention.

They must report to the BoD’s Nomination Committee other professional commitments they have, including

substantial non-executive commitments to companies, both prior to assuming their duties, as well as every time

that some major change occurs during their term of office.

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Statements of BoD members	Board of Directors' Report	Full Year Financial Statements	Auditors' Report

BoD members’ participation in other companies

Except where participating in companies that are parties related to the Company, per the meaning of Annex A of L.

4308/2014, the Company’s BoD members, are members of the following legal entities’ governing, management

or supervisory body:

First & Last Name	Function	Participation in another company
Spilios Livanos	Chairman	BoD Chairman and CEO / DION Real Estate, Contracting, Management and Consulting Single-Member Société Anonyme
Andreas Shiamishis	Chief Executive Officer	Vice President Hellenic Federation of Enterprises (SEV)
Georgios Alexopoulos	Deputy Chief Executive Officer	BoD Chairman / SEV VIAN                                                  BoD Member / American - Hellenic Chamber of Commerce
Iordanis Aivazis	Senior Independent Director, Independent Non- Executive Member	Chairman of the Special Liquidations Committee / Bank of Greece
Theodoros-Achilleas Vardas	Non-Executive Member	Administrator / KARIASTI CONSULTING Single- Member P.C.
Stavroula Kambouridou	Independent Non-Executive Member	CEO / DIAS S.A. Independent Non-Executive BoD Member / Fourlis Holdings S.A. BoD Member / EACHA (European Automated Clearing House Association)
Constantinos Mitropoulos	Independent Non-executive Member	Independent Non-executive BoD Μember / MOTODYNAMICS S.A. Independent Non-executive BoD member / PLAISIO S.A. Independent Non-executive BoD member / ELTRAK S.A. Independent Non-executive BoD member / Cyprus Development Bank Ltd. BoD member / IOBE (Foundation for Economic and Industrial Research)

Executive and non-executive BoD members

The executive members of the BoD, headed by the Chief Executive Officer, are occupied with the day-to-day

management of affairs falling under their areas of responsibility, as well as with ensuring the smooth running of

the Company. They are responsible for implementing the strategy defined by the BoD and for supervising the

execution of its decisions. Special BoD decisions determine how the Company is represented and bound.

The criteria and the procedure for evaluating the independence of the BoD members are defined in detail in the

Procedure for the Disclosure of Dependency Relationships of Independent Non-Executive Members of the

Company’s BoD, where the rules and the procedure are established, on the one hand, for the evaluation of

fulfillment of the independence criteria and, on the other hand, for the disclosure of any dependency relationships

of the independent members of the BoD and the persons who have close ties with them.

The Nominations Committee reviews the BoD members' independence, on an annual basis.

The non-executive members of the BoD, including the independent non-executive members, are charged with: (i)

monitoring and reviewing the Company’s strategy, its implementation, as well as the achievement of its goals; (ii)

the executive members’ effective supervision, including the supervision of their performances. Non-executive

Members of the BoD meet at least each year and convene for Extraordinary meetings when considered

appropriate without the presence of executive members in order to discuss the performance of the latter. In 2025,

the company's independent non-executive members met on 05.05.2025 and discussed issues concerning the

BoD’s and its committees’ functioning and the Company’s strategy and governance, in general.

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Statements of BoD members	Board of Directors' Report	Full Year Financial Statements	Auditors' Report

BoD Chairman

The BoD Chairman, who is a non-executive member, is responsible for convening, chairing and steering the

meetings, for the keeping of minutes, the signing of the relevant resolutions and for the BoD’s operation, in

general, as this is provided in the Company’s Articles of Association and the law. The Chairman’s responsibilities

are determined on the basis of the Company’s Articles of Association, the applicable legislation, the assignment of

responsibilities based on relevant BoD decisions, and the Code adopted by the Company, as set out in the

Company’s Bylaws. The most senior non-executive BoD member deputizes for the Chairman, when he is absent or

impeded.

Chief Executive Officer

The Chief Executive Officer serves as the principal governing authority and legal representative of the Company,

bearing responsibility for all business segments and operational activities. The Group Internal Audit General

Division reports administratively to the Chief Executive Officer.

Senior Independent Director

In accordance with its Operation Regulation, the BoD has appointed one of its independent members as the

"Senior Independent Director" with the following responsibilities:

i. supports the Chairman of the BoD,

ii. coordinates the effective communication between the Chairman and the BoD members ,

iii. chairs the meetings of the non-executive members of the BoD and the procedure concerning the

evaluation of the Chairman by the BoD members.

Mr. Iordanis Aivazis, the most senior among the independent non-executive members of the BoD (since June

2021), was appointed as the Senior Independent Director.

Concise curricula vitae of the BoD members are set out in the Appendix to the present report.

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Statements of BoD members	Board of Directors' Report	Full Year Financial Statements	Auditors' Report

BoD Committees

The BoD has set up committees for the purpose of achieving the company objectives and the Company’s smooth

operation. Each BoD Committee discharges the duties assigned to it by the BoD, acts within its remit and

promptly informs the BoD regarding its actions and any developments that came to its attention.

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Statements of BoD members	Board of Directors' Report	Full Year Financial Statements	Auditors' Report

Audit Committee

In accordance with the prevailing Operational Regulation, the Audit Committee may be constituted either as

a committee of the Board of Directors, exclusively composed of non-executive members, or as an

independent committee, consisting of non-executive members of the Board of Directors and external

parties, or solely external parties. The nature of the Committee, the duration of its term, the number of its

members, and their respective functions are determined by the Company's General Meeting of shareholders

The Audit Committee is comprised of no less than three (3) members, who, in their majority, are independent of

the Company, within the meaning of the provisions of article 9 of L. 4706/2020.

The Committee’s members have adequate knowledge of the sector in which the Company is active. At least one (1)

member of the Committee, which is independent in the meaning of the provisions of article 9 of L. 4706/2020,

has proven adequate knowledge and experience in auditing or accounting. This member is obligatorily present at

the Committee’s meetings concerning the approval of the financial statements.

By the Annual General Meeting of shareholders’ decision concerning the Audit Committee, taken on 27.06.2024:

• it was determined that the Audit Committee constitutes an independent (mixed) committee, comprising of

three independent non-executive members of the Board of Directors and a third person, non-member

thereof, 

• Mr. Panagiotis Papazoglou was elected as third (non-BoD member) member of the Audit Committee and,

• the BoD was authorized to designate the three other members of the Audit Committee from among its

independent non-executive members, after ascertaining the fulfillment of the criteria and conditions of

article 44 of L. 4449/2017. 

In acting on the above decision, the Company’s Board of Directors, at its meeting on the same day, appointed

Messrs. Iordanis Aivazis, Stavroula Kambouridou and Panagiotis Tridimas, independent non-executive BoD

members (elected as such by the Annual General Meeting of 27.06.2024), as members of the Audit Committee

after having ascertained that they fulfill the independence prerequisites of article 9 par. 1 and 2 of L. 4706/2020

and all article 44 of L. 4449/2017 criteria, since together they have proven adequate knowledge of the sector in

which the Company is active and two (2) of them, Messrs. P. Papazoglou and I. Aivazis, have adequate knowledge

and experience in accounting, auditing and finance. As such, by that composition, the Audit Committee can

discharge the responsibilities and duties stated in par. 3 of article 44 of La. 4449/2017.

Subsequently, the Audit Committee, during its meeting on July 4, 2024, was formed into a body, electing Mr.

Iordanis Aivazis as its Chairman and Messrs. Stavroula Kampouridou, Panagiotis Papazoglou and Panagiotis

Tridimas as its members.

The Audit Committee supports the Company’s BoD in its duties regarding the oversight of:

• the financial statements’ statutory audit procedure and the BoD’s updating on its results;

• the completeness and integrity of the standalone and consolidated Company financial statements;

• the design adequacy and operational effectiveness of the system of  internal controls ;

• the effective risk management, quality assurance and compliance of the Company;

• the Company’s compliance with the legal and regulatory requirements applicable from time to time, as well

as with the Code of Conduct;

• the design adequacy and operational effectiveness of the corporate governance system;

• the internal audit procedure, and the GIAGD’s performance;

• the certified auditors/audit firm’s selection procedure and review of their independence.

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Correspondingly and in relation to the above, the Audit Committee has the following responsibilities, in

greater detail:

1. It monitors the procedure and conduct of the statutory audit of the Company’s standalone and consolidated

financial statements. In this context, it updates the BoD by submitting a relevant report on the issues that

arose from the statutory audit’s conduct.

2. It monitors, examines and evaluates the financial reporting preparation process; namely the mechanisms

and production systems, the flow and dissemination of the financial information issued by the Company’s

organizing units involved. The Audit Committee informs the BoD of its findings and submits proposals for

improving the process, if considered advisable.

3. It monitors, examines and assesses the adequacy and effectiveness of the Company’s policies, procedures

and controls regarding, on one hand, of the system of internal controls and, on the other hand, the

assessment and management of risks related to financial reporting. As regards the internal audit function,

the Audit Committee monitors and inspects the GIAGD’s proper operation and evaluates its work, adequacy

and effectiveness, without, however, infringing on its independence. Furthermore, it reviews the information

disclosed as regards the internal audit and the Company’s main risks and uncertainties in relation to financial

reporting. In this context, the Committee informs the BoD of its findings and makes suggestions for

improvement, where appropriate.

4. It reviews and monitors the certified auditors/audit firms’ independence in accordance with L.4449/2017

(articles 21, 22, 23, 26 and 27), as well as with article 6 of Regulation (EU) 537/2014 of the European

Parliament and of the Council of 16^th April 2014, and in particular, the appropriateness of providing non-

audit services to the audited entity, in accordance with article 5 of the Regulation.

5. It is responsible for the certified auditors’/audit firm’s selection process and nominates the certified

auditors/audit firms that will be appointed by a decision of the General Meeting.

During 2025, the Audit Committee, exercising its responsibilities, held eighteen (18) meetings. These including

two (2) joint meetings with the Sustainable Development Committee and one (1) joint with the Remuneration and

Succession Planning Committee. Throughout the year, the Committee thoroughly discussed all topics within its

remit, with emphasis on the following: (a) external audit, financial reporting and sustainability report, (b) internal

audit, (c) assessment of the adequacy of the Internal Control System, (d) cyber security, (e) regulatory compliance

(f) organizational matters of the Committee and (h) other matters related to the mandate of the Committee.

The key activities undertaken covered:

• Reviewing and discussing with the external auditors the timetable and planned approach for the statutory

audit of both the Company and consolidated financial statements for fiscal year 2025, as well the review of

the semi-annual financial statements.

• Reviewing and discussing with Management and the external auditors (including two private sessions with

the auditors) the annual financial statements for the year ended 31.12.2024 and the semi-annual report for

the period ended 30.06.2025. The Committee briefed the Board of Directors on the results of the audit.

Additionally, the Audit Committee reviewed, discussed with Management and reported to the Board of

Directors on, the unaudited quarterly financial results for the periods ended 31.03.2025 and 30.09.2025.

• Reviewing and discussing the external auditors’ memorandum on the system of internal control procedures

over the financial reporting of the Company/Group from the audit for the year 2024 (Management letter)

and monitoring progress in addressing recommendations raised.

• Confirming that the sustainability information was reviewed by EY as part of the audit of the 2025 Annual

Financial Report and took into account, along with the content of the auditor's supplementary report on the

financial statements, the results of the limited assurance on the sustainability report.

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• Reviewing the sustainability reporting information related to environmental, social and governance (ESG)

matters, both by the Sustainable Development Committee and by the auditing firm EY, regarding the

completeness, accuracy, adequacy and disclosures of the aforementioned indicators and other

sustainability information included in the Sustainability Report.

• Submitting, along with the financial statements, to the Board of Directors the sustainability report which

forms part of these statements, the review and approval of which is the responsibility of the Sustainable

Development Committee.

• Reviewing and approving the assignment of the second triennial external evaluation of the System of

Internal Controls and Corporate Governance System in accordance with article 14 of Law 4706/2020, which

should be completed by February 2026, so that the Group's external auditors have the findings of the

Evaluation Results Report prior to issuing their audit opinion.

• Reviewing and unanimously approving the updates to the Internal Audit Unit Charter and manuals, and

recommending to the Board of Directors the approval of the revision of the Audit Committee's Charter and

the Internal Audit Charter.

• Reviewing the organizational changes made in the Internal Audit Unit.

• Monitoring the effectiveness of the Company’s Group Internal Audit Unit ‘GIAU’ and approving the Internal

Audit Plan, Budget and Training Plan for 2025.

• Quarterly and ad hoc meetings with the Head of Group Internal Audit Unit and GIAU managers to discuss

operational and organizational matters of GIAU, internal audit reports, quarterly activity and progress

reports with the key findings; the BoD was informed of these reports, including their key findings and the

manner in which they were addressed.

• Reviewing the commencement of the Risk Assessment Process by the Risk Monitoring and Management

Division by the Risk Monitoring and Management Division and the results of the above process will be sent

to the Group Internal Audit Unit to be used in the 2026 audit plan.

• Assessing the performance of the Head of GIAU and approved the salary review of the GIAU’s General

Manager’s remuneration (in a joint meeting with the Remuneration and Succession Planning Committee).

• Approving the annual plan of the Regulatory Compliance Officer and receiving information for 2024 report

and semi-annual updates on its activities. 

• Conducting an assessment of the external auditors’ performance and, based on the experience and

expertise of EY’s audit team, concluded that the audit process implemented was effective. Consequently, it

recommended the reappointment of EY as the audit firm for the financial year 2025 (the ninth consecutive

year, following the relevant tender process in 2017).

• Approving the remuneration of the external auditors.

• Approving all requests from the statutory auditors regarding the provision of services to the Company,

beyond the regular audit, after confirming that: (a) such services were permitted by the relevant legislation

and (b) the fees for their provision did not compromise the independence of the statutory auditors.

• Submitting periodic reports on the Audit Committee’s activities to the Board of Directors.

• Submitting its Activity Report for 2024 to the Board of Directors and subsequently to the Ordinary General

Meeting on 19 June 2025.

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Statements of BoD members	Board of Directors' Report	Full Year Financial Statements	Auditors' Report

The table below clearly displays each member's attendance at their respective Audit Committee meetings.

Audit Committee Composition	Capacity	Participation in Audit Committees' meeting (total 18)
Iordanis Aivazis	Chairman - Senior Independent Director, Independent non-executive BoD member	18/18
Stavroula Kampouridou	Member - Independent non-executive BoD member	17/18
Panagiotis Tridimas	Member - Independent Non-Executive BoD member	17/18
Panayiotis Papazoglou	Member - third (non- BoD) member	18/18

Upon unanimous acceptance of the Audit Committee’s recommendation by the Board of Directors, EY’s re-

election for the statutory audit in 2025 was approved by the Ordinary General Meeting of Shareholders on 19 June

2025.

The Committee assessed the performance of the external auditors, considering the audit process's effectiveness,

team experience, technical expertise, and the quality of communication and reporting to the Committee. Based on

the Committee's experience from the 2024 audit, relevant recommendations from Management, and after

thorough review and evaluation, the Committee recommended to the Board of Directors the reappointment of EY

as the audit firm for 2025. This will mark the ninth consecutive term for EY as the statutory auditor, responsible

for the mandatory audit of the annual and half-yearly consolidated financial statements. Additionally, EY will

conduct an audit to ensure the accuracy and submission of the 2025 Sustainability Statement.

Finally, the Audit Committee supervised the election process for new auditors for the 2027 financial year, in

accordance with Law 4449/2017 and EU Directive 537/2014, which mandate auditor rotation after a maximum of

ten years. This included organizing and conducting a tender process, identifying the preferred contractor, and

submitting a recommendation to the Board of Directors for the appointment of the new auditors for the 2027

financial year.

All the Committee’s decisions were taken unanimously. The Committee may, at its discretion, invite other

members of the Board of Directors or key individuals from within or outside the Company to provide information

or attend specific meetings or agenda items, as deemed appropriate. The CEO, the Group CFO, the General

Manager of Internal Audit, the General Manager of Legal, the General Manager of IT, the Director of Financial

Consolidation, the Senior Group Manager of Taxation and Customs Affairs, the Director of Risk Management, the

Compliance Officer, as well as the statutory auditor, are regularly invited to Committee meetings at the

Committee Chairman's initiative.

Remuneration and Succession Planning Committee

The Company's Remuneration and Succession Planning Committee comprises of three (3) non-executive

members of the Board of Directors, two of whom are independent. For the period 01.01.2025-31.12.2025, the

Committee’s Chairman was Mr. Nikolaos Vrettos, independent non-executive member of the Board of Directors,

while its members were Messrs. Mr. Theodoros-Achilleas Vardas, non-executive member of the Board of Directors

and Mr. Iordanis Aivazis, Senior independent non-executive member of the Board of Directors.   

The mission of the Remuneration and Succession Planning Committee is to:

1. Support the BoD in the work of drafting or/and revising the Remuneration Policy, which is submitted for

approval to the GM, as well as to study the information included in the annual remuneration report, opining

on such to the BoD, prior to its submission to the GM. 

2. Formulate or approve proposals by the Management on the guidelines’ framework regarding the

remuneration of Top Management Officers and Management Officers and approve proposals by the Chief

Executive Officer to the BoD regarding the remuneration of the Group Internal Audit General Manager (in

collaboration with the Audit Committee). 

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Statements of BoD members	Board of Directors' Report	Full Year Financial Statements	Auditors' Report

3. Formulate or approve proposals by the Management regarding variable remuneration plans and voluntary

retirement schemes, insurance schemes and performance incentive schemes for Top Management Officers

and Management Officers.

4. Ensure that a Top Management Officers’ succession plan is in place and cater for submitting relevant

recommendations to the BoD and/or the Chief Executive Officer.

During 2025, the Remuneration and Succession Planning Committee held four (4) meetings, including one (1) joint

meeting with the Audit Committee. The agenda of the most important issues examined during its meetings is

summarized as follows:

• Remuneration Report of the members of the Board of Directors (based on article 112 of Law 4548/2018) for

the fiscal year 2024.

• Update of the remuneration framework for the members of the Board of Directors of the Group's

subsidiaries.

• Proposal for the payment of an extraordinary one-off remuneration (extra bonus) to executives who were

involved in the projects of ELPEDISON and DEPA Commercial.

• Specialization of the terms of the Stock Award Program for the Senior Management Team and selected

executives at the Management level of HELLENiQ ENERGY and its affiliated companies.

• Salary adjustments of Managerial-level executives for 2025, based on the fixed remuneration policy.

• Variable remuneration for the performance year 2024 of Managerial-level executives.

Composition of the Remuneration and Succession Planning Committee	Membership	Participation in Commission meetings
Nikolaos Vrettos	President of the Committee (Independent non-executive member of the Board of Directors)	3/4
Theodoros-Achilleas Vardas	Member (Non-executive member of the Board of Directors)	4/4
Iordanis Aivazis	Member (Senior Independent Member, Independent Non-Executive Member of the Board of Directors)	4/4

Nomination Committee

The Nomination Committee comprises of three (3) non-executive BoD members, two of which are independent.

Mr. Iordanis Aivazis, Senior Independent Director, is the Committee’s Chairman and its members are Mr.

Theodoros-Achilleas Vardas, non-executive member, and Mr. Panagiotis Tridimas, independent non-executive

member. 

The mission of the Nomination Committee, according to the criteria stated in the Company’s suitability policy, is to

identify and nominate to the BoD individuals eligible for BoD and its committees’ membership and to opine on the

suitability of the candidate appointed members that are nominated by the State. Furthermore, the Committee

ensures the smooth succession and continuity of the Company’s BoD and evaluates the suitability, completeness

and effectiveness of the existing BoD members.

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Statements of BoD members	Board of Directors' Report	Full Year Financial Statements	Auditors' Report

Its main responsibilities are the following:

1. Suitability assessment of Candidate BoD Members appointed by the State;

2. Election of Candidate BoD Members elected by the General Assembly of shareholders (Preparation,

Candidates’ sourcing, Suitability Assessment, Nomination);

3. BoD Evaluation (BoD Evaluation Policy, Annual Evaluation, External Evaluation, Committee’s self-

assessment);

4. BoD Training;

5. Succession Plan;

6. Supporting the BoD in implementing the Company’s Policy for Preventing and Managing Conflict of Interest

Situations.

During 2025, the Nominations Committee held one (1) meeting, during which it examined the fulfilment of the

independence criteria by all independent non‑executive members of the Board of Directors for the year 2024 and

informed the Board of Directors of its conclusion that the said members met the independence criteria, at the

Board meeting held on 27.02.2025. All members of the Committee were present in person at the committee

meeting. In addition, the Nominations Committee supported the Board of Directors during the evaluation process

of the Board and its Committees, which commenced in December 2025 and was completed in February 2026 with

the presentation of the evaluation results to the Board.

Furthermore, the Nominations Committee reviewed the fulfillment of the independence criteria of all independent

non-executive members of the BoD for the year 2025 and informed the BoD on the fulfillment of the

independence criteria of its members in question at its meeting of 26.02.2026.

Other BoD Committees 

The work of the BoD is also assisted by other committees, set up by a decision thereof. Specifically, the

current committees are the following: 

Strategy and Risk Management Committee

The Strategy and Risk Management Committee was established in 2021, taking into account the requirements of

the Company’s corporate transformation and the emphasis it plays on the management of risks and on changes

of a strategic nature, which occur in the financial, economic, environmental, technological, political and social

environment and may affect its activities overall, its business action, its financial performance, as well as the

implementation of its strategy and the achievement of its goals. More specifically, with the corporate

transformation and Vision 2025, the Company enters into new business activities, which require the prompt

identification and management of risks and the drawing of a strategy suitable for achieving the ambitious mid-

long-term business goals, by planning appropriate investments and securing the necessary resources.

The mission of the Strategy and Risk Management Committee is, inter alia, to approve the corporate framework

for risk management and the relevant policies and methodologies, to determine the level of risk appetite and the

risk tolerance levels, to monitor and approve the management of significant corporate risks, as well as to oversee

the implementation of effective risk management measures.

The composition of the Committee consists of: Andreas Shiamishis, Chief Executive Officer, as the Committee’s

Chairman and its members Georgios Alexopoulos (Deputy CEO, executive BoD member), Theodoros – Achilleas

Vardas (non-executive BoD member), Nikolaos Vrettos (independent non-executive BoD member) and

Constantinos Mitropoulos (independent non-executive BoD member). The Committee met twice in 2025: on

03.06.2025 and on 05.11.2025, with the participation of all its members.

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Statements of BoD members	Board of Directors' Report	Full Year Financial Statements	Auditors' Report

The most important issues on which the Committee was informed were the following:

• Implementation of strategy and preparation for the next business cycle.

• Group strategy on the Power & Gas sector.

• Updates on the advancement of Group transformation initiatives.

• Status of the implementation of the Group's Risk Management and Regulatory Compliance framework, as

well as matters related to Group insurance.

Sustainability Committee

By integrating sustainable development into its strategic plan, the Group’s core strategy addresses the key issues

of sustainable energy access for all and climate neutrality, as well as the implementation of corporate governance

principles. These governance principles prioritize safe, accident-free, and financially sustainable operations, while

maintaining respect for both the environment and society. The Company and its subsidiaries are guided by their

commitments outlined in the Sustainability Policy, which it is also part of the Company's Bylaws.

Subsequently, the Committee is tasked with assisting the BoD strengthen the Company’s ongoing commitment

to creating value across the three pillars of Sustainable Development: economy, environment and society. It also

oversees the implementation of responsible and ethical business practices related to Environment-Society and

Governance (ESG) issues.

The Committee is composed of George Alexopoulos, Deputy Chief Executive Officer, serving as Chairman;

Nikolaos Vrettos, an independent non-executive member of the Board; Konstantinos Mitropoulos, an

independent non-executive member of the Board; and Anna Rokofyllou, a non-executive member of the Board.

In accordance with the Operation Regulation of the Sustainability Committee, fully covering the requirements in

Article 43 of Law 5164 regarding the obligations related to the Sustainability Report, the Committee is entrusted

with the following  responsibilities, among others:

• Ensuring the Group's compliance with the requirements of Directive (EE) 2022/2464 of the European

Parliament and of the Council as regards corporate sustainability reporting (CSRD).

• Identifying and assessing the sustainability risks associated with the Company's and the Group's operation.

• Safeguarding the accuracy and completeness of the sustainable development information and data that are

published.

• Reviewing, approving and monitoring the implementation of the Double Materiality Assessment.

• Supervising, monitoring the preparation and approving the Sustainability Statement, which is included in the

Group's Annual Financial Report, as well as in other reports to credit and financial entities on sustainable

development issues.

• Providing information to the Audit Committee for the final audit of the Sustainability Statement.

• Ensuring that the internal control mechanisms address the requirements set forth in Law 5164/2024

concerning the Sustainability Statement, including, but no limited to, the procedures for compliance with

the Double Materiality Assessment and the collection of sustainability data.

In addition, the committee's duties and responsibilities include the following:

• Reviewing both domestic and international Sustainable Development trends, along with legislative and

regulatory developments that could significantly impact the Group’s business activities.

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• Evaluating the Group's sustainable development operations and governance model,  and identifying areas

requiring improvement.

• Monitoring the Group’s ratings by international rating agencies on sustainable development issues and

identifying appropriate actions to enhance these ratings.

• Monitoring progress towards targets related to material sustainable development issues and relevant ESG

Group indicators; providing briefings to the Board of Directors and submitting proposals for corrective

actions.

• Reviewing the processes for updating and providing training to BoD members on issues related to the

Committee’s duties, while identifying areas that may benefit from further enhancement.

• Assessing the Committee’s effectiveness and taking corrective measures in case of identifying

shortcomings.

The Committee convened three times in 2025: on 24 February, 17 September, and 3 December. At its first

meeting, the Sustainability Committee ratified the 2024 Sustainability Statement. During the second session, the

Sustainable Development Committee approved and amended the 2^nd edition of the Operation Regulation for the

Board of Directors’ Sustainability Committee. The final meeting of the year focused on the preliminary ratification

of the Group's Double Materiality Assessment outcomes for 2025.

Executive Committee

The Company has an Executive Committee, the responsibilities and operation of which have been determined by a

number of BoD decisions, the most recent of which being decision no. 1337/2/29.11.2018, while its composition is

determined by a decision of the Management.

The Executive Committee is both advisory and executive in nature, as well as executive, to the extent that specific

executive powers will be assigned to it by the BoD. It processes and shapes strategic issues on all sectors of the Group's

and its subsidiaries’ (domestic and international) business activities.

Indicatively (and without limitation), the Executive Committee’s main responsibilities are:

• Formulating the strategy and development plan for the Group’s activities, in the form of mid-term and annual

business plans.

• Monitoring the progress of the works of all Group activities through financial results and ΚΡΙs.

• Monitoring, information and coordination on issues affecting the Group’s activities and requiring a well-

coordinated approach by the entire Management team.

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Statements of BoD members	Board of Directors' Report	Full Year Financial Statements	Auditors' Report

Executive Committee composition:

Chairman	HELLENiQ ENERGY Holdings S.A. CEO, Andreas Shiamishis
Vice-Chairman	HELLENiQ ENERGY Holdings S.A. Deputy CEO and General Manager Strategic Planning & New Activities, Georgios Alexopoulos, who will be acting for the Chair in any case of absence or impediment of his
General Manager of Oil Products Supply & Trading	Konstantinos Karachalios
Refineries General Manager	Georgios Dimogiorgas
Deputy Refineries General Manager	Konstantinos Pandazis
Chairman and CEO of EKO ABEE	Andreas Shiamishis
Acting Head of International Division	Georgios Grigoras
Group CFO	Vasileios Tsaitas
Group Human Resources & Administrative Services General Manager	Alexandros Tzadimas
Group Legal Services General Manager	Ioannis Apsouris
Group IT & Digital Transformation General Manager	Leonidas Kovaios
Group HSE & Sustainable Development Manager	Antonios Mountouris
Group Procurement Senior Manager	Gerasimos Stanitsas
Group Corporate Affairs Manager	Sotirios Anastasiadis

BoD & Committees Evaluation 

The BoD Assessment Policy and the Bylaws (Internal Regulations) adopted by the Company provides for the

annual evaluation of the effectiveness of the Board of Directors (as a collective body), its committees and their

individual members, while this evaluation is provided by an external consultant every three years.

After completing its first year of operation, the current Board of Directors, which was elected on 26 June 2024,

carried out its second evaluation with the support of Egon Zehnder as an independent external advisor. The

evaluation was completed in February 2026 and concerned the collective capabilities of the Board as a body, the

capabilities of its Committees, as well as the individual competencies of its members. The process included the

use of a confidential, specialized online questionnaire and individual interviews with all members of the Board of

Directors and its Committees. The evaluation covered the key dimensions of the Board’s functioning, including its

structure and composition, defined roles and relationships with executive management, operational effectiveness

and meeting procedures, oversight of strategy, business performance and risk management, succession planning

and leadership development, ESG readiness (environmental, social, and corporate governance matters), and the

operation of the Board Committees. This was followed by in‑depth, one‑to‑one interviews with all Board members

to gather qualitative insights and further explore behavioral and operational aspects, the dynamics of the

collective body, and the quality of discussions.

The results were grouped into five thematic pillars — alignment, effectiveness, balance of skills, engagement, and

dynamics — and were presented to the Board of Directors at its meeting of 26.02.2026 for discussion.

The general conclusions of the evaluation are that the Board of Directors operates through effective and

well‑structured procedures, within a framework of collaboration and high professionalism. Its composition reflects

the specific characteristics of the shareholding structure, ensuring operational continuity and the stability of

corporate governance. The relationship between the Chair and the Chief Executive Officer is governed by

institutional rigor and professional consistency, while the Board committees perform their duties reliably, in

accordance with their prescribed mandates, with potential for further enhancement through more systematic

practices. The overall functioning of the Board of Directors is characterized by constructive dialogue and the

substantial contribution of its members to the smooth operation of the company.

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Statements of BoD members	Board of Directors' Report	Full Year Financial Statements	Auditors' Report

Suitability Policy

The Suitability Policy for the members of the Company’s BoD sets out the core principles and the framework for

the selection, renewal of the term of office and replacement of the BoD members, as well as the criteria that have

been set this purpose. The Policy is aligned with the applicable provisions of the Greek legislation concerning the

corporate governance of sociétés anonymes and is under revision in order to align with the provisions of the new

Articles 3A and 3B (as introduced by Law 5178/2025 regarding gender-balanced representation), as well as with

the updated version of Circular 60 of the Hellenic Capital Market Commission dated 29.04.2025. Moreover, the

Suitability Policy is aligned with the corporate governance code, as this is adopted by the occasional Company

corporate governance statement, in accordance with the provisions of articles 152 of L. 4548/2018 and 17 of Ν.

4706/2020.

The purpose of the Policy is to set out:

a. general principles and guidelines to the Nomination Committee for the selection, evaluation and

nomination of candidate members to the BoD;

b. criteria for the selection and assessment of the suitability of candidate BoD members;

c. criteria for the assessment of the BoD members’ individual and collective suitability.

The BoD, through the Nomination Committee, is responsible for initiating, guiding and coordinating the process

for the election of the suitable candidate BoD members, subject to the shareholders’ rights.

Furthermore, the Nomination Committee receives a written brief by the State (which, according to the Company’s

Articles of Association, has a right to directly appoint BoD members on behalf of the shareholder, HCAP), which

includes the ascertainment of the suitability criteria of the members to-be-appointed, in accordance with the

Company’s suitability policy, as well as their detailed curricula vitae, and opines on it. The Committee’s positive

opinion constitutes an essential precondition for the appointment of BoD members, as per the above.

The Nomination Committee is responsible for identifying candidate BoD members, who, in its view, meet the

relevant criteria. The Nomination Committee’s nominations are submitted to the BoD, which introduces the

nominated for election as BoD members, according to the Committee’s nominations, to the General Meeting of

shareholders, in accordance with article 78 of L. 4548/2018 and the Company’s Articles of Association. The

Committee’s positive opinion constitutes an essential precondition for a candidacy to be nominated by the BoD

for election by the General Meeting of shareholders.

According to the Company’s Articles of Association, the BoD comprises eleven (11) members, of which four (4), at

minimum, are independent non-executive. The number of committees that will be operating in the framework of

the BoD, or any need for assigning further special powers and authorities to its members, may be adjusted in

accordance with its operational requirements, putting their knowledge, reputation and experience to use,

pursuant to the present. 

The suitability criteria set by the Suitability Policy are the following:

1. Individual Suitability

◦ Adequacy of knowledge and skills

◦ Morality and Reputation

◦ Independence of judgment

◦ Allocation of sufficient time 

2. Collective Suitability 

3. Diversity Criteria

More information regarding the Policy and its content is available on the Company’s website "Suitability Policy".

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Statements of BoD members	Board of Directors' Report	Full Year Financial Statements	Auditors' Report

Diversity Policy

The Company considers the principle of diversity to be important for the composition of its governance bodies. 

It, therefore, applies a diversity policy with the aim of promoting a suitable level of differentiation in the BoD and a

multi-collective team of members. Through putting together a broad range of qualifications and skills in selecting

the BoD members, a variety of views and experiences is ensured, for the purpose of taking the right decisions. 

The Policy includes the basic diversity criteria, which are applied by the Company in selecting BoD members and

constitute essential priorities (diversity goals) of the Company:

• Adequate representation per gender.

• Ensuring equal treatment and providing equal opportunities to all potential BoD members, irrespective of

gender, race, color, national, ethnic or social background, religion or convictions, property, birth, family

status, diversity, age or sexual orientation.

More information regarding the Policy and its content is available on the Company’s website, under the Suitability

Policy.

It is noted that, in that direction, the Company strives to take into account the above in the Human Resources

Management Procedures.

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Statements of BoD members	Board of Directors' Report	Full Year Financial Statements	Auditors' Report

Selected diversity data regarding 2025 are set out below:

BoD Composition

HELLENiQ ENERGY Group data (31.12.2025)

	Managerial level officers	Other staff
Men	291	2,967
Women	103	831
<30 years old	1	197
30-50 years old	177	2,611
>50 years old	216	990
Doctorate (Ph.D)	23	41
Post-graduate degree	204	581
University degree	153	601
ATEI degree	7	766
High School graduate or lower education level	8	1,808

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Statements of BoD members	Board of Directors' Report	Full Year Financial Statements	Auditors' Report

Special Annual Report of article 3C of Law 4706/2020 οn BoD Gender Balanced

Representation

According to the provisions of Law 5178/2025, in September 2025 the Company published the Special Annual

Report of Article 3C of Law 4706/2020 on BoD Gender Balanced Representation for the 2024 financial year and

simultaneously submitted it to the Hellenic Capital Market Commission, to the Documentation, Research and

Digital Support Department (Observatory) of the General Secretariat for Equality and Human Rights of the

Ministry of Social Cohesion and Family, as well as to the Ombudsman.

According to the Special Annual Report, throughout the financial year 01.01.2024 – 31.12.2024, the Company was

in compliance with the provisions of article 3 par. 1(b) of Law 4706/2020 and the respective requirements of the

Suitability Policy regarding adequate representation per gender and, specifically, at least twenty five percent

(25%) of the total BoD members, which percentage in case of fraction is rounded to the previous integer. Taking

into account the new provisions of Article 3A of Law 4706/2020, introduced by article 5 of Law 5178/2025, which

establish increased requirements for balanced gender representation, the Board will ensure any necessary

changes to its composition within the legally stipulated timeframe, with the aim of improving gender-balanced

representation and safeguarding its collective suitability.

Data on BoD gender balance representation as of 31.12.2025
	Total number	Men	Women	Percentage of underrepresented gender
Members	11	9	2	18%
Executive Members	2	2	0	—%
Non-Executive Members	4	3	1	25%
Independent Non-Executive Members	5	4	1	20%

The Company will prepare, by September 2026, the Special Annual Report pursuant to Article 3G of Law

4706/2020 regarding the Balanced Gender Representation on the Board of Directors, which will relate to the

financial year 2025. Upon its completion, the report will be published and duly submitted in accordance with the

provisions of Law 5178/2025.

Remuneration Policy

The Company has established, maintains and applies core principles and rules in determining the remuneration of

the BoD members (“Remuneration Policy”), which contribute to its business strategy, long-term interests and

sustainability.

The Remuneration Policy was approved, in its original form, by a decision of the Extraordinary General Meeting of

the Company’s shareholders, dated 20 December 2019, and was amended to a limited extent and solely for the

purpose of accommodating changes in the Company’s BoD following the amendment of its Articles of Association

in 2021 by a decision of the Annual General Meeting of 30 June 2021.

The current Remuneration Policy was approved by a decision of the Annual General Meeting of 27.06.2024. This

Remuneration Policy complies with the applicable regulatory framework and is aligned with the Company’s

business strategy (especially after the Company’s strategic transformation and after taking into consideration the

experience from the Policy’s implementation). The Policy is valid for four (4) years following the date of its

approval, unless it is revised / amended earlier, by a General Meeting decision.

More specifically, the Policy:

• Determines the competent bodies involved in its elaboration, approval and monitoring process.

• Explains the structure of BoD members’ remuneration.

• Operates a base of reference in formulating proposals regarding the BoD members’ total remuneration.

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Statements of BoD members	Board of Directors' Report	Full Year Financial Statements	Auditors' Report

• Established key guidelines for managing and paying remuneration to the BoD members and the way in

which this is formulated.

The Policy covers every type of remuneration, i.e. fixed or variable remuneration, as well as benefits that may be

paid to persons falling within the scope of its application.

Its core principles are summarized below: 

Remuneration on account of the BoD membership

The forms of remuneration that may be paid to executive and non-executive members by virtue of the Policy are

outlined below:

Fixed remuneration is payable in accordance with the provisions of article 109 par. 1of L. 4548/18 on BoD

members’ remuneration, as fixed annual remuneration payable on a monthly basis. In addition, remuneration per

BoD meeting is paid. This remuneration aims at being as much as possible aligned to the market levels for BoD

members of companies listed in the Greek Stock Exchange and adapted to the nature and particularities of the

Company.

In addition, according to the applicable legal framework, the rules on corporate governance and the size and

activities which the Company has, a series of committees dealing with individual and more specialized topics is

required.

These committees and their members are determined by the GM where so provided, such as the Audit

Committee, while, in other cases, they are determined by the BoD, if the topics are viewed as major, on account of

financial figures, subject-matter or strategy. In these cases, the BoD determines the subject-matter of each

committee, the members, the authorities and responsibilities they shall have by reason of participating in the

committees in question. The participation remuneration for the members participating in these committees has

the same structure as participating in the BoD (fixed and per meeting), as stated in Annex A. The remuneration for

participating in the committees is exactly the same, irrespective of whether the member is an executive, non-

executive or independent non-executive one, while no other benefits are provided.

The BoD Chairman’s remuneration, aside from the compensation he receives, just as the rest of the BoD

members, is provided for by a mandate contract, which is concluded with the Company and is determined by the

Remuneration and Succession Policy Committee. 

It is noted that the BoD members (except those in an employment or mandate relationship with the Company)

may receive additional remuneration also through the distribution of Company shares for free, while all members’

remuneration can be paid by any suitable means, including that of profits’ distribution.

Additional benefits

On top of the above remuneration, there is provision for the possibility of granting additional benefits to the

Company’s BoD members; such remuneration may be varied and, indicatively, regard:

• A fuel card (EKO CARD) for transportation expenses, with monthly consumption of up to 100 liters.

• Possibility of participating in conferences and day-events organized in Greece and sponsored by a Group

company.

• Possibility of participating in training programs concerning the Company activities or the improvement of

the BoD’s operation.

• Possibility to participate in some of the social nature benefits that are available to Managerial Level Officers

or/and the Company’s employees.

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Remuneration of executive BoD members on the basis of employment contracts

Beyond the above remuneration for participating in the BoD, the executive members that are related to the

Company or/and other Group companies with an already in force employment contract, are also paid the relevant

remuneration and benefits (fixed, variable, benefits and participation in group medical care and retirement

schemes, etc.), which are formulated by taking into account the Annex B factors on structuring the total

remuneration level regarding Managerial Level Officers of the Company.

The amount of any variable remuneration is directly linked to the achievement of corporate and personal goals

and is calculated as a percentage on the annual gross standard remuneration, depending on the hierarchical level

of the officer having an Executive Consultant role. This remuneration has been already set based on the provisions

in decisions of the competent bodies and the Company’s salary policies, which aim at attracting, developing and

keeping the suitable executives and are determined also in connection to the general remuneration levels both of

the Group, as well as of the Greek market, in general, taking into account the nature of operations and the

Company’s size. 

More information regarding the Policy and its content is available on the Company’s website (BoD members'

Remuneration Policy).

Sustainability Policy

HELLENiQ ENERGY and its subsidiaries align their business activities with the objectives of the United Nations

Sustainable Development Goals and the European Green Deal. Central to the company's strategy are the critical

issues of sustainable energy for all and climate neutrality, as well as the adoption of corporate governance

principles that prioritize safe, accident-free, and economically viable operations, with due regard for the

environment and society.

Specifically, HELLENiQ ENERGY and its subsidiaries are committed to:

• Adhering to legislative requirements and internal or other regulations to which the Group subscribes.

• Implementing and continuously enhancing the Management Systems for Health and Safety, Environment,

and Energy by developing inspection, control, and certification procedures.

• Limiting incidents that jeopardize health, safety, the environment, and society, while maintaining

preparedness for any emergencies.

• Reducing their carbon footprint with the objective of achieving climate neutrality by 2050.

• Employing methods to prevent and reduce emissions and waste throughout the value chain, ensuring the

efficient use of energy and natural resources, and strengthening the circular economy.

• Protecting ecosystems and biodiversity, while implementing sustainable land and water use practices.

• Analyzing and assessing the risks and opportunities related to climate change with the aim of mitigating its

effects and adapting to its impacts.

• Consulting with all social partners to create long-term value for the Group and society.

• Setting specific and measurable goals regarding sustainable development, monitoring progress, and

presenting it based on internationally recognized reference standards, aiming for continuous improvement.

• Raising awareness and providing training to social partners and their suppliers/collaborators on ethical and

responsible behavior throughout the value chain, eliminating all forms of corruption.

• Upholding human rights and respecting diversity and equality, eliminating all forms of discrimination

throughout the value chain, including local communities, consumers, and partners.

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• Defining clear roles and responsibilities for the implementation of the commitments of this policy, ensuring

the availability of necessary resources.

• Maintaining systems for controlling and managing financial and non-financial risks, ensuring the

sustainability of the Group, society, and the environment.

• Adopting best practices for sustainable development in procurement and marketing processes and

throughout the value chain, providing safe, sustainable, and affordable energy products.

All employees and associates of HELLENiQ ENERGY and its subsidiaries are responsible for compliance with this

policy. This policy was approved by the CEO and the Sustainable Development Committee of HELLENiQ ENERGY

on 29 March 2024.

In the context of disclosing the progress and results of the implementation of its policy, the Company publishes its

performance on an annual basis following recognized sustainability reporting standards such as the European

ESRS, the international GRI Standards, the Athens Stock Exchange (Athex) ESG Disclosure Guide, the Greek

Sustainability Code, as well as the principles of the United Nations Global Compact with the relevant progress

report (Global Compact Communication on Progress - CoP).

The Company's material sustainability topics, as well as the methods by which they are addressed, are presented

in detail in the Sustainability Statement, which is part of the Annual Financial Report, in accordance with the

European Corporate Sustainability Reporting Directive (CSRD) and the corresponding European Sustainability

Reporting Standards (ESRS). Further information regarding the Sustainable Development Policy and Strategy is

available on the Company's website (Sustainable Development section).

BoD members’ compensation for their participation in BoD and Committees’

meetings in 2025

For fiscal period 01.01.2025 – 31.12.2025, the compensation paid to the BoD members is the one provided in the

current Remuneration Policy.

The most recent approved BoD members’ remuneration report (fiscal year 2024) was discussed at the Company’s

Annual Ordinary General Meeting, of 19^th June 2025, where shareholders representing 81.66% of the share capital

attended, while the percentage of votes “IN FAVOR” amounted to 96.02% of the shareholders present.

The remuneration paid to the Company’s BoD members for the fiscal period 01.01.2025-31.12.2025 include both a

fixed as well as a variable part.

The 2024 remuneration report is available through the website of HELLENiQ ENERGY, while the respective report

for 2025 will be posted  after its approval in June 2026.

The Annual General Meeting of 27^th June 2024 approved the setting up a long-term plan for distributing Company

shares to executives of the Company and/or companies associated therewith, in the meaning of article 32 of Law

4308/2014. The Plan’s description and main provisions are available in section D. paragraph h) of the Board of

Directors’ Explanatory Report. Due to the structure of the shares’ free distribution plan, the shares to be

distributed are 100% vested to the plan’s beneficiaries after completion of the 1^st evaluation cycle; i.e., on

31.12.2026 by their distribution following gradually over the next three years.

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Β.2 Audit Committee Activity Report

Β.2.1 Introduction

Dear Shareholders,

The Audit Committee (the “Committee”) of “HELLENiQ ENERGY Holdings S.A,” (the “Company”) is pleased to

present its report for the year 2025 in accordance with the provisions of article 44 par. 1(h) of Law 4449/2017 to

the General Meeting of the Company’s shareholders. This report outlines how the Committee has fulfilled its

obligations in alignment with the current legislative and regulatory framework.

The report provides an overview of the Committee's purpose and principal activities in 2025, as outlined in its

revised Audit Committee Charter, as well as the activities regarding the Company’s and the Group's interim and

annual financial statements (“financial statements”) of 2025, which were published in 2026. Moreover, this report

describes the Company’s Sustainability Policy, which is available at the Company's website.

Our work plan is initially determined early in the year, with the objective of ensuring that  all areas within the scope

of responsibility are comprehensively addressed. Modifications to our plan may be implemented as the year

progresses, depending upon developments.

The Committee held regular meetings throughout the year at least quarterly.

Β.2.2 Purpose of the Committee and Key Responsibilities

1. The purpose of the Committee is to assist and inform the BoD in fulfilling its

oversight responsibilities regarding:

Α) Financial Reporting and External Audit

The Committee is responsible for:

• Performing oversight of the financial reporting process and procedures.

• Reviewing the annual financial statements, semi-annual and quarterly condensed financial statements prior

to their submission for approval by the BoD and submitting recommendations or proposals to the BoD as

considered appropriate.

• Overseeing the procedure and conduct of the statutory audit of the annual financial statements.

• Overseeing  the submission of the sustainability report, along with the financial statements, to the Board of

Directors, the review of which is the responsibility of the Sustainability Committee.

Β) External Audit Process

The Committee submits proposals to the BoD on issues arising from the statutory audit, explaining:

• The selection process of the appointment and remuneration of the auditing firm/statutory auditor for the

financial year 2025, for the purpose of recommending its appointment by the Annual General Meeting of

Shareholders ("AGM") to ensure the independence, objectivity and effectiveness of its operation, as well as

its periodic rotation in accordance with the current regulatory framework and the information of the

Committee on the overseeing of the process of preparation on the Sustainability Statement.

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• The Committee’s role in the contribution and results of the statutory audit of the Company’s annual and

consolidated financial statements, regarding the quality and integrity of the financial reporting, including

the relevant disclosures, approved by the BoD and published.

C) The Effectiveness of Internal Control Systems, the Risk Assessment Process, Regulatory

Compliance, Corporate Governance, Internal Audit, Cybersecurity and Sustainable Development

The Audit Committee oversees, examines and evaluates:

• Oversees and assesses the adequacy and effectiveness of the Internal Control System of the Company on

the basis of reports issued by the Group Internal Audit Unit, findings by the external auditors, the tax

authorities and any managed information as appropriate. Assists the Board of Directors in overseeing the

effectiveness and performance of the Group Internal Audit Unit.

• The adequacy and effectiveness of the control activities of the information systems to protect the Group's

information and systems on cyber security issues.

• The submission of sustainability reports.

• Reviews and discusses the periodic reports of the activity of the Group Internal Audit Unit.

2. The Committee reports to the BoD on how it discharges its responsibilities and

provides recommendations to the BoD.

The responsibilities and the operation of the Committee for the fulfillment of its purpose are further detailed in its

Audit Committee Charter, which was revised again in 2025 due to the implementation of the new Global Internal

Audit Standards, as well as the amendments regarding the Committee under L. 5164/2024.

The Audit Committee Charter is available at the Company's website: BoD Committees.

In the execution of its responsibilities, the Committee was granted comprehensive and unrestricted access to all

information deemed necessary and essential for the fulfillment of its obligations.

The Committee shall carry out a periodic evaluation of its Charter annually, and its revised as appropriate.

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The main responsibilities of the Committee cover the following:

Β.2.3 Composition of the Committee, Skills and Experience

The Audit Committee consists of three independent non-executive members of the BoD and a third party who is

not a member, according to the following table:

Full Name	Nature/Capacity	Tenure of Office
Iordanis Aivazis	Chairman - Senior Independent Director, Independent non-executive BoD member	27.06.2027
Stavroula Kampouridou	Member - Independent non-executive BoD member	27.06.2027
Panagiotis Tridimas	Member - Independent Non-Executive BoD member	27.06.2027
Panayiotis Papazoglou	Member - third (non- BoD) member	27.06.2027
Independent non- executive members	Third (non - BoD) member
75%	25%

(Composition of Audit Committee as of 31.12.2025)

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By the decision of the Annual General Meeting of the Company's shareholders of 27.06.2024 regarding the

Committee:

(i) it was determined that the Committee is an independent (joint) committee consisting of three

independent non-executive members of the Board of Directors and a third person, not a member of the

Board of Directors,

(ii) Mr. Panagiotis Papazoglou was elected as the third person (non-member of the Board) member of the

Committee,

(iii) the Board of Directors was authorized to appoint the remaining three members of the Committee from

among its independent non-executive members, having verified that the criteria and conditions of

article 44 of Law 4449/2017; and

(iv) the tenure of the office of the Committee was set at three years. 

All members of the Committee meet the conditions of independence of the Article 9 paragraph 1 and 2 of Law

4706/2020 and all the criteria of article 44 of the law. 4449/2017, as they have proven to have sufficient

knowledge of the sector in which the Company operates and two (2) of them, Mr. P. Papazoglou and Mr. I. Aivazis ,

have sufficient expertise and experience in the field of accounting, auditing and finance.

Brief CVs of the Committee's members have been posted on the Company's website.

The Committee is supported by an Audit Committee Secretary and other staff from the organization, where the

agenda is prepared and distributed to the members together with the information material at least two (2) days

prior to the Committee's meeting, and it may engage external consultants in order to conduct its scope.

Β.2.4 2025 Key Highlights and 2026 Action Plan

In executing our plan for 2025, key points of focus included:

• Consideration of issues that have an impact on the Company's business activities, particularly with respect

to going concern and impairment of non-current assets, such as:

◦ macroeconomic and geopolitical developments,

◦ climate change matters and how those affect the business model

• Overseeing the Group’s financing needs and capital structure, as well as the refinancing activities.

• Overseeing and reviewing the financial statements of the Company and the Group, as well as the external

audit plan.

• Updates and discussions with the Company's Management on strategic matters and significant Group

investments (e.g., the implementation of the Group's strategic plan, focusing on the completion of the

acquisition of the remaining 50% of the share capital of Elpedison B.V., as well as acquisitions in RES

projects).

• Overseeing the effectiveness of the Group Internal Audit Unit (hereafter GIAU) following its renaming from

Group Internal Audit General Division to Group Internal Audit Unit, Regulatory Compliance, Risk

Management Division and Cybersecurity Services.

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• Overseeing, in cooperation with the Sustainability Committee, the implementation plan of the Corporate

Sustainability Reporting Directive (CSRD) for the year 2025.

• Overseeing progress of actions taken to address internal control recommendations, raised by the external

auditors in their Management Letters. It is noted that no new issues were identified to be included in the

Management Letter; on the contrary, it was confirmed that many of the cases included in the letter in

previous years have significantly improved.

• Overseeing the revised of the Internal Audit Charter and Operating Manuals of the GIAU due to the

implementation of the new Global Standards 2025 and the Group's needs, ensuring that the Company

remains aligned with the latest global standards and best practices.

• Overseeing the assignment for the conduct of an assessment of the Internal Control System and Corporate

Governance System (based on Article 14 of Law 4706/2020).

• Completion of the process of electing new statutory auditors for the 2027 financial year, based on Law

4449/2017.

In 2026, apart from continuing to monitor the impact of macroeconomic and geopolitical developments on

the business, other priorities include:

• Overseeing and maintaining oversight of key risks and uncertainties for 2026, overseeing climate change

impact on the Group's assumptions, and risks related to cybersecurity, artificial intelligence and sustainable

finance and operations.

• Overseeing the integration of affiliated companies with risk identification of new activities (mainly Enerwave

-formerly ELPEDISON SA-, expansion of activities in RES ) in the Group's Internal Control System.

• Update on the progress of actions including expanding digital transformation, focusing on operational

optimization, restructuring and investing in human capital, adopting best risk management practices in the

business model, and redefining the ESG strategy.

• Overseeing the results of the Risk Assessment Process by Risk Management Division, with the aim of

further ensuring a uniform methodology at Group level.

• Overseeing and approval of the risk based annual audit program of the GIAU.

• Overseeing the external evaluation process of the Internal Control System and Corporate Governance

System for the years 2023-2025.

• Overseeing the process of outsourcing the external quality assessment (EQA) of the EQA according to the

International Professional Practices Framework (Standard 8.4: "External Quality Assessment").

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Β.2.5 Committee Meetings

In Accordance with Terms of Reference of the Committee, the Committee meets at regular intervals, at least

six (6) times per year and holds extraordinary meetings when required.

• During 2025, the Committee held eighteen (18) meetings, covering all of the areas of financial reporting,

external audit, sustainable development, internal audit, corporate governance, regulatory compliance,

cybersecurity, internal control system and risk management falling within its responsibilities and corporate

governance policies of the Group. The Committee also participated in two (2) joint meetings with the

members of the Sustainable Development Committee regarding the process of reviewing and submitting

the sustainability report to the BoD, as well as the approval of the operating regulations of the

aforementioned Committees and one (1) joint meeting with the Remuneration and Succession Planning

Committee. The attendance at the meetings was very satisfactory, as there was a quorum in all the

meetings.

Depending on the subject matter of each meeting, the following individuals are regularly invited to attend the

Committee meetings:

◦ Head of Group Internal Audit Unit

◦ Group Chief Financial Officer

◦ Group Legal Counsel

◦ Head of Risk Management

◦ Regulatory Compliance Officer

◦ Chief Information Security Officer

◦ Group General of Information Technology and Digital Transformation,

◦ Senior Management of the Company/ Department Heads of the Company

◦ External Auditors

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• The Committee also held two meetings with Management and the external auditors in 2026 to discuss the

2025 annual financial statements and the results of the audit, including the process carried out by the

Company to determine the information required for the submission of the sustainability report, as well as

holding a discussion with the external auditors, without the Management’s presence.

• The Committee members also held frequent discussions/informal meetings in between scheduled meetings

and all of the Committee’s decisions were taken unanimously.

• During the year 2025, the members engaged in a range of conferences and professional development

activities. Furthermore, participation was extended to the Board of Directors' strategy day, recognized as

one of the principal workshops within the period. On this occasion, the Board members were afforded ample

opportunity to deliberate upon the key strategic initiatives pertaining to the advancement of both the

Company and the Group.

• The Committee submitted memos to the BoD prior to the approval of the annual and interim financial

statements, including information on the role of the external auditors and the results of their audits and

provided periodic reports on its activities throughout the year, highlighting issues of importance.

• The Committee met at the Company's Headquarters or by teleconference and during its meetings, minutes

were kept setting out the issues discussed and approvals of the members. The minutes are maintained on

the Group’s Board Management portal.

More specifically, the Audit Committee, according to its 2025 meeting schedule, addressed the following

main topics:

	2025 Audit Committee Meetings
1	Readiness Assessment in relation to the new Internal Audit Standards and Review of Internal Audit Unit Manuals
2	Performance Evaluation of the Head of GIAU and Declaration of Independence
3	Risk Assessment Monitoring- Results
4	Approval of the Annual and Three-Year Audit Plan of GIAU
5	Review and evaluation of the quarterly reports of GIAU and the AC’s proposals thereon, and drafting a related report to the Board of Directors
6	2024 Review - Approval of the 2025 Budget of GIAU
7	Information and Systems Security Monitoring
8	2024 Quality Program Review Results and Follow Up on Findings
9	Regulatory Compliance Issues
10	Approval of the Audit Committee and the Sustainable Development Committee Charters (Note: common review area for the tasks regarding the implementation of the Corporate Sustainability Reporting Directive – CSRD)
11	Approval of the revision of the Internal Audit Unit Charter, the Internal Audit Operating Manual, and Other Manuals (Quality Assurance, Vision and Strategy, Other Methodologies)
12	Meetings with Executive Management for the preparation of the Group's financial statements for the financial year 2024 and the drafting of the Annual Financial Report
13	Meeting with the auditors to present the Sustainability Statement and review the Group's 2024 annual results
14	Meetings with the auditors during the audit planning stage, during the execution of the audit, and for the presentation of results – financial statements for the year 2025
15	Evaluation of external auditors and proposal to the Annual General Meeting for the re-election of auditors for the 2025 financial year
16	AC proposal to the Board of Directors for the conduct of an assessment of the Internal Control System and the Corporate Governance System in accordance with Article 4 of Law 4706/2020
17	Approval of the procedure for electing new auditors for the 2027 financial year through a competitive process
18	Completion of the process of electing new auditors for the 2027 financial year, and a related proposal to the Board of Directors

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Β.2.6 Financial Reporting & External Audit

The Committee actively participated in the financial statement preparation process by convening on nine (9)

occasions out of a total of eighteen (18) meetings, engaging with both the Company’s Management and

external auditors. In addition, the Committee independently conducted a comprehensive review of the

financial statements and associated management information. Upon completion of these assessments, the

Committee formally recommended that the financial statements be submitted for further approval by the

Board of Directors.

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Meetings with Company’s Management and evaluation

The Committee held regular meetings with the Company’s Management prior to the publication of the financial

statements to review and discuss the financial statements and explanatory memos prepared by Group Finance,

covering matters such as:

• Business developments (e.g., refining industry; energy crisis).

• Assessment of possible indication for impairment of assets.

• Updates on specific issues and developments (e.g. business, strategic, institutional framework) affecting the

financial statements.

• Group's operations financing. 

• Updates regarding acquisitions and disposals of participations.

• Going concern assessments and assumptions.

• Status of contingencies and litigation - discussed with the Group Legal Counsel.

• Management’s plan for the implementation of the Corporate Sustainability Reporting Directive (CSRD).

Meetings with external auditors

With respect to the annual and semi-annual financial statements, the Committee met with the Company’s

external auditors during the planning, execution and completion phases to review and discuss:

Financial Statements 2025

• Timetable of annual and semi-annual audits.

• Composition of the audit team and involvement of specialists.

• Scope and work plan of the audit including materiality levels to ensure that it addressed the key audit areas

• Key audit matters/risks identified by the auditors.

• The status / progress of the audit and the conclusions of the audit work. The special annual report by the

external auditors to the Committee (A. 10 of EU Reg 537/2014).

In addition, the Committee confirmed as regards the sustainability information that it was reviewed by EY in the

context of the audit of 2025 Annual Financial Report.

Financial Statements 2024

• The status / progress of the audit and the conclusions of the audit work.

• The special annual report by the external auditors to the Committee (A. 10 of EU Reg 537/2014).

• The Internal control recommendations included in the Management Letter and the status and the adequacy

of actions taken by Management in relation to these matters.

• Tax Audit completion and issuance of a tax certificate for 2024 fiscal year.

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Β.2.7 External Auditors

The Committee is responsible for the external auditor selection process and overseeing the periodic rotation

of the statutory auditor

The Committee assessed the performance of the external auditors considering the efficiency of the audit process,

experience of the team, technical expertise and the quality of communication/reporting to the Committee.

Taking into account the Committee's own experience with the 2024 audit, as well as considering feedback from

the Management, and following its review and evaluation, the Committee decided to propose to the BoD the

reappointment of EY and the related fees, as auditors for 2025, for a ninth term for the statutory audit of the

annual and semi-annual consolidated financial statements and for the assurance audit of the 2025 sustainability

report.

It is noted that the Annual General Meeting of the Company's shareholders which was held on 19.06.2025, re-

elected EY to audit the annual and semi- annual consolidated financial statements.

Finally, the Audit Committee completed the process of selecting new auditors for the 2027 fiscal year, based on L.

4449/2017 and in accordance with EU Directive 537/2014, which provides for mandatory rotation with a

maximum duration of 10 years, including the preparation and conduct of a competitive process and the selection

of the preferred bidder, and submitted the relevant proposal to the Board of Directors.

In its relationship with the external auditor:

• The Committee is responsible for ensuring that the external auditor maintains its independence and

objectivity and is effective in conducting its statutory audit.

• The Committee receives the statutory auditor's annual declaration of independence and discusses any

threats that might jeopardize the statutory auditor’s independence and the safeguards ensuring that any

threats are mitigated.

• The Committee considers the representations of the external auditor and the views of Management and

internal audit as appropriate and forms a view on the independence and objectivity of the auditors’.

Non-audit services

The Committee is responsible for the approval of non-audit services by the external auditors to the Group

companies, which are permissible by law.

The Committee recognizes that there may be cases (e.g. due to knowledge of the Group's activities/reasons of

confidentiality), where the statutory auditor is the preferred provider for specific non-audit services, provided that

such services do not affect their objectivity and independence and examines relevant cases, based on the existing

Non-Audit Services Preapproval Policy.

The committee examines:

• the nature of the proposed non-audit services,

• if the skills and experience of the audit firm make it the most suitable non-audit services’ provider,

• remuneration incurred or to be incurred for non-audit services, both individually and as a whole, in relation to

remuneration for audit services, including specific terms and conditions (e.g., non-audit services fee cap)

according to the above Policy.

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Subject to satisfactory conclusion of the above considerations, the Committee confirms that the provision of such

services will not impede the independence or objectivity of the statutory auditor.

In 2025, the Committee examined all requests for non-audit services to be undertaken by the statutory auditor

and concluded that the scope and remuneration of the proposed non-audit services did not jeopardize the

independence or objectivity of the Company's statutory auditors.

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Β.2.8 Internal Audit/System of Internal Controls/Risk Management/

Regulatory Compliance/Corporate Governance/Cybersecurity

The Committee met nine (9) times during the year 2025 to review and discuss the activities of the GIAU,

regulatory compliance and risk management.

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The matters discussed/addressed by the Committee included:

System of Internal Controls and Risk Management

Risk Assessment and Audit Plan

• Presentation of the results of the Risk Assessment process in collaboration with an independent external

advisor and the Risk Monitoring and Management Division for the purpose of drafting the annual and three-

year audit plan of the GIAU for 2025.

• The Risk Assessment process, using the methods and procedures employed by the Company to identify and

monitor risks, track the most significant ones through the Internal Control System, and disclose them in the

published financial information for 2025, was conducted by the Risk Monitoring and Management Division.

The results were presented to the Audit Committee in early 2026 and provided to the General Internal Audit

Unit for the preparation of the 2026 annual audit plan.

• Briefing the activities of the Risk Monitoring and Management Division.

• The Audit Committee's recommendation to the Board of Directors to conduct the 2^nd assessment of the

Internal Control System and the Corporate Governance System in accordance with the applicable provisions.

Internal Audit

• The annual and three-year audit plan and any revisions, depending on the Company's needs, taking into

account the main areas of business and financial risk, as well as the results of previous audits.

• The Committee discussed with the Head of GIAU the results of four (4) regulatory compliance audits

conducted by GIAU in collaboration with an external audit firm.

• Approval of the proposed related annual budget.

• The progress of internal audit assignments carried out by the GIAU with all the findings and the

Management’s responses/actions on them and the Audit Plan status communicated through quarterly

activity reports covering the most important areas of control and systems related to financial reporting.

• The progress in addressing high risk findings (discussed on a quarterly basis), as well as other findings

(reviewed every six months).informing the Company's BoD of its findings and submitting proposals for the

implementation of corrective actions, where deemed appropriate.

• The activity report of the Quality Assurance and Improvement Program for the year 2024.

• The update on the impact of implementing the new Global Internal Audit Standards and monitored the

actions taken to adapt the internal audit unit to them through the revision of the Charter and the Internal

Audit Manual.

• The implementation of approved GIAU’s training plan for 2025.

• The new organizational structure of the Internal Audit Unit.

Independence

• The Committee received confirmation of the Independence of the General Director for the year 2025 and

the Declaration of Confidentiality and Avoidance of Conflict of Interest for 2025 by all members of GIAU. It

also received the consent of the Head of GIAU on the Internal Control System. Furthermore, the Committee

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also carried out an evaluation of the General Director's performance for the year 2024 and held a joint

meeting with the Remuneration and Succession Planning Committee, regarding the annual review of the

General Director’s remuneration.

Regulatory Compliance/Corporate Governance

• The Committee held two (2) meetings with the Head of regulatory compliance matters to discuss the report

on the activities undertaken for the year 2024, including recommendations relating to the Organization and

operation of the Compliance function. The Committee also approved the proposed activities for 2025.

• The Company has established and implemented policies and procedures regarding Related Party

Transactions to identify, evaluate, approve and properly disclose its Related Party Transactions. The

Compliance Function ensures that the control procedures with Related Parties are implemented. In this

context, and in order to process the Related Party Transactions Procedure, a revised data collection platform

was created.

• The Audit Committee was informed of the revision of the Code of Conduct and the reporting system for

violations thereof.

Cyber Security

• The Committee held three (3) meetings with the Cyber Security Officer and was briefed by the Cyber

Security Officer and Group CIO on projects/initiatives to protect the Group's information and systems on

cybersecurity issues, the adequacy of controls of information systems and the status on audit

recommendations on the progress of the implementation of the Group's Information Security and Digital

Transformation framework.

• The Audit Committee was informed about the review of security policies that need to be carried out to

ensure their alignment with the new regulatory framework.

Β.2.9 Sustainable Development Policy

Sustainability Information and CSRD

The Committee was informed of the process followed for the preparation of the sustainability report in a joint

meeting with the Sustainability Committee.

The Company has incorporated sustainable development into its strategic planning and has committed through

its Sustainable Development Policy to harmonize its business activities towards the achievement of the United

Nations Sustainable Development Goals (SDGs) and the European Green Deal. At the core of its strategy are the

major issues of sustainable energy for all and climate neutrality by 2050, as well as the adoption of corporate

governance principles that ensure, as a priority, safe and accident-free, economically sustainable operations, with

respect to the Environment and Society.

The Company’s and its subsidiaries' commitments are stated in the Sustainability Policy, which was approved by

the CEO and the Sustainability Committee of HELLENiQ ENERGY within 2024, and all employees and partners are

responsible for compliance with this policy.

The Company's Sustainable Development Policy includes commitments regarding the implementation of

Management Systems for Health and Safety, Environment and Energy, the mitigation of incidents that endanger

Health, Safety, Environment and Society, as well as the reduction of the carbon footprint, analyzing and evaluating

the risks and opportunities related to Climate Change with the aim of mitigating and adapting to its impacts.

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At the same time, the Company is committed to the implementation of prevention and reduction of emissions

and waste throughout the value chain, the efficient use of energy and natural resources, while strengthening the

circular economy, as well as the protection of ecosystems and biodiversity, while applying sustainable land and

water use practices.

With the aim of creating long-term value for the Group and Society, the Company sets specific and measurable

targets related to sustainable development, whose progress is monitored and reported based on internationally

recognized benchmarks, aiming at continuous improvement, while maintains control and risk management

systems, ensuring the sustainability of the Group, society and the environment and adopting best practices of

sustainable development in its procurement and marketing processes and throughout the entire value chain,

providing safe, sustainable and energy products.

The Company is also committed to raising awareness and educating its social partners and suppliers/partners on

ethical and responsible behavior, eliminating all forms of corruption, while upholding human rights and showing

respect for diversity and equality of people, eliminating all forms of discrimination, throughout the value chain,

including local communities, consumers and partners. 

In addition to the above, the Company falls within the scope of the CSRD to disclose an annual Corporate

Sustainability Statement as part of the Annual Financial Report and also publishes its ESG performance on an

annual basis, following recognized sustainability reporting standards, such as the GRI Standards, the ATHEX ESG

Reporting Guide, the Greek Sustainability Code and the principles of the United Nations Global Compact

Communication on Progress (CoP).

The substantial sustainability issues concerning the Company’s long-term sustainability as well as the manner of

addressing them, are detailed in the Corporate Sustainability Statement in accordance with the European

Sustainability Reporting Standards (ESRS). They encompass various aspects including the broader pillars of

health, safety, environment and climate change and society, in general.

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Β.2.10 Conclusions

The Committee carried out all the activities provided for in its Charter and fully supported the BoD within the

scope of its responsibilities. The Committee's cooperation with all Group Executives has been entirely satisfactory.

Maroussi, 24 February 2026

Iordanis Aivazis          Stavroula Kampouridou          Panagiotis Papazoglou          Panagiotis Tridimas

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'

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The year 2025 marks the second consecutive year in which HELLENiQ ENERGY Holdings S.A. (“HELLENiQ

ENERGY” or the “Company”), or, where reference is made to the group of companies comprising the HELLENiQ

ENERGY Group (the “HELLENiQ ENERGY Group” or the “Group”), publishes its Sustainability Statement (the

“Statement”) in accordance with the Directive (EU) 2022/2464 and the European Union Corporate Sustainability

Reporting Directive (CSRD). The Statement contributes significantly to enhancing transparency and actively

supporting a more meaningful dialogue with stakeholders, by providing comprehensive qualitative information

and quantitative data on all material sustainability topics.

At the core of the Statement are the Impacts, Risks and Opportunities (IROs) that are considered material, both

from an impact materiality perspective, relating to impacts on the environment and society, and from a financial

materiality perspective for the Group, as identified through the Double Materiality Assessment (DMA). The

Statement incorporates all required disclosures in accordance with the European Sustainability Reporting

Standards (ESRS), across the Environmental, Social and Governance (ESG) pillars.

The Statement presents the Group’s performance in relation to environmental, social and governance matters for

the period from 1 January 2025 to 31 December 2025. The data disclosed are consolidated at Group level, with

limited exceptions in specific areas, as described in the relevant sections of the Statement. Compared to the

previous year, the Statement includes, for the first time, Enerwave, which has been fully integrated into the Group

and now contributes to the Group’s overall sustainability footprint.

In line with ESRS requirements, the Group conducted a Double Materiality Assessment covering all identified IROs

and encompassing the entire value chain. The assessment relates to the current financial year 2025, as well as to

future time horizons, namely the short‑term (2026), medium‑term (2027–2030) and long‑term (2031–2036).

Taking into account all business activities, associated assets and business plans, HELLENiQ ENERGY has

identified 32 material IROs across 11 sustainability thematic areas (covering 8 ESRS Sustainability Matters), as

follows:

Environmental (E): Climate change mitigation and adaptation, Pollution, Water

Social (S): Health, safety and well‑being, Employee consultation and participation, Training, Local community and

economic impact, Mobility, Energy (access and availability)

Governance (G): Corporate culture, Cybersecurity

The identified IROs exhibit significant interdependencies across all stages of the value chain and throughout the

Group’s operations. The nature of these interconnections necessitates the adaptation of strategy, the

strengthening of governance systems, the updating of risk management frameworks, and the continuous

improvement of day‑to‑day operational processes, in line with the Group’s integrated and multi‑dimensional

transition strategy.

Following the completion of the Double Materiality Assessment, and for each material IRO, the Group complied

with all relevant ESRS disclosure requirements, providing comprehensive information on:

• corporate governance and oversight arrangements,

• strategy and business planning,

• policies and actions,

• management systems,

• metrics (Key Performance Indicators – “KPIs”) and targets.

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Indicatively, the Sustainability Statement includes information and data in accordance with:

• ESRS E1, on total greenhouse gas emissions and the Group’s plans for climate change mitigation, together

with a climate scenario assessment of the Group’s assets within the framework of its climate change

adaptation management approach;

• ESRS E2, on policies and measures to mitigate air, water and soil pollution;

• ESRS E3, on the sustainable management of water resources;

• ESRS S1, on health and safety KPIs and targets, workforce-related indicators and the Group’s work‑life

balance management approach;

• ESRS S3, on the direct, indirect and induced positive impacts and footprint not only on the Greek economy,

but also on the economies of other countries where the Group operates, through interactions with suppliers,

customers, consumers and affected communities, including the number of beneficiaries of corporate

responsibility initiatives;

• ESRS S4, on the Group’s active engagement with consumers and end‑users to enhance access to

conventional and sustainable energy products and mobility services;

• ESRS G1, on strengthening ethical culture, integrity and accountability across the Group; and

• the relevant sector‑specific standard addressing potential cybersecurity risks, such as data breaches.

Additionally, the Statement includes full disclosures pursuant to Article 8 of the EU Taxonomy Regulation, relating

to the Group’s taxonomy‑eligible and taxonomy‑aligned environmentally sustainable activities.

HELLENiQ ENERGY remains committed to the continuous enhancement of the completeness, clarity and

comprehensibility of information on material environmental, social and governance matters. The integration of

both impact and financial materiality into decision‑making processes constitutes a key driver for the adaptation of

strategy, the strengthening of the Group’s resilience, and the advancement of sustainable development across

the value chain.

ESRS 2 – General Disclosures

Basis for Preparation

BP-1

General Basis for Preparation of Sustainability Statements

BP-2

Disclosures in Relation to Specific Circumstances

Governance

GOV-1

The Role of Administrative, Management, and Supervisory Bodies

GOV-2

Information provided to and sustainability matters addressed by the HELLENiQ ENERGY ’s Administrative, Management and Supervisory bodies

GOV-3

Integration of Sustainability-Related Performance in Incentive Schemes

GOV-4

Statement on Due Diligence

GOV-5

Risk Management and Internal Controls over Sustainability Reporting

Strategy

SBM-1

Strategy, Business Model and Value Chain

SBM-2

Interests and Views of Stakeholders

SBM-3

Material Impacts, Risks and Opportunities and their interaction with Strategy and Business Model

Impact, Risk and Opportunity Management

IRO-1

Description of the Process to Identify and Assess Material IROs

IRO-2

Disclosure Requirements in ESRS Covered by HELLENiQ ENERGY’s Sustainability Statement

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ESRS 2 - General Disclosures

Basis for Preparation

BP-1 - General Basis for Preparation of Sustainability Statements

This Statement presents the performance of HELLENiQ ENERGY Group, on ESG matters for the period from 1

January 2025 to 31 December 2025. The compilation and consolidation of the data were carried out at the Group

level, using the same scope of consolidation applied in the Group’s 2025 consolidated Financial Statements. Any

specific deviations per disclosure are presented in the corresponding sections of the Statement. [ESRS 2-BP-1-5-(a)]

In 2025, a particularly significant agreement was concluded between HELLENiQ ENERGY and Edison International

Shareholdings S.p.A. regarding the acquisition of 50% of the share capital of Elpedison B.V., which held 100% of

the shares of its Greek subsidiary, “ELPEDISON Power Generation Single Member Societe

Anonyme” (ELPEDISON). On 15 July 2025, following the necessary approvals from Greek and international

authorities, both Elpedison B.V. and ELPEDISON were fully integrated into the HELLENiQ ENERGY Group as

wholly owned subsidiaries. ELPEDISON is one of the leading companies in the Greek energy market, operating in

electricity generation and supply, as well as in natural gas distribution. This acquisition represents a strategic

milestone for the Group, strengthening its presence in Southeastern Europe. Furthermore, on 12 November 2025,

ELPEDISON was renamed as Enerwave, adopting a new corporate identity and a renewed vision.

It should be noted that certain affiliated companies and joint ventures have been excluded from the scope of the

Sustainability Statement, either because their activities do not give rise to significant sustainability impacts, or

because operational control is not exercised by the Group. Specifically, exclusions apply to certain companies in

the Refining and Petrochemical segment (E.A.K.A.A. S.A. and DMEP HOLDCO LTD), the Marketing segment (VLPG

PLANT LTD and SAFCO S.A.) and the Renewable Energy Sources (RES), Power, and Gas segment (DEPA

INTERNATIONAL PROJECTS S.A.). [ESRS 2-BP-1-5-(b)-(i), (ii)]

Within the framework of this Statement, and taking into account the significant changes that occurred in the

Group during the current period compared to the previous one, a DMΑ was conducted for sustainability IROs. The

assessment was carried out based on predefined parameters in accordance with the principles of the ESRS. These

parameters included, among others, stakeholder feedback, sustainability IROs, the volume and geographical

distribution of sales and the number of employees, as well as dependencies and impacts on ecosystems, energy,

fuels, marine resources, and people. The assessment also drew on the materiality criteria of ESRS 1 (para. 31),

which focus on the relevance of information, i.e., its significance for depicting the topic and its usefulness for

decision-making by users, both from a financial perspective and from the perspective of impacts. More detailed

information on the approach and the criteria used for assessing impacts and risks is provided in the section

“Impact, Risk and Opportunity Management – Disclosures on the Double Materiality Assessment Process”.

In accordance with the ESRS and the relevant definitions set out therein, the DMA, and by extension this

Sustainability Statement, covers the entire value chain of the Group (upstream, own operations, and downstream).

The upstream segment includes activities such as the sourcing and transportation of raw materials from first-tier

suppliers, i.e., those providing materials or services directly to the Group. The Group’s operational activities (own

operations) include all activities of its subsidiaries, such as refining, trading, hydrocarbon exploration and

production, as well as renewable energy and e-mobility sectors. Finally, the downstream segment mainly concerns

the use of final products, such as fuels, by consumers. The assessment was conducted systematically, assessing

each segment of the value chain with the aim of mapping internal stakeholders and identifying material IROs that

affect the Group’s sustainability. [ESRS 2-BP-1-5-(c)]

The Group’s intellectual and industrial property rights—such as patents, trademarks, trade secrets, know-how,

and copyright constitute key elements of its business value and productive capacity. For this reason, employees,

executives, and management are responsible for the proper use and protection of these assets, limiting access

and usage strictly to the scope of their professional duties. At the same time, the Group ensures the lawful use

and protection of third-party intellectual property. In cases where the Group obtains a license to use such rights,

the terms and restrictions set forth in the relevant agreements are strictly observed. In accordance with the

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provisions of Articles 19a(3) and 29a(3) of Directive 2013/34/EU, the Group has chosen not to disclose specific

information regarding intellectual property, know-how, or innovations, due to their sensitive nature and in order to

safeguard business competitiveness.  [ESRS 2-BP-1-5-(d)]

The Group has not opted to omit disclosure of upcoming developments or issues currently under negotiation.

[ESRS 2-BP-1-5-(e)]

BP-2 - Disclosures in Relation to Specific Circumstances

The Group’s strategic priorities are defined: (a) for the short term (reporting period 2026), (b) for the medium term

(2027–2030), and (c) for the long term (2031–2036), in alignment with the ESRS. Performance monitoring over

the short- and medium-term horizons is based on the implementation of the five-year business plan.

The Group has chosen to extend its planning horizon to include long-term targets (reporting period 2031–2036),

despite the challenges associated with the nature of its business activities. This approach enables optimal

management of uncertainties and ensures alignment with European commitments, as derived from the Paris

Agreement. Progress is systematically monitored to continuously improve sustainability initiatives, while the

Group continually assesses the impacts of new policies and adjusts its business model accordingly. [ESRS 2-BP-2-9-

(a), (b)]

The Statement does not include indicators based on estimated upstream and/or downstream value chain data

using indirect sources, with the exception of Scope 3 emissions. These estimates are limited to emission factors

used for emissions calculations and certain internationally recognized net calorific values for energy conversions.

This exception is described in detail in the section “E1-6 –Gross Scopes 1, 2, 3 and Total GHG emissions". The

assumptions adopted aim to improve the accuracy of calculations for the Group’s current position and are

presented in detail in the subsection “Significant changes, assumptions and methodologies”.The Group considers

that no additional measures are necessary to improve the accuracy of future measurements that include value

chain data derived from indirect sources. [ESRS 2-BP-2-10-(a), (b), (c), (d)]

There are no quantitative measurements or monetary amounts subject to significant uncertainty, including Scope

3 emissions. This assessment is based on the fact that over 95% of Scope 3 emissions are attributed to the

following categories: Category 1 (Purchased Goods and Services), Category 10 (Processing of Sold Products), and

Category 11 (Use of Sold Products) for hydrocarbon products. Calculations are based on traceable contractual

agreements and invoices, ensuring the accuracy and traceability of the data used for the preparation of the

Statement. [ESRS 2-BP-2-11-(a), (b)-(i), (ii)]

All indicators, measurement units, quantities, and data presented in the Statement comply with the most widely

recognized international practices, standards, and codes relevant to the oil and gas industry. No additional

restrictions, exceptions, or changes apply, unless explicitly stated in the text, except for modifications and

additions related to the application of the ESRS in the context of compliance with CSRD. [ESRS 2-BP-2-13-(a), (b), (c)]

No deviations were identified regarding the measurement methodologies compared to previous years.

Furthermore, no additional restrictions, exceptions, or modifications apply, unless explicitly stated in the

Statement.

During the review of emissions on water and solid waste quantities data for the year 2024, some entries were

identified in need to be updated (total organic carbon (TOC) for emissions on water due to incorrect entry and total

solid waste quantities due to the use of estimates) in the corresponding tables. The values for 2024 were revised

to reflect the correct percentage change compared to 2025. The above revisions did not affect any of the Group's

targets or policies. [ESRS 2-BP-2-14-(a), (b), (c)]

Beyond the requirements of the CSRD and ESRS, the principles of the GHG Protocol were also considered and

applied for the calculation and reporting of greenhouse gas emissions (Scope 1, Scope 2, and, where applicable,

Scope 3).[ESRS 2-BP-2-15]

The data points, for which quantitative measurements have been validated by an external body, are explicitly

indicated within the Statement. [ESRS 2 BP-2-77-(b)]

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Based on the above guidelines, the Group ensures the highest levels of transparency and accountability. The

application of the CSRD and ESRS standards enables a comprehensive presentation of the Group’s practices and

performance on sustainability matters. This approach, in addition to meeting regulatory requirements, reflects

HELLENiQ ENERGY Group’s commitment to responsible business conduct and sustainability.

Datapoints that derive from ESRS

In certain sections of the Statement, references related to other parts of the Annual Financial Report, such as the

Corporate Governance Statement or other available sources, have been incorporated to avoid repetition. Further

information is provided in the table of the section “IRO-2 – Disclosure Requirements in ESRS Covered by

HELLENiQ ENERGY’s Sustainability Statement”. [ESRS 2-BP-2-16]

The requirements of BP-2-17 are not applicable, as HELLENiQ ENERGY Group exceeds the average threshold of

750 employees as of the balance sheet date for the year 2025. [ESRS 2-BP-2-17]

HELLENiQ ENERGY Group applies international standards for Environment, Energy, and Health & Safety (ISO

14001, ISO 50001, and ISO 45001 certifications), while also setting targets and indicators related to energy and

climate change. Furthermore, it monitors environmental performance using European-recognized indicators, and

since 2020, its domestic operations have been certified under ISO 14064. The EKO fuel facilities and KALYPSO

fuel stations hold ISO 9001:2015 certification. The reliability of sustainability data is ensured through external

assurance in accordance with internationally recognized standards, as described in the “Audit Statement” of the

Sustainability Statement, in line with the CSRD and the ESRS.  [ESRS 2-BP-2-AR 2]

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Governance

GOV-1 - The Role of Administrative, Management and Supervisory Bodies

The Board of Directors (BoD) of HELLENiQ ENERGY Holdings constitutes the highest governance body and

operates in accordance with Greek law, international best practices, the Articles of Association, and the resolutions

of the General Meeting (GM) of shareholders. The BoD is composed of 11 members, elected in accordance with

Article 20 of the Articles of Association. Its composition includes 9 (82%) men and 2 (18%) women, while 2 (18%)

members hold executive responsibilities and 9 (82%) are non-executive members, of whom 45% are classified as

independent. Full profiles of the BoD members are published on the Group’s official website and in the Annual

Financial Report.

Currently, the BoD does not include a specifically appointed member representing employees, nor is there a

formal mechanism for employee representation at the Board level. [ESRS 2-GOV-1-21-(a), (b), (c), (d), (e)]

The roles and responsibilities of the governance and supervisory bodies on sustainability matters are defined as

follows: the BoD and the Sustainability Committee have ultimate oversight and accountability for the Group’s

Sustainability Strategy. The Sustainability Committee monitors relevant trends and legislative developments,

evaluates the Group’s performance against ESG targets, related to identified material IROs, and reports to the

BoD. The Executive Committee, a member of which is the Group HSE & Sustainable Development Manager,

supports the development and implementation of the Sustainability Strategy and undertakes the executive

responsibilities assigned to it. This structure ensures effective monitoring and management of sustainability

impacts, risks, and opportunities, as well as progress toward achieving related targets. Progress is monitored

through regular reports, performance reviews, and KPIs, ensuring effective assessment and management of

related challenges and opportunities. [ESRS 2-GOV-1-22-(a), (b), (c)-(i), (ii), (iii), (d)]

The BoD invests in strengthening its oversight of sustainability matters by assessing members’ skills and

experience through targeted training programs. The experience and core competencies of its members in

sustainability issues, are presented in the table "BoD members’ experience and basic skills" of the chapter B.1.7 of

the Annual Financial Report. At the same time, the BoD continuously enhances its knowledge on sustainability

matters, including the identification of material impacts, risks and opportunities within the framework of DMA,

ensuring informed decision-making and the effective handling of related issues within the organization. [ESRS 2-

GOV-1-23-(a), (b)]

GOV-2 – Information Provided to and Sustainability Matters Addressed by HELLENiQ

ENERGY’s Administrative, Management and Supervisory Bodies

The responsibilities of the BoD and its Committees, including the Sustainability Committee, are defined in

HELLENiQ ENERGY’s Articles of Association and Committees' Operation Regulations. The Sustainability

Committee supports the BoD in reinforcing the Group’s long-term commitment to sustainable development and

oversees the implementation of the Sustainability Policy. The duties, responsibilities, and decision-making

process, including meeting frequency, are detailed in the BoD Sustainability Committee’s Operation Regulation.

During 2025, the Sustainability Committee met three times: on 24 February, 17 September, and 3 December. At

the first meeting, the 2024 Sustainability Statement was approved. At the second meeting, the 2^nd edition of the

BoD Sustainability Committee Operation Regulation was approved and revised. The third meeting focused on the

preliminary validation of the Group’s DMA results for 2025.

The DMA was completed within 2025, and in February 2026, during a joint session of the Sustainability

Committee and the Audit Committee, the final results of the DMA and the 2025 Sustainability Statement were

validated, with approval by the BoD and in the presence of the CEO. These results are accompanied by

Management’s commitment to implementing effective policies based on leading international practices, in line

with the Sustainability Policy.  [ESRS 2-GOV-2-26-(a)]

HELLENiQ ENERGY Group identified a total of 32 material IROs, which were categorized into 11 material

sustainability topics (covering 8 ESRS Sustainability Matters). Among these is Cybersecurity, which falls under the

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section ESRS G1 – Business Conduct. Further details are provided in section ESRS-2 IRO-1. [ESRS 2-GOV-2-26-(a)] [ESRS

2-GOV-2-26-(c)]

Taking into account the topics identified through the DMA, HELLENiQ ENERGY Group continuously seeks to

enhance its best practices across the ESG pillars, reaffirming its commitment to sustainable development.

Through its strategic planning, the Group enters new business activities, which require the immediate

identification and management of risks, as well as the design of a strategy that supports the achievement of

ambitious medium- and long-term business targets, leveraging appropriate investments and ensuring the

necessary resources.

The Strategy and Risk Management Committee is, among other responsibilities, in charge of approving the

corporate risk management framework and related policies and methodologies, defining the risk appetite and

tolerance levels, monitoring and approving the management of material corporate risks, and overseeing the

implementation of effective risk management measures. [ESRS 2-GOV-2-26-(b)]

GOV-3 - Integration of Sustainability-Related Performance in Incentive Schemes

The Group has established a Remuneration Policy, which clearly defines the framework and methodology for

allocating the remuneration of Board members, combining fixed and variable components based on their

objectives and position within the organizational structure. The policy is approved and revised by the General

Meeting (initial approval in 2019, with revisions in 2021 and 2024), is effective for four years, and includes

quantitative and qualitative performance indicators, as well as long-term incentive programs through the

distribution of free shares.

The Group’s targets are set annually and are aligned with the strategy of each Operational and Executive Unit and

the Group as a whole, with the possibility of adjustment according to changing circumstances. For the financial

year 2025, the targets included both quantitative and qualitative indicators in the areas of safety,

competitiveness, efficiency, profitability, financial performance, and progress on the energy transition plan.

Parameters related to climate performance are integrated into the remuneration of members of the

administrative, management, and supervisory bodies through variable compensation, which is based on KPIs.

These indicators include, among others, GHG emission reduction targets, safety indicators (LWIF and AIF),

financial benefits from the digital transformation program, investments in the Refining & Petrochemicals, the

Domestic Marketing Transformation Plan, and the expansion of RES projects portfolio. The percentages of

variable remuneration per objective dependent on sustainability-related targets are outlined in the latest

remuneration report of the Group. The award of shares is conditional upon the achievement of defined objectives

and KPIs, which are determined by the Board’s Remuneration & Succession Planning Committee. For the first

evaluation cycle (2024–2026), these include climate-related targets, which carry a weighting of 20%. [ESRS E1-

GOV-3-13]

In addition, a Long-Term Incentive Plan (LTIP) has been established, which was approved at the Annual General

Meeting on 27 June 2024. The plan aims to align a portion of executives’ variable compensation with the

Company’s medium- and long-term objectives and incorporates, among other criteria, sustainability-related

targets. The LTIP includes two evaluation cycles, each lasting three years, with a gradual allocation of shares per

evaluation cycle over a three-year period. The award of shares requires the achievement of defined targets and

KPIs, as determined by the Remuneration & Succession Planning Committee of the Board of Directors. For the

first evaluation cycle (2024–2026), the criteria include financial targets (60% weight), transformation targets

(20% weight), and ESG targets (20% weight). Further details are provided in chapter 5 of the 2024 Remuneration

Report.  [ESRS 2-GOV-3-29-(a), (b), (c), (d), (e)]

GOV-4 - Statement on Due Diligence

The Group is highly committed to upholding human rights in accordance with relevant human rights and labor

legislation and standards (national, European, ILO). In alignment with this objective, the Group maintains a process

to identify, assess, and address actual or potential adverse human rights impacts that the Group may cause or

contribute to through its own activities, or which may be directly or indirectly linked to its operations, products, or

services by its business relationships.

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In 2025, the Group’s revised Code of  Conduct entered into force. It forms part of the broader corporate

governance framework and summarizes the principles under which every individual involved in the operational

activities of the Group’s Companies and all its collective bodies must act and perform their duties. In this way, the

interests of the Group and its major shareholders are served, ensuring compliance with the law and with the

principles and standards of conduct governing the Group, without infringing upon the rights of third parties.

The Group’s human rights due diligence process is aligned with the six stages of due diligence, in accordance with

the United Nations Guiding Principles on Business and Human Rights (UNGPs) and the Organisation for Economic

Co-operation and Development Guidelines for Multinational Enterprises (OECD MNEs), as illustrated in the

relevant diagram included in the European Union (EU) Taxonomy section of this Report. [ESRS 2-GOV-4-30]

Human Rights and Equal Opportunities For Employees And Partners

The due diligence process promotes human rights and equal opportunities for employees and partners. Relations

between employees and the Group are based on the principle of equal treatment. Employees are evaluated based

on their qualifications, performance and potential, without discrimination.

HELLENiQ ENERGY is in full compliance with the relevant labor legislation (national, European, ILO), as well as with

national bargaining agreements.

Employees of the Group may, without any restriction, participate in trade unions and professional associations.

The participation rate of all employees covered by collective bargaining agreements is 74%, and the average

participation rate of all employees participating in representative unions in EEA is 71%. There are seven (7)

representative employee unions in the Group companies, which co-sign respective Company Collective Bargaining

Agreements with the companies.

Corruption

During the reporting period, no incident of corruption was reported to the Regulatory Compliance Office, nor were

any related financial losses recorded. In 2025, Internal Audit continued to integrate corruption risks into its annual

audit plan, conducting four (4) audits with a focus on governance. All employees (100%) have been informed

about anti-corruption policies through the Code of Conduct and the Internal Labor Regulation. The Code, also

available as an e-learning module, includes practical examples and is supported by the Group’s commitment to

the principles of the United Nations Global Compact (UNGC). For business partners, equivalent clauses are

incorporated into contracts, ensuring full alignment with ethical standards.

Embedding Due Diligence Across Governance, Strategy, and Business Model - Engaging Affected

Stakeholders at Every Step of the Due Diligence Process

Although the Group does not yet have a formal due diligence policy in place, it has integrated relevant practices

into its governance framework, strategy, and business model. The Statement outlines the methodology for

identifying, assessing, and managing risks across the value chain, as well as collaboration with partners to ensure

alignment with responsible business practices. The assessment of positive and negative impacts was carried out

in cooperation with internal stakeholders, as well as sustainability experts and specialists.

Identifying, Assessing, and Remediating Negative Impacts

During the reporting period no material negative impacts have been identified through the due diligence process

and thus, no further actions to address any adverse impacts were necessary for the reporting period. Specifically,

there have been no irrevocable fines from the Labor Inspectorate for labor issues and disputes (except for two

individual cases of typical violations, which did not have a material impact on the Group's operational compliance),

nor any irrevocable environmental fines or non-monetary sanctions for non-compliance with laws and regulations.

HELLENiQ ENERGY Group has maintained full compliance with legislation on unfair competition and consumer

protection, with no major non-compliance or significant fines for violations related to the provision and use of

products and services or environmental laws and regulations. Finally, in 2025 no incident of discrimination was

reported in the Group companies. Operations and suppliers do not pose significant risk for incidents of forced or

compulsory labor, and measures to contribute to the elimination of all forms of forced or compulsory labor.

Despite the fact that this risk has not been rated as material, the Human Resources and Procurement Divisions

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monitor such phenomena and act accordingly in cooperation with representatives of trade unions and labor

councils.

All countries and regions in which the Group operates have national laws and regulations on forced labor. The

Group monitors relevant labor legislation (national, European, ILO) and is in full compliance with collective and

relevant international conventions.

In addition, a ‘clause of compliance’ of the Group’s suppliers with the principles of the UN Global Compact is

incorporated in contracts and purchase orders for materials and services.

Measures to prevent and identify adverse impacts include the Recruitment Policy, the Code of  Conduct, training,

and Management feedback. The Recruitment Policy explicitly states that the employment of individuals under 18

years of age is not permitted. The Group applies a unified Code of Conduct that sets out the principles governing

its activities in Greece and abroad, including human rights matters, and commits its employees to upholding these

principles.

Employees receive training on human rights and related policies. Security personnel are trained in health and

safety matters, while all employees attend training sessions on the General Data Protection Regulation (GDPR),

the Code of  Conduct, and ethical behavior. All security personnel (100%) provided by partner companies have

been certified by the Center for Security Studies) and the National Organization for the Certification of

Qualifications and Vocational Guidance, following prior training on human rights. Security training is conducted

with the participation of the private security company cooperating with the Group in Greece. Finally, any incident

related to human rights or corruption is reported to the competent Committee and the Board of Directors for

feedback and the implementation of corrective actions. [ESRS 2-GOV-4-30]

Due diligence is implemented in many ways and related disclosures can be found in the table below. [ESRS 2-

GOV-4-32] [ESRS 2-GOV-4-AR 10-(a), (b), (c), (d), (e)]

Core elements of Due Diligence	Paragraphs in the Sustainability Statement
Embedding due diligence in governance, strategy and business model	ESRS 2 GOV-2, GOV 3, SBM-3
Engaging with affected stakeholders in all key steps of the due diligence	ESRS 2 GOV-2, SBM-2, IRO-1
Identifying and assessing adverse impacts	ESRS 2 SBM-3, ESRS IRO-1, ESRS E1.IRO-1, ESRS E2.IRO-1, ESRS E3.IRO-1, ESRS E4.IRO-1, ESRS E5.IRO-1
Taking action to address to address those adverse impacts	ESRS E1-3, ESRS E2-2, ESRS E3-2, ESRS E4-3, ESRS E5-2, ESRS S1-4, ESRS S3-4, ESRS S4-4
Tracking the effectiveness of these efforts and communicating	ESRS 2 MDR-A

GOV-5 - Risk Management and Internal Controls over Sustainability Reporting

The internal control and risk management system of HELLENiQ ENERGY Group encompasses procedures and

mechanisms at all organizational levels, aiming at effective risk management and compliance with legislation,

including sustainability reporting. The Independent Internal Audit Division regularly assesses the adequacy and

effectiveness of the system and ensures the reliability of information provided to the BoD.

The Group implements a formal mechanism to integrate findings from risk assessments and sustainability

reporting audits into critical operations, maintaining the identified minimum risks under control. Key risks include

inconsistencies in data collection, limitations in the availability of value chain data, and overstatement of

sustainability achievements. To address these, standardized protocols, centralized information systems, clear

reporting timelines, as well as internal audits are applied.

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Sustainability Reporting Risks	Double Materiality Controls
1. Data Collection Inconsistencies	1. Implementation of standardized data collection protocols and templates across all departments and locations and usage of centralized software systems to manage and consolidate sustainability data.
2. Availability & timing of upstream and/or downstream value chain data	2. Establishing clear reporting timelines and maintaining strong communication with all value chain actors.
3. Misrepresentation or exaggeration of sustainability achievements, leading to stakeholder distrust.	3. Conducting an audit at the level of general directors and by the Sustainability Committee and independent third-party limited assurance to the information included in the Sustainability Statement.

[ESRS 2-GOV-5-36-(a), (c)]

The oversight, monitoring of preparation, and approval of the annual Sustainability Statement—which is

incorporated into the Group’s Annual Financial Report—fall under the responsibility of the BoD’s Sustainability

Committee. The Committee also contributes to the identification and assessment of sustainability-related risks

associated with the Group’s operations, in collaboration with the Risk Monitoring and Management Division.

Through this collaboration, timely and effective identification, management, and integration of sustainability risks

into the overall risk management framework of the organization is ensured. [ESRS 2-GOV-5-36-(d), (e)]

The risk assessment approach for the Sustainability Statement follows the Group’s unified risk management

framework, ensuring consistent evaluation, prioritization, and management across all levels. The Risk Monitoring

and Management Division  supports the Internal Control System through the establishment, implementation, and

updating of policies and procedures related to the identification, assessment, measurement, monitoring, and

control of risks. [ESRS 2-GOV-5-36-(b)]

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Strategy

SBM-1 - Strategy, Business Model and Value Chain

HELLENiQ ENERGY Group is a leading energy group in Southeastern Europe, operating in refining,

petrochemicals, fuel marketing, RES, electricity generation, natural gas, e-mobility, and hydrocarbon exploration

and production.

Refining: HELLENiQ ENERGY Group operates three of Greece’s four refineries, covering over 60% of the country’s

total refining capacity and holding a 60% market share in domestic petroleum products. The product portfolio

includes gasoline, diesel, jet fuels, liquefied petroleum gases (LPG), naphtha, and other derivatives. The refineries

have flexibility in processing intermediate products and adjust their operations in line with economic and

geopolitical developments. The Group is active in markets across Greece, the Western Mediterranean,

Southeastern Europe, North Africa, the Middle East, the Black Sea region, and East Asia. Additionally, HELLENiQ

ENERGY is committed to promoting innovation and sustainability through technologies aimed at reducing its

environmental footprint and producing cleaner fuels.

Petrochemicals: The Group holds a leading position in the production and marketing of polypropylene in Greece,

with a significant market share. Over 65% of sales are exported, primarily to countries in the Mediterranean

region. Its customer base includes major companies in the textiles, hygiene, solvents, paints, automotive, and

construction sectors.

Fuels Marketing: HELLENiQ ENERGY Group is a market leader in wholesale and retail fuel distribution in Greece,

with a network of 1,557 service stations in Greece at the end of 2025, and an additional 336 stations in

Southeastern Europe (Cyprus, Bulgaria, Serbia, Montenegro, the Republic of North Macedonia). The Group also

operates significant storage, distribution, and production facilities that strengthen its presence and

competitiveness in the region.

RES: HELLENiQ ENERGY Group manages a portfolio of 506 MW of operational renewable energy projects in

Greece, Cyprus, and the Republic of North Macedonia, while developing approximately 6 GW of new projects,

including investments in Romania and Bulgaria. The Group aims to reach 2 GW of capacity by 2030. In 2025,

electricity generation from renewable energy in Greece, Cyprus, and the Republic of North Macedonia totaled 778

GWh, helping to avoid over 255,000 tons of CO₂ emissions. [ESRS 2-SBM-1-40-(a)-(ii)]

Power and Gas: HELLENiQ ENERGY Group aims to establish a significant position in the Power and Gas business

by leveraging synergies with its refining, trading, renewable energy, and e-mobility activities. In line with its

strategic vision, the Group successfully completed the divestment of its 35% equity interest in DEPA Commercial

S.A. to the Hellenic Corporation of Assets and Participations (HCAP). Notably, with the completion of the

acquisition of 100% of Enerwave (formerly ELPEDISON), the Group strengthened its position in Power and Gas, as

Enerwave maintains a significant presence in this sector, operating 852 MW of gas-fired power generation units

and participating in both wholesale and retail electricity markets. Additionally, the Group acts as a major importer

and supplier of natural gas in Greece, with a focus on liquefied natural gas (LNG) imports, and provides

comprehensive energy efficiency solutions to a wide range of customers.

Electromobility:  Through ElpeFuture, the Group is actively expanding its electric mobility services, developing

both charging infrastructure and advanced management platforms. In Greece, there are 160 fast chargers (320

charging points) located at EKO and bp service stations, as well as 544 charging points at shopping centers, public

spaces, and Group facilities.

At an international level, subsidiaries in Cyprus, Bulgaria, Serbia, and Montenegro have installed 45 chargers, 37 of

which are already operational, with 17 new installations completed in 2025 alone, demonstrating the rapid

expansion of the network.

Technical Studies: HELLENiQ ENERGY Group provides technical and consulting services in the energy sector

throughout Southeastern Europe through its subsidiary ASPROFOS, which adheres to international standards and

certifications.

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Exploration and production of hydrocarbons: HELLENiQ ENERGY Group is actively engaged in hydrocarbon

exploration and production in Greece, primarily through strategic partnerships with international companies. The

main areas of operation include offshore regions in Western and Southern Greece, including areas in the Ionian

Sea and to the west, southwest, and south of Crete. [ESRS 2-SBM-1-40-(a)-(i)]

Information on the total number of employees, by geographical region, is presented in the section “S1-6 –

Employee Characteristics” of this statement. [ESRS 2-SBM-1-40-(a)-(iii)]

There are no products or services banned in certain markets, as also described in the section “Sectors & Activities

of HELLENiQ ENERGY Group” of this statement. [ESRS 2-SBM-1-40-(a)-(iv)]

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Strategic Pillars

Strategic plan VISION 2025 was successfully implemented, confirming HELLENiQ ENERGY Group’s strategy for a

balanced energy transition. The Group strengthened and decarbonized its refining activities, expanded its

international downstream presence, and established a second growth pillar with a fully integrated Power platform

(RES, Power and Gas), while evolving its governance model.

This performance is significant in an environment of increased volatility and slower energy transition. Global

economic growth remains uneven, emphasizing the importance of energy security. Demand for liquid fuels and

natural gas in the Mediterranean remains strong, while the development of RES and e-mobility continues, with a

focus on sustainability and energy storage.

HELLENiQ ENERGY Group is updating its strategy for the next phase. VISION 2030+ focuses on the continuous

improvement of competitiveness in Downstream activities, expanding the presence in international markets, as

well as the transformation of the Power (RES, Power and Gas) business into an autonomous, vertically integrated

platform, while leveraging synergies at the Group level.

In the Hydrocarbons & Sustainable Fuels, our key strategic initiatives include: Pursue selective growth

investments, b) leverage the trading platform to optimize supply and capture market opportunities, c)

decarbonize operations through renewable energy deployment and carbon capture solutions, d) maintain

operational excellence across the existing asset base, e) explore Downstream growth opportunities in the

Southeast Europe, f) strengthen the Marketing footprint and expand the value proposition (premium fuels, EVs,

non-fuel retail), g) invest selectively in sustainable fuels to secure post-2030 positioning and develop options in

hydrogen and e-fuels, while h) maintaining exposure to potential upstream value creation through exploration

partnerships.

In the Power business, our key strategic initiatives include: Regionally expand, hybridize and technologically

diversify the renewables portfolio, b) invest in flexible generation assets and battery storage, c) grow and improve

performance of commercial business, d) further build-up project development and energy trading capabilities, all

while e) maximizing energy management synergies from our integrated generation portfolio. ESRS 2-SBM-1-40-(g)]

HELLENiQ ENERGY Group invests in a sustainable future by integrating ESG criteria into its strategy and capital

allocation, aiming to reduce its carbon footprint and achieve climate neutrality. The Group has incorporated the

United Nations Sustainable Development Goals (UNSDGs) into its strategy, implementing targeted policies and

social programs. For each ESG pillar, the Group sets short-, medium-, and long-term targets, which are monitored

and adjusted as necessary. Its core products and services — such as electricity generation from wind and

photovoltaic sources, fuel marketing, e-mobility, as well as the markets in which it operates — are aligned with

ESG targets and the Group’s strategic plan.

The plan includes the development of 2 GW of RES by 2030, expansion of energy storage solutions, development

of an extensive e-mobility network and related solutions in Greece and abroad, as well as growth in sustainable

fuels production and exploration of hydrogen, recycling, and synthetic fuel solutions.

These initiatives demonstrate the HELLENiQ ENERGY Group’s commitment to advancing progress toward a more

sustainable future, while creating value for customers and stakeholders. The table below presents the Group’s

targets and highlights the contribution of various business units to the defined ESG targets. [ESRS 2-SBM-1-40-(e), (f)]

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Sectors & Activities of HELLENiQ ENERGY Group

Activities	Revenue from contracts with customers ('000 €) in 2025	Revenue from contracts with customers ('000 €) in 2024
Coal activities	—	—
Oil activities	10,685,683	12,411,150
Gas activities	172,958	—
Taxonomy-aligned economic activities related to fossil gas	—	—
Fossil fuel activities	10,858,641	12,411,150
Chemicals production	284,116	300,496

The Group does not engage in controversial weapons (including anti-personnel mines, cluster munitions, chemical

or biological weapons), nor in the cultivation and production of tobacco; therefore, there are no related revenues. 

[ESRS 2-SBM-1-40-(d)-(ii),(iii), (iv)]

Revenue derived from products or services aligned with the EU Taxonomy is presented in the section “EU

Taxonomy Report.” [ESRS 2-SBM-1-40-(d)-(i))]

It is noted that the European Commission has not adopted a Delegated Regulation defining the list of significant

or additional significant ESRS sectors. Therefore, no analysis of total revenue by significant ESRS sector is

provided.

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SBM-2 - Interests and Views of Stakeholders

Stakeholders are individuals or entities, directly or indirectly, that are materially affected by the Group’s activities

or may influence the implementation of its strategy and the achievement of its objectives. Continuous

engagement with them constitutes a key element of due diligence and the assessment of material impacts, risks,

and opportunities related to sustainability matters. Communication takes place throughout the year through

various channels, ensuring two-way dialogue that supports informed decision-making. Stakeholders are informed

through reports, questionnaires, meetings, and day-to-day interaction, while actively participating in targeted

discussions on sustainability-related issues.

HELLENiQ ENERGY Group's stakeholder groups as identified are presented below. [ESRS 2-SBM-2-45-(a)-(i), (ii)]

The table below presents the stakeholder categories within the Group, alongside the methods and frequency of

engagement for each category. It also highlights the most significant issues identified following the assessment

and prioritization of topics for each stakeholder category, which may constitute factors capable of influencing the

Group’s strategy and business model, where deemed necessary. Furthermore, the Group leverages the outcomes

of stakeholder engagement to identify and integrate material topics into the business decision-making process.

These findings are actively incorporated into the strategic decision-making process, ensuring that the Group’s

actions and policies respond to the needs and expectations of its stakeholders. Information on how the BoD is

informed about stakeholders’ views and interests regarding sustainability-related IROs is provided in subsection

D. Validation of Impacts, Risks and Opportunities (IROs).

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HELLENiQ ENERGY Group Stakeholder Category	Communication/participation methods	Communication Frequency
Employees	Dialogue, scheduled meetings, qualitative & quantitative surveys, webcasts /speeches, publications, newsletters.	Periodically
	Intranet (internal information & communication network), corporate updates, events, information & awareness campaigns, employee suggestion box.	Daily
Business Customers	Dialogue, scheduled meetings, Q&A, contracts, events, focus groups.	Daily and periodically
Consumers	Satisfaction surveys, loyalty surveys, special surveys via questionnaires on the degree of acceptance of new products/services, focus groups.	Monthly, quarterly, annually and on a case-by-case basis
	Customer helpline, dialogue, websites of marketing companies, social media, newsletters, portals, android & IOS apps.	Daily
Fuel Station Owners	Satisfaction surveys.	Monthly, quarterly
	Training, evaluation of employee performance, dialogue, publications.	Weekly, Daily
Suppliers and Business Partners	Meetings, dialogue, answering questions, participation in procurement tenders, contracts.	Whenever appropriate
	Review and entry supplier registry, new supplier on- boarding questionnaire.	Whenever appropriate
Shareholders and Investors	Roadshows, meetings.	Periodically
	General meetings, presentation of results, publications (annual, biannual and quarterly reports, see corporate site Investor Relations).	Annually, bi-annually, quarterly
Society	Public debates, public opinion surveys, newsletters, synergies, see corporate site Sustainability.	Periodically
	Dialogue, press publications / statements, see corporate site Media Center.	Daily
Local Communities	Public debates, public opinion surveys, newsletters, synergies, see corporate site Sustainability.	Periodically
	Dialogue, press publications / statements, see corporate site Media Center.	Daily
State and Regulatory Authorities	Meetings, participations, consultations.	Periodically

[ESRS 2-SBM-2-45-(a)-(ii)-(iii)-(iv)-(v)]

These methodologies constitute an integral part of the Group’s strategy for a sustainable trajectory. The Group

ensures that its business model continuously responds to the requirements and views of its stakeholders,

reinforcing its commitment to sustainable development.

Risk prevention and management are central elements of the Group’s strategy. Risk identification and

assessment are conducted annually, particularly during the preparation of the strategic planning and annual

business plan. All impacts, as they arise, are evaluated both within the context of the Group’s operations and in

relation to the various stakeholders that may be affected.

Each year, the Group undertakes specific measures to review and improve its management systems, ensuring

alignment with stakeholder expectations and delivering high performance. These measures include close

monitoring of environmental responsibility and the implementation of best practices for the safe management of

products. To ensure consistent performance that promotes sustainability and stakeholder satisfaction, the Group

applies certified management systems in line with Quality, Health and Safety, Environmental, and Energy

standards across all production, storage, and distribution facilities.

During the DMA, feedback is collected directly from internal (such as employees) and external stakeholders (such

as business customers, consumers, service station owners, suppliers and business partners, shareholders and

investors, society, local communities, the state, and regulatory authorities) through discussions. The Group

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identifies what is material to each stakeholder category and adjusts its strategy accordingly. This approach helps

build trust, ensures that business activities remain responsible and sustainable, and creates value for both the

Group and its stakeholders.

To ensure that its business model remains relevant and responsive to stakeholder views across different

geographical areas, the Group has taken — and plans to take additional — measures to further enhance this

alignment.  [ESRS 2-SBM-2-45 b, AR 16]

Additional steps in stakeholder engagement

HELLENiQ ENERGY Group applies best operational practices for the safe management of its products, with

particular emphasis on environmental protection, and ensures that its procedures reflect the needs and

expectations of its key stakeholders. For all its production, storage and handling facilities, HELLENiQ ENERGY

Group has a certified Quality, Occupational Health and Safety, Environmental and Energy Management System.

These management systems are specifically assessed and renewed on an annual basis to achieve a high level of

performance for stakeholders.

Risk prevention and management are central elements of the Group’s strategy. Risk identification and

assessment are carried out annually, primarily during the preparation phase of the strategic plan and the annual

business plan. During this process, the Group incorporates findings from its due diligence procedures and the

Double Materiality Assessment (DMA), in order to understand stakeholders’ views and interests and to adjust its

strategy and business model accordingly.

Through these additional steps, the HELLENiQ ENERGY Group aims to ensure that stakeholder engagement is

meaningful and effective, promoting sustainability and responsible business conduct. [ESRS 2-SBM-2-45-(b)]

HELLENiQ ENERGY Group has scheduled several new initiatives and projects for 2026, aiming to further advance

its transformation, enhance the employee experience, and strengthen service delivery to customers and partners.

In particular, the following actions are planned for 2026:

• Upgrade and further digitalization of consumer communication channel services through the e-EKO

program.

• Expansion of digital solutions across all Group activities (including RES and e-mobility).

• Broadening innovation in key Group processes through the utilization of new Artificial Intelligence (AI)

technologies to enhance collaboration, task automation, and efficiency.

• Development of strategic initiatives aimed at creating a new data management ecosystem that transforms

corporate performance management.

All identified impacts are subject to detailed assessment through structured risk management procedures and the

DMA, with the target of preventing, monitoring, and objectively evaluating consequences, including stakeholder

consultation and systematic performance indicator monitoring. At the same time, targeted mitigation measures

are implemented to limit negative impacts and promote positive outcomes. This approach ensures that the Group

identifies, manages, and transparently discloses potential impacts on people and the environment before they

adversely affect stakeholders.

The above initiatives are expected to contribute decisively to strengthening the Group’s relationship with all

stakeholders, significantly improving their satisfaction and reinforcing their trust. Furthermore, these initiatives

reflect a clear evolution of the Group’s strategy and business model, aligned with the modern needs and

expectations of employees, customers, and partners. [ESRS 2-SBM-2-45-(c)-(i), (ii), (iii)]

HELLENiQ ENERGY Group implements a structured process for informing the Sustainability Committee regarding

stakeholders’ views and interests. The Committee oversees stakeholder engagement and communication

strategies with the aim of understanding their interests, providing information on key issues, and supervising the

implementation of the Sustainability Policy. In addition, the Committee reports its findings and analyses to the

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Group’s senior management and supervisory bodies, thereby ensuring the integration of stakeholders’ views and

interests into the Group’s strategy, risk management framework, and business decision-making processes. [ESRS 2-

SBM-2-45-(d)]

SBM-3 - Material IRO and their Interaction with Strategy and Business Model

For the reporting period, HELLENiQ ENERGY Group, in line with its strategic plan, aligns its actions with ESRS

requirements. Through the integrated DMA process, the Group identifies the key IROs that affect its operational

activities and shape its long-term strategy. This approach ensures that the sustainability strategy is consistently

and reliably implemented, aligning it with the Group’s overarching vision for economic, social, and environmental

development.

The increased volatility of the contemporary energy environment and the slower pace of energy transition

compared to initial projections coexist with strong fundamentals in the Group’s core markets. Within this complex

and dynamic context, the Group’s strategy is designed with long-term sustainability and business model resilience

in mind, ensuring adaptability to constantly changing conditions, diversification of value sources, and sustained

creation of benefits for shareholders and stakeholders.

This strategy focuses on targeted development and the future strengthening of the Hydrocarbons portfolio, the

evolution of the Power business into an autonomous and fully integrated clean energy platform, and the

maintenance of strategic flexibility in Sustainable Fuels, while simultaneously leveraging synergies at the Group

level. In this way, ESG considerations are holistically embedded into strategic planning and decision-making,

enhancing the coherence, reliability, and scope of the Group’s Sustainability Strategy.

The Group directs its investments toward innovative and resilient business activities, emphasizing RES, energy

storage, e-mobility, and sustainable fuels, thereby enhancing the diversification of its energy portfolio and

mitigating exposure to long-term transitional and climate-related risks. The target is to develop 1.5 GW of

operational projects by 2028 and 2 GW by 2030.

The development of RES, combined with the expansion of electric vehicle charging infrastructure, fully aligns with

the Group’s strategy to reduce its carbon footprint, address climate change, and strengthen energy security.

Onshore wind and solar projects contribute significantly to achieving ESG objectives, supporting the increase of

installed RES capacity and avoiding CO₂ emissions by 20%, while ensuring reliable energy supply in areas with

limited network expansion capacity. At the same time, EV charging infrastructure facilitates the transition to

sustainable transport and a low-carbon economy.

Overall, these initiatives demonstrate the resilience and long-term sustainability of the Group’s business model,

enabling effective risk management, mitigation of impacts, and the capture of new opportunities in an ever-

evolving energy environment. [ESRS 2-SBM-3-48-(f)]

A total of 152 IROs were identified and thoroughly assessed within the DMA. Specifically, regarding Impact

Materiality, 75 impacts were evaluated, of which 20 were considered material. Regarding Financial Materiality, 77

risks and opportunities were assessed, of which 12 were deemed material. All of these IROs are directly covered by

the ESRS Disclosure Requirements, with the exception of one entity-specific topic (Cybersecurity), which is

addressed through additional entity-specific disclosures. The following section provides a comprehensive

description of the material IROs identified for HELLENiQ ENERGY Group through the DMA.

The material IROs are detailed in the table «Material Impacts, Risks, and Opportunities (IROs) by Time Horizon and

Value Chain Level». Specifically, the table below presents the distribution of material IROs along the value chain, as

well as their current and expected impacts on the business model, value chain, strategy, and decision-making

processes. Additionally, the trend of materiality over the time horizon is highlighted. Based on the Group’s current

strategic planning, prevailing market expectations, and existing insurance coverage, no significant changes in the

carrying amounts of assets and liabilities are expected in the upcoming reporting period. Further information on

the materiality trend over future time horizons is provided for each material topic in the table «Material Impacts,

Risks, and Opportunities (IROs) by Time Horizon and Value Chain Level» in the chapter «Material impacts, risks and

opportunities and their interaction with strategy and business model» [ESRS 2-SBM-3-48-(a)] [ESRS 2-SBM-3-48-(c)-(iii),(e)]

¹¹ Commission Delegated Regulation (EU) 2025/1416 of 11 July 2025 amending the ESRS.

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HELLENiQ ENERGY Group has made use of the phase-in reliefs provided under the ESRS Quick Fix Delegated

Act 11, applying the gradually introduced disclosure requirements as outlined in Annex C of ESRS 1. Consequently,

for the current reporting period, the Group submits only qualitative disclosures regarding the expected financial

effects of IROs related to the material topics, to the extent permitted by the transitional provisions. This period

represents the second year in which the Group implements the ESRS standards. [ESRS 2-SBM-3-48-(e)]

The materiality of IROs is directly linked to the nature of the Group’s business activities. Specifically, impacts from

operations include electricity generation, fuel trading, the development of renewable energy projects, and e-

mobility operations, while impacts from business relationships relate to the Group’s suppliers of raw materials,

customers, subsidiaries, and partners. This encompasses the procurement and use of raw materials, energy

consumption, greenhouse gas emissions, and health and safety practices throughout the value chain.

This relationship emphasizes sustainability considerations across the value chain, thereby influencing the

sustainability of the business model. It also necessitates strategic adaptation and requires a meticulous approach

across multiple dimensions, including addressing operational challenges, improving day-to-day operations,

restructuring corporate governance, and enhancing risk management.

The outcomes of the DMA have confirmed the need to advance and accelerate the energy transition, as outlined

in the strategic plan, in order to capitalize on opportunities and address challenges. The section ‘Double Materiality

Assessment Methodology per Topical Standard’ below presents the key negative and positive impacts likely to

affect people and the environment, while information on time horizons is provided in the section “BP-2 –

Disclosures in relation to specific circumstances” above. [ESRS 2-SBM-3-48-(c) (i), (ii), iv), (d)]

The Group has restructured its corporate framework to facilitate the implementation of the strategic plan,

optimize risk management, and ensure financing that is appropriately aligned with the nature of each project.

Following a series of refinancing activities, the Group has successfully enhanced its debt structure and financing

profile, thereby extending the average maturity of its long-term debt. At the same time, it is leveraging the

existing financing framework (project finance agreement of up to €766 million) to support investments in the

renewable energy sector. Based on the Group’s current strategic planning, prevailing market expectations, and

existing insurance coverage, no significant adjustments to the carrying amounts of assets and liabilities reported

in the relevant financial statements are expected in the upcoming annual reporting period.

Compared to the previous reporting period, the IROs identified through the DMA have been updated as a result of

the integration of new data, the revision of the methodology, and the broadening of stakeholder engagement.

These updates ensure that the DMA accurately reflects the Group’s current risk profile and strategic priorities. In

this year’s DMA, compared to that of 2024, the following topics and subtopics have been newly identified as

material: from ESRS E3, the sustainability mater “Water”; from ESRS G1, the sustainability mater “Corporate

Culture” and the entity-specific mater “Cybersecurity”; and from ESRS S1, the sustainability mater “Equal

treatment and opportunities for all". All other material maters from the 2024 DMA remained the same. [ESRS 2-

SBM-3-48-(g)]

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Material IROs per time horizon and value chain level

(ESRS ESRS 2-SBM-3-48-(h))

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Impact, Risk and Opportunity Management

Disclosures on the Double Materiality Assessment Process

IRO-1 - Description of the Processes to Identify and Assess Material IROs

Double materiality assessment process methodology

HELLENiQ ENERGY Group continues this year to conduct the DMA, which serves as a key tool for identifying and

prioritizing sustainability priorities. The Group applies an impact assessment process that enhances continuous

monitoring of the environmental and social impacts of its activities, as well as ongoing communication with

stakeholders. The DMA includes the evaluation of the Group’s sustainability impacts from two distinct

perspectives:

• Impact materiality, which considers the sustainability impacts of HELLENiQ ENERGY’s activities on

environment and on people.

• Financial materiality, which addresses how sustainability issues affect the Group’s value creation and

financial performance.

The DMA is aligned with the ESRS and the Global Reporting Initiative framework (GRI 2021), ensuring that the

Group manages its material impacts along its value chain in a timely and effective manner. In addition, the Group

has established a clear risk management process, incorporating ESG issues into the general Risk Register to

ensure that potential threats are identified and addressed in a timely manner.

This methodology supports HELLENiQ ENERGY's strategic transition to a sustainable and resilient business

model, meeting the growing expectations of stakeholders and ensuring compliance with ESRS. The methodology

includes the following stages: [ESRS 2-IRO-1-53-(a)]

Α. Stakeholder and value chain mapping

Α.1. Stakeholder mapping

The Group has developed a dynamic stakeholder classification framework, which includes key communication

channels and priorities per group, taking into account economic factors, sustainability issues, and relevant risks

per activity, business relationship, and geographic area. As described in more detail in the section "SBM-2 -

Interests and views of stakeholders".

Through collaboration with internal and external stakeholders, targeted information and feedback were collected

on the management of important sustainability issues.  [ESRS 2-IRO-1-53-(b)-(iii)]

Α.2. Value chain mapping

In addition, HELLENiQ ENERGY conducted a detailed assessment of the value chain with the aim of diagnosing

the distribution and concentration of IROs in the upstream, midstream, and downstream segments, enabling a

more targeted and meaningful understanding of the risks, impacts, and opportunities at each stage of the activity.

The above procedures ensure that emphasis is placed on high-risk activities, relationships, and areas, covering

both the direct impacts of the Group's operations and the impacts arising from its business relationships.  [ESRS 2-

IRO-1-53-(b)-(i)]

Β. Crafting the impacts, risks and opportunities (IROs) inventory

In 2025, the DMA focused again on assessing the IROs arising both from the Group’s business activities and from

its relationships with partners and suppliers across the value chain. The process of compiling the list was based on

benchmarking analysis with peer companies, review of the previous DMA, assessment of climate-related risks

through scenario analysis, and the integration of findings from the FY2025 risk assessment. Further information

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regarding the results of the climate risk and opportunity analysis is provided in the section “ESRS 2 IRO-1 –

Description of the Processes to Identify and Assess Material Climate-Related IROs”.

Based on these steps and the specialized expertise of HELLENiQ ENERGY Group, a long list of IROs was created.

From this long list, a short list was developed, focusing on the most critical topics for the Group and its partners,

also taking into account feedback from the Employee Suggestion Box and the due diligence process.

Subsequently, 13 focus groups with external experts, selected based on experience and specialization, evaluated

the list to identify any gaps or new proposals and to support the prioritization of the IROs. [ESRS 2-IRO-1-53-(b)-(ii)]

C. Scoring Impacts, Risks, and Opportunities (IROs)

C.1 Impact Materiality – "Inside-out" Approach

The next step, Impact Materiality – “Inside-out” –, concerns the approach through which the positive and negative

impacts of the Group’s activities and business relationships were assessed, with emphasis on their effect on

people, the environment, and the economy. For this purpose, the business model was taken into account, along

with international standards (GRI, TNFD, UNEP Impact Radar) and interviews with internal and external

stakeholders. Initially, 207 impacts (long list) were examined and grouped into 75 (short list), of which 20 were

deemed material for the current reporting period across three time horizons: 2026, 2027–2030, and 2031–2036,

as well as along the value chain. The assessment was conducted using the following criteria: scale, scope,

likelihood (for potential impacts only), and irremediability (for negative impacts only). The materiality threshold for

each impact was based on the calibration of relative severity and comparability of the impacts across thematic

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areas and time horizons, while the evaluation of each impact was carried out separately for the current period and

individually for the short-, medium-, and long-term horizons, under the assumption that an impact is considered

material overall if it exceeds the threshold in any time horizon, thereby ensuring a comprehensive and proactive

approach to managing sustainability impacts. [ESRS 2-IRO-1-53-(b-(iv))]

C.2 Financial Materiality – "Outside-in" Approach

Subsequently, the Group proceeded with Financial Materiality – “Outside-in” – approach, leveraging the results of

the Impact Materiality assessment, but not limited to them, aiming to identify and assess the opportunities and

risks related to sustainable development arising from the Group’s impacts on people and the environment. The

Group also conducted a detailed analysis of its dependencies on natural, human, and social resources, as well as

other factors that create risks and opportunities related to sustainable development, covering a broader spectrum

beyond mere impacts and dependencies. Furthermore, governance-related factors and other elements that could

create risks or opportunities at the level of financial materiality were assessed.

Initially, 425 risks and opportunities (long list) were examined, grouped into 77 (short list), and evaluated based on

the magnitude of their financial impact, whether positive or negative, and the likelihood of occurrence across

short-, medium-, and long-term horizons. Through this evaluation process, 12 material risks and opportunities

were identified that have, or are expected to have, significant financial implications for the Group for the current

reporting period (2025) or for their anticipated financial impact across the three time horizons (2026, 2027–

2030, 2031–2036).

It is worth noting the approach applied to determine the financial materiality threshold. This threshold, above

which a financial impact is considered material for each time horizon, was established taking into account both the

medium-term profitability, reflecting direct financial performance, and the medium-term value of net operating

assets on the balance sheet, thereby providing insight into long-term financial health and stability. The

classification of risks and opportunities as "material" was determined by combining (multiplying) two separate

score estimates for Likelihood and Magnitude, with the provision that Likelihood is only considered for risks and

opportunities (ROs) whose Magnitude of impact is estimated as material. The materiality of each risk or

opportunity was assessed separately for the current reporting period and for each time horizon, i.e., short-,

medium-, and long-term, to ensure that financial impacts are evaluated over time. Furthermore, it was assumed

that if a risk or opportunity is deemed material in even one time horizon, it is considered material overall. In this

way, a comprehensive assessment of the financial impacts associated with the Group’s sustainability factors is

ensured. [ESRS 2-IRO-1-53-(c)-(i)]

The overall assessment of impacts, risks, and opportunities was conducted in accordance with the guidelines set

out in the CSRD and the principles of ESRS 1 and ESRS 2.

It should be emphasized that an internal consultation regarding the materiality of the IROs was undertaken. This

process included the active participation of specialized personnel from the Supply & Trading, Renewables,

Refining, Fuels Marketing, and various other Business Divisions and Support Functions. These individuals possess

substantial expertise in disciplines such as climate, supply chain management, energy, health and safety, among

other relevant areas, which proved instrumental in shaping the final outcomes of the Double Materiality

Assessment (DMA). The prioritization of material IROs was determined by their respective final scores, evaluated

within the context of the Group’s comprehensive risk assessment framework. This approach facilitated the

consistent prioritization of sustainability-related risks in alignment with other strategic and financial risks. Within

this framework, the material IROs identified by HELLENiQ ENERGY Group highlight their critical importance to the

Group’s operational activities and to its long-term strategy concerning social, economic, and environmental

sustainability. [ESRS 2-IRO-1-53-(c)-(ii), (iii)]

D. Validation of Impacts, Risks, and Opportunities (IROs)

The DMA is overseen by the Health, Safety, Environment & Sustainable Development Division of the Group and is

conducted in collaboration with the Group’s Investor Relations Division for financial materiality, as well as with the

Risk Management Division for the integration of the approach and results of the risk analysis, with significant

contributions from special assessment teams (SATs) in their respective areas of responsibility.

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During the alignment process with the Risk Management Division, any new data and findings arising from the

Group’s FY2025 Risk Assessment were also incorporated into the DMA. After the close of the financial year, all

identified financial impacts were integrated into the DMA results to ensure an accurate reflection of Financial

Materiality.

The DMA process was repeated throughout 2025, both due to the acquisition of Enerwave and as a result of new

data from the comparative benchmarking study conducted. It is worth noting that the DMA methodology was

updated compared to the previous reporting period to better support the Group in identifying impacts, risks, and

opportunities. The validation of the final material topics was carried out in four (4) stages:

• Presentation of the DMA results to the Committee for discussion, validation, and final approval

• Integration of the final results from the Group’s broader, updated risk assessment exercise.

• Updating and refinement of the DMA results based on the Group’s financial results for FY2025 and the

updated business plan.

• Final validation of the DMA results and the Sustainability Statement in a joint session of the Sustainability

Committee and the Audit Committee, with Board approval and in the presence of the CEO.

The DMA is scheduled for review in the next reporting period (FY2026) to incorporate any further updates and

improvements, ensuring continuous alignment of IROs with the Group’s strategy. [ESRS 2-IRO-1-53-(c), (d), (h)]

Internal Controls of DMA

The DMA process is an integral part of HELLENiQ ENERGY Group’s Integrated Risk Management approach, which

includes policies, procedures, and evaluation tools for identifying, evaluating, and managing IROs. Within the

framework of conducting the DMA process, the following risks were identified along with their respective controls:

Double Materiality Assessment Process Risks	Inherent Controls
1. Careless identification of IROs	The SATs validate the wording and the terminology
2. Overambitious/unbalanced IROs scoring	The SATs validate the IROs scoring
3. Improper risk assessment by the internal stakeholders	The Group Internal Audit division and the Risk Management division possess a thorough understanding of sustainability- related material risks and carries out validation
4. Improper opportunity assessment by the internal stakeholders	The SATs maintain a comprehensive overview of sustainability-related material opportunities and perform validation.
5. Misalignment of material topics with the business strategy	The C-level management team validates the topics while maintaining an overarching view of the broader strategic objectives.

To address these potential risks, in addition to internal controls, the Group has prioritized specialized training

programs, enhanced communication, and continuous collaboration with stakeholders. The responsible executives

of the Management Teams have upgraded the assessment procedures, providing their input and ensuring that

the most modern and effective practices are followed.  [ESRS 2-IRO-1-53-(c)-(iii)]

Governance of Double Materiality Assessment

The working group of HELLENiQ ENERGY, consisting of specialized executives from the Investor Relations,

Health, Safety, Environment & Sustainable Development, and Risk Monitoring and Management Departments,

was responsible for reviewing the terminology and formulation of each IRO to ensure compliance with the Group's

sustainable development strategy and external standards.

Among other things, this working group:

• Verified that the descriptions accurately reflected the nature and scope of each IRO.

• Ensured that all IROs were clearly defined and communicated to the BoD without ambiguity.

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• Confirmed that all risks were correctly classified and aligned with the Group’s risk register.

• Reviewed any significant IROs arising from the DMA that should be incorporated into the overall risk

management process and assessed their overall risk profile. In short, IROs identified as significant through

the DMA were included in the full set of potential risks that could affect the continuity of the Group’s

business operations. Risks were categorized based on their origin, such as market factors or regulatory

drivers. Risk Management specialists evaluated the likelihood of each risk, its impact, and recorded them in

the risk register alongside other risks. Based on the assessment results, all risks were prioritized according to

the Group’s risk appetite. As noted above, the IROs are aligned with the Group’s strategic objectives and

operational ambitions. [ESRS 2-IRO-1-53- (b), (d), (e), (f)] 

Input Parameters

In designing the Group’s DMA process across all stages of the value chain, both the Impact Materiality and

Financial Materiality approaches, as well as their interactions, were taken into account. The participation and

insights of the various stakeholder groups were considered particularly important for this process.

To facilitate understanding, the inputs arising from stakeholder participation are presented in the sections

“SBM-2 –  Interests and views of stakeholders”: “Additional Steps in Stakeholder Engagement,” and “DMA

Methodology per Topical Standard”. [ESRS 2-IRO-1-53- (b)-(iii)] [ESRS 2-IRO-1-53- (g)]

DMA Methodology per Topical Standard

ESRS 2 IRO-1 - Description of the Processes to Identify and Assess Material Climate-

Related IROs

Identifying and Assessing Climate Impacts

Regarding the topic of Climate Change (ESRS E1), the same general methodology described in the section “Β.

Crafting the impacts, risks and opportunities (IROs) inventory” was applied; however, particular emphasis was

placed on the Climate Risk Assessment stage, namely the incorporation of the identification of climate-related

risks and opportunities in line with ESRS requirements and certain parameters of the EU Emissions Trading

System (EU ETS). This combined approach enabled a more structured and comprehensive assessment of climate-

related risks and opportunities. By reviewing the results of the DMA process, which were also aligned with the

ESRS standards, the Group identified the material impacts associated with climate risks and opportunities.

By analyzing the results of the DMA, which were also aligned with the ESRS Standards, the Group identified the

significant impacts associated with climate-related risks and opportunities. Within the scope of this exercise,

physical risks (acute and chronic) as well as transition risks related to climate change were identified, assessed,

and incorporated into the DMA, while the consideration of global best practices further enhanced the consistency

and transparency of the methodology.

Notably, climate change affects stakeholders across the entire value chain. Upstream activities are primarily

impacted by carbon dioxide emissions arising from raw material procurement. Downstream activities are affected

by fuel consumption, which is also dependent on end consumers. Moreover, climate change is directly linked to

the Group’s core operations, including emissions from industrial production processes and intra-group

transportation. More information regarding the integration of stakeholder consultations can be found in the

chapter “SBM-2 – Interests and views of stakeholders”.

HELLENiQ ENERGY Group conducts an annual assessment of its activities along the value chain to identify actual

and potential sources of GHG emissions, covering direct emissions from fuel consumption (Scope 1), indirect

emissions from purchased electricity and heat (Scope 2), as well as indirect emissions across 15 categories within

the value chain (Scope 3).

Within the framework of the DMA, the Group evaluated its activities to identify actual and potential sources of

GHG emissions across the entire value chain. This analysis informed the assessment of the Group’s impacts on

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climate change in accordance with ESRS E1-6 and ensured alignment between the Climate Risk Assessment and

the results of the DMA.

Finally, the Group calculates GHG emissions by collecting data from various activities and applying emission

factors relevant to the industry and the geographic locations of its facilities. [ESRS E1.IRO-1 ,20 a, AR 9, AR 10]

Use of Climate-Related Scenario Analysis

HELLENiQ ENERGY Group conducted climate scenario analysis for the second consecutive year across all its

activities. Through modeling different future climate scenarios, the Group assessed physical and transition risks

over short-, medium-, and long-term time horizons, as presented below:

• Short-term time horizon: 2026

• Medium-term time horizon: 2027 - 2030

• Long-term time horizon: 2031 - 2050

[ESRS E1.IRO-1, AR 11 (b), AR 13-AR 14]

Specifically, the Group conducted climate scenario analysis focused on the development of two scenarios,

examining how climate change may have already affected its operations or could impact them in the future, as

well as how it could challenge “business-as-usual” assumptions. The scenarios used cover potential risks and

uncertainties, including the Net Zero Transition and High Emissions scenarios. This approach enables the Group to

model the combined impact of climate-related risks. The two scenarios selected and applied in the analysis align

with current regulatory requirements and best practices, as follows:

Net Zero Transition Scenario: This scenario reflects global decarbonization efforts aimed at achieving the goals of

the Paris Agreement. It outlines pathways toward net-zero emissions, consistent with the long-term objective of

limiting the rise in global average temperature to well below 2°C, and, where possible, close to 1.5°C above pre-

industrial levels. Within this context, 2050 serves as a key milestone for achieving global net zero, while the

temperature limits refer to the overall trajectory and stabilization of warming throughout the 21^st century. For the

assessment of transition risks (e.g., policies, carbon prices, technology), the NGFS Net Zero 2050, NGFS Low

Demand, and IEA Net Zero Emissions by 2050 (NZE2050) scenarios were used as references. For the evaluation of

physical risks under low-emission conditions, the IPCC SSP1-2.6 climate scenario was applied (~1.7°C by mid-

century, 2041–2060, as a proxy for 2050; ~1.8°C by 2100, 2081–2100). Under this scenario, emission reductions in

the energy sector, which includes HELLENiQ ENERGY, may result from a combination of regulatory and policy

developments, technological advancements, shifts in demand and markets toward lower-carbon solutions, and

the availability of financing and investment.

High Emissions Scenario: This scenario represents a world of very limited climate action and high emissions,

where emissions continue to rise and physical climate risks intensify. The “High Emissions” scenario was used

exclusively for the assessment of physical risks, based on the IPCC SSP5-8.5 climate scenario, which corresponds

to significantly higher future warming and, consequently, to a greater frequency/intensity of extreme events and

worsening chronic trends. Indicatively, the increase in global average temperature is estimated at approximately

~2.4°C by mid-century (2041–2060, as a proxy for 2050) and ~4.4°C by 2100 (2081–2100).

Methodology and Data Sources: The assumptions underlying these scenarios are based on projections from the

Intergovernmental Panel on Climate Change (IPCC), the Network for Greening the Financial System (NGFS), and

the International Energy Agency (IEA), and are aligned with the latest scientific knowledge. In addition, data from

platforms and initiatives such as Copernicus, Aqueduct, and ISIMIP, as well as other sources, were used to analyze

climate data projections and model the impact of risks on the locations of HELLENiQ ENERGY’s assets under

different climate scenarios. The 2025 assessment incorporates advanced global and regional climate datasets

(CMIP6, EURO-CORDEX, ERA5 / ERA5-Land, ISIMIP, AR6 projections, and national datasets from the Ministry of

Environment and Energy). All indicators were harmonized to a common spatial resolution of approximately 10–

12.5 km, allowing consistent characterization of risks at the asset level across all risks, scenarios, and time

horizons. [ESRS E1.IRO-1, 21, AR 13-AR 14] [ESRS E1.IRO-1, AR 11-(d)]

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Key forces and drivers taken into consideration in each scenario
	Net Zero Transition Scenario	High Emissions Scenario
Policy	Governments globally implement aggressive climate policies, including high carbon prices. Immediate global decarbonization efforts and strong policy coordination	Minimal or ineffective climate policy action globally, with minimal or no carbon pricing implemented
Technology	Rapid advancements in renewable energy technologies deployment and energy efficiency improvements, incl. storage	Technological advancements primarily focused on enhancing fossil fuel extraction and consumption efficiency
Energy Consumption	Global energy consumption growth slows down	Global energy consumption sees significant increases
Energy Mix	A substantial increase in the share of renewable energy sources (solar, wind, hydro) and a decrease in fossil fuel dependency	The global energy mix is dominated by fossil fuels
Energy Prices	The cost of renewable energy technologies continues to decline, fossil fuel prices may increase	Fossil fuel prices remain competitive, renewable energy costs do not decrease significantly
Environment	Reduced greenhouse gas emissions leading to decreased environmental degradation and a slowdown in climate change impacts, such as extreme weather events	Continued high levels of greenhouse gas emissions lead to severe environmental impacts, including drastic increases in average global temperatures, more frequent and intense extreme weather events
Economy	Initial economic costs incurred due to the transition, long-term economic benefits from green job creation, reduced health costs from pollution, and improved energy security.	Rapid economic growth increasingly hindered by the adverse impacts of climate change, such as damage from extreme weather, resource scarcity, and escalating costs from climate-related disruptions

Through climate scenario analysis, HELLENiQ ENERGY Group assessed the exposure of its assets and operations

to climate-related risks, and identified, prioritized, and evaluated the corresponding opportunities.

Identification of climate related risks and opportunities

In 2025, HELLENiQ ENERGY Group identified and assessed potential physical and transition risks, as well as the

opportunities that may arise from them, to ensure that its approach remains up-to-date and aligned with ongoing

developments.

During the climate risk and opportunity assessment exercise, HELLENiQ ENERGY examined its operations and

transformation plan to identify actual and future sources of greenhouse gas emissions, as well as factors that may

give rise to physical or transition risks and climate-related opportunities, both within its own operations and along

the value chain. As presented in the table “Significant Impacts, Risks, and Opportunities (IROs) by Time Horizon

and Value Chain Level,” the impacts of climate change are primarily concentrated in the Group’s intermediate

value chain. Accordingly, greater emphasis was placed on identifying assets that may be more exposed to climate-

related risks, as well as the corresponding opportunities.  [ESRS E1.IRO-1, 20-(b), (c), AR 13-AR 14]

Benchmarking analysis was conducted to identify these risks in comparison with the industry and competitors,

while the Group’s assets and business activities were evaluated regarding their potential exposure to these risks.

HELLENiQ ENERGY categorizes physical risks into acute and chronic:

• Acute physical risks arise from short-term, extreme weather events or natural disasters. These risks may

cause immediate and significant damage to assets, infrastructure, and operations, leading to financial losses

and operational disruptions.

• Chronic physical risks are associated with long-term and gradual changes in climatic conditions over time.

These risks can significantly impact asset performance, operational efficiency, and long-term financial

sustainability.

HELLENiQ ENERGY categorizes transition risk and opportunities as follows: 

• Policy and Legal Risks – Changes in regulations, carbon pricing, and compliance costs.

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• Technology Risks – Disruptions due to the emergence of new low-carbon technologies.

• Market Risks – Shifts in supply and demand driven by changing consumer preferences and investor

expectations.

• Reputation Risks – Negative public perception or stakeholder concerns regarding climate practices.

HELLENiQ ENERGY Group compiled a list of climate-related risks, including both physical and transition risks. This

list was validated to identify the most significant risks, resulting in the development of a register of material risks

for further assessment.

Assessment of climate related risks and opportunities

Once identified, climate-related physical and transition risks, as well as opportunities, were assessed across short-,

medium-, and long-term time horizons under two climate scenarios during collaborative sessions with internal

stakeholders. A unified scale was applied for the evaluation of all risks and opportunities, ensuring consistency and

enabling direct comparison between them.

To ensure a comprehensive assessment of physical risks that could affect assets, HELLENiQ ENERGY

incorporates vulnerability estimates with exposure analysis, based on climate data projections. Using geospatial

coordinates and scenario modeling, the Group evaluates the exposure of its operations, activities, and assets to

climate-related risks. This approach enables data-driven analysis of potential physical risks, supporting a robust

risk mitigation strategy.

During geospatial analysis and location-level risk assessment, HELLENiQ ENERGY Group applies the EU NUTS

classification (Nomenclature of Territorial Units for Statistics) at level 2 or 3. This methodology enhances

comparability and consistency in risk reporting while supporting compliance with EU regulatory standards.

The exposure analysis examined 545 assets, whose disruption from climate-related risks could impact

infrastructure, transportation, energy efficiency, and productivity, posing a significant risk to the business. These

assets include refineries, crude oil terminals, plastic packaging materials, lubricant production and distribution,

LPG warehouses, fuel terminals, solar parks (PV), wind farms (WF), EV chargers, and rooftop solar panels at fuel

stations, as they carry higher exposure risk due to their direct financial and operational responsibilities.

Climate-related physical hazards:

Risk Identified	Risk Type	Scenario Used	Climate Hazard	Risk assessment results
				Short-term (FY2026)		Medium-term (FY2027-FY2030)		Long-term (FY2031-FY2050)
				SSP5-8.5	SSP1-2.6	SSP5-8.5	SSP1-2.6	SSP5-8.5	SSP1-2.6
Adverse weather events	Acute physical	SSP5-8.5 (High Emissions scenario) SSP1-2.6 (Zero Emissions Scenario)	Heat wave	High		High		High
			Wildfire	High		High		High
			High winds	Medium		Medium		Medium
			Coastal flood	Low		Low		Low
			River flood	Medium		Medium		Medium
			Pluvial flood	Low		Low		Low
			Snow	Low		Low		Low
Long-term changes in climate	Chronic Physical	SSP5-8.5 (High Emissions scenario) SSP1-2.6 (Zero Emissions Scenario)	Sea level rise	Low		Low		Medium
			Changing  temperatures	Low		Low		Medium
			Changing wind patterns	Medium		Medium		Medium
			Water stress	High		High		High

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Detailed description of physical risks

Extreme weather events

Extreme weather events, such as wildfires, floods, heatwaves, snow, and high winds, may result in:

• Damage to electricity and natural gas infrastructure, including production facilities, substations, pipelines,

and transmission/distribution networks, leading to power outages and supply disruptions.

• Disruption of transportation routes, affecting the supply chain and employee mobility.

• Reduced efficiency of renewable energy sources, such as photovoltaic systems (thermal degradation, dust

accumulation) and wind turbines (changes in wind patterns), as well as natural gas units, resulting in lower

energy production.

• Increased operational costs due to higher cooling demands for energy infrastructure.

• Limited capacity of employees to work due to heat stress.

Long-term changes in climate

• Rising sea levels may cause coastal erosion, threatening infrastructure such as refineries, pipelines, and

renewable energy installations located near the coast.

• Higher average temperatures can reduce the efficiency of solar panels due to thermal degradation and alter

wind patterns, leading to decreased wind energy production. Additionally, elevated temperatures increase

operational costs due to higher cooling requirements for energy infrastructure. Long-term exposure to high

temperatures can also affect employee productivity and health due to heat stress.

• Water scarcity can significantly increase operational costs, as water is essential for refining processes. In

areas of high water stress or seasonal fluctuations, challenges may arise that may require adjustments to

production planning. Timely monitoring and implementation of water conservation and recycling measures

help ensure uninterrupted operation.

The assets and business activities are sensitive to the below identified physical climate-related hazards:

• Heatwave

• Snow

• Storm

• Wildfire

• Flooding

• Sea level rise

• Changing temperature

• Changing in wind patterns

• Water stress / Pressure on water resources

In the SSP 5-8.5 scenario, the risk from extreme weather events (such as heatwaves and wildfires) is high over the

long-term horizon. As this scenario projects more intense heatwaves, HELLENiQ ENERGY’s assets—particularly

those located in open or unprotected areas—may face an increased risk of operational interruptions due to

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extreme heat. Demand for cooling and energy supply could rise significantly, placing additional stress on

infrastructure. Furthermore, under a high-emissions scenario like SSP 5-8.5, the increased frequency and

intensity of wildfires could threaten energy facilities located in fire-prone areas. This may impact the Group’s

infrastructure, requiring enhanced protective measures and potentially leading to operational disruptions or

delays. Conversely, the risks from floods and snowfall are estimated to be low across all three time horizons in this

scenario. However, even though the flood risk is low under SSP 5-8.5, HELLENiQ ENERGY’s facilities in flood-

prone areas—such as coastal or low-lying regions—may still face some exposure, particularly as storm intensity

increases. Floods could disrupt operations, damage infrastructure, and affect the transportation of energy

products. In summary, while the risks from high winds and river floods appear moderate in both the SSP 5-8.5 and

SSP1-2.6 scenarios, the heightened risk of heatwaves and wildfires represents a significant threat to HELLENiQ

ENERGY’s assets. It is also noteworthy that the Group continuously evaluates the latest climate models and data

to improve the accuracy and reliability of the assessment results. [ESRS E1.IRO-1, AR 11-(a), (c)]

Climate Change Adaptation 

Regarding activities aligned with the EU Taxonomy, and specifically for each renewable energy plant, the

Competent Authorities define the necessary environmental protection measures and requirements in the relevant

Environmental Permits, where applicable. During project planning, HELLENiQ RENEWABLES also conducts

specialized, site-specific studies to optimize project design. The company also considers previous experience in

managing the impacts of extreme weather events (e.g., at certain renewable energy assets affected by the

destructive storm “Daniel” and the floods in Thessaly).

Concerning resilience to extreme temperatures (heatwaves, snowfall), industrial-grade equipment is preferred,

designed for a temperature range exceeding the average values of the host countries. This equipment has an

expected lifespan of 25–30 years. Additionally, all renewable energy plants are equipped with external

temperature sensors. In cases of heavy snowfall or frost, snow accumulation on panels reduces energy efficiency

and increases structural load on both the panels and their supporting systems. To ensure reliability under such

conditions, specially designed equipment with enhanced resistance to snow and low temperatures is selected. For

the protection of electrical substation equipment against high temperatures and heatwaves, dedicated air-

conditioning units are installed in substations, ensuring optimal operating conditions and system reliability.

To mitigate wildfire risk, substations and wind turbines are equipped with fire suppression systems in accordance

with the guidelines of the competent fire authorities. Additionally, depending on the site, teams carry out 2–3

annual grass-cutting operations across the facility and its perimeter.

The design of the plants complies with national legislation and European Standards, taking into account

maximum variable wind conditions and the local environment. Comprehensive geotechnical and structural studies

are also conducted to ensure that the plants can withstand the environmental conditions of the area throughout

the project’s lifetime. During operations, annual sampling inspections of fastener tightness are carried out for

photovoltaic systems, while wind turbines are equipped with preventive vibration monitoring systems. The impact

of storms is thoroughly assessed in geotechnical and hydrological studies, which are adapted to the specific

characteristics of each installation site. During the project design phase, 50- or 100-year return period scenarios

(stricter standards) are adopted, and areas with high flood risk are avoided. Technical works are executed and

inspected in compliance with national standards (e.g., ELOT). Regular inspections are also conducted to identify

any emerging issues or findings. In addition to the above measures, all assets are protected by appropriate all-risk

insurance policies.

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Climate-related transition risks:

Risk Identified	Risk Type	Affected business area	Scenario used	Risk assessment results
				Short-term (FY2026)	Medium- term (FY2027- FY2030)	Long-term (FY2031- FY2050)
Transition to a low carbon economy	Transition (Technology)	Liquid fuels & chemicals	SSP1-2.6 (Net Zero 2050)	Medium	Medium	Medium
Emerging regulation - Carbon pricing mechanisms	Transition (Policy & Legal)	Liquid fuels & chemicals	SSP1-2.6 (Net Zero 2050)	Medium	High	High

The Group has identified transition events across all four types – Policy and Legal, Technology, Market, and

Reputation. Among these, the material ones are highlighted in the table above and are further detailed below.

Detailed description of transition risks

Transition to a Low-Carbon Economy

Ongoing technological advancements and the declining cost of renewable energy sources are increasing

competition in the energy market for oil and gas companies, potentially reducing demand for fossil fuel products.

Emerging Legislation – Carbon Pricing Mechanisms

The oil and gas industry represents a significant contributor to global emissions and, consequently, is substantially

exposed to carbon pricing, both directly and indirectly. Higher carbon prices will increase the cost of emissions,

which may affect operational decisions and potentially impact profitability. Furthermore, the expansion of the EU

ETS to cover emissions from transportation and heating is expected to indirectly accelerate the shift of consumers

toward cleaner, alternative technologies. In the long term, this trend could lead to a gradual reduction in demand

for conventional fuels. Based on these scenarios, the exposure and sensitivity of assets and business activities to

the identified transition events were assessed qualitatively, taking into account their likelihood, magnitude, and

duration, while prioritization was carried out using a low–medium–high scale. [ESRS E1.IRO-1 AR 12-(a), (b),  AR 13-AR 14]

Transition risks are higher in the medium- and long-term under the SSP1-2.6 scenario, as they align with the goals

of the Paris Agreement, which requires rapid and significant global efforts to achieve decarbonization, as well as

with the 1.5°C climate change limitation. Achieving these targets entails the implementation of stringent climate

policies, regulations, and significant market changes to reduce greenhouse gas emissions. This translates into

higher carbon taxes, stricter energy efficiency standards, and an accelerated shift to renewable energy.

Additionally, ongoing technological advancements and the decreasing costs of renewable energy intensify

competition in the energy market, particularly for oil and gas companies, potentially reducing demand for fossil

fuel products. Consequently, these factors may impose significant financial and operational pressures on the

Group. Furthermore, the oil and gas industry is heavily affected by carbon pricing mechanisms (such as emission

trading systems). Higher carbon prices increase the cost of emissions, influencing production methods and

shaping the pricing of end-user products. In contrast, over the short-term horizon, the significance of these risks is

lower under the SSP1-2.6 scenario, assuming that regulatory and economic factors, as well as technological

developments related to transition risks, are less sensitive in the immediate future. [ESRS E1.IRO-1 AR 12 (c)]

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Climate-related opportunities

The Group has also identified the following climate-related opportunities.

Opportunity Identified	Opportunity Type	Scenario used	Risk assessment results
			Short-term (FY2026)	Medium-term (FY2027-FY2030)	Long-term (FY2031-FY2050)
Development and/or expansion of low emission goods and services	Transition (Products & services)	SSP1-2.6 (Net Zero 2050)	High	High	High
Participation in carbon market, including voluntary market and ETS2	Transition (Energy source)	SSP1-2.6 (Net Zero 2050)	Low	Medium	High

Detailed Description of Opportunities

Development and/or Expansion of Low-Emission Products and Services

In response to the accelerating energy transition, the Group is implementing its strategic plan by leveraging new

opportunities arising from changes in the energy landscape. This plan focuses on two main areas:

• Redesign of the ESG strategy and GHG targets – aiming to improve the environmental footprint by 2030

(30% reduction in Scope 1 and 2 emissions, 2 GW of renewable energy capacity) and committing to Net Zero

by 2050, while simultaneously implementing measures that optimize operational performance and reduce

costs.

• Adjustment of business strategy and capital allocation – with an emphasis on investments in the New

Energy sector, which represent the majority of growth initiatives. This aims to ensure synergy between

emissions reduction and efficiency gains. At the same time, it creates opportunities for long-term value

creation, promotion of sustainable economic growth, and attraction of environmentally oriented investors.

Participation in the Carbon Market, Including the Voluntary Market and the ETS2 Trading System

Under Directive 2003/87/EC, the Group’s refinery and power generator facilities and  participate in the EU ETS of

the EU. As previously noted, compliance costs have increased significantly since 2018. In 2025, direct CO₂

emissions amount to 4,204,779 tons, and the  carbon price the year's end exceeds €85/ton, resulting in

substantial operating costs.

Consequently, the implementation of a clear CO₂ reduction strategy has been decided, as described below. Within

this effort, the Elefsina refinery will serve as a pilot site for energy transition and decarbonization, through

investments in energy efficiency, a cogeneration unit to improve supply security, support for energy efficiency

investments, blue hydrogen via carbon capture, pilot production of green hydrogen using renewable electricity,

and electricity generation through on-site solar energy. The expected CO₂ avoidance (Scope 1&2) is projected to

exceed 1,300,000 tons by 2030.

Additionally, the Thessaloniki refinery will be upgraded with a 2G biodiesel co-processing cogeneration unit to

increase the use of sustainable feedstocks in our fuels. Simultaneously, the development of the “Green Hub

North” project, which includes the installation of a photovoltaic system/energy storage system with batteries (PV/

BESS) and a direct high-voltage line to the Thessaloniki refinery, is expected to lead to a significant reduction in

Scope 2 emissions.

Compatibility of Climate Scenarios with Financial Assumptions

For the reporting period, critical climate-related assumptions were not included in the financial statements.

Regarding the climate risk assessment conducted in the previous year, the HELLENiQ ENERGY Group, as

described in the section “Locked-in GHG Emissions Assessment ” determined that the business activities of its

three refineries will require some additional improvement interventions to align with the transition to a climate-

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neutral economy. It is noteworthy, however, that these emissions are not expected to jeopardize the achievement

of the Group’s GHG reduction targets.  [ESRS E1.IRO-1, AR 12-(d), AR 13-AR 14] [ESRS E1.IRO-1, AR 15, AR 13-AR 14]

ESRS 2 IRO-1 - Description of the Processes to Identify and Assess Material Pollution-

Related IROs

With regard to Pollution (ESRS E2), a specific methodology was adopted to identify material risks and

opportunities. This approach involved reviewing issues based on previous findings and analyses from previous

years. After thorough validation and in accordance with the DMA, these issues remain critical to the current

analysis.

The Sustainable Development Team worked closely with the Group’s business unit data owners, as well as

external experts, collecting information from all relevant stakeholders. This included consultations across the

value chain and the collection of environmental data and community-related information. The relevant

information collected was used to inform and update the corresponding sections of the Report, ensuring that all

important issues were considered and accurately reflected in the DMA. [ESRS E2.IRO-1-11-(b)] [ESRS E2.IRO-1, AR 9]

Material Impacts, Risks and Opportunities related to Pollution

The Group focuses on continuously reducing air pollutants and improving its environmental footprint,

contributing to better air quality in the areas where it operates. This is achieved through actions such as: a) using

fuels with higher environmental standards, b) investing in modern production technology, such as low nitrogen

oxide emission burners, and c) reducing emissions through the implementation of VOC recovery systems and

particulate matter control filters.

Air pollution, assessed as a material impact, is linked to the Group's value chain. It is a negative impact from

procurement activities due to emissions from the transport of raw materials, the use of fuels by end consumers

and waste treatment. It is also linked to the Group's core activities, such as SO2, NOx, PM10, and VOC emissions

from industrial production and product transportation. At the same time, the Group recognizes the risk of

environmental incidents, including those arising from natural phenomena, such as oil spill contamination and air,

water, or soil pollution. Such events could disrupt production operations and result in significant financial losses,

including damage to assets, increased insurance premiums, and adverse impacts on the Group’s reputation.

It is noted that the Group maintains strict compliance with the national and European legislative framework,

adhering to Best Available Techniques and the European Directive on Industrial Emissions, while implementing

certified environmental management systems in all its activities.  [ESRS E2.IRO-1- 11-(a), AR 1- AR 8]

ESRS 2 IRO-1 - Description of the Processes to Identify and Assess Material Water

and Marine Resources-Related IROs

With regard to Water and Marine Resources (ESRS E3), HELLENiQ ENERGY Group investigated all aspects of its

business activities to identify actual and potential impacts, risks, and opportunities across the value chain. It is

widely known that oil refineries, like other heavy industries, consume large amounts of water, managing

approximately equal amounts of water and oil, but the Group is implementing measures to limit its use as much as

possible. At the same time, the Group follows the principles of the European Agency for Health, Safety and the

Environment in the oil sector, as well as those of Concawe, which have been expanded to address social concerns

about environmental, health, and safety issues.

During the current reporting period, through DMA and climate risk assessment, HELLENiQ ENERGY Group

identified for the first time a relevant risk, as well as a negative and a positive impact related to water and marine

resources, highlighting the need for continuous monitoring and effective management of these issues.

In relation to water and marine resources, HELLENiQ ENERGY Group's Sustainable Development Team worked

closely with the relevant data managers, maintaining an active dialogue with affected stakeholder groups. In

addition, as part of the external consultation, feedback and expert considerations.

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The data collection process included interviews and meetings with stakeholders, as described in the other

thematic templates. The information gathered is analyzed in the relevant section of the Report and was used to

complete and validate the DMA.  [ESRS E3.IRO-1-8-(a),(b)]

ESRS 2 IRO-1 - Description of Processes to Identify and Assess Material Biodiversity

and Ecosystem-Related IROs

With regard to Biodiversity and Ecosystems (ESRS E4), a methodology consistent with that applied to the other

environmental topics was followed.. Although the identified IROs relating to biodiversity and ecosystems were not

assessed as material, the Group has identified them and continues to monitor them closely in order to remain

prepared to address any potential future impacts. More specifically, based on the DMA, no material actual or

potential impacts on biodiversity and ecosystems were identified arising from the Group’s activities or across its

value chain. The Group has no significant dependencies on biodiversity and ecosystems. HELLENiQ ENERGY's

refinery facilities are strategically located in industrial zones designed for this purpose and are rarely located near

protected areas, such as Natura 2000 and RAMSAR.  [ESRS E4.IRO-1-17-(a), (b)]

The Group applies a preventive approach, aiming to understand and manage the potential impacts its activities

may have on biodiversity and ecosystems, both at its facilities and  along the value chain. In this context, it

operates wind and solar parks located within or in close proximity to environmentally sensitive areas, such as the

Special Protection Area (SPA) for birds and the Agios Nikolaos Wildlife Refuge. At the same time, it is developing

projects in locations such as forest areas, wildlife refuges, and the Important Bird Area (IBA) "Southern Evros

Forest Complex," where endangered species are found. For each project, environmental impact assessments and

targeted protection measures are implemented to ensure that there are no adverse effects on habitats and

species. In addition, systematic monitoring is carried out to prevent any disturbance or degradation of

ecosystems. [ESRS E4.IRO-1-19-(a)]

HELLENiQ ENERGY Group conducts a thorough assessment of its existing and potential impacts on biodiversity

and ecosystems, taking into account parameters such as the proximity of its facilities to protected areas, the

ecological sensitivity of local habitats, and the resilience of the species they host. To ensure high standards, it uses

international guidelines and applies specialized biodiversity impact assessments for each project or site. Through

this process, the Group is able to examine critical ecosystem services, such as water supply and quality, soil

fertility, and carbon sequestration, which are fundamental factors for the sustainability of its activities.

At the same time, it assesses how its operations and raw material sourcing may affect ecosystems. This approach

also includes investigating physical risks, such as habitat loss, as well as transition risks, such as changes in

regulatory policy or market conditions, which may affect its operations. [ESRS E4.IRO-1-17-(d)]

HELLENiQ ENERGY Group takes immediate action whenever it identifies a potential negative impact of its

activities on biodiversity or ecosystems, even at an early stage, if these could affect local communities. At the

same time, it maintains an active dialogue with local stakeholders through meetings, workshops, and other forms

of participatory processes so that their needs and views are incorporated into the DMA. Specifically, during the

external consultation with biodiversity experts during the period under review, no significant negative impacts on

biodiversity or ecosystems were identified. On the contrary, emphasis was placed on the opportunity offered by

solar parks to also serve as wildlife refuges. Proper siting and careful design can make them beneficial to

biodiversity, enhancing their overall environmental impact. Furthermore, none of the Group's sites show any

existing or potential negative consequences for the communities affected. [ESRS E4.IRO-1-17-(e)-(i), (ii)]

In cases where it is not possible to completely avoid negative impacts on ecosystems directly linked to the quality

of life of local communities, HELLENiQ ENERGY Group has established mitigation procedures, which include

actions such as habitat restoration, supporting conservation programs, and adopting sustainable natural resource

management practices. During the reporting period, there were no incidents that required the activation of these

plans. Therefore, it was not deemed necessary to implement additional measures to protect biodiversity. [ESRS

E4.IRO-1-19-(b)]

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ESRS 2 IRO-1 - Description of the Processes to Identify and Assess Material Resource

Use and Circular Economy-Related IROs

With regard to Resource Use and Circular Economy (ESRS E5), HELLENiQ ENERGY Group followed a methodology

similar to that applied to all other environmental issues. In this context, the Group's assets and activities were

examined with the aim of identifying actual and potential impacts, risks, and opportunities both in its own

operations and in the upstream and downstream segments of the value chain. More specifically, based on the

DMA, no material actual or potential impacts related to resource use and the circular economy were identified

arising from the Group’s activities or across its value chain. The Group does not have significant dependencies on

resource use or circular economy-related matters.

During the reporting period, systematic waste audits were carried out, with clear categorization of materials and

the use of a transparent reporting mechanism for public disclosure of their composition. The main categories

included catalysts, metals, oily residues and oily waste.

Following a review of the current situation, existing analysis, and historical data, the validation process confirmed

that issues related to resource use and the circular economy, as highlighted by the DMA, are not considered

significant for the Group. Although the identified IROs concerning resource use and the circular economy were not

deemed material, HELLENiQ ENERGY Group continues to monitor them to ensure timely response to any

potential future implications for the Group. [ESRS E5.IRO-1-11-(a), AR1- AR 7]

The Sustainable Development Team worked closely with data managers  of the business units, collected input

from stakeholders, and consulted subject-matter experts on circular economy and waste management issues.

The data collection process included interviews and meetings with affected groups, as well as a detailed review of

the Group's assets and activities, with the aim of identifying potential risks and opportunities associated with

circular economy and waste management matters. [ESRS E5.IRO-1-11-(b)]

ESRS 2 IRO-1 – Description of the processes for identifying and assessing material

impacts, risks and opportunities related to business conduct

With regard to Business Conduct (ESRS G1), HELLENiQ ENERGY Group followed the same structured process to

identify and assess material impacts across the full scope of its operations and value chain. This approach

emphasizes the cultivation of an environment grounded in strong ethical values, where codes of conduct,

reporting mechanisms, and awareness and training programs support employees in acting responsibly. The

outcomes of the assessment are integrated into the Group’s corporate governance and risk management

processes, strengthening transparency, safeguarding integrity, and ensuring the Group’s continuous responsible

operation. [ESRS G1.IRO-1-6]

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IRO-2 - Disclosure Requirements in ESRS Covered by HELLENiQ ENERGY’s

Sustainability Statement

The following tables serve as a guide to locate information pertaining to specific disclosure requirements within

the Sustainability Statement. The tables also highlights where related information, which is "incorporated by

reference," can be found outside the Sustainability Statement, such as in the management's review, financial

statements within this annual report, or the separate remuneration report.

Cross-cutting standards Disclosure requirements		Section / report	Additional information
ESRS 2 General Requirements
BP-1	General basis for preparation of the sustainability statement	BP-1 - General basis for preparation of the sustainability statement Annual Financial Report 2025: Note 36. List of Principal Consolidated Subsidiaries and Associates Included in the Financial Statements	Applicable: ESRS 2-BP-1-5
BP-2	Disclosures in relation to specific circumstances	BP-2 - Disclosures in Relation to Specific Circumstances	Applicable: ESRS 2-BP-2-9, ESRS 2-BP-2-10, ESRS 2- BP-2-11, ESRS 2-BP-2-13, ESRS 2-BP-2-14, ESRS 2- BP-2-15, ESRS 2-BP-2-16, AR 2
GOV-1	The role of the administrative, management and supervisory bodies	GOV-1 - The Role of Administrative, Management and Supervisory Bodies Annual Financial Report 2025: BoD members’ experience and basic skills, Corporate Governance, Annual Financial Report 2025	Applicable: ESRS 2-GOV-1-21, ESRS 2-GOV-1-22, ESRS 2- GOV-1-23
GOV-2	Information provided to and sustainability matters addressed by the undertaking’s administrative, management and supervisory bodies	GOV-2 – Information Provided to and Sustainability Matters Addressed by HELLENiQ ENERGY’s Administrative, Management and Supervisory Bodies	Applicable: ESRS 2-GOV-2-26
GOV-3	Integration of sustainability- related performance in incentive schemes	Remuneration Policy of BoD members	Applicable: ESRS 2- GOV-3-29,ESRS E1- GOV-3-13
		GOV-3 - Integration of Sustainability- Related Performance in Incentive Schemes
GOV-4	Statement on sustainability due diligence	GOV-4 - Statement on Due Diligence	Applicable: ESRS 2- GOV-4-30, ESRS 2- GOV-4-32, AR 10
GOV-5	Risk management and internal controls over sustainability reporting	GOV-5 - Risk Management and Internal Controls over Sustainability Reporting Annual Financial Report 2025: A.6 Risks and Uncertainties	Applicable: ESRS 2- GOV-5-36, AR 11
SBM-1	Strategy, business model and value chain	SBM-1 - Strategy, Business Model and Value Chain	Applicable: ESRS 2 SBM-1-40- (a), ESRS 2 SBM-1-40-(d), ESRS 2 SBM-1-40-(e), ESRS 2 SBM-1-40-(f), ESRS 2 SBM-1-40-(g), ESRS 2 SBM-1-42, AR 12 – AR 15
SBM-2	Interests and views of stakeholders	SBM-2 - Interests and Views of Stakeholders	Applicable: ESRS 2-SBM-2-45
SBM-3	Material impacts, risks and opportunities and their interaction with strategy and business model	SBM-3 - Material IROs and their Interaction with Strategy and Business Model	Applicable: ESRS 2-SBM-3-48

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Statements of BoD members	Board of Directors' Report	Full Year Financial Statements	Auditors' Report

IRO-1	Description of the process to identify and assess material impacts, risks, and opportunities	IRO-1 - Description of the Processes to Identify and Assess Material IROs	Applicable: ESRS 2-IRO-1-53, ESRS E1.IRO-1-21, ESRS E1.IRO-1-20, AR 9, AR 10, AR 11, AR 12, AR 13, AR 14, AR 15, ESRS E2.IRO-1- 11, AR 1- AR 9, ESRS E3.IRO-1-8, ESRS G1.IRO-1-6 Voluntary: ESRS E4.IRO-1-17-(a), ESRS E4.IRO-1-17-(b), ESRS E4.IRO-1-17-(d), ESRS E4.IRO-1-17-(e), ESRS E4.IRO-1-19-(a), E4.IRO-1-19- (b) ESRS E5.IRO-1-11, AR 1- AR 7
IRO-2	Disclosure requirements in ESRS covered by the undertaking’s sustainability statement	IRO-2 - Disclosure Requirements in ESRS Covered by HELLENiQ ENERGY’s Sustainability Statement	Εφαρμόζονται: ESRS 2- IRO-2-56, ESRS 2-IRO-2-57, ESRS 2-IRO-2-58, ESRS 2- IRO-2-59

Environmental Standards Disclosure requirements		Section/ report	Additional information
ESRS E1 Climate Change
E1-1	Transition plan for climate change mitigation	E1-1 Transition plan for climate change mitigation	Applicable: ESRS E1-1-16-(a), AR 2, AR 4, ESRS E1-1-16-(i), ESRS E1-1-16-(j), ESRS E1-4-34-(e), ESRS E1-1-16-(b), ESRS E1-1-16-(c), ESRS E1-1-16-(d), ESRS E1-1-16-(e), ESRS E1-1-16-(f), AR 5, ESRS E1-1-16-(g), ESRS E1-1-16-(h), ESRS E1-1-16-(j), ESRS E1-3-29-(a)
ESRS 2, SBM-3	Material impacts, risks and opportunities, and their interaction with strategy and business model	ESRS 2 SBM-3 - Material IROs and their Interaction with Strategy and Business Model	Applicable: ESRS E1.SBM-3-18, ESRS E1.SBM-3, AR-7-(b), ESRS E1.SBM-3, AR-8-(b), ESRS E1.SBM-3-19- (a), AR 6, AR 13, ESRS E1.SBM-3-19-(b), AR 7-(a), (b),  ESRS E1.SBM-3-19-(c), AR 8 (b)
E1-2	Policies related to climate change mitigation and adaptation	E1-2 - Policies Related to Climate Change Mitigation and Adaptation	Applicable: ESRS E1-2 24, ESRS E1-2 25
E1-3	Actions and resources in relation to climate change policies	E1-3 - Actions and Resources in Relation to Climate Change Policies	Applicable: ESRS E1-3-28, ESRS E1-3-29, AR 20, AR 21, AR 22, E1-3-29-(b), E1-4-16- (b), ESRS E1-3-29-(a), ESRS E1-4-34-(a), (b), AR 25-(a), ESRS E1-3-29-(c)
E1-4	Targets related to climate change mitigation and adaptation	E1-4 - Targets Related to Climate Change Mitigation and Adaptation	Applicable: ESRS E1-4-32, ESRS E1-4-33, AR 27, AR 28, AR 29, ESRS E1-4-34-(e), 16- (a), AR 26, ESRS E1-4-34-(f), 16-(b), AR 30, ESRS E1-4-34- (b), ESRS E1-4, AR 30-(c), ESRS E1-4, AR 25, ESRS E1-4 AR 25-(b), ESRS E1-4-34-(a), (b), AR 23, AR 24, AR 27, AR 28, AR 29, AR 31, ESRS E1-4-30, ESRS E1-4-34-(a), (b), (c)

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E1-5	Energy consumption and mix	E1-5 - Energy Consumption and Mix	Voluntary: ESRS E1-5-37, ESRS E1-5-38, ESRS E1-5-39, ESRS E1-5-40, ESRS E1-5-41, ESRS E1-5-42, ESRS E1-5-43, AR 34, AR 36, AR 38 b, ESRS E1-5-37-(a), (b), (c), E1-5-38- (a), (b), (c), (d), (e), ESRS E1-5- AR 37
E1-6	Gross Scopes 1, 2, 3 and total GHG emissions	E1-6 - Gross Scopes 1, 2, 3 and Total GHG Emissions	Applicable: ESRS E1-6-50, ESRS E1-6-AR 41, ESRS E1-6-48-(b), AR 44, ESRS E1-6-AR 39-(b), ESRS E1-6-44, 52-(b), AR 47, ESRS E1-6-50, ESRS E1-6-AR 45-(e), ESRS E1-6-45-(d), ESRS E1-6-44-(a), (b), (c), (d),  ESRS E1-6 AR 46-(h), ESRS E1-6-48-(a), (b), ESRS E1-6-49-(a), (b), ESRS E1-6-51, ESRS E1-6-52-(a), (b), ESRS E1-6 AR 46-(g),(j), (k), (i), (e), (h), (f), ESRS E1-6 53, AR 53, AR 54, ESRS E1-6-55
E1-8	Internal carbon pricing	E1-8 - Internal Carbon Pricing	Voluntary: ESRS E1-8-63-(a), (b), (c), (d), AR 65
E1-9	Anticipated financial effects from material physical and transition risks and potential climate-related opportunities	E1-9 - Anticipated Financial Effects from Material Physical and Transition Risks and Potential Climate-Related Opportunities

Environmental Standards Disclosure requirements		Section/ report	Additional information
ESRS E2 Pollution
E2-1	Policies related to pollution	E2-1 - Policies Related to Pollution	Applicable: ESRS E2-1-15-(a), ESRS E2-1-15-(b), ESRS E2-1-15-(c), AR 11
E2-2	Actions and resources related to pollution	E2-2 - Actions and Resources Related to Pollution	Applicable: ESRS E2-2-18
E2-3	Targets related to pollution	E2-3 - Targets Related to Pollution	Applicable: ESRS E2-3-25
E2-4	Pollution of air, water, and soil	E2-4 - Pollution of Air, Water and Soil	Applicable: ESRS E2-4-28-(a), AR 21, AR 22, ESRS E2-4-30- (a), ESRS E2-4-30-(b), AR 26, ESRS E2-4-30-(c), AR 27
E2-6	Anticipated financial effects from pollution-related, risks and opportunities	E2-6 – Anticipated financial effects from pollution-related, risks and opportunities

Environmental Standards Disclosure requirements		Section/ report	Additional information
ESRS E3 Water and marine resources
E3-1	Policies related to water and marine resources	E3-1 - Policies Related to Water and Marine Resources	Applicable: ESRS E3-1-9, ESRS E3-1-11, ESRS E3-1-12-(a), ESRS E3-1-12-(b), (c)
E3-2	Actions and resources related to marine resources	E3-2 - Actions and Resources Related to Water and Marine Resources	Applicable: ESRS E3-2-17, ESRS E3-2-19, AR 19 - AR 21
E3-3	Targets related to water and marine resources	E3-3 – Targets related to water and marine resources	Omitted: ESRS E3-3-23, 24, 25

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E3-4	Water consumption	E3-4 - Water Consumption	Applicable: ESRS E3-4-28-(a), (c), (d), (e), ESRS E3-4, AR 28, AR 32
E3-5	Anticipated financial effects from water and marine resources-related impacts, risks and opportunities	E3-5 – Anticipated financial effects from water and marine resources- related impacts, risks and opportunities

Environmental Standards Disclosure requirements		Section/ report	Additional information
ESRS E4 Biodiversity and ecosystems
E4-2	Policies related to biodiversity and ecosystem	E4-2 - Policies Related to Biodiversity and Ecosystems	Voluntary: ESRS E4-2-22
E4-3	Actions and resources related to biodiversity and ecosystems	E4-3 - Actions and Resources Related to Biodiversity and Ecosystems	Voluntary: ESRS E4-3-28-(c)

Environmental Standards Disclosure requirements		Section/ report	Additional information
ESRS E5 Resource use and circular economy
E5-1	Policies related to resource use and circular economy	E5-1 - Policies Related to Resource Use and Circular Economy	Voluntary: ESRS E5-1-14, ESRS E5-1-15
E5-2	Actions and resources related to resource use and circular economy	E5-2 - Actions and Resources Related to Resource Use and Circular Economy	Voluntary: ESRS E5-2-19
E5-3	Targets related to resource use and circular economy	E5-3 - Targets Related to Resource Use and Circular Economy	Voluntary: ESRS E5-3-23, ESRS E5-3-24-(e), ESRS E5-3-27
E5-4	Resource inflows	E5-4 - Resource Inflows	Voluntary: ESRS E5-4-30, AR 21, ESRS E5-4-32, AR 25
E5-5	Resource outflows	E5-5 - Resource Outflows	Voluntary: ESRS E5-5-37-(a), (b), (c), (d), ESRS E5-5-38-(a), (b), ESRS E5-5-39, ESRS E5-5-40

Social Standards Disclosure requirements		Section/ report	Additional information
ESRS S1 Own Workforce
ESRS 2, SBM-2	Interests and views of stakeholders	SBM-2 - Interests and Views of Stakeholders	Applicable: ESRS S1.SBM-2-12
ESRS 2, SBM-3	Material impacts, risks and opportunities and their interaction with strategy and business model	SBM-3 - Material IROs and their Interaction with Strategy and Business Model Annual Financial Report 2025: B.2 Activity Report of Audit Committee	Applicable:  ESRS S1-ESRS 2- SBM-3-13, AR 6, AR 7, ESRS S1-ESRS 2-SBM-3-14,ESRS S1-ESRS 2-SBM-3-15, ESRS S1-ESRS 2-SBM-3-16
S1-1	Policies related to own workforce	S1-1 - Policies Related to Own Workforce Code of  Conduct: 7.1. Health & Safety, 7.2. Equal opportunities, 7.3.  Respect to colleagues and third parties doing with the Group Harassment	Applicable: S1-1-19, 20, 21, 22, 23, 24, AR 15, AR 16
S1-2	Processes for engaging with own workers and workers’ representatives about impacts	S1-2-Processes for engaging with own workers and workers’ representatives about impacts	Applicable: S1-2-27, AR 18, AR 19

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S1-3	Processes to remediate negative impacts and channels for own workers to raise concerns	S1-3-Processes to remediate negative impacts and channels for own workers to raise concerns Annual Financial Report 2025: EU Taxonomy Report - Alignment Screening – Minimum Social Safeguards	Applicable: S1-3-32, 33
S1-4	Taking action on material impacts on own workforce, and approaches to mitigating material risks and pursuing material opportunities related to own workforce, and effectiveness of those actions	S1-4-Taking action on material impacts on own workforce, and approaches to mitigating material risks and pursuing material opportunities related to own workforce, and effectiveness of those actions	Applicable: ESRS 2-S1-4-37, 38, AR 38, AR 39, AR 42, 39, AR 34,  40, AR 44, AR 45, AR 47, 41, AR 37, AR 43, 43
S1-5	Targets related to managing material negative impacts, advancing positive impacts, and managing material risks and opportunities	S1-5-Targets related to managing material negative impacts, advancing positive impacts, and managing material risks and opportunities	Applicable: ESRS 2-S1-5-46, AR 50, AR 51, AR 52, 47
S1-6	Characteristics of the undertaking’s employees	S1-6-Characteristics of the undertaking’s employees Annual Financial Report 2025: A.5 Group Business Review, a) Financial Highlights	Applicable: ESRS 2-S1-6-50- (a), (b), AR 57, (c), AR 59,(d), AR 60, (e), AR 58, (f)
S1-7	Characteristics of non- employee workers in the undertaking’s own workforce	S1-7-Characteristics of non-employee workers in the undertaking’s own workforce	Applicable: ESRS 2-S1-7-55- (a), (b), (c), 56
S1-8	Collective bargaining coverage and social dialogue	S1-8-Collective bargaining coverage and social dialogue	Applicable: ESRS 2-S1-8-60, AR 66, 63, AR 69, AR 70
S1-9	Diversity metrics	S1-9-Diversity metrics	Applicable:ESRS 2-S1-9-66 (b), AR 71
S1-10	Adequate wages	S1-10-Adequate wages	Applicable: ESRS 2-S1-10-69, AR 72, AR 73, AR 74, 70
S1-11	Social Protection	S1-11-Social Protection	Applicable: ESRS 2-S1-11-74, AR 75
S1-12	Persons with disabilities	S1-12-Persons with disabilities	Applicable: ESRS 2-S1-12, 79, AR 76
S1-13	Training and skills development metrics	S1-13-Training and skills development metrics	Voluntary: ESRS 2-S1-13-83, AR 77, AR 78
S1-14	Health and safety metrics	S1-14-Health and safety metrics	Applicable: ESRS 2-S1-14-88
S1-15	Work-life balance metrics	S1-15-Work-life balance metrics	Applicable: ESRS 2-S1-15-93
S1-16	Compensations metrics (pay gap and total compensation)	S1-16-Compensations metrics (pay gap and total compensation)	Voluntary: ESRS 2-S1-16-97, AR 98, AR 99, AR 100, AR 101, AR 102
S1-17	Incidents, complaints and severe human rights impacts	S1-17-Incidents, complaints and severe human rights impacts	Applicable: ESRS 2-S1-17-103, 104, AR 103,AR 104, AR 105, AR 106

Social Standards Disclosure requirements		Section/ report	Additional information
ESRS S3 Affected communities
ESRS 2, SBM-2	Interests and views of stakeholders	SBM-2 - Interests and Views of Stakeholders	Applicable: ESRS 2- S3.SBM-2-7
ESRS 2, SBM-3	Material impacts, risks and opportunities and their interaction with strategy and business model	SBM-3 - Material IROs and their Interaction with Strategy and Business Model Annual Financial Report 2025: E. Activity Report of Audit Committee	Applicable: ESRS 2- S3.SBM-3-9, 10

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S3-1	Policies related to affected communities	S3-1-Policies related to affected communities	Applicable: ESRS 2-S3-1-16 (a), (b), (c), 17, AR 10
S3-2	Processes for engaging with affected communities about impacts	S3-2-Processes for engaging with affected communities about impacts	Applicable: ESRS 2-S3-21, 22, 23
S3-3	Processes to remediate negative impacts and channels for affected communities to raise concerns	S3-3-Processes to remediate negative impacts and channels for affected communities to raise concerns 4. Alignment Screening - Minimum Social Safeguards: 6. Provide or cooperate in remediation inc., when appropriate	Applicable: ESRS 2-S3-3-27, AR 17, AR 18 AR 24, 28, AR 23
S3-4	Taking action on material impacts on affected communities, and approaches to managing material risks and pursuing material opportunities related to affected communities, and effectiveness of those actions	S3-4-Taking action on material impacts on affected communities, and approaches to managing material risks and pursuing material opportunities related to affected communities, and effectiveness of those actions	Applicable: ESRS 2-S3-4-31, 32 (a), (c), (d), AR 28, AR 29, AR 31- AR 33, AR 36, AR 37, 33, AR 26,  34, AR 38- AR 40, AR 42, 35, 36, 38
S3-5	Targets related to managing material negative impacts, advancing positive impacts, and managing material risks and opportunities	S3-5-Targets related to managing material negative impacts, advancing positive impacts, and managing material risks and opportunities

Social Standards Disclosure requirements		Section/ report	Additional information
ESRS S4 Consumers and end-users
ESRS 2, SBM-2	Interests and views of stakeholders	SBM-2 - Interests and Views of Stakeholders	Applicable: ESRS 2- S4.SBM-2-8
ESRS 2, SBM-3	Material impacts, risks and opportunities and their interaction with strategy and business model	SBM-3 - Material IROs and their Interaction with Strategy and Business Model	Applicable: ESRS 2- S4.SBM-3-10, 11
S4-1	Policies related to consumers and end-users	S4-1-Policies related to consumers and end-users	Applicable: ESRS 2-S4-1, 15, 16, 17
S4-2	Processes for engaging with consumers and end-users about impacts	S4-2-Processes for engaging with consumers and end-users about impacts	Applicable: ESRS 2-S4-2-20, 21
S4-3	Processes to remediate negative impacts and channels for consumers and end-users to raise concerns	S4-3-Processes to remediate negative impacts and channels for consumers and end-users to raise concerns	Applicable: ESRS 2-S4-3-25 (b), (c), (d), 26
S4-4	Taking action on material impacts on consumers and end-users, and approaches to managing material risks and pursuing material opportunities related to consumers and end-users, and effectiveness of those actions	S4-4-Taking action on material impacts on consumers and end-users, and approaches to managing material risks and pursuing material opportunities related to consumers and end-users, and effectiveness of those actions	Applicable: ESRS 2-S4-4-30, 31-(c), (d), 34, 35, 37
S4-5	Targets related to managing material negative impacts, advancing positive impacts, and managing material risks and opportunities	S4-5-Targets related to managing material negative impacts, advancing positive impacts, and managing material risks and opportunities	Applicable: ESRS 2-S4-5-41

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Data points that derive from other EU legislation

The following table indicates all the data points that derive from other EU legislation as listed in ESRS 2 appendix

B, indicating where the data points can be found in our report and which data points are assessed as ‘Not

material.’

Disclosure Requirement	Data point	Sustainability Statement | Appendix	SFDR reference	Pillar 3 reference	Benchmark regulation reference	EU Climate Law reference
ESRS 2 GOV-1	21 (d)	Board's gender diversity	x		x
ESRS 2 GOV-1	21 (e)	Percentage of board members who are independent			x
ESRS 2 GOV-4	30	Statement on due diligence	x
ESRS 2 SBM-1	40 (d) i	Involvement in activities related to fossil fuel activities	x	x	x
ESRS 2 SBM-1	40 (d) ii	Involvement in activities related to chemical production	x		x
ESRS 2 SBM-1	40 (d) iii	Involvement in activities related to controversial weapons	x		x
ESRS 2 SBM-1	40 (d) iv	Involvement in activities related to cultivation and production of tobacco			x
ESRS E1-1	14	Transition plan to reach climate neutrality by 2050				x
ESRS E1-1	16 (g)	Undertakings excluded from Paris- aligned Benchmarks		x	x
ESRS E1-4	34	GHG emission reduction targets	x	x	x
ESRS E1-5	38	Energy consumption from fossil sources disaggregated by sources (only high climate impact sectors)	x
ESRS E1-5	37	Energy consumption and mix	x
ESRS E1-5	40-43	Energy intensity associated with activities in high climate impact sectors	x
ESRS E1-6	44	Gross Scope 1, 2, 3 and Total GHG emissions	x	x	x
ESRS E1-6	53-55	Gross GHG emissions intensity	x	x	x
ESRS E1-7	56	GHG removals and carbon credits				x
ESRS E1-9	66	Exposure of the benchmark portfolio to climate-related physical risks			x
ESRS E1-9	66 (a),(c)	Disaggregation of monetary amounts by acute and chronic physical risk; Location of significant assets at material physical risk		x
ESRS E1-9	67 (c)	Breakdown of the carrying value of its real estate assets by energy- efficiency classes		x
ESRS E1-9	69	Degree of exposure of the portfolio to climate-related opportunities			x
ESRS E2-4	28	Amount of each pollutant listed in Annex II of the E-PRTR Regulation emitted to air, water, and soil	x
ESRS E3-1	9	Water and marine resources	x
ESRS E3-1	13	Dedicated policy	x
ESRS E3-1	14	Sustainable oceans and seas	x
ESRS E3-4	28 (c)	Total water recycled and reused.	x

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ESRS E3-4	29	Total water consumption in m3 per net revenue on own operations	x
ESRS 2- SBM 3 - E4	16 (a) i	Activities negatively affecting biodiversity sensitive areas	x
ESRS 2- SBM 3 - E4	16 (b)	Material negative impacts with regards to land degradation, desertification or soil sealing	x
ESRS 2- SBM 3 - E4	16 (c)	Operations that affect threatened species	x
ESRS E4-2	24 (b)	Sustainable land / agriculture practices or policies	x
ESRS E4-2	24 (c)	Sustainable oceans / seas practices or policies	x
ESRS E4-2	24 (d)	Policies to address deforestation	x
ESRS E5-5	37 (d)	Non-recycled waste	x
ESRS E5-5	39	Hazardous waste and radioactive waste	x
ESRS 2- SBM3 - S1	14 (f)	Risk of incidents of forced labor	x
ESRS 2- SBM3 - S1	14 (g)	Risk of incidents of child labor	x
ESRS S1-1	20	Human rights policy commitments	x
ESRS S1-1	21	Due diligence policies on issues addressed by the fundamental International Labor Organization Conventions 1 to 8			x
ESRS S1-1	22	Processes and measures for preventing trafficking in human beings	x
ESRS S1-1	23	Workplace accident prevention policy or management system	x
ESRS S1-3	32 (c)	Grievance/complaints handling mechanisms	x
ESRS S1-14	88 (b),(c)	Number of fatalities and number and rate of work-related accidents	x		x
ESRS S1-14	88 (e)	Number of days lost to injuries, accidents, fatalities, or illness	x
ESRS S1-16	97 (a)	Unadjusted gender pay gap	x		x
ESRS S1-16	97 (b)	Excessive CEO pay ratio	x
ESRS S1-17	103 (a)	Incidents of discrimination	x
ESRS S1-17	104 (a)	Non-respect of UNGPs on Business and Human Rights and OECD	x		x
ESRS 2- SBM3 – S2	11 (b)	Significant risk of child labor or forced labor in the value chain	x
ESRS S2-1	17	Human rights policy commitments	x
ESRS S2-1	18	Policies related to value chain workers	x
ESRS S2-1	19	Non-respect of UNGPs on Business and Human Rights principles and OECD guidelines	x		x
ESRS S2-1	19	Due diligence policies on issues addressed by the fundamental International Labor Organization Conventions 1 to 8			x
ESRS S2-4	36	Human rights issues and incidents connected to its upstream and downstream value chain	x
ESRS S3-1	16	Human rights policy commitments	x

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ESRS S3-1	17	Non-respect of UNGPs on Business and Human Rights, ILO principles or and OECD guidelines	x		x
ESRS S3-4	36	Human rights issues and incidents	x
ESRS S4-1	16	Policies related to consumers and end-users	x
ESRS S4-1	17	Non-respect of UNGPs on Business and Human Rights and OECD guidelines	x		x
ESRS S4-4	35	Human rights issues and incidents	x
ESRS G1-1	§10 (b)	United Nations Convention against Corruption	x
ESRS G1-1	§10 (d)	Protection of whistle- blowers	x
ESRS G1-4	§24 (a)	Fines for violation of anti-corruption and anti-bribery laws	x		x
ESRS G1-4	§24 (b)	Standards of anti- corruption and anti-bribery	x

[ESRS 2-IRO-2-56, 57, 58, 59]

EU Taxonomy Report

ESRS E1 - Climate change

ESRS E2 - Pollution

Strategy

Impact, Risk and Opportunity Management

E1-1

Transition Plan for Climate Change Mitigation

E2-1

Policies Related to Pollution

ESRS E1 SBM-3

Material Impacts, Risks and Opportunities and their Interaction with Strategy and Business Model

E2-2

Actions and Resources Related to Pollution

Impact, Risk and Opportunity Management

Metrics and Targets

E1-2

Policies Related to Climate Change Mitigation and Adaptation

E2-3

Targets Related to Pollution

E1-3

Actions and Resources in Relation to Climate Change Policies

E2-4

Pollution of Air, Water and Soil

Metrics and Targets

E2-6

Anticipated Financial Effects from Material Pollution-Related Risks and Opportunities

E1-4

Targets Related to Climate Change Mitigation and Adaptation

E1-5

Energy Consumption and Mix

ESRS E3 - Water and Marine Resources

E1-6

Gross Scopes 1, 2, 3 and Total GHG Emissions

Impact, Risk and Opportunity Management

E1-8

Internal Carbon Pricing

E3-1

Policies Related to Water and Marine Resources

E1-9

Anticipated Financial Effects from Material Physical and Transition Risks and Potential Climate-Related Opportunities

E3-2

Actions and Resources Related to Water and Marine Resources

Metrics and Targets

E3-3

Targets Related to Water and Marine Resources

E3-4

Water Consumption

E3-5

Anticipated Financial Effects from Water and Marine Resources-Related Risks and Opportunities

ESRS E4 - Biodiversity and Ecosystems

ESRS E5 - Resource Use and Circular Economy

Impact, Risk and Opportunity Management

Impact, Risk and Opportunity Management

E4-2

Policies Related to Biodiversity and Ecosystem

E5-1

Policies Related to Resource Use and Circular Economy

E4-3

Actions and Resources Related to Biodiversity and Ecosystems

E5-2

Actions and Resources Related to Resource Use and Circular Economy

Metrics and Targets

E5-3

Targets Related to Resource Use and Circular Economy

E5-4

Resource Inflows

E5-5

Resource Outflows

EU Taxonomy Report - Overview

1

Eligibility Screening

2

Identification of Material Activities

3

Alignment Screening – Substantial Contribution Criteria

4

Alignment Screening – Do No Significant Harm (DNSH) Criteria

5

Alignment Screening – Minimum Social Safeguards

6

Calculation of Financial KPIs

Overall Results of EU Taxonomy Assessment

Overall Results of KPIs

KPI Tables

Additional Information

¹² Commission to cut EU Taxonomy red tape for companies, 4 July 2025

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EU Taxonomy Report

In December 2019, the European Union introduced the European Green Deal, which adopts a set of initiatives

covering the climate, environment, energy, transport, industry, agriculture and sustainable finance, with the

aim of achieving climate neutrality by 2050

During 2025, the European Commission launched initiatives to simplify sustainability reporting obligations

under the Corporate Sustainability Reporting Directive (CSRD), including disclosures required under the EU

Taxonomy Regulation

EU Taxonomy Overview

The EU Taxonomy (EUT) serves as a standardized classification framework designed to define the environmental

performance of economic activities across a wide range of industries, facilitating the transition toward a low-

carbon, resilient, and resource-efficient economy by providing clear criteria for assessing sustainability.

Furthermore, the EUT supports investors, corporate entities, and financial institutions in identifying and

promoting activities that contribute to environmental objectives.

In 2025, the European Commission adopted a set of measures to simplify the application of EUT (“Omnibus I”

package) 12. These changes have been formalized through the adoption of a Delegated Act, which amends the

existing Taxonomy Disclosures, as well as the Climate and Environmental Delegated Acts. The simplification

measures laid out in the Delegated Act apply from 1 January 2026, covering 2025 data, with optional deferral to

2026. Under the revised rules, non‑financial undertakings are not required to assess Taxonomy eligibility or

alignment for non‑material activities.

Irrespective of the simplification measures, the Taxonomy Regulation includes a hierarchy of two levels of

reporting, Taxonomy-eligibility and Taxonomy-alignment, with the latter as subset of the former.

An economic activity is considered Taxonomy-eligible if it is listed in the EU Taxonomy and can potentially

contribute to realizing at least one of the following six environmental objectives:

1. Climate change mitigation (CCM)

2. Climate change adaptation (CCA)

3. Sustainable use and protection of water and marine resources (WTR)

4. Transition to a circular economy (CE)

5. Pollution prevention and control (PPC)

6. Protection and restoration of biodiversity and ecosystems (BIO)

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Statements of BoD members	Board of Directors' Report	Full Year Financial Statements	Auditors' Report

An economic activity is defined as environmentally sustainable i.e. Taxonomy-aligned if it meets all three of

the following conditions:

• It makes a substantial contribution to at least one of the six environmental objectives by meeting the

technical screening criteria.

• It does not significantly harm any of the other five environmental objectives by meeting the Do No

Significant Harm (DNSH) criteria.

• It meets minimum social safeguards, which apply to all economic activities and primarily concern human

rights and social standards.

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Statements of BoD members	Board of Directors' Report	Full Year Financial Statements	Auditors' Report

Non‑financial undertakings must disclose eligibility and alignment KPIs for all six objectives in accordance with

Article 8 of the Taxonomy Regulation.

EU Taxonomy Reporting by HELLENiQ ENERGY Group

HELLENiQ ENERGY Holdings (“the Group”) is required to publish annual EU Taxonomy disclosures. This report

covers FY2025 and presents the proportion of the Group’s activities that are Taxonomy‑eligible and

Taxonomy‑aligned across all environmental objectives.

The Group has adopted the Commission’s recommended simplification approach while also including activities

deemed material to its business. Eligibility screening followed the same methodology as FY2024. A materiality

assessment was applied, and alignment screening was performed only for material activities. More information is

presented in the ‘Identification of Material Activities’ section further below.

The reported KPIs cover consolidated entities included in the Group’s financial statements. Joint ventures and

associates without management control are excluded, though future inclusion is under evaluation. The FY2025

assessment includes Enerwave as a fully owned subsidiary.

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Process Analysis of the Group’s Business Activities

The five-step assessment methodology process showcased below:

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1. Eligibility Screening

The Group assessed the eligibility of its business activities by mapping operations to EU Taxonomy‑defined

activities and corresponding NACE codes across all six environmental objectives.

Certain activities already aligned with CCM were identified as inherently meeting CCA DNSH requirements. These

activities are reported exclusively under CCM to avoid double counting, as revenue from CCA‑adapted activities

cannot be included in CCA turnover KPIs unless classified as enabling activities, and CapEx/OpEx separation is not

feasible.

Following the eligibility assessment, the Group identified 222 eligible activities, corresponding to 15 EU

Taxonomy‑defined activities, contributing to CCM, CCA, and CE objectives. No eligible activities were identified for

WTR, PPC, or BIO objectives.

These 15 EU Taxonomy-defined economic activities include:

Eligible Activities

EU Taxonomy-defined Economic Activity	Description of the Group’s Activity	Environmental Objective
Petrochemicals
1) CCM 3.14 Manufacture of organic basic chemicals	Production of propylene	Climate Change Mitigation (CCM)
2) CCM 3.17 Manufacture of plastics in primary form	Production of polypropylene	Climate Change Mitigation (CCM)
3) CE 1.1 Manufacture of plastic packaging goods	Production of Biaxially Oriented Polypropylene (BOPP) films	Circular Economy (CE)
Energy
4) CCM 4.1 Electricity generation using solar photovoltaic technology	Construction and operation of large-scale electricity production facilities from solar energy using PV systems	Climate Change Mitigation (CCM)
5) CCM 4.3 Electricity generation from wind power	Construction and operation of large-scale electricity production facilities from wind energy	Climate Change Mitigation (CCM)
6) CCM 4.9 Transmission and distribution of electricity	Construction of a high-voltage 150 kV electricity transmission line connecting the Group’s PV projects to potential consumers	Climate Change Mitigation (CCM)
7) CCM 4.10 Storage of electricity	Construction of battery energy storage systems and pumped hydropower storage facilities to store electricity	Climate Change Mitigation (CCM)
8) CCM 4.29 Electricity generation from fossil gaseous fuels	Production of electricity from natural gas-fired units	Climate Change Mitigation (CCM)
Refining, Supply & Trading
9) CCM 6.10 Sea and coastal freight water transport, vessels for port operations and auxiliary activities	Marine and ship transport services of bulk liquids or gases by tankers	Climate Change Mitigation (CCM)
Electromobility Services
10) CCM 6.15 Infrastructure enabling low- carbon road transport and public transport	Construction and operation of EV charging stations	Climate Change Mitigation (CCM)
Other Activities
11) CCM 7.6 Installation, maintenance and repair of renewable energy technologies	Small-scale PV systems installed on-site as technical buildings systems in several Group’s facilities e.g., rooftop PV systems	Climate Change Mitigation (CCM)
12) CCM 7.7 Acquisition and ownership of buildings	Ownership of buildings or properties	Climate Change Mitigation (CCM)
13) CCM 8.1 Data processing, hosting and related activities	Operation of data centres	Climate Change Mitigation (CCM)

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14) CCM 8.2 Data-driven solutions for GHG emissions reductions	The use of energy modelling, optimization, and real-time data analytics solutions that enables GHG emissions reductions by evaluating energy performance, providing actionable insights, and consolidating data from various systems	Climate Change Mitigation (CCM)
15) CE 4.1 Provision of IT/OT data-driven solutions	Deployment of advanced asset performance management solutions that enable real-time monitoring, data collection, and analysis of asset health and performance. These tools leverage AI- driven analytics to identify inefficiencies, predict potential failures, and provide early warnings to optimize maintenance activities and improve operational efficiency	Circular Economy (CE)

Non-Eligible Activities

Activities not listed in the Climate or Environmental Delegated Acts were classified as non‑eligible. These include

Refining, Supply & Trading, Petrochemicals, Fuels Marketing, Exploration & Production, and other supporting

activities (non-revenue generating activities). For greater details on the Group business activities, please refer to

Group Business Review.

¹³ The relevant economic sectors are based on the EU statistical classification of economic activities (NACE) codes data of the Group.

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2. Identification of Material Activities

Activities that are considered material by meeting the materiality exercise criteria

As previously mentioned, the Group has performed the eligibility assessment using the same approach as last

year. It has also collected the actual half-year and annual estimated financial data to perform a materiality

exercise in line with the EU “Omnibus I” updates to the EU Taxonomy requirements.

By considering the Group’s analysis for the Year End (2025) for the three EU Taxonomy KPIs (Turnover,

CAPEX, OpEx) the following activities were assessed in the alignment screening phase:

• CCM 4.1 Electricity generation using solar photovoltaic technology (derived from the Turnover, CapEX and

OpEx KPIs)

• CCM 4.3 Electricity generation from wind power (derived from the Turnover, CapEx and OpEx KPIs)

• CCM 4.10 Storage of electricity (derived from the Turnover and CapEx KPIs)

• CCM 4.29 Electricity generation from fossil gaseous fuels (derived from the OpEx KPI)

• CCM 8.1 Data processing, hosting and related activities (derived from the OpEx KPI).

For more information about the above activities as well as their assessment see next phase (3. Alignment

Screening – Substantial Contribution Criteria).

Activities that did not meet the materiality exercise criteria (non-material)

In the context of the EU Taxonomy rationale, the activities of the Group that did not meet the materiality criteria

are considered non-material for the Group’s business given the fact that they generate, in aggregate, less than

10% of the Group’s total Turnover, Capital expenditure (CapEx) or Operational Expenditure (OpEx), as  defined by

the EU Taxonomy. Due to the fact that these activities fall cumulatively below this 10%, the Group chose not to

assess them in the alignment screening phase.

It is, however, noted that the Group appreciates the added value of the EU Taxonomy exercise and places special

emphasis on its continuity over time despite the changes that occur in the legislative plateau, which need to be

adhered. Therefore, in the context of providing useful and relevant information to its stakeholders and

maintaining a flexible momentum for tackling the challenges that may arise in the following years regarding the

EU Taxonomy reporting, the Group deems it important to provide summarized information regarding the

activities that did not proceed to the alignment screening phase.

The activities that did not meet the materiality exercise criteria are associated with the following sectors 13:

manufacture of chemicals and chemical products, computer programming, consultancy and related activities,

manufacture of coke and refined petroleum products, manufacture of plastics in primary forms, electricity, gas,

steam and air conditioning supply, water transport, warehousing and support activities for transportation, service

activities incidental to land transportation, real estate activities, rental and operating of own or leased real estate. 

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The activities that did not advance to the alignment screening phase are listed below:

• CE 1.1 Manufacture of plastic packaging goods

The Group, through Diaxon SA, produces BOPP film, a versatile plastic packaging material widely utilized across

industries for applications such as food packaging, labelling, and industrial uses.

• CE 4.1 Provision of IT/OT data-driven solutions

Through its subsidiary HELLENiQ ENERGY Digital SA, the Group deploys IT/OT data-driven solutions, GE Vernova

Asset Management Performance (“APM”) software. These solutions support remote monitoring, predictive

maintenance, and operational performance optimization.

• CCM 3.14 Manufacture of organic basic chemicals

Part of the Group petrochemicals’ activities is the production of propylene as part of the propylene –

polypropylene – BOPP film product chain. The Group’s refinery in Aspropyrgos manufactures propylene. Part of

the propylene production supplies another Group’s activity that produces polypropylene as detailed below (3.17

Manufacture of plastics in primary form). For more details on the propylene production activities, please refer to

‘Group Business Review – Production and Trading of Petrochemicals’ of the Group Annual Financial Report 2025.

• CCM 3.17 Manufacture of plastics in primary form

As described above, the Group is also involved in the manufacture of plastics in primary form, specifically the

production of polypropylene located in Thessaloniki whose feedstock (i.e., propylene) is mainly supplied from the

Group’s refinery in Aspropyrgos. Similarly, part of the polypropylene produced is the raw material for the BOPP

film production unit in Komotini. For more details on our polypropylene production activities, please refer to

‘Group Business Review – Production and Trading of Petrochemicals’ of the Group Annual Financial Report 2025.

• CCM 4.9 Transmission and distribution of electricity

To support its renewable energy activities, HELLENiQ RENEWABLES, through Green Power Kilkis SMPC, is

engaged in the development, ownership, and operation of large-scale PV and electricity storage projects. The

company holds a Direct Line Management and Ownership License to act as a project operator for a high-voltage

(150-kV) electricity transmission line, connecting its PV projects to potential consumers. To enable this

interconnection, the company is involved in the construction of critical infrastructure, including high-voltage

(“HV”) substations and transmission lines.

• CCM 6.10 Sea and coastal freight water transport, vessels for port operations and auxiliary

activities

The Group owns tankers through its subsidiary shipping companies for the transport of fossil fuels. In addition to

the two vessels, the Group’s operational activities are also supported by chartered vessels. For more details on the

Group activities related to water transport, please refer to ‘Group Business Review - Refining, Supply and Trading’

of the Group Annual Financial Report 2025.

• CCM 6.15 Infrastructure enabling low-carbon road transport and public transport

The Group is actively contributing to the transition to low-carbon transportation through the development,

installation, and operation of EV charging infrastructure across its domestic and international operations.

In Greece, this activity is led by ElpeFuture, which has established a robust EV charging network. By end‑2025,

ElpeFuture had 160 fast chargers (320 points, 50–360 kW) at EKO and BP fuel stations, plus 418 AC chargers (544

points, 22–175 kW) at shopping centers, key buildings in Athens and Thessaloniki, and Group facilities. In 2026, the

Group plans to double DC chargers at fuel stations and triple AC chargers at other locations (22–180 kW).

Internationally, subsidiaries in Cyprus, Bulgaria, Serbia, Montenegro and Skopje operated 45 chargers (37 active) in

2025, including 26 installed that year, with 13 additional chargers planned for 2026. The activity primarily

supports the transition to low-carbon transportation by enabling the operation of battery-electric vehicles (BEVs),

plug-in hybrid electric vehicles (PHEVs), and e-buses.

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• CCM 7.6 Installation, maintenance and repair of renewable energy technologies

In addition to its large-scale renewable energy facilities for commercial purposes, the Group also installs and

operates small-scale PV systems across its facilities, primarily for self-consumption. For example, PV systems

have been installed on the rooftops of petrol stations, and significant progress has been made to expand these

installations further.

As of 2025, the Group has installed 111 rooftop PV systems across fuel stations in Greece, Cyprus, Bulgaria,

Montenegro, and the Republic of North Macedonia, with more installations planned in Serbia. Total installed

capacity reaches 3.44 MW, primarily used for self‑consumption, with surplus electricity exported to the grid.

OKTA additionally manages 0.5 MW of PV systems at four industrial customer facilities.

• CCM 7.7 Acquisition and ownership of buildings

The Group owns a few buildings intended for non-residential uses, including offices, control rooms and storage

rooms.

• CCM 8.2 Data-driven solutions for GHG emissions reductions

The Group, with the support from HELLENiQ ENERGY Digital SA, leverages Visual MESA, an energy optimization

modelling solution that enhances energy management systems to operate efficiently while simultaneously

reducing CO2 emissions based on financial impact and economic costs. The utilization of Visual MESA has been

expanded to cover all of the Group’s refinery facilities.

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3. Alignment Screening – Substantial Contribution Criteria

Next, each of the eligible activities (from the Group’s own operations) deemed material in the previous phase, were

analysed against the corresponding substantial contribution criteria (SCC) for the CCM objective, as outlined in the

Climate Delegated Act, the Environmental Delegated Act, and any relevant amendments. In respect to last year,

the two activities related to the CE objective (CE 1.1 Manufacture of plastic packaging goods and CE 4.1 Provision of

IT/OT data-driven solutions) did not meet the materiality exercise criteria hence they did not advance to the

alignment screening phase.

In summary, of the 222 eligible activities (from the Group’s own operations) corresponding to 15 EU Taxonomy-

defined activities, seventy-six (76) Group’s activities were found to meet the respective SCC for CCM objective

(corresponding to three (3) EU Taxonomy-defined activities).

The following sections provide an assessment of the economic activities that proceeded to the first step of the

alignment screening phase (i.e. the SCC).

Economic Activities in Renewable Energy Sources

4.1 Electricity generation using solar photovoltaic technology

Through its subsidiary HELLENiQ RENEWABLES, the Group operates photovoltaic (PV) plants with an aggregate

installed capacity of 395 MW. Between 2022 and 2024, the Group completed eighteen PV plants in Kozani and

one net-metering PV plant at the Megara oil facility, and acquired additional PV portfolios in Cyprus, Viotia (16

MW) and Kozani (109.9 MW), adding 167 MW of capacity. These plants have been operational since May 2022.

As of 2025, the Group has a significant development pipeline comprising 1.8 GW of stand-alone PV projects and

442 MW of hybrid PV-BESS projects in Greece, 138 MW of stand-alone PV and 186 MW of hybrid projects in

Romania, 123 MW of hybrid projects in Bulgaria, and 41 MW of hybrid projects in Cyprus. In December 2024,

HELLENiQ RENEWABLES also acquired a 109.9 MW PV portfolio in Kozani, which commenced commercial

operation in February 2025.

For more details on our solar energy activities, please refer to ‘Group Business Review - Renewable Energy

Sources (R.E.S.)’ section in this Annual Financial Report.

In addition, the Group operates a 12 MW PV plant at OKTA AD Skopje (Republic of North Macedonia), generating

approximately 17 GWh annually, of which around 7% is self-consumed, with the remainder supplied to the

national grid.

The SCC for Activity CCM 4.1 is described as “the activity generates electricity using solar PV technology”. All the

Group’s solar energy activities meet the SCC as they generate electricity using solar PV technology.

4.3 Electricity generation from wind power

In addition to solar energy, HELLENiQ RENEWABLES operates wind power assets, with a total installed capacity of

99.2 MW. Further information on wind power activities is provided in the ‘Group Business Review - Renewable

Energy Sources (R.E.S.)’ section of this Annual Financial Report.

The SCC for Activity CCM 4.3 is described as “the activity generates electricity from wind power”. All the Group’s

activities that involve electricity production from wind energy meet the SCC as they generate electricity from

wind power.

CCM 4.10 Storage of electricity

HELLENiQ RENEWABLES is also active in the development and construction of electricity storage projects. The

Group is currently constructing battery energy storage systems and developing pumped hydropower storage

facilities. Furthermore, additional projects, primarily focused on battery storage technology, are at the pre-

construction development stage.

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The SCC for Activity CCM 4.10 is defined as “the activity is the construction and operation of electricity storage,

including pumped hydropower storage”. All of the Group’s storage projects that are already in the construction

phase meet the SCC, as they involve the construction of electricity storage systems.

This economic activity can be categorized as an enabling activity where it complies with the technical screening

criteria in accordance with the Climate Delegated Act.

CCM 4.29 Electricity generation from fossil gaseous fuels

This activity concerns the construction or operation of electricity generation facilities that use fossil gaseous fuels.

The Group carries out such activities through its wholly owned subsidiary, Enerwave, which is one of the largest

independent power producers (IPPs) in Greece. Enerwave operates natural gas-fired combined-cycle power plants

with a total gross installed capacity of 851.6 MW, comprising a 430 MW plant in Thessaloniki (operational since

2005) and a 421.6 MW plant in Thisvi, Viotia (operational since 2010).

This activity does not meet the Substantial Contribution Criteria and therefore does not proceed to the

assessment of the “Do No Significant Harm” (DNSH) criteria. Specifically, Enerwave does not currently comply

with key SCC requirements related to greenhouse gas (GHG) emissions, including:

• Direct GHG emissions below 270 g CO₂e/kWh of output energy, or annual direct GHG emissions not

exceeding an average of 550 kg CO₂e/kW of facility capacity over a 20-year period; and

• Design and construction of facilities capable of using renewable and/or low-carbon gaseous fuels, with a

binding and verifiable plan approved by the management body to transition fully to such fuels by 31

December 2035.

Economic Activities in Other Sectors

CCM 8.1 Data processing, hosting and related activities

Through one of its subsidiaries, HELLENiQ ENERGY Digital SA, the Group is involved in database development

services and provision of IT application services. To support this activity, the Group operates data centers. To

comply with the substantial contribution criteria for Activity 8.1, the activity has to “(a) have implemented all

relevant practices listed as ‘expected practices’ in the most recent version of the European Code of Conduct on

Data Centre Energy Efficiency or in CEN-CENELEC document CLC TR50600-99-1 ‘Data center facilities and

infrastructures - Part 99-1: Recommended practices for energy management. The implementation of those

practices must be verified by an independent third-party and audited at least every three years” in addition to

meeting two other criteria.

It is not clear yet if the Group’s activities follow strictly all practices laid out in either the European Code of Conduct

on Data Centre Energy Efficiency or CEN-CENELEC document CLC TR50600-99-1 as it has not been verified by an

independent third party. Therefore, none of the Group’s activities related to data center operations has been

deemed as Taxonomy-aligned. 

Regarding the use of air conditioning devices in data centers and the need to have refrigerants with specific

specifications (GWP<675), the Group has already started the process of defining the RFP for the replacement of

the devices in the two data centers due to their old age. The RFP will include the set Substantial Contribution

Criteria specifications and it is expected to be completed in the first half of 2026. Therefore, this activity does not

meet the SCC for CCM 8.1. This economic activity is categorized as a transitional activity where it complies with the

technical screening criteria in accordance with the Climate Delegated Act.

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4. Alignment Screening – Do No Significant Harm (DNSH) Criteria

For eligible activities that meet their respective SCC as identified in the previous phase, the Group applied the

guidance established in Article 17 of the Taxonomy Regulation and Climate Delegated Act and Environmental

Delegated Act to assess them against the relevant DNSH criteria. The following sections provide an assessment of

the economic activities that meet their respective DNSH criteria.

DNSH to Climate Change Mitigation (CCM)

Compliance with the DNSH criteria to CCM was not assessed as not applicable.

DNSH to Climate Change Adaptation (CCA)

DNSH criteria to CCA apply to all eligible activities that meet their respective substantial contribution criteria

corresponding to the following EU Taxonomy-defined Activities of the Group:

• CCM 4.1. Electricity generation using solar photovoltaic technology,

• CCM 4.3 Electricity generation from wind power, and

• CCM 4.10 Storage of electricity.

Appendix A of Annex I to Climate Delegated Act specifies the generic criteria for DNSH to climate change

adaptation. In brief, for all activities, the DNSH criteria to CCA require that “the activity:

• has identified material physical climate risks by performing a climate risk and vulnerability assessment;

• where relevant, has identified adaptation solutions that can reduce the identified physical climate risks”.

The climate risk and vulnerability assessment shall be proportionate to the scale of the activity and its expected

lifespan. Given that all of the relevant activities mentioned in this section have an expected lifespan of more than

10 years old, the assessment is performed using the highest available resolution climate projections at least 10-

to-30-year climate projection scenarios.

For additional or complementary information on the Group’s climate risk and vulnerability assessment, including

climate adaptation plans, refer to ‘C.1 General Disclosures - ESRS 2’ and to ‘ESRS E1 - Climate change’ sections.

DNSH to Sustainable Use and Protection of Water and Marine Resources (WTR)

DNSH criteria to WTR apply to EU Taxonomy-defined Activities of the Group:

• CCM 4.3 Electricity generation from wind power (in the case of offshore wind), and

• CCM 4.10 Storage of electricity.

DNSH criteria to WTR apply to CCM 4.3, but only in case of offshore wind. Given that the Group does not currently

operate or develop offshore wind farms, the DNSH criteria are not applicable.

For CCM 4.10, the DNSH criteria to WTR only apply in case of pumped hydropower storage. HELLENiQ

RENEWABLES SINGLE MEMBER SA is involved in pumped hydropower energy storage that is not connected to a

river body. The assessment of environmental degradation risks, including those related to water quality and

stress, are still in progress. Consequently, this activity does not yet meet the DNSH criteria for WTR objective.

For more information on the Group’s efforts related to the sustainable use and protection of water and marine

resources, please refer to ‘ESRS E2 – Pollution’ and ‘ESRS E3 - Water and Marine Resources’ section.

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DNSH to Transition to a Circular Economy (CE)

DNSH criteria to CE apply to EU Taxonomy-defined Activities of the Group:

• CCM 4.1. Electricity generation using solar photovoltaic technology,

• CCM 4.3 Electricity generation from wind power, and

• CCM 4.10 Storage of electricity.

For activities under CCM 4.1 and 4.3, the DNSH criteria require “the activity to assess availability of and, where

feasible, uses equipment and components of high durability and recyclability and that are easy to dismantle and

refurbish”. In line with the Group’s commitment to circular economy, for all of its renewable energy projects, the

Group ensures to use equipment and components of high quality, durability and recyclability. As part of the

project development, recyclability, durability, and other important criteria of materials required for fostering

circular economy were also examined. PV modules and wind turbines used in the renewable energy generation

activities are of high durability with an expected lifespan of 25-30 years as well as recyclable. End-of-life

treatments of the equipment used for these activities are described in the Environmental Terms of Operation and

are also considered following best practices suggested in relevant literature. The Group also considers recycling all

PV modules at their end of life.

For activities related to the construction of electricity storage facilities under CCM 4.10, the DNSH criteria in

essence require a waste management plan to ensure maximal reuse or recycling at the end of life in accordance

with the waste hierarchy. The Group’s activities include planning for the end-of-life treatment of equipment used

in these facilities, which has been integrated into pre-construction studies and follows best practices outlined in

relevant literature.

For HELLENiQ ENERGY Group, the utilization of materials and natural resources throughout their life cycle is an

important business opportunity and a response to its commitment to environmental stewardship. For further

details on the Group’s waste management and circular economy practices, please refer to ‘ESRS E5 - Resource

Use and Circular Economy’ section.

DNSH to Pollution Prevention and Control (PPC)

PPC is applicable to CCM 4.29 but since this activity did not pass the SCC criteria, the DNSH PPC requirements

were not examined.

For more information on the Group’s efforts related to the prevention and management of pollution, please refer

to ‘ESRS E2 - Pollution’ section.

DNSH to Protection and Restoration of Biodiversity and Ecosystems (BIO)

DNSH criteria to BIO apply to EU Taxonomy-defined Activities of the Group:

• CCM 4.1. Electricity generation using solar photovoltaic technology,

• CCM 4.3 Electricity generation from wind power, and

• CCM 4.10 Storage of electricity.

Appendix D of Annex I to the Climate Delegated Act specifies the generic criteria for DNSH for this environmental

objective. The DNSH criteria to BIO require that “the activity in question:

• has completed an EIA or screening in accordance with Directive 2011/92/EU or other equivalent laws or

standards for activities in third countries;

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• has implemented the mitigation and compensation measures for protecting the environment if required

based on the outcomes of the EIA; and

• for sites/operations located in or near biodiversity-sensitive areas (including the Natura 2000 network of

protected areas, UNESCO World Heritage sites and Key Biodiversity Areas, as well as other protected areas),

has conducted an appropriate assessment, where applicable, and has implemented the necessary mitigation

measures based on the conclusions of the assessment”.

As above, the Group does not operate any offshore wind, thus the DNSH criteria to this BIO specific for offshore

wind is not applicable. The Group is committed to adhering to regulations on the protection and restoration of

biodiversity and ecosystems, including conducting EIA where large infrastructure projects require it and

implementing standards on biodiversity protection across the business. All of the renewable energy projects that

also cover the electricity storage facilities under CCM 4.1, 4.3 and 4.10 in operation and currently under

development that are required to conduct an EIA have completed their respective EIAs in line with Directive

2011/92/EU. In a few cases, the conclusions of EIAs required specific mitigation and compensation measures for

protecting the environment. These too have been implemented accordingly.

Out of 68 operational PV and wind power sites, a few are located in and/or near biodiversity areas. For those

activities, the Group has carried out (or is currently conducting, for projects under development) appropriate

assessments in accordance with Directives 2009/147/EC, 92/43/EEC. Where the outcomes of the assessments

suggest necessary mitigation measures to protect the ecosystems and biodiversity, such measures have been

implemented. As of now, there have been no issues reported.

For more information on the Group’s efforts related to the protection of biodiversity and ecosystems, please refer

to ‘ESRS E4 – Biodiversity and Ecosystems’ section.

Summary of Alignment Screening

EU Taxonomy-defined Economic Activity	SCC Met?*	Rationale for meeting or not meeting the SCC	DNSH Met?*
CCM 4.1 Electricity generation using solar photovoltaic technology: Construction and operation of large-scale electricity production facilities from solar energy using PV systems	✔	The Group generates electricity using solar PV systems, including operational PV parks and ongoing projects under construction.	✔
CCM 4.3 Electricity generation from wind power: Construction and operation of large-scale electricity production facilities from wind energy	✔	The Group generates electricity from wind power, including operational wind farms and ongoing projects under construction.	✔
CCM 4.10 Storage of electricity: Construction of battery energy storage systems and pumped hydropower storage facilities to store electricity	✔	The Group is involved in the construction of electricity storage facilities.	✔
CCM 4.29 Electricity generation from fossil gaseous fuel	✘	The Group’s production of  electricity from natural gas-fired units did not meet the GHG emissions thresholds (neither the Life-cycle GHG emissions nor the the direct GHG emissions of the activity)	--
CCM 8.1 Data processing, hosting and related activities: Operation of data center	✘	The Group’s data center activities have not been verified by an independent third party against the required practices, and the cooling systems use non- compliant refrigerants (R-407c with GWP of 1,774).	--

* As noted previously, multiple economic activities can correspond to a single EU Taxonomy-defined Activity each assessed as a separate activity.

SCC assessments were conducted for all eligible economic activities, while DNSH assessments were carried out for those activities that met their

respective SCC criteria. In some cases, not all activities under the same EU Taxonomy-defined Activity fulfilled the criteria for SCC and/or DNSH.

Please refer to the denotations below for interpreting the summary table above.

✔ All assessed activities under the EU Taxonomy-defined Activity meet their respective SCC and/or DNSH criteria

✔ Only some of the assessed activities under the EU Taxonomy-defined Activity meet the SCC and/or DNSH criteria

✘ None of the assessed activities under the EU Taxonomy-defined Activity meet the SCC and/or DNSH criteria

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5. Alignment Screening – Minimum Social Safeguards

For additional or complementary information on the Group’s Due Diligence process and social safeguards, refer to

‘GOV-4, Statement of Due Diligence’ section.

Under Article 3 of the Taxonomy Regulation, an activity is "environmentally sustainable" only if the undertaking

complies with minimum safeguards (MS) defined in Article 18. Unlike technical screening criteria, MS compliance

is assessed at the entity level rather than the activity level.

The Group ensures alignment with the OECD Guidelines for Multinational Enterprises and the UN Guiding

Principles on Business and Human Rights, incorporating ILO core conventions and the International Bill of Human

Rights. Per Article 18(2), we also adhere to the "do no significant harm" (DNSH) principle regarding social

objectives under the SFDR.

Guided by the Platform on Sustainable Finance (PSF) October 2022 Report, the Group monitors four substantive

pillars: i) Human Rights, ii) Bribery and Corruption, iii) Taxation and iv) Fair competition.

The Group recognizes the PSF Report as informal best-practice guidance (Commission Notice 2023/C 211/01) and

continues to monitor evolving EU requirements to ensure ongoing compliance.

To ensure compliance with the Article 18(1) of the Taxonomy Regulation, the PSF Report suggests a two-

pronged approach consisting of two criteria.

Regarding Article 18(2), the recommendations suggested by the PSF Report is that companies with exposure to

controversial weapons are not able to count their activities as Taxonomy-aligned because of their non-compliance

with the ‘do no significant harm’ principle under the SFDR.

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The following section presents assessments on the Group’s compliance with the minimum

safeguards.

Human Rights

The Group is highly committed to upholding human rights in accordance with the relevant human rights and

labour legislation and standards (national, European, ILO). Within this endeavour, the Group maintains a process

to identify, assess and address actual or potential adverse human rights impacts that the Group may cause or

contribute to through its own activities, or which may be directly or indirectly linked to its operations, products, or

services by its business relationships.

The Group maintains the Code of Ethics as well as procedures that ensure the protection of human rights in

the conduct of its activities, as described more specifically below.

1. Embed a Commitment to Respect Human Rights into Policies and Procedures

HELLENiQ ENERGY embeds human rights into its core strategy through a Code of Conduct binding on all

employees and third parties. Updated in February 2025, the revised Code aligns established due diligence

practices with the Group’s Sustainability Policy and international standards. It covers critical areas including

human rights, anti-corruption, fair competition, and environmental stewardship.

To ensure global accessibility, the Code is published in Greek and English and all local languages of the Group’s

operational footprint. The Board of Directors provides high-level oversight, ensuring these values are integrated

into strategic decision-making and corporate culture.

As a signatory to the United Nations Global Compact (UNGC), the Group integrates the Ten Principles—covering

human rights, labor, environment, and anti-corruption—into its daily operations and value chain. This alignment

ensures that Group policies remain grounded in globally recognized ethical standards

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Effective implementation is driven by a comprehensive communication and education strategy: a) Mandatory E-

learning: Regular training modules for all staff, b) Onboarding: Dedicated sessions for new hires to instill ethical

standards from day one, c) Targeted Training: Face-to-face sessions for specialized groups to address specific

operational risks, d) Continuous updates are provided via the corporate intranet and annual Sustainability Reports

to maintain a culture of accountability and respect.

Moreover, consumer protection is an inherent part of the Group’s overarching strategy and business model with

policies, procedures and actions safeguarding the consumer and end-users’ rights. For more information on this

matter refer to ESRS S4 - Consumers and End-Users.

The subsequent sections detail the Group’s procedures for enacting this commitment.

2. Identify & Assess Adverse Human Rights Impacts

The Group employs a multi-layered approach to proactively identify and assess potential or actual adverse human

rights impacts across its operations and value chain. The 2025 Double Materiality Analysis (DMA) (see ‘IRO-1 -

Description of the Processes to Identify and Assess Material IROs B.1 Impact Materiality – "Inside-out" Approach’

section) concluded that the following areas have been identified as areas of human rights concern: “Own

Workforce – Managing hazards in high-risk industrial environments” and Affected communities - HELLENiQ

ENERGY’s production facilities posing risks of major accidents”.  The Group continues to enforce  robust

monitoring frameworks to proactively safeguard human rights throughout its operations:

i) Enterprise Risk & Internal Audit

• Annual Risk Assessment: For the 11^th consecutive year, the Group Risk Management Division (GRMD)

integrated human rights into its strategic risk planning, evaluating labor practices and procurement risks.

• Audit Scope: In 2025, ten audits were conducted on social pillars, including Human Resources, Health &

Safety, and Procurement.

• Health & Safety: Occupational Risk Assessment Studies are mandatory for all operations. These identify

physical hazards and risks of violence or harassment, safeguarding employees' rights to health, safety, and

dignity.

ii) Supply Chain Due Diligence

• The Group monitors suppliers through specialized ESG and compliance platforms:

◦ Onboarding & Monitoring: The Moody’s GRID platform is used to screen for human rights incidents

during onboarding and provides real-time alerts for existing suppliers.

◦ EcoVadis Ratings: In 2024, the Group initiated EcoVadis ratings for Tier 1 suppliers to evaluate risks such

as forced labor and unsafe working conditions. These insights will inform future physical on-site audits.

iii) Stakeholder Engagement and Grievance

• Continuous Dialogue: The Group maintains two-way communication channels with employees, local

communities, and partners to capture real-time concerns.

• Workplace Feedback: Regular employee surveys and consultations assist in identifying issues related to

inclusion and working conditions.

• Reporting Channels: Open grievance mechanisms are available for employees and third parties to report

suspected human rights violations.

For more details on the processes for engaging with stakeholders, please refer to ‘S1-2 - Processes for Engaging

with Own Workforce and Workers’ Representatives about Impacts’, ‘S3-2 - Processes for engaging with affected

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communities about impacts’ ‘SBM 2 - Interest and views of stakeholders’, ‘S4-2 - Processes for Engaging with

Consumers and End-Users about Impacts’ sections.

3. Cease, prevent, mitigate and remediate adverse human rights impacts

HELLENiQ ENERGY prioritizes the prevention of human rights violations through rigorous policies, continuous

training, and proactive safeguards. When incidents occur, the Group acts decisively to implement corrective

measures and prevent recurrence.

Workforce Protection & Workplace Culture

• Anti-Harassment & Violence: In compliance with Law 4808/2021, the Group’s Anti-Harassment Policy

provides a framework for preventing and addressing workplace misconduct. Violations are met with prompt

corrective actions, including potential termination or legal proceedings.

• Labor Standards: The Group strictly adheres to EU and ILO standards, specifically prohibiting child labor in

accordance with Greek legislation (Laws 1837/1989, 3850/2010).

• Health & Safety: The health and safety of the Group's employees is at the top of its priorities. With the aim of

preventing and minimizing accidents and illnesses, HELLENiQ ENERGY implements best practices and

invests in the development and maintenance of a safe working environment. For more information

regarding this matter refer to ‘S1-1 - Policies Related to Own Workforce’ and ‘S1-4 - Taking Action on

Material Impacts on Own Workforce and Approaches to Managing Material Risks and Pursuing Material

Opportunities Related to Own Workforce and Effectiveness of those Actions’.

• Privacy and Data Rights: Recognizing privacy as a fundamental right, the Personal Data Protection Office

(PDPO) ensures GDPR compliance. This is further bolstered by a dedicated Cyber Security Office established

to protect stakeholder data from unauthorized access.

Training and Awareness

• Mandatory Education: Annual Code of Conduct training is compulsory for all employees.

• Scope: Training focuses on identifying inappropriate behavior, reporting mechanisms, and fostering an

inclusive environment to ensure ethical standards are embedded across all organizational levels

Supply Chain Integrity

• The Group Procurement Regulations integrate human rights into the supplier lifecycle:

◦ Selection & Exclusion: High-risk suppliers are excluded during the qualification phase via rigorous ESG

screening.

◦ Sustainability Pillars: Suppliers are evaluated against an Environmental & Social Framework based on

UNGC principles and the Greek Sustainability Code, covering labor rights, health and safety, and conflict

minerals.

The Group employs a rigorous, tech-enabled framework to ensure supply chain integrity and compliance

with the UN Global Compact (UNGC).

Selection and Evaluation Process

• Initial Screening: Suppliers undergo pre-qualification via the Moody’s GRID platform to ensure compliance

with human rights standards before entering the approved supplier list.

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• Contractual Compliance: All purchase orders and contracts include mandatory "compliance terms" requiring

adherence to UNGC principles, specifically regarding labor and human rights.

• Project-Specific Due Diligence: Targeted evaluations are conducted during tender processes for critical

projects to ensure alignment with specific risk profiles.

Continuous Monitoring and Remediation

• The HR and Procurement Divisions utilize SAP Ariba and Moody’s to provide real-time monitoring and

media alerts regarding human rights incidents, including forced or child labor.

• 2025 Performance: During the reporting period, all critical tenders were screened for Health & Safety

criteria; no significant findings or human rights violations were identified.

• Enforcement: The Group maintains a zero-tolerance approach to persistent non-compliance. Corrective

actions range from mandatory training and follow-up assessments to the termination of contracts and

removal from the approved supplier list.

Please refer to ‘Identifying, Assessing, and Remediating Negative Impacts’ within the ‘GOV-4 - Statement on Due

Diligence’ section for further details on additional taken by the Group to ensure human rights in operations and

supply chain are upheld. For details on processes to remediate negative impacts, including human rights impacts,

refer to ‘S1-3 - Processes to Remediate Negative Impacts and Channels for Own Workforce to Raise Concerns’,

‘S3-3 - Processes to Remediate Negative Impacts and Channels for Affected Communities to Raise Concerns’, and

‘S4-3 - Processes to Remediate Negative Impacts and Channels for Consumers and End-Users to Raise Concerns’

sections.

4. Track Implementation and Effectiveness of these actions

The Group systematically monitors, measures, and discloses metrics to evaluate the effectiveness of its efforts to

prevent, mitigate, and address adverse human rights impacts. These metrics are presented in the ‘Metrics &

Targets’ sections under ‘ESRS 1 - Own Workforce’, including key indicators such as those disclosed in ‘S1-14 -

Health and Safety Metrics’ and ‘S1-17 - Incidents, complaints, and severe human rights impacts’ sections. This

provides a clear framework for assessing the Group’s performance in managing human rights impacts.

5. Communicate How Adverse Human Rights Impacts Are Addressed

Additionally, the Group extends its commitment to transparency by reporting on human rights-related metrics in

its Annual Sustainability Report, GRI Disclosures Index table, and UNGC Communication on Progress (COP), as

summarized in the table (Minimum Safeguards Topics / HELLENiQ ENERGY Disclosures) presented at the end of

this section. These reporting mechanisms enable the Group to track progress, identify areas for improvement, and

demonstrate accountability to stakeholders by communicating how adverse human rights impacts are addressed.

6. Provide or cooperate in remediation inc., when appropriate

The sixth step of an adequate HRDD related to providing for or cooperating in remediation when appropriate. As

part of a broader revision of its corporate governance system to align with the latest legislative developments, the

Group has updated its Code of Conduct and adopted a whistleblowing policy in line with Law 4990/2022 and the

EU Whistleblowing Directive, requiring secure, confidential reporting channels and whistleblower protection. Since

April 2024, all Group companies and employees in Greece follow this policy, which allows employees, executives,

and partners to report EU law violations confidentially and without retaliation, using a secure online platform. In

specific, Cyprus and Montenegro apply the Group’s Whistle Blowing policy while Group companies in the Republic

of North Macedonia, Serbia and Bulgaria, have also implemented similar whistleblowing procedures per local laws.

The Code of Conduct outlines how to report concerns, including human rights issues, to the Group Regulatory

Compliance Service. Additionally, the Anti-Harassment Policy provides clear processes for reporting and resolving

workplace violence and harassment.

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The Group maintains multiple communication channels for stakeholders, including employees, business partners,

and customers, to report grievances, including those related to human rights. Employees can use official channels

like whistleblowing and specific reporting systems for violence and harassment. External stakeholders have

access to grievance mechanisms via email, online platforms, telephone, and fax, all listed on the Group’s website,

Reports & Compliance | HELLENiQ ENERGY.

In FY2025, neither HELLENiQ ENERGY nor its subsidiaries were found liable for breaches of human rights, labor,

consumer protection, data protection, or criminal laws, nor were there incidents of non-compliance,

discrimination, or labor disputes. No cases were raised by the OECD National Contact Point or the Business &

Human Rights Resource Centre against the Group or its subsidiaries in the past three years. Please refer to ‘S1-17 -

Incidents, complaints and severe human rights impacts’ section for further details.

Bribery and Corruption

The Group is committed to conducting business in the most ethical manner and has a zero-tolerance policy

toward bribery and corruption of any type. As mentioned above, anti-corruption and bribery policies are covered in

the Group Code of Conduct. Further, the internal structure and corporate governance framework of the Group

companies are designed with robust safeguards to prevent corruption. These include checks and balances such as

dual-person partnerships for decision-making, mandatory internal approvals, and regular audits to ensure

transparency and compliance with anti-corruption policies. Please refer to ‘Corruption’ within the ‘GOV-4 -

Statement on Due Diligence’, G1-3 – Prevention and Detection of Corruption and Bribery” and “G1-4 – Incidents of

Corruption or Bribery” sections for further details of the Group’s internal controls, ethics and compliance

programs, and measures for preventing and detecting corruption and bribery.

Another key control in the Group’s anti-corruption framework is its Whistleblowing Policy, as described in the

‘Human Rights’ above. This policy provides secure and confidential channels for reporting concerns related to

bribery, corruption and money laundering. Reports are handled with strict confidentiality, protecting

whistleblowers from retaliation and ensuring proper follow-up and investigation. The policy’s dedicated platform

allows both employees and external stakeholders to raise concerns, strengthening the Group’s ability to address

bribery and corruption risks promptly and effectively.

As part of its annual audit program, the Internal Audit Division integrates compliance considerations, including

corruption-related risks, into its planning and execution. Corruption issues are systematically evaluated during

audits across the Group’s operations. In 2025, the Group’s organizational units were screened for corruption-

related risks using a standardized internal inspection process aligned with the Group’s Code of Conduct. These

audits did not reveal any significant deviations from the Group’s Policies, Regulations, or Procedures, reflecting

the effectiveness of the Group’s compliance framework.

During FY2025, HELLENiQ ENERGY or its senior management, including its subsidiaries and their senior

management, has not been convicted on corruption or bribery. Further, no incident of corruption was reported to

the Regulatory Compliance Office or to the Management of the Group’s companies. As stated in the ‘Corruption’

within the GOV-4 - Statement on Due Diligence section, during 2025, no incident of corruption was reported to

the Regulatory Compliance Office or to the Management of the Group’s companies and there were zero monetary

loss due corruption incidents.

Taxation

The Group prioritizes full compliance with tax laws in all jurisdictions, treating tax governance as a key part of its

oversight. For UK operations, it publishes an annually updated  UK Tax Strategy Report, applicable across all

entities, with the 2025 version already in effect.

• The Group Tax & Customs Department (GT&CD) centrally manages tax and customs compliance, regularly

monitoring and reporting to senior management. GT&CD’s main responsibilities include ensuring

compliance, coordinating with authorities and auditors, confirming tax aspects through annual audits and

certificates, advising on tax issues, adapting to regulatory changes, and overseeing tax planning and audits.

It also explores opportunities for tax benefits under incentive laws.

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• GT&CD acts as the Group’s tax advisor, staying updated on regulatory developments, participating in

relevant committees, and optimizing tax cash flows and refunds. The Group’s governance includes secure,

confidential channels for reporting suspected tax violations, as outlined in its Whistleblowing Policy, which

protects anonymity and prevents retaliation.

• Through these measures, the Group maintains transparency, compliance, and effective risk management,

aligning with OECD Guidelines for multinational enterprises.

During FY2025, neither HELLENiQ ENERGY nor any of its subsidiaries were identified as having violated any

applicable tax laws, nor were they found guilty of tax evasion, including but not limited to instances of tax

avoidance arising from aggressive tax planning strategies. Furthermore, it is highlighted that tax and customs

compliance is confirmed again in FY2025.

Fair Competition

Since 2018, the Group has implemented a Competition Policy and Compliance Manual, reflecting its commitment

to comply with Greek and European competition laws, as well as the national laws of the countries where it

operates. This Policy aims to assist the Group’s management, executives, and employees in understanding the

fundamental rules of fair competition and how these rules impact the Group’s daily operations and business

practices.

To ensure alignment with legislative developments, the Competition Policy and Compliance Manual were revised

in September 2023, incorporating recent changes in legislation and the latest guidelines issued by the

Competition Commission. These revisions reinforce the Group’s dedication to adhering to competition laws to

support its sustainable development and enhance its overall competitiveness while also mitigates the risk of

severe sanctions and reputational damage that may result from violations of fair competition practices.

Fair competition is a dedicated section in the Group’s Code of Conduct, which is provided to all employees and

serves as a key resource for promoting compliance. As part of the Group’s annual training program on the Code of

Conduct, all employees including senior management, receive training on fair competition principles, ensuring

they understand their responsibilities and the importance of compliance.

The Group’s Whistleblowing Policy, as outlined in the above sections, also applies to violations of competition

laws. This policy provides secure and confidential channels for employees, executives, and external stakeholders

to report potential breaches of competition laws, ensuring protection against retaliation, and appropriate follow-

up and investigation of allegations.

In FY2025, HELLENiQ ENERGY and its subsidiaries including their senior management, were not found in breach

of competition laws, nor were they convicted or involved in court appeals related to anti-competitive or monopoly

practices. The Group remains compliant with relevant competition and consumer protection laws. As stated in the

‘Identifying, Assessing, and Remediating Negative Impacts’ within the ‘GOV-4 - Statement on Due Diligence’

section, the Group has maintained full compliance with legislation on unfair competition.

Regarding the compliance with the ‘do no significant harm’ principle of the SFDR, in addition to the above

discussion, the Group confirms that it does not have any exposure to controversial weapons, meaning it does not

finance, produce, or provide products or services that contribute to the development, manufacture, sale, or

distribution of such weapons.

As minimum safeguards criteria apply at the undertaking level, it was possible to map the Group’s corporate

disclosures with the four core topics. Please refer to the following for further details on the Group’s alignment with

the minimum safeguards criteria.

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Minimum Safeguards Topics	HELLENiQ ENERGY Disclosures
Human Rights	• 2024 GRI Sustainability Standards: 2-23, 2-27, 406-1, 409-1, 407-1, 408-1, 410-1, 414-1, 414-2 • 2024 UNGC Communication of Progress Report: Human Rights and Labour • 2025 Annual Financial Report - C.1 Sustainability Statement: GOV-4 – Statement on Due Diligence, IRO-1 - Description of the Processes to Identify and Assess Material IROs ‘B.1 Ιmpact Μateriality – "Inside-out" Approach’, S1-3, S1-17, S3-2, S3-3, S4-3, ESRS S1 – Own Workforce ‘Metrics and Targets’, ESRS S3 – Affected Communities ‘Metrics and Targets’, ESRS S4 – Consumers and End-Users ‘Metrics and Targets’
Corruption	• 2024 GRI Sustainability Standards: 2-23, 2-27, 205-1, 205-2, 205-3 • 2024 UNGC Communication of Progress Report: Anti-corruption • 2025 Annual Financial Report - C.1 Sustainability Statement: GOV-4 – Statement on Due Diligence ‘Corruption’
Taxation	• 2024 GRI Sustainability Standards: 2-27, 207-1, 207-2, 207-3, 207-4
Fair Competition	• 2024 GRI Sustainability Standards: 2-23, 2-27, 206-1 • 2025 Annual Financial Report - C.1 Sustainability Statement: GOV-4 – Statement on Due Diligence ‘Identifying, Assessing, and Remediating Negative Impacts’

Enerwave

It is noted that on 15 July 2025 Enerwave (Elpedison) has become a fully owned subsidiary of the Group with the

Group’s management exercising full control over its operations.

Enerwave already applies a Code of Ethics which addresses, amongst others, compliance with anti-trust laws,

fairness and honesty, human rights - diversity and inclusion, discrimination and harassment in the workplace,

integrity – transparency, Anti-Money Laundering etc.

Moreover, Enerwave applies an Employee Code of Conduct tackling matters such as the recruitment process,

employee training, employee rights and benefits, obligations of employees during their work, rules of

Administrative Conduct, disciplinary audits, regulations and disciplinary offences and sanctions. Enerwave

provides a Whistleblowing portal to its employees, business partners and stakeholders for them to report any

unethical behavior, potential breaches of the law or/and its internal Policies and Codes. This is accompanied by a

Procedure for Reporting and Handling Alleged Violations of Enerwave Codes. 

Enerwave is in the process of gradually aligning its policies and practices with those of the Group, to the extent

applicable. 

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6. Calculation of Financial KPIs

The Disclosures Delegated Act particularly in Annex I (KPIs of non-financial undertakings) specifies three KPIs to

be disclosed regarding the proportion of the Taxonomy-eligible and Taxonomy-aligned activities of the Group to

its total activities. Namely, these KPIs are Turnover, Operating Expenses (Opex) and Capital Expenditure (CapEx).

The policies used in deriving the respective amounts used in these KPIs are the following:

Turnover KPI (%): Ta/Tt

Ta as numerator represents the net turnover derived from products or services, including intangibles, associated

with Taxonomy-eligible and Taxonomy-aligned activities for eligible turnover and aligned turnover, respectively.

Tt as denominator represents the net turnover of the Group.

The Group's  consolidated net turnover can be reconciled to the consolidated financial statements (please refer to

the Consolidated Statement of Comprehensive Income on this Annual Financial Report 2025 Revenue from

contracts with Customers).

To avoid double counting in the allocation in the numerator of turnover across economic activities, the figures

used have eliminated intercompany transactions.

CapEx KPI (%): Ca/Ct

Ca represents additions to tangible and intangible assets made during the year before depreciation, amortization

and any remeasurements, including those resulting from the revaluations and impairments for the relevant

financial year and excluding fair value changes.

Ct represents additions to tangible and intangible assets made during the year before depreciation, amortization

and any remeasurements including those resulting from the revaluations and impairments for the relevant

financial year and excluding fair value changes.

Capital Expenditure amounts are calculated as defined by IFRS, namely IAS 16 “Property, Plant and Equipment”,

IAS 38 “Intangible Assets”, IAS 40 “Investment Property” and IFRS 16 “Leases”. As mentioned above, due to the

company structure of the Group, the Taxonomy-eligible and Taxonomy-aligned Capital Expenditure can be

obtained from the accounting records of these entities. For 2025, the Taxonomy-eligible and Taxonomy-aligned

Capital Expenditure includes the Capital Expenditure for the acquisition of eligible and aligned activities,

respectively. The total Capital Expenditure of the Group is obtained from the audited Consolidated Group Financial

Statements.

The Group's total CapEx can be reconciled to the consolidated financial statements of the 2025 Annual Financial

Report (Note 6 “Property, Plant and Equipment”, Note 7 “Right of Use Asset” and Note 8 “Intangible Assets” ) as

well as on the Consolidated Statement of Cash flows. The aforementioned are the summation of the movement

types (acquisition and production costs), additions and additions from business combinations to tangible and

intangible assets, right-of-use assets and property, plant and equipment. Please note that leases that do not lead

to the recognition of a right-of-use over the asset shall not be counted as CapEx.

To avoid double counting in the allocation in the numerator of CapEx across economic activities, the figures have

eliminated intercompany transactions.

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OpEx KPI (%): Oa/Ot

Oa represents direct, non-capitalised costs that relate to research and development, building renovation

measures, short-term lease, maintenance and repair, and any other direct expenditures relating to the day-to-day

servicing of assets of property, plant and equipment by the undertaking or third party to whom activities

necessary to ensure the continued and effective functioning of such assets are outsourced.

Ot represents direct, non-capitalised costs that relate to the day-to-day servicing of assets of property, plant and

equipment by the Group or third-party to whom activities necessary to ensure the continued and effective

functioning of such assets are outsourced. These costs can relate to research and development, building

renovation measures, short-term leases, repair and maintenance.

Operating Expenses are not specifically defined under IFRS. Therefore, the amounts used in Oa and Ot are defined

in the Disclosures Delegated Act. To determine Oa the accounting records of the entities who have Taxonomy-

eligible or Taxonomy-aligned activities were used, while for Ot the audited Consolidated Financial Statements

formed the basis of calculation. The costs included in the Operating Expenses KPI primarily involve cleaning, repair

and maintenance expenses. Expenses such as overheads, electricity and cost of employees operating the assets

are excluded from both Oa and Ot. The Taxonomy related OpEx is included in the Consolidated Statement of

Comprehensive Income, which is part of this Annual Report 2025.

To avoid double counting in the allocation in the numerator of OpEx across economic activities, the figures have

eliminated intercompany transactions. In addition, research and development costs and other expenses already

accounted for in the CapEx KPI are not counted as OpEx.

The Group's Turnover, CapEx and OpEx KPIs are presented in the ‘Overall Results of KPIs’ section below.

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Overall Results of EU Taxonomy Assessment

Following the completion of eligibility and alignment screening for all of the Group's activities, as discussed in the

“Process for Analyzing the Group’s Business Activities” section, the following is a summary of the results.

 

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More detailed disclosures of the three

KPIs are provided below

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Proportion of Turnover, CapEx, OpEx from products or services associated with Taxonomy-eligible or Taxonomy-aligned economic activities – disclosure covering year 2025 (summary KPIs)

Financial year	2025				Breakdown by environmental objectives of Taxonomy aligned activities
KPI	Total	Proportion of Taxonomy eligible activities	Taxonomy aligned activities	Proportion of Taxonomy aligned activities	Climate Change Mitigation	Climate Change Adaptation	Water	Circular Economy	Pollution	Biodiversity	Proportion of enabling activities	Proportion of transitional activities	Not assessed activities considered non-material	Taxonomy aligned activities in previous financial year (2024)	Proportion of Taxonomy aligned activities in previous financial year (2024)*
	€ million	%	€ million	%	%	%	%	%	%	%	%	%	%	€ million	%
Turnover	11,614.64	0.62%	72.23	0.62%	0.62%	—%	—%	—%	—%	—%	—%	—%	4.04%	58.66	0.46%
CapEx	574.25	27.65%	148.39	25.84%	25.84%	—%	—%	—%	—%	—%	1.27%	—%	4.93%	155.79	35.86%
OpEx	171.05	34.54%	19.11	11.17%	11.17%	—%	—%	—%	—%	—%	—%	—%	1.62%	7.16	7.21%

(*) It is noted that the previous financial year KPIs (FY2024) were calculated in accordance with the reporting requirements of the Disclosures Delegated Act that was applicable before the amendments introduced by the Omnibus Delegated Act.

Proportion of Turnover from products or services associated with Taxonomy-eligible or Taxonomy-aligned economic activities – disclosure covering year 2025 (activity breakdown)

Reported KPI	Turnover
Financial year	2025				Environmental objectives of Taxonomy aligned activities
Economic Activities	Code	Taxonomy eligible KPI (Proportion of Taxonomy eligible Turnover)	Taxonomy aligned KPI (monetary value of Turnover)	Taxonomy aligned KPI (Proportion of Taxonomy aligned Turnover)	Climate Change Mitigation	Climate Change Adaptation	Water	Circular Economy	Pollution	Biodiversity	Enabling activity	Transitional activity	Proportion of Taxonomy aligned in Taxonomy eligible
		%	€ million	%	%	%	%	%	%	%	(E where applicable)	(T where applicable)	%
Electricity generation using solar photovoltaic technology	CCM 4.1	0.40%	46.53	0.40%	0.40%	-%	-%	-%	-%	-%	—	—	100.00%
Electricity generation from wind power	CCM 4.3	0.22%	25.70	0.22%	0.22%	-%	-%	-%	-%	-%	—	—	100.00%
Storage of electricity	CCM 4.10	—%	0.00	—%	—%	-%	-%	-%	-%	-%	E	—	—%
Sum of alignment per objective					0.62%	-%	-%	-%	-%	-%
Total KPI (Turnover)		0.62%	72.23	0.62%	0.62%	-%	-%	-%	-%	%	—%	—	99.99%

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Proportion of CapEx from products or services associated with Taxonomy-eligible or Taxonomy-aligned economic activities – disclosure covering year 2025 (activity breakdown)

Reported KPI	CapEx
Financial year	2025				Environmental objectives of Taxonomy aligned activities
Economic Activities	Code	Taxonomy eligible KPI (Proportion of Taxonomy eligible CapEx)	Taxonomy aligned KPI (monetary value of CapEx)	Taxonomy aligned KPI (Proportion of Taxonomy aligned CapEx)	Climate Change Mitigation	Climate Change Adaptation	Water	Circular Economy	Pollution	Biodiversity	Enabling activity	Transitional activity	Proportion of Taxonomy aligned in Taxonomy eligible
		%	€ million	%	%	%	%	%	%	%	(E where applicable)	(T where applicable)	%
Electricity generation using solar photovoltaic technology	CCM 4.1	3.69%	20.86	3.63%	3.63%	-%	-%	-%	-%	-%	—%	—%	98.52%
Electricity generation from wind power	CCM 4.3	20.94%	120.26	20.94%	20.99%	-%	-%	-%	-%	-%	—%	—%	100.00%
Storage of electricity	CCM 4.10	3.02%	7.27	1.27%	1.27%	-%	-%	-%	-%	-%	E	—%	41.88%
Sum of alignment per objective					25.84%	-%	-%	-%	-%	-%
Total KPI (CapEx)		27.65%	148.39	25.84%	25.84%	-%	-%	-%	-%	%	1.27%	—%	93.45%

Proportion of OpEx from products or services associated with Taxonomy-eligible or Taxonomy-aligned economic activities – disclosure covering year 2025 (activity breakdown)

Reported KPI	OpEx
Financial year	2025				Environmental objectives of Taxonomy aligned activities
Economic Activities	Code	Taxonomy eligible KPI (Proportion of Taxonomy eligible OpEx)	Taxonomy aligned KPI (monetary value of OpEx)	Taxonomy aligned KPI (Proportion of Taxonomy aligned OpEx)	Climate Change Mitigation	Climate Change Adaptation	Water	Circular Economy	Pollution	Biodiversity	Enabling activity	Transitional activity	Proportion of Taxonomy aligned in Taxonomy eligible
		%	€ million	%	%	%	%	%	%	%	(E where applicable)	(T where applicable)	%
Electricity generation using solar photovoltaic technology	CCM 4.1	8.26%	14.13	8.26%	8.26%	—%	—%	—%	—%	—%	—%	—%	100.00%
Electricity generation from wind power	CCM 4.3	2.91%	4.98	2.91%	2.91%	—%	—%	—%	—%	—%	—%	—%	100.00%
Production of electricity from natural gas-fired units	CCM 4.29	7.55%	—	—%	—%	—%	—%	—%	—%	—%	—%	—%	—%
Operation of data centers	CCM 8.1	15.82%	—	—%	—%	—%	—%	—%	—%	—%	—	—	—%
Sum of alignment per objective					11.17%	—%	—%	—%	—%	—%
Total KPI (OpEx)		34.54%	19.11	11.17%	11.17%	—%	—%	—%	—%	—%	—%	—%	32.34%

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Additional Information

Contribution to multiple objectives

The Group has not identified any economic activities that contribute to multiple environmental objectives. As

outlined in the ‘Eligibility Screening’ section, the Group has only identified economic activities that contribute to

CCM and CE objectives. None of these activities have been identified as contributing to both objectives

simultaneously.

Furthermore, as previously mentioned, while certain Taxonomy-aligned activities for CCM could technically also

be considered Taxonomy-eligible for CCA as adapted activities—since they meet the DNSH criteria for CCA (which

align with the Taxonomy-eligibility criteria for CCA adapted activities)—the Group has classified those activities as

Taxonomy-non-eligible for CCA. For more details, please refer to the ‘Eligibility Screening’ section.

Contextual Information

It is noted that, where mentioned in the contextual information below, the previous financial year KPIs (FY2024)

were calculated in accordance with the reporting requirements of the Disclosures Delegated Act that was

applicable before the amendments introduced by the Omnibus Delegated Act.

Contextual Information about the turnover KPI

Based on the Turnover indicator, 4.66% of Turnover corresponded to eligible economic activities (of which 0.62%

were assessed for alignment and 4.04% were not assessed as it related to non-material activities) and 0.62%

were eligible-aligned CCM activities in 2025. The numerator mainly includes turnover generated from contracts

with customers. The turnover from eligible-aligned activities increased in 2025 compared to 2024, primarily

because of the increase in electricity production from RES. The Group’s turnover associated with electricity

production from PV parks reached €46.5 million in 2025 (vs €31 million in 2024), while the respective figure

associated with electricity production from wind parks amounted to €25.7 million (vs €27 million in 2024).

Contextual Information about the CapEx KPI

Based on the CapEx indicator, 32.66% of CapEx corresponded to eligible economic activities (of which 27.72%

were assessed for alignment and 4.94% were not assessed as it related to non-material activities) and 25.90%

were eligible-aligned CCM activities in 2025. CapEx amounts primarily include additions to property, plant and

equipment and intangible assets. As part of its energy transition, the implementation of the Group’s strategic plan

involves developing a new pillar in RES and expanding in renewable fuels, with a growing share of annual capital

expenditures directed towards eligible-aligned activities over the next years. The Group’s eligible-aligned CapEx in

2025 amounted to €148 million and mainly relates to the RES projects under development in Greece and

Southeastern Europe.

Contextual Information about the OpEx KPI

Based on the OpEx indicator, 36.16% of the OpEx corresponded to eligible economic activities (of which 34.54%

were assessed for alignment and 1.62% were not assessed as non-material activities) and 11.17% were eligible-

aligned CCM activities in 2025. The amount spent in eligible-aligned activities increased in 2025 compared to

2024, primarily because of the increase in the RES operational capacity. The Group’s OpEx associated with

electricity production from PV parks reached €14.1 million in 2025 (vs €2.8 million in 2024), while the respective

figure associated with electricity production from wind parks amounted to €5 million (vs €3.2 million in 2024).

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ESRS E1 - Climate Change

Strategy

E1-1 - Transition Plan for Climate Change Mitigation

HELLENiQ ENERGY Group responds to changes in the energy sector by implementing a strategic plan focused on

modernizing its operations and expanding renewable energy sources. Through the VISION 2030+ strategic plan,

the Group responds to the rapidly evolving energy landscape by prioritizing the targeted growth and resilience of

its hydrocarbons portfolio, maintaining strategic flexibility in sustainable fuels, and transforming the Power

Business into an autonomous, vertically integrated platform. The targets that have been set, as presented in

section “E1-4 – Targets Related to Climate Change Mitigation and Adaptation”, are directly linked to the UNSDGs

and focus on reducing the carbon footprint and achieving climate neutrality by 2050, in line with the national

strategy and legislation. [ESRS E1-16 (a), AR 2]

Decarbonization levers and actions

HELLENiQ ENERGY Group directs its investments towards strategies that enhance the sustainable production

and use of energy within its conventional operations, focusing on energy efficiency and energy savings,

investment in carbon capture technologies, as well as the development of technologies and production of low-

carbon fuels (such as blue and green hydrogen, biofuels and synthetic fuels). At the same time, it promotes RES,

alongside the development of energy storage solutions, as well as e-mobility solutions and infrastructure.

More specifically, the Group’s decarbonization levers include the following:

• Renewable Energy Production and Storage

• Participation in Research Programs

• Sustainable Mobility – SAF and E-mobility (ELPEFuture / EKO Charge&Go)

Further information regarding the actions under each of the Group’s decarbonization levers is available in

subsection “E1-3 – Actions and Resources in Relation to Climate Change Policies”.

Capex and Opex expenditures aligned with the EU Taxonomy relate to activities such as electricity generation

from photovoltaic and wind energy sources, as well as electricity storage in battery systems. For the period 2026–

2030, investments related to decarbonization actions, the development of technologies and production of low-

carbon fuels, as well as the further expansion of the Group’s presence in RES, are expected to exceed €1 billion.

[ESRS E1-3-29-(a)], [ESRS E1-1-16-(c)]

The effective implementation of the investment plan is supported by the completion of the reorganization of the

corporate structure and the strengthening of corporate governance, as a result of initiatives undertaken in

previous years, including the integration of sustainability criteria into Management decision-making and variable

remuneration incentives.

The implementation of the RES investment plan is further facilitated by the existence of a flexible financing

framework of up to €766 million, which provides adequate financial resources to support RES growth, along with

flexibility, speed of execution, a strong governance and risk management framework, and favorable financing

terms that offer a competitive advantage.

At the same time, the Group supports sustainable mobility by promoting initiatives that reshape the energy mix in

the transport sector and strengthen the transition to a low-carbon economy. For additional actions related to

climate change mitigation and decarbonization across the value chain, please refer to the sections “Energy

Production and Storage from Renewable Sources” and “Participation in Research Projects”.  [ESRS E1-1-16-(b)]

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Locked-in GHG Emissions Assessment

The potential locked-in GHG emissions of HELLENiQ ENERGY Group arising from the operations of its three

refineries are not expected to jeopardize the achievement of its broader GHG emission reduction targets. This is

because the Group is committed to improving the efficiency of its operations through its strategic transformation

plan. By focusing on sustainable practices, enhancing processes and investing in innovative technologies, such as

carbon capture and storage, the Group aims to reduce its overall environmental footprint, ensuring that its

emission reduction targets remain achievable regardless of any challenges that locked-in emissions may pose.

[ESRS E1-1-16-(d)]

HELLENiQ ENERGY Group strengthens its commitment to sustainable development and climate change

mitigation by integrating these targets into its strategy. Within the context of its transformation, the strategic

plan focuses on expanding green energy activities, with an increasing share of annual capital expenditure

allocated to activities aligned with the eligibility criteria in the coming years. The EU Taxonomy Report discloses

the eligibility and alignment of activities with the Climate Change Mitigation Target.

The development of a significant RES portfolio remains a priority, diversifying the Group’s energy profile and

contributing to the reduction of GHG emissions. Intermediate targets include 1.5 GW of installed RES capacity by

2028 and more than 2 GW by 2030. Investments cover photovoltaic and wind projects, as well as energy storage

(Battery Energy Storage Systems (BESS) and pumped hydro storage), while a substantial expansion of the e-

mobility network is also planned within the fuel retail network and at third-party points of interest. [ESRS E1-1-16-(e)]

During the financial year 2025, significant CapEx for coal-, natural gas- and oil-related activities reached € 363

million. [ESRS E1-1-16-(f), AR 5]

HELLENiQ ENERGY Group operates extensively in the oil and natural gas sector and, for this reason, is exempt

from EU benchmarks aligned with the Paris Agreement, as defined in Commission Delegated Regulation (EU)

2022/2453, which includes provisions related to climate change transition risks. This regulation sets the criteria

for companies that do not comply with the climate targets of the Paris Agreement. Nevertheless, HELLENiQ

ENERGY Group maintains alignment with the transition to a carbon-neutral economy. Specifically, the Group

implements the provisions of Articles 12.1 (d) to (f), which relate to disclosure obligations and the adoption of

procedures for transitioning to a lower-carbon environment, as well as Article 12.2, which establishes the

conditions for determining the suitability of a benchmark in relation to climate criteria that ensure long-term

sustainability. [ESRS E1-1-16-(g)]

The strategic plan of the HELLENiQ ENERGY Group is fully integrated and aligned with its overall business

strategy and financial planning, and has been approved by the BoD. To date, significant milestones have been

achieved, including: a) enhanced corporate governance, with appropriate policies for the election of the Board of

Directors, improved diversity, and independence; b) an optimized corporate structure; c) a new corporate identity;

d) the implementation of energy efficiency and energy- saving and autonomy projects, as well as the maturation

of investment options aimed at reducing carbon emissions and promoting RES investments, with projects 0.5 GW

of projects in operation by the end of 2025 and an additional 1 GW of projects under development, targeting

commissioning by the end of 2028; e) the streamlining of the Power and Gas portfolio through the full integration

of Enerwave (formerly ELPEDISON) into the Group. [ESRS E1-1-16-(h)-(i)-(j)]

ESRS E1 SBM-3 - Material IROs and their Interaction with Strategy and Business

Model

HELLENiQ ENERGY Group recognizes the urgent challenges posed by climate change and the need for energy

efficiency, and is committed to addressing and managing these issues. In this context, potential risks,

opportunities, and related financial impacts are examined in detail over the short-, medium-, and long-term time

horizons, taking into account both climate change mitigation and adaptation.

This year, for the second time, the Group discloses climate-related risks and opportunities for the financial year

2025, following the guidelines of the ESRS, aims to accelerate its decarbonization efforts while simultaneously

enhancing transparency and accountability to stakeholders, with the objective of maintaining the resilience of its

strategy and business model.

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The most significant climate risks identified span all time horizons and affect all areas of activity, particularly those

related to liquid fuels and chemical products. These risks include extreme weather events such as wildfires, floods,

sea-level rise, heatwaves, high winds, and snow, as well as pressures on water resources. In summary, these are

factors that can cause damage to energy infrastructure (such as wind turbines, oil rigs, pipelines, and solar panels),

disrupt electricity supply, create challenges in road transport, disturb supply chains and employee mobility, reduce

efficiency in solar and wind energy production, increase operating costs due to higher cooling demands, and limit

employee productivity due to heat stress.

The financial impacts and associated risks linked to HELLENiQ ENERGY Group’s business model have been

assessed and integrated into its overall sustainable development strategy. Some of the main risks identified

include ongoing technological developments and the declining cost of RES, which intensify competition in the

energy market among oil and gas companies, potentially reducing demand for fossil fuel products. The oil and gas

industry contributes significantly to global emissions and is therefore highly exposed to carbon pricing, both

directly and indirectly. Higher carbon prices will increase the cost of emissions, which may influence operational

decisions and potentially affect profitability. Additionally, the expansion of the EU ETS to cover emissions from

transport and heating is expected to indirectly accelerate the shift in consumer preferences toward cleaner,

alternative technologies. In the long term, this trend could lead to a gradual decline in demand for conventional

fuels.

EU ETS Considerations

The main factors driving the increase in carbon costs for HELLENiQ ENERGY Group are the EU ETS and the

Carbon Border Adjustment Mechanism (CBAM), with particular attention given to the potential inclusion of the

Group’s refineries in the next phase of CBAM expansion. The Group’s three refineries and two power generation

units in Greece actively participate in the EU ETS, directly linking financial impacts to the rising cost of covering

the emissions allowance deficit.

During the first sub-period of the 4^th phase of emissions trading (2021–2025), compliance costs have increased

significantly, primarily due to the sharp rise in allowance prices (approximately €87.5 per ton of CO₂ by the end of

2025, compared to approximately €32 per ton of CO₂ at the end of the previous phase), as well as the reduced

allocation of free allowances under current regulations. Moreover, further increases in compliance costs and a

heightened risk of carbon leakage are expected, taking into account the projected changes to the ETS under the

European Green Deal and the “Fit for 55” objectives.

The refining sector is among those facing significant carbon leakage risk, negatively affecting its competitiveness

compared to similar facilities outside Europe. Additionally, due to the Group’s geographical location near the EU

borders, competitive risk is even higher, as neighboring countries outside the ETS produce similar products

without bearing the carbon costs that the Group incurs through its participation in the EU ETS.

Throughout each financial year, HELLENiQ ENERGY’s Group Management continuously analyzes and evaluates

these risks, including increased CO₂ costs, the transition to a net-zero economy, changes in demand and

consumer preferences, and rising crude oil prices. At the same time, it identifies investment opportunities such as

the development of RES, improvement of energy efficiency, and creation of low-emission products, thereby

shaping the Group’s strategy. The successful implementation of this strategy has already contributed to reducing

the carbon deficit and operating expenses through increased energy efficiency.

Furthermore, HELLENiQ ENERGY Group has identified significant opportunities in emerging low-carbon

technologies aimed at mitigating climate change. Such technologies include the production of blue and green

hydrogen, CO₂ capture and storage technologies, as well as solutions that replace fossil fuels with lower-emission

alternatives. According to the Group’s strategy, these technologies are evaluated regarding their implementation

and effectiveness in reducing risks and maximizing opportunities. More information on each significant climate

risk identified, and whether it is considered a physical or transition risk, is provided in ESRS 2 IRO-1: “Description of

the Processes to Identify and Assess Material Climate-Related IROs”. [ESRS E1.SBM-3-18]

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Resilience of Strategy and Business Model

(a) Scope of the Resilience Analysis

HELLENiQ ENERGY Group, following the DMA, conducted a resilience analysis to evaluate its vulnerability to

physical and transitional climate change risks.

The scope of this analysis specifically covers:

• All of the Group’s commercial activities, with particular emphasis on exposure to transition and physical risks

that could potentially disrupt operations.

• The three refineries and two power generation units, including an assessment of the resilience of their

facilities to climate-related risks, focusing on asset vulnerability and the continuity of business operations in

response to climate impacts.

• Corporate infrastructure, including an assessment of the resilience of the Group’s Headquarters and

administrative structures to risks that could affect employee safety, operational efficiency, and revenue

generation.

The resilience analysis extends across HELLENiQ ENERGY Group’s operations (545 assets) in various geographic

locations, with more detailed analysis within a 10-kilometer radius during the reporting period. It also includes an

assessment of physical risks (please refer to section General Disclosures – ESRS 2: “Identification and assessment

of climate-related impacts”) and transition risks (please refer to section General Disclosures – ESRS 2: “Climate-

related transition risks”), in line with the ESRS Standards. [ESRS E1.SBM-3, AR-8-(b)] [ESRS E1.SBM-3-19-(a), AR 6, AR 13]

(b) Methodology and Timing of the Resilience Analysis

The Group's resilience analysis is conducted during the reported period through a combination of internal

assessments, consultations with experts and senior executives, and the use of external data (models). This

analysis incorporates both qualitative and quantitative approaches and is carried out for two climate scenarios:

the Net Zero Transition Scenario and the Hot House World Scenario, as outlined in the section "Use of Climate-

Related Scenario Analysis" of ESRS 2.

The methodology of the resilience analysis included the following steps:

• Impact assessment through dedicated discussions with the heads of the Group’s business units, along with

the integration of internal business data and relevant external climate-related data.

• Assessment of financial and operational impacts on key assets, revenue streams, and supply chains over the

short, medium, and long term.

• Integration of climate scenarios from internationally recognized organizations to explore potential impacts

across different time horizon, which are described in detail per climate risk in subsection ESRS 2:  "Material

Impacts, Risks and Opportunities related to Climate change".

• Collaboration with key executives and experts within the Group to validate assumptions and prioritize risks

and opportunities as disclosed in subsection ESRS 2: "Disclosures on the Double Materiality Assessment

Process".

• Review of existing mitigation strategies in relation to risks assessing their effectiveness.

The resilience analysis is conducted across three different time horizons(short-term: 2026; medium-term: 2027–

2030; long-term: 2031–2050) to ensure the identification of both medium- and long-term climate risks for each

horizon. The assessment is based on critical assumptions concerning macroeconomic trends, the evolution of

climate policy, energy transition dynamics, technological developments in the oil sector, as well as increasing

physical climate pressures that may affect key assets, such as refinery facilities.Specifically, the Group evaluated

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time horizons similar to those used in the DMA and in the climate risk assessment. This comprehensive approach

ensures that the analysis identifies potential medium-term challenges as well as long-term risks, enabling the

Group to implement necessary resilience measures, proactively invest in long-term adaptation initiatives, and

capitalize on emerging opportunities. At the same time, these time horizons are fully integrated into the Group’s

strategic and business planning cycles. [ESRS E1.SBM-3-19-(b), AR 7-(a), (b), AR 13]

(c) Results of the Resilience Analysis

The resilience analysis was conducted within the framework of the risk management assessment process, and its

results are taken into account in the Group’s strategic planning cycles. Notably, the resilience of HELLENiQ

ENERGY Group’s strategy and business model enables it to effectively address significant impacts and risks while

also capitalizing on opportunities. The main uncertainties relate to the pace and stringency of climate policy

implementation and the severity of physical climate hazards affecting the Group's infrastructure. These

uncertainties were considered when evaluating the resilience of the current business model. According to the

resilience analysis, all critical facilities are resilient to climate-related risks associated with water stress and

extreme weather events.

As the Group faces significant transition risks, as well as chronic and acute climate risks, including regulatory

pressures and fluctuations in carbon pricing, these challenges simultaneously create opportunities that promote

long-term diversification and resilience (see subsection ESRS 2: "Climate-related Opportunities"). The Group’s

ability to adapt its strategy and business model to climate change over short-, medium-, and long-term horizons

is supported by a climate risk assessment that includes scenario analysis, which informs strategic planning, risk

management, and investment evaluations. Scenario analysis provides the basis for assessing the resilience of

existing assets, potential needs for asset upgrades or reconfiguration, and possible future adaptations in

products, services, and workforce skills, as climate risks, regulatory requirements, and market expectations evolve.

Integrating climate-related risks into governance and decision-making processes also supports the business’s

ability to maintain access to financing at an affordable cost of capital over time. [ESRS E1.SBM-3-19-(c), AR 8 (b)]

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Impact, Risk and Opportunity Management

E1-2 - Policies Related to Climate Change Mitigation and Adaptation

The Sustainability Policy addresses climate change mitigation, climate change adaptation, and energy efficiency

by guiding the implementation and continuous improvement of the Environment and Energy Management

Systems, based on international standards (ISO 14001 and ISO 50001, respectively). The Policy also aligns with the

Group’s objective of reducing its overall carbon footprint and achieving climate neutrality by 2050. All

environmental parameters are monitored based on common European standards and benchmarked against

industry performance at the European level. The Group adapts its business operations to align with the UNSDGs

and the European Green Deal.

At the core of its strategy, the Group focuses on promoting energy accessibility and achieving climate neutrality,

alongside adopting corporate governance principles that ensure financially sustainable and environmentally

responsible operations. The Policy is applied across all Group activities, both in Greece and abroad, covering all

employees without exception. Final responsibility for its approval and implementation rests with the CEO of

HELLENiQ ENERGY Group, with oversight provided by the Sustainability Committee. In its development and

implementation, the views of key stakeholders—including employees, local communities, suppliers, customers,

and public authorities—are taken into account.

The Policy is publicly available via the Group’s corporate website. In line with the chapter General Disclosures –

ESRS 2: “IRO-1 – Description of the processes to identify and assess material impacts, risks and opportunities”

which relates to processes for identifying and assessing material climate-related IROs, the assessment of climate

risks is aligned with ESRS guidelines, as well as EU ETS evaluations and the corresponding Group Policy.

During the reporting period, within the framework of the DMA, the following IROs linked to the

Sustainability Policy were identified:

• Investments in renewable energy, sustainable fuels, and low-carbon technologies, contributing to the

avoidance of GHG emissions and supporting the transition to cleaner energy.

• Promotion of sustainable fuels, hydrogen, and e-mobility infrastructure as part of the strategic

transformation plan, enhancing the transition toward a carbon-neutral economy.

• Scope 1 and Scope 2 emissions from the Group’s refining and marketing activities, contributing to climate

change.

• Scope 3 emissions from the use of sold products, purchased goods and services, and upstream and

downstream transportation within the value chain, which significantly contribute to climate change.

• Physical risks from extreme and long-term climate events (e.g., wildfires, floods, heatwaves, sea-level rise,

and water scarcity), which may affect critical energy infrastructure, supply chains, business continuity, and

employee health and safety.

• Transition risks arising from increasing carbon pricing under the EU ETS, regulatory changes, technological

developments, and shifts in fossil fuel demand, with potential impacts on operating costs and profitability.

• Investments in renewable energy, sustainable fuels, hydrogen, and e-mobility infrastructure, with the

potential to create new revenue streams and long-term value.

• Improvement of energy efficiency and emission reductions through technological upgrades and operational

optimization as part of the strategic transformation plan.

Additionally, the engagement with various stakeholders through dialogue and consultations to gather feedback

secures that the Policy addresses their expectations and concerns. The abovementioned Policy was approved by the

CEO of HELLENiQ ENERGY Group and the Sustainability Committee on 29 March 2024. [ESRS E1-2-24, 25]

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E1-3 - Actions and Resources in Relation to Climate Change Policies

HELLENiQ ENERGY has not issued yet ESG Bonds, but the Group, through its 100% subsidiary HELLENiQ

Renewables, has signed a financing framework agreement of an amount of up to €766 million with National Bank

of Greece S.A. and Eurobank S.A. for the implementation of multiple financing arrangements of existing and new

projects (Project Finance), for electricity generation from RES, such as photovoltaic and wind parks. This

agreement constitutes a benchmark and innovative transaction for the Greek market, being the first standardized

financing framework ever concluded by a Greek Corporate group for existing and future RES transactions. [E1-3 AR

21]

The framework agreement sets a common financing framework for projects that meet predefined eligibility

criteria, covering both existing and future HELLENiQ ENERGY Group projects in Greece, regardless of their

development stage. The electricity generated from these projects will be sold through various contractual

arrangements, such as Feed-in Premium, Feed-in Tariff, and/or Power Purchase Agreements. Furthermore, the

framework confirms the commitment of all parties to reduce their environmental footprint and support financing

that promotes sustainable development and the reduction of greenhouse gas emissions.

The key benefits of the framework agreement for HELLENiQ ENERGY Group include:

(a) significant funding capacity, increasing the Group’s growth potential,

(b) best-in-class terms, largely standardized, enabling speed of execution,

(c) Flexible structure, fit-for-purpose for RES, allowing the release of resources to support the rest of the Group’s

activities.

The action plan for climate change adaptation is currently underway and is expected to be completed within the

next year, while its results will be disclosed following their assessment and finalization.

The Group focuses its actions and resources on reducing GHG emissions and mitigating climate change

across the following pillars:

Energy Production and Storage from Renewable Sources

The Group manages 506 MW of RES projects in operation in Greece, Cyprus and the Republic of North Macedonia,

while, at the same time, it has a portfolio of RES projects under development with a total capacity of

approximately 6 GW. The emphasis is on wind and photovoltaic parks, as well as on energy storage projects, such

as BESS and pumped storage systems. The Group’s strategic goal is to operate 1.5 GW of RES projects by 2028

and 2 GW by 2030, through a combination of organic growth and acquisitions, continuously evaluating

opportunities in Greece and internationally.

The Group is currently ranked as the second largest operator of photovoltaic parks in Greece, with a total installed

capacity of 354 MW, while it operates 99 MW of wind parks in Greece and 41 MW of photovoltaic parks in Cyprus.

At the same time, projects with a total capacity of approximately 1 GW are being constructed or are in an advanced

stage of development in Greece, Romania and Bulgaria, including photovoltaic parks, wind farms and electricity

storage projects, with the aim of achieving an installed capacity of 1.5 GW in the next two years.

The Group’s strategic investment in RES already has a significant environmental impact, with total avoided CO₂

emissions since 2013 exceeding 1,300,000 tons, of which approximately 255,000 tons are expected in 2025 alone.

Avoided emissions from RES operations are calculated based on the factors provided in the most recent National

Inventory Report (NIR 2025), while for international operations, the factors provided in the European Investment

Bank’s report (EIB – Project Carbon Footprint Methodologies 2023) were used. In the same year, investments in

RES projects exceeded €175 million, confirming the Group’s commitment to sustainable development and the

energy transition. [E1-3-29-(b)]

Participation in Research Projects

Within the framework of the targets of its strategic plan, HELLENiQ ENERGY Group actively reaffirms its

commitment to reducing its carbon footprint and making a meaningful contribution to environmental and energy

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protection, as well as to climate change adaptation at Group, national, and European levels. This is achieved

through the design and implementation of innovative and research projects across various geographical regions.

The Group strengthens the sustainability of its strategic investments in cutting-edge technologies, such as carbon

capture and utilization (downstream value chain), sustainable aviation fuel production, circular economy solutions,

and hydrogen production (midstream value chain), through its New Technologies and Alternative Energy Sources

Division. At the same time, it supports European and national funding programs.

Over the past five years, HELLENiQ ENERGY Group has undertaken—either independently or in collaboration with

leading national and European research institutes and universities—the development, submission, and

implementation of significant research projects. Notably, during the reporting year, the Group participates, among

others, in three major research projects, as described below, focusing on the development and demonstration of

innovative technologies for converting CO₂ into clean fuels, thereby making a substantial contribution to the

decarbonization of industry and transport:

ECOLEFINS – The project proposes the use of electricity from RES and the utilization of CO₂ captured either from

the atmosphere or from industrial emissions to produce products with a negative carbon footprint. The project is

expected to be completed by the end of October 2026.

STEROPE – The project aims to integrate advanced CO₂ capture technologies with innovative conversion

processes in order to create a circular economy model. Through this program, an integrated facility will be

developed and implemented at the Elefsina refinery, where CO₂ emissions will be captured and converted into

sustainable fuels for aviation and marine engines. The project is expected to have a duration of 48 months and

has already commenced as of October 2025.

COCPIT - The project examines the enhancement of the SAF production chain through innovative processes. It

explores the conversion of biomass into SAF via the mature HEFA (Hydroprocessed Esters and Fatty Acids)

process and the less mature HTL (Hydrothermal Liquefaction) process. The project also aims to develop a

decision-making tool beyond the project’s completion, expected by the end of September 2027, to encompass all

SAF production pathways.

Sustainable Mobility

Electricity and renewable fuels constitute critical enablers for achieving the European Union’s targets under the Fit

for 55 package, which provides for at least a 55% reduction in net emissions by 2030 and climate neutrality by

2050. The Group invests in solutions that enhance the decarbonization of transport, offering high value-added

services and infrastructure that facilitate the energy transition.

Electromobility (ELPEFuture / EKO Charge&Go)

Electricity and charging infrastructure are key enablers for meeting climate targets in road transport. Through

ELPEFuture, the Group systematically invests in a modern charging network and digital management platforms

(EKO Charge&Go), providing high value-added services to consumers and businesses.

Currently, 160 fast chargers (DC) are in operation at EKO and bp service stations across Greece, while 418 chargers

—corresponding to a total of 544 charging points—have been installed at major commercial and corporate

locations in Athens and Thessaloniki. For 2026, the Group plans to double the number of DC chargers at fuel retail

stations (thereby doubling charging points) and triple the number of chargers at other locations (tripling charging

points), with power capacity ranging from 22–180 kW.

Across its international markets (Cyprus, Bulgaria, Serbia, Montenegro, and the Republic of North Macedonia), 45

charging stations have already been installed—37 of which are operational—with an additional 13 planned by

2026 (26 were installed during 2025). By expanding its electromobility footprint, the Group strengthens the

resilience of the transport system, facilitates fleet electrification, and contributes to the reduction of CO₂e

emissions, fully aligned with the requirements of Alternative Fuels Infrastructure Regulation (AFIR) and the

updated targets of the Greek National Energy and Climate Plan (NECP).

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Sustainable Aviation Fuels (SAF)

The Group aligns with European requirements and actively contributes to reducing emissions from aviation, a

carbon-intensive sector with limited alternative solutions. The integration of SAF into aviation fuel supply is critical

for reducing CO₂e emissions and achieving the targets of the Fit for 55 framework. Through its collaboration with

AEGEAN Airlines, the Group supplies aviation fuels incorporating a SAF blend—consistent with European and

national guidelines—thereby supporting the gradual decarbonization of air travel.

Additionally, the selection of maritime transport for fuel deliveries to Greece instead of road transport reduces

emissions across the product’s life cycle, thereby enhancing the environmental performance of the supply chain.

[ESRS E1-3-28]

For more information, please refer to section "SBM-1 - Strategy, business model and value chain: Group Activities".

[E1-4-16-(b)]

HELLENiQ ENERGY Group has not yet implemented nature-based solutions (NbS) as part of its climate change

mitigation strategy. [ESRS E1-3-29-(a)]

Outcome of Actions & GHG Emission Reductions

The above-mentioned actions related to climate change mitigation have already led to GHG emission reductions

and are expected to result in even greater reductions, as shown in the following graph .

The Group selected 2019 as its baseline year for GHG emissions due to its position as a representative year for its

operations and emissions profile, prior to the implementation of significant decarbonization initiatives. This year

reflects the Group's pre-transition emissions levels, providing a clear and consistent benchmark for tracking

progress. The decision was influenced by industry practices such as the latest EU ETS monitoring rules and

sectoral benchmarks, as peers in the sector also adopted similar baseline years to ensure comparability. 2019 is

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considered a suitable reference point, as it aligns with key activities such as sustainable fuels marketing, refining

processes, and renewable electricity generation, and electromobility enabling the Group to accurately assess the

impact of its ongoing decarbonization efforts and sustainability measures.

The goal is to reduce emissions by 30% by 2030, which corresponds to 1,300 ktCO₂. As part of its energy-saving

efforts, the Group has has incorporated into its plans the implementation of actions in three categories. 

The first category of actions concerns electricity saving projects with the aim of achieving a reduction of

approximately 5% by 2030. By 2025, the following actions, among others, will have been implemented:

Installation of a New Heat Exchanger at the Aspropyrgos Refinery

As part of the continuous improvement of the energy efficiency of our industrial facilities, the Aspropyrgos

Refinery is implementing the replacement of outdated heat exchangers with a new, high-efficiency heat

exchanger, similar to those used in state-of-the-art naphtha reforming units. The project significantly contributes

to reducing energy consumption through optimized heat recovery, thereby enhancing the overall energy

efficiency of the unit. The investment is expected to be completed and commissioned within 2026, delivering

substantial reductions in both energy consumption and CO₂ emissions at the refinery.

Energy Saving Project in the Crude and Naphtha Desulfurization Units

At the same time, another significant energy upgrade project is underway at the Aspropyrgos Refinery’s main

crude distillation unit and naphtha desulfurization unit. The project aims to reduce fuel and steam consumption,

and consequently CO₂ emissions, through the installation of new high-efficiency exchangers in the crude unit to

optimize the preheating of the feed of the naphtha desulfurization unit. The project is expected to be partially

completed in 2026, substantially contributing to the reduction of CO₂ emissions and the refinery’s overall energy

consumption.

Optimization of the Start-Up Sequence of the Cooling Tower at the Enerwave Thessaloniki Power Plant

The Company systematically invests in optimizing its processes, aiming for more efficient system operation and

reduced energy consumption. During 2025, leveraging this approach, the start-up sequence of the cooling tower

was optimized, resulting in smoother and more energy-efficient operation at the Thessaloniki power generation

plant. The cooling tower is a key component of the plant, as it removes heat from the steam circuit exiting the

steam turbine, lowering its temperature and thereby ensuring the smooth operation of the system. The upgraded

operation of the tower significantly contributes to improving the overall energy efficiency of the facilities.

Replacement of Lighting Fixtures and Air Conditioning Units at the Enerwave Thisvi and Thessaloniki Power

Generation Units

Enerwave, within the framework of upgrading its facilities, has implemented investments aimed at reducing

electricity consumption and, consequently, emissions and operating expenses. A three-year program (with 2025

marking its second year) is underway to fully replace lighting fixtures at the Thessaloniki and Thisvi plants with

LED technology. Additionally, at the Thisvi plant, office air-conditioning units have been replaced with small,

flexible, high energy-efficiency systems. In 2025, the HELLENiQ ENERGY Group acquired the remaining 50%

stake in Enerwave (formerly ELPEDISON), which is now fully consolidated in greenhouse gas (GHG) emissions

reporting, in line with financial consolidation.

In addition, the Group has incorporated into its plans the implementation of energy cogeneration projects and the

conclusion of long-term power purchase agreements (PPAs).  For more information on the current emission

reductions that have been achieved using conventional means, please refer to section "E1-6 - Mixed emissions

from scopes 1, 2, 3 and total greenhouse gas emissions". Finally, the third category refers to projects related to

carbon capture and storage (CCS), which currently are under development. Projects in these two categories are

expected to contribute equally to achieving the 2030 emissions target.

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It is noted that Enerwave’s emissions have not yet been incorporated into the Group’s emissions targets; however,

the assessment process for their integration is currently underway and is expected to be completed within 2026.

[ESRS E1-3-29-(b)] [ESRS E1-4-34-(a), (b), AR 25-(a)]

Financial Disclosures

In the EU Taxonomy report, HELLENiQ ENERGY provides further information regarding its significant financial

figures of its Capital Expenditures (CapEx) and Operating Expenditures (OpEx).

The aforementioned actions are actively linked to activities such as the following, contributing significantly to

the objective of climate change mitigation:

• Construction and operation of large-scale electricity production facilities from solar energy

• Construction and operation of large-scale production facilities from wind power

• Construction of electricity storage (battery) facilities [ESRS E1-3-29-(c)-(i),(ii),(iii)]

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Metrics and Targets

E1-4 - Targets Related to Climate Change Mitigation and Adaptation

HELLENiQ ENERGY Group has set a goal to significantly reduce its carbon footprint and achieving climate

neutrality by 2050, by addressing and mitigating the impacts of climate change. Through advancing its energy

transition and leveraging RES, the Group enhances synergies across its business activities and contributes to

climate change mitigation. It is worth noting that energy companies deriving more than 50% of their revenues

from oil and natural gas activities are not yet in a position to set science-based targets. In the absence of

mandatory sector-specific guidance from the SBTi, the Group has not formally established science-based

emission reduction targets, as the relevant sectoral guidance has not yet been finalized, therefore, full alignment

with a 1.5°C temperature pathway is not substantiated.

More specifically, by 2030 it has set the following goals:

• Reducing Scope 1 and 2 emissions (market-based) by 30% compared to base year 2019 through energy use

optimization and the application of innovative GHG emission reduction technologies in refining activities.

• 2 GW of installed capacity (with an interim target of 1.5 GW of operational capacity by 2028), aiming at an

additional CO₂ emissions reduction of more than 20%. [ESRS E1-4-32, 33]

HELLENiQ ENERGY Group has set greenhouse gas emission reduction targets through an organized process that

integrates climate-related risks, opportunities, and business objectives across all activities and regions. Based on a

comprehensive analysis of physical and transition risks in line with ESRS, the Group aims for alignment with

international goals such as the Paris Agreement. Decision-making involved collaboration with internal and

external experts, taking into account financial and operational impacts, and establishing clear short- and long-

term milestones. The Sustainability Committee monitors progress and adjusts the strategy, while the Board of

Directors oversees the target-setting process. In selecting the focus areas for target-setting, the Group considers

the views of key stakeholders and experts to ensure the process aligns with their expectations and regulatory

requirements. [ESRS E1-4- 30] [ESRS E1-4-33] 

The aforementioned GHG emission reduction target does not include GHG removals, carbon credits or avoided

emissions as a means of achieving the GHG emission reduction targets. [ESRS E1-4 -34-(b)]

It is noted that 42% of the target relates to Scope 1 GHG emissions, while 58% relates to Scope 2. [E1-4 AR 24]

The change in the organizational perimeter makes current year's (2025) results non-comparable with the base

year (2019). Therefore, no comparison with the base year is provided, as the altered perimeter would not offer a

meaningful assessment of progress against the initial targets. The comparison will be available after the target

has been revised based on the new organizational scope. [ESRS E1-4-34-(a), (b), (c), AR 25]

E1-5 - Energy Consumption and Mix

Fuel Consumption

	2025			2024
	Total Reporting Group	HELLENiQ PETROLEUM S.A	Subsidiaries*	Total Reporting Group	HELLENiQ PETROLEUM S.A	Subsidiaries*
Total energy consumption (MWh)	17,170,370	14,296,050	2,874,320	15,208,669	15,079,160	129,510
a) Total energy consumption from fossil sources (MWh)	16,772,135	13,940,222	2,831,913	14,865,512	14,768,606	96,905

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b) Total energy consumption from nuclear sources (MWh)	4,135	—	4,135	12,994	8,185	4,808
c) Total energy consumption from renewable sources (MWh)	394,320	355,828	38,492	330,164	302,368	27,795
c.i. Fuel consumption from renewable sources (MWh)	12	—	12	189	—	189
c.ii. Consumption of purchased or acquired electricity, heat, steam, and cooling from renewable sources(MWh)	390,076	355,828	34,248	328,515	302,368	26,147
c.iii. Consumption of self-generated non-fuel renewable energy (MWh)	4,025	0	4,025	1,459	—	1,459
Share of fossil sources in total energy consumption (%)	97.7%	97.5%	98.5%	97.7%	97.9%	74.8%
Share of consumption from nuclear in total energy consumption (%)	0.0%	0.0%	0.1%	0.1%	0.1%	3.7%
Share of consumption from renewables  in total energy consumption (%)	2.3%	2.5%	1.3%	2.2%	2.0%	21.5%
Total energy consumption from fossil sources (MWh)	16,772,135	13,940,222	2,831,913	14,865,512	14,768,606	96,905
Fuel consumption from coal and coal products  (MWh)	—	—	—	—	—	—
Fuel consumption from crude oil and petroleum products  (MWh)	12,384,570	12,339,738	44,832	12,991,057	12,956,843	34,215
Fuel consumption from natural gas  (MWh)	3,880,175	1,147,719	2,732,456	1,317,815	1,303,779	14,036
Fuel consumption from other fossil sources  (MWh)	—	—	—	—	—	—

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Statements of BoD members	Board of Directors' Report	Full Year Financial Statements	Auditors' Report

Consumption of purchased or acquired electricity, heat, steam, or cooling from fossil sources  (MWh)	507,390	452,766	54,625	556,641	507,985	48,655
Non-renewable energy production  (MWh)	206,921,565	206,921,565	—	213,595,668	213,595,668	—
Renewable energy production  (MWh)	780,665	—	780,665	696,734	—	696,734

*Subsidiaries are entities whose financial information is included in the consolidated financial statements of the

Group.

Non-renewable fossil fuels include natural gas, diesel, heavy fuel oil, refinery fuel gas, butane, coke, low sulfur fuel

oil, LPG.

Total energy consumption does not include loss of non-normal operation, e.g. burning at the flare.

No energy is purchased specifically for use for heating, cooling, steam.

Purchased electricity is the result of the providers’ invoices, while self-generated is derived from power meters at

the facilities.

The calorific value of the fuel comes from the National Inventory Report (NIR) 2025.

The percentage of renewable energy in the energy residual mix, according to DAPEEP (06/2025), per supplier is:

43.76% for PPC, Enerwave (former ELPEDISON), ΗΕRON, METLEN ENERGY & METAL S.A. and VOLTERRA.

Regarding the electricity imported, the percentage of nuclear energy in the energy residual mix of every supplier is

0%. [ESRS E1-5-37-(a), (b), (c)-(i), (c)-(ii), (c)-(iii)] [E1-5-38-(a), (b), (c), (d), (e)] [ E1-5-39, E1-5-AR 34]

Energy Intensity based on Net Revenue:

Energy Intensity	2025	2024	% 2025/ 2024
Energy intensity ratio (total energy consumption/net revenue from activities in high climate impact sectors) (MWh/ 000' €)	1.48	1.19	24.0%
Total net revenue from activities in high climate impact sectors  (000' €)	11,611,246	12,765,334	(9.0)%

[ESRS E1-5-40] [ESRS E1-5-41]  [ESRS E1-5-AR 36, AR 37]

Identification of High Climate Impact Sectors

The majority of HELLENiQ ENERGY activities fall under the high climate impact sectors, as defined by the

Commission Delegated Regulation (EU) 2022/1288, except for HELLENiQ ENERGY Holdings, ASPROFOS,

HELLENiQ ENERGY DIGITAL and HELLENiQ ENERGY CONSULTING. These industries play a critical role in the

Group’s strategic plan, as they are directly linked to key environmental challenges and opportunities. As presented

in the section E1-3 :"Actions and Resources in Relation to Climate Change Policies", the Group focuses on

initiatives to minimize the environmental footprint of these high-impact sectors, ensuring compliance with

regulations and sustainability goals. Through innovation and greener technologies, the Group is transforming its

operations to align with climate objectives and foster sustainable growth.  [ESRS E1-5-42]

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Statements of BoD members	Board of Directors' Report	Full Year Financial Statements	Auditors' Report

Financial Reconciliation:

Net revenue breakdown	Amounts in 000' €
Total net revenue from activities in high climate impact sectors	11,611,246
Net revenue from activities other than in high climate impact sectors	3,397
Total net revenue	11,614,643

[ESRS E1-5-43] [E1-5-AR 38-(b)]

E1-6 - Gross Scopes 1, 2, 3 and Total GHG Emissions

Scope 1 Emissions:

	Scope 1 GHG Emissions (tnCO2e)
	Base year (2019)	2025	2024	% 2025 / 2024
HELLENiQ PETROLEUM S.A	3,371,644	3,673,158	3,964,619	(7)%
Subsidiaries*	6,735	555,507	11,934	4555%
Total Reporting Group	3,378,379	4,228,665	3,976,553	6%

[ESRS E1-6-50]

GHG emissions by Substance

GHG emissions substances - Scope 1 (tCO2e)	Total Reporting Group	HELLENiQ PETROLEUM S.A	Subsidiaries*
CO2	4,218,963	3,663,456	555,507
CH4	1,570	1,570	0
N2O	4,666	4,666	0
HFCs	3,465	3,465	—
PFCs	—	—	—
SF6	—	—	—
NF3	—	—	—
Total direct emissions	4,228,665	3,673,158	555,507

*Subsidiaries are entities whose financial information is included in the consolidated financial statements of the

Group.

[ESRS E1-6-AR 41]

Significant changes, assumptions and methodologies

There are no direct emissions of biogenic CO2. [ESRS E1-6 AR 43-(c)

Refineries'  and power generation plants' emissions are monitored and verified under EU ETS (Phase 1:

2005-2008, Phase 2: 2008-2012, Phase 3: 2013-2020, Phase 4: 2021-2030). The verified CO 2 emissions 2025 are

4,204,779 tn, corresponding to 99% of the overall Scope 1 emissions. [ESRS E1-6-48-(b), AR 44]

Consolidated approach for emissions reporting is based on operational control. [ESRS E1-6 AR 39 b]

External-body verification of EU ETS emissions according to EU Regulations 2018/2067 and 2018/2066.

Other GHGs are reported according to Kyoto Protocol. [ESRS E1-6-AR 39-(b)]

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Scope 2 Emissions:

	Scope 2 GHG Emissions (tnCO2e)
Electricity Consumption at facilities (Market based)	Base year (2019)	2025	2024	% 2025 / 2024
HELLENiQ PETROLEUM S.A	796,961	166,118	225,763	(26)%
Subsidiaries*	42,866	33,330	35,281	(6)%
Total Reporting Group	839,827	199,449	261,044	(24)%

	Scope 2 GHG Emissions (tnCO2e)
Electricity Consumption at facilities (Location based)	Base year (2019)	2025	2024	% 2025/ 2024
HELLENiQ PETROLEUM S.A	N/A	257,169	299,398	(14)%
Subsidiaries*	N/A	35,964	35,334	2%
Total Reporting Group	N/A	293,133	334,732	(12)%

*Subsidiaries are entities whose financial information is included in the consolidated financial statements of the

Group.

[ESRS E1-6-44, 52-(b), AR 47],[ESRS E1-6-50]

Significant changes, assumptions and methodologies

Domestic emissions were calculated using the consumption of electricity and the CO2 emission factors (EF) of

DAPEEP (residual mix of each supplier for market-based) for 2025 (DAPEEP Study 6/2025): PPC EF:271.618 kg

CO2/MWh, Elpedison EF: 271.776 kg CO2/MWh, HERON EF 272.882 kg CO2/MWh, METLEN ENERGY & METAL EF:

271.464 kg CO2/MWh and Volterra EF: 270.764 kg CO2/MWh. CO2 emission factor source for Greece (location-

based) is NIR 2025 (317.158 kg CO2/MWh). Emission factors used for other GHG is from IPCC 2006. [E1-6 AR 39 b]

For the Group’s foreign subsidiaries, emissions calculations—both location-based and market-based—were based

on the emission factors from the latest European Investment Bank (EIB) publication. CO₂ emission factors are as

follows: Bulgaria 495 kg CO₂/MWh, the Republic of North Macedonia 563 kg CO₂/MWh, Serbia 678 kg CO₂/MWh,

Montenegro 471 kg CO₂/MWh, Cyprus 438 kg CO₂/MWh, and Romania 289 kg CO₂/MWh. Additionally, biogenic

CO₂ emissions from the combustion or biodegradation of biomass are not reported (they are not included in Scope

2 during 2025). [ESRS E1-6-AR 45-(e)]

In 2025, the share of Scope 2 emissions from conventional means (Guarantees of Origin – GOs) amounts to 21%,

with the Guarantees of Origin issued on behalf of HELLENiQ PETROLEUM S.A. by its electricity provider,

Enerwave. [ESRS E1-6-21]

Scope 3 Emissions:

Significant scope 3 GHG emissions (tnCO2e)
	Base year (2019)	2025	2024	% 2025 / 2024
Total Reporting Group	N/A	53,876,681	51,411,449	5%
Category 1: Purchased goods and services	N/A	8,050,851	7,812,533	3%
Category 3: Fuel and energy-related Activities (not included in Scope1 or Scope 2)	N/A	260,611	187,888	39%
Category 4: Upstream transportation and distribution	N/A	472,370	334,622	41%
Category 5: Waste generated in operations	N/A	1,717	1,283	34%

216
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Statements of BoD members	Board of Directors' Report	Full Year Financial Statements	Auditors' Report

Category 9: Downstream transportation and distribution	N/A	220,926	263,172	(16)%
Category 10: Processing of sold products	N/A	1,062,203	1,042,505	2%
Category 11: Use of sold product	N/A	43,037,926	40,584,091	6%
Category 12: End-of-life treatment of sold products	N/A	401,506	400,874	0.16%
Category 14: Franchises	N/A	18,304	30,889	(41)%
Category 15: Investments	N/A	350,266	753,592	(54)%

[ESRS E1-6-44-(a), (b), (c), (d))] [ESRS E1-6 AR 46-(h)] [ESRS E1-6-48-(a), (b)] [ESRS E1-6-49-(a), (b)] [ESRS E1-6-51] [ESRS E1-6-52-(a), (b)]

Significant changes, assumptions and methodologies

The percentage of GHG Scope 3 calculated using primary data obtained from suppliers or other value chain

partners is 1%. [ESRS E1-6 AR 46-(g)]

The Scope 3 calculation includes CO₂e emissions, with no biogenic CO₂ emissions. [ESRS E1-6 AR 46-(j)]

The calculation of Scope 3 GHG emissions does not include any removals, or any purchased, sold, or transferred

carbon credits or GHG allowances.  [ESRS E1-6 AR 46-(k)]

It covers the categories presented in the table above.

The following categories were deemed less relevant to the Group's operational boundaries, had a negligible

impact on the overall carbon footprint:

• Category 2: Capital goods (excluded because of partially included in Category 1)

• Category 6: Business travel (included in Category 11)

• Category 7: Employee commuting (included in Category 11)

• Category 8: Upstream leased assets (related emissions included in Scope 1 as the Group is considered to

have operational control in those assets)

• Category 13: Downstream leased assets (not relevant to Group’s activities)

[E1-6 AR 46-(i)]

The GHG emissions calculations in significant Scope 3 categories have been performed by using suitable

emissions factors mainly from Defra 2020 & 2025, GHG Protocol, EEA 2021, IPPC 2006, Fourth IMO GHG Study.

Categories 10, 11 & 12 accounting for over 80% of total Scope 3 emissions are based on 2025 sales. Category 1 is

calculated according to procurement expenses and purchases. Category 3 emissions are based on actual

electricity & natural gas consumption. Category 4 & 9 are calculated using sea transports data. Moreover,

category 5 is based on waste data. Category 14 is estimated based on a fuel station average electricity

consumption and category 15 is based on actual data (approximately 85% were given directly from value chain

partners and the rest is based on actual sales). Scope 3 emissions is calculated for the entities whose financial

information is included in the consolidated financial statements of the Group. [E1-6 AR 46-(e), (h)]

The methodology for Scope 3 calculations has not changed compared to the previous reporting period; however,

the completion of the acquisition of Enerwave has led to changes in the Group’s value chain structure, and

consequently in the GHG mix across Scope 1, 2, and 3 emissions. The methodology for Scope 3 calculations

remains unaffected. [E1-6 AR 46-(f)]

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Statements of BoD members	Board of Directors' Report	Full Year Financial Statements	Auditors' Report

Total GHG Emissions:

Total GHG Emissions (tnCO2 e)
	Base year (2019)	2025	2024	% 2025/ 2024
Total Reporting Group (market-based approach)	N/A	58,304,794	55,649,046	4.77%
Total Reporting Group (location-based approach)	N/A	58,398,479	55,722,734	4.80%

Significant changes, assumptions and methodologies

No disclosure of the effects of significant events and changes in circumstances (relevant to its GHG emissions)

that occur between the reporting dates of the entities in its value chain and the date of the undertaking’s general

purpose financial statements. [ESRS E1-6 AR 42 c]

The targets and milestones are described in section E1-4: "Targets Related to Climate Change Mitigation and

Adaptation".

Total GHG emissions intensity per net revenue

During the reporting period, the total GHG emissions intensity was 5.028 tCO2e/k€ using the location-based

method and 5.020 tCO2e/k€ using the market-based method. [ESRS E1-6 53, AR 53, AR 54]

The net revenue used for calculation of GHG emissions intensity reconciles with the one mentioned in the

financial statements, as also described in the Financial Reconciliation table. [ESRS E1-6-55] 

E1-8 - Internal Carbon Pricing

Application of Internal Carbon Pricing:

Detailed Information on Internal Carbon Pricing

The Group applies an internal carbon pricing scheme in the context of a shadow price and the main

objectives for implementing this internal price is to:

a) Drive energy efficiency

b) Drive low-carbon investment

c) Identify and seize low-carbon opportunities and

d) Stress test investment

The internal carbon price is uniform covering all business activities and/or entities, while the factors considered

when determining the price are both the alignment with the price of allowances under the Emissions Trading

System and the impact on business decisions. For 2025, 99% of Scope 1 (4,204,779 tnCO2 ) and 83% of Scope 2

missions (166,118 tnCO2e) are covered by the abovementioned internal pricing scheme, while gross Scope 3 

emissions are not covered by internal carbon pricing scheme. In addition, the use of a shadow price of carbon has a

significant impact on the optimization of all the business units’ operation. It is integrated into the decision making

for all the key operating factors as well as the investment planning of the Group (i.e. in LP model for production

planning, in the implementation of significant energy efficiency projects within the production units as well as the

use of various fuels in the production process). The results have already proved beneficial for the financial stability

of the company, as well as, its strategic planning towards sustainability – especially in the energy market

instability conditions. The Group takes into account a carbon price range based on projections and conducts

sensitivity analysis to assess fluctuations in carbon prices. This allows the Group to evaluate the impact of various

projects over time.The range of the shadow carbon price is temporally variable, as it also depends on market

developments and forecasts, taking into account the applicable regulatory framework.There is no reconciliation

with the financial statements, as only actual prices are reflected there. [ESRS E1-8-63-(a), (b), (c), (d)-AR 65)]

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E1-9 - Anticipated Financial Effects from Material Physical and Transition Risks and

Potential Climate-Related Opportunities

Based on HELLENiQ ENERGY Group's current strategic planning, prevailing market expectations, and existing

insurance coverage, it is anticipated that no significant adjustments will be required within the forthcoming

annual reporting period to the carrying values of assets and liabilities as reported in the associated financial

statements. Additionally, the assessment of assets and business activities considered to be at material transition

risk and material physical risk is also part of the process to determine material transition risks as outlined in

sections General Disclosures- ESRS 2: "Use of Climate-Related Scenario Analysis" and "Climate-related transition

risks". No assets of HELLENiQ ENERGY Group are at material physical risk in accordance with the outcomes of the

resilience analysis performed as presented in section ESRS E1: "Results of the Resilience Analysis". For the climate

related opportunities that the Group identified please also refer to section ESRS 2: "Climate-related opportunities".

The relevant table outlines opportunities related with the development and expansion of low emission goods and

services in the medium-term time horizon and the participation in carbon market, including voluntary market and

ETS 2 in the short-term time horizon. There are no significant amounts of assets or net income subject to

significant physical or transitional risks.

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ESRS E2 - Pollution

Impact, Risk and Opportunity Management

E2-1 - Policies Related to Pollution

HELLENiQ ENERGY Group and its subsidiaries, in accordance with the Sustainability Policy, align their business

activities with industry best practices in environmental management. This Policy outlines the Group’s

commitments regarding emissions and waste throughout its value chain. Material IROs related to these

commitments arise from pollution caused by the operation of the facilities, while the Group implements

management systems for these issues across all its activities. The Group prioritizes sustainable management of

air, water, and soil by adopting preventive and control measures aimed at reducing environmental impacts. In

parallel, it closely monitors relevant legislation concerning substances of concern and substances of very high

concern, ensuring compliance, minimizing their use, or, where required, phasing them out in its operational

activities. This practice constitutes a compliance process and is not associated with any recognized material IROs.

More information on the Minimum Disclosure Requirements of the Sustainability Policy can be found in section

ESRS E1 – Climate Change. [ESRS E2-1-15-(a), AR 11] [ESRS E2-1-15-(b), AR 11]

The Group’s Sustainability Policy provides the framework within which the Management Systems for Health and

Safety, Environment, and Energy are implemented and continuously improved, supported by control, inspection,

and certification processes. The review, approval, and monitoring of the Policy’s implementation fall under the

responsibility of the Group’s Sustainability Committee. The objective of the Policy is to reduce incidents that may

affect health, safety, the environment, or society, as well as to ensure preparedness for any potential emergency

situation. HELLENiQ ENERGY Group recognizes the importance of effective management of critical incidents for

the sustainability of its operations. In the event of a health, safety, or environmental incident, prompt and

coordinated communication with the relevant authorities is essential for timely response and mitigation of

impacts. The DMA results are covered by the Group’s Sustainability Policy, which includes specific commitments

for each material topic.

At the same time, as also stated in the relevant Policy, and with the goal of creating long-term value for the Group

and society, the DMA is formulated based on consultation with all social stakeholders, taking their interests into

account, in accordance with section General Disclosures - ESRS 2 “IRO-1 – Description of the Processes to Identify

and Assess Material Pollution-Related Impacts, Risks and Opportunities”. [ESRS E2-1-15-(c)]

During the reporting period, the DMA identified the following material impacts in the Group’s value chain, along

with the corresponding risks and opportunities, in line with the Sustainability Policy:

• Non-GHG  emissions from fuel use by end-users

• Non-GHG emissions from refining activities

In addition, despite the extensive protective measures the Group implements, it recognizes the medium- and

long-term risks posed by natural disasters and malicious threats, which could lead to industrial accidents with

impacts on air, water, and soil pollution. Such events may result in financial consequences as well as reputational

effects for the Group.

¹⁴ It refers to non-greenhouse gas (non-GHG) emissions from the final use of fuels by cars and ships, such as nitrogen oxides (NOx), sulfur oxides

(SOx), particulate matter (PM), and volatile organic compounds (VOCs).

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E2-2 - Actions and Resources Related to Pollution

Actions related to pollution

Installation of an Electrostatic Precipitator (ESP)

Monitoring of air pollutant emissions at the Group’s industrial facilities is conducted continuously, in accordance

with the terms of the Environmental Permit for each facility, ensuring compliance with statutory limits and

contributing to improved air quality. A large portion of the facilities is equipped with continuous monitoring

systems, the data from which are analyzed and submitted to the relevant authorities for emissions control. The

Group’s strategy includes environmental investments, such as the installation of an Electrostatic Precipitator

(ESP) on the stack of the catalytic pyrolysis unit at the Aspropyrgos refinery, which has been operational since

2022, and to date has contributed to the total 43% reduction in Particulate Matter 10 micrometers (PM10)

emissions from this refinery.

Investments in advanced production technologies

Continuous improvement of environmental performance is achieved through measures such as maximizing the

use of gaseous fuels, utilizing fuels with higher environmental specifications, investing in modern production

technologies, and recovering volatile organic compounds (VOCs) during product loading. The Group has not

implemented additional initiatives due to the absence of a specific quantitative target for pollution reduction.

Nevertheless, the actions taken to date have had a positive effect, as reflected in the reduction 14 of key emission

indicators. The Group has not yet adopted actions related to pollution in the downstream phase of the value chain,

as no material environmental issues or regulatory requirements necessitating immediate intervention have been

identified to date. [ESRS E2-2-18]

Metrics and Targets

E2-3 - Targets Related to Pollution

The continuous reduction of key air emission indicators is a primary objective and commitment of the Group,

covering sulfur dioxide (SO2), nitrous oxides (NOx), particulate matter (PMs), and volatile organic compounds

(VOCs), across all its business operations. Due to the nature of HELLENiQ ENERGY Group’s operations and the

industry in general, there is no direct operational control over emissions related to the products. Therefore, the

Group has not set specific, time-bound targets for the aforementioned atmospheric emission indicators.

Nevertheless, the approach focuses on full compliance with applicable legal and regulatory frameworks,

adherence to all relevant environmental standards and limits, and continuous improvement.

Compliance with applicable national and European legislative frameworks constitutes a fundamental

commitment of the Group, ensuring that obligations arising from its business activities are met. This compliance

includes the implementation of Best Available Techniques (BAT) in the refining sector and adherence to the

European Industrial Emissions Directive. In parallel, the Group employs certified environmental management

systems across all operational activities. It should be noted that the legislation does not prescribe any pollution-

related targets. [ESRS E2-3-25]

At the Group’s three refineries, which constitute the core of its production activities, the objective is to select the

most appropriate fuel blend for internal consumption. The selection process involves strict compliance with the

limits established in environmental permits, as well as the application of BAT. The ultimate goal is to achieve

significant reductions in key atmospheric emissions through measures such as the use of fuels with higher

environmental specifications, the implementation of modern production technologies, and the recovery of VOCs.

The Group monitors the effectiveness of its policies and actions related to pollution management through internal

environmental performance assessment processes, such as the continuous measurement and monitoring of

specific atmospheric pollutant levels, as illustrated below.

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E2-4 - Pollution of Air, Water and Soil

Monitoring of air and water emissions for specific pollutants, both from HELLENiQ PETROLEUM S.A.’s refining

activities and from the Group’s subsidiaries, provides a comprehensive view of environmental impacts across

various parameters. It is worth noting that the Group’s industrial facilities do not cause any releases to the soil.

Air Emissions

In 2025, the fuel mix consumed at the Group’s refineries was appropriately adjusted, with an emphasis on the use

of more environmental-friendly fuels. The related emissions are presented in the table below.

	2025			2024			% 2025 / 2024
Pollutant (tn)	HELLENiQ PETROLEUM S.A	Subsidiaries*	Total Reporting Group	HELLENiQ PETROLEUM S.A	Subsidiaries*	Total Reporting Group	Fluctuation
SOx/SO2	2,853	8.78	2,861	2,967	5.68	2,973	(4)%
NOx/NO2	2,457	73.4	2,530	2,557	3.76	2,561	(1)%
PM10	115	0.31	115	121	0.21	121	(5)%
NMVOC	1,205	339	1,544	1,255	352	1,607	(4)%
Cd	0.154	—	0.154	0.100	—	0.100	54%
As	0.043	—	0.043	0.040	—	0.040	8%
Cr	0.206	—	0.206	0.200	—	0.200	3%
Cu	0.361	—	0.361	0.270	—	0.270	34%
Hg	0.125	—	0.125	0.073	—	0.073	71%
Ni	3.440	—	3.440	4.487	—	4.487	(23)%
Pb	0.580	—	0.580	0.330	—	0.330	76%
Zn	3.816	—	3.816	7.450	—	7.450	(49)%
Benzene	12.431	—	12.431	13.690	—	13.690	(9)%
Other (HCN)	4.63	—	4.63	—	—	—	—%

*Subsidiaries are entities whose financial information is included in the consolidated financial statements of the

Group.

Emissions of air pollutants from refining activities, as well as from the final use of fuels in vehicles and ships—such

as NOx, SOx, PM, and VOCs—affect air quality. Although they do not directly cause climate change like CO₂, some

emissions can have indirect climate effects through their impact on atmospheric chemistry or the formation of

secondary pollutants that influence the climate.

It is noted that the air pollutants of the subsidiaries for the year 2025 also include those of Enerwave, from the

date of its consolidation in the Group's financial statements onwards.

For other air pollutants listed in Annex II of Regulation (EC) No 166/2006, no exceedances of the reference limit

values were observed. It should be noted that pollutants related to GHG emissions are reported separately in

section E1.

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Emissions to Water

To prevent incidents that may cause pollution in the ecosystem in which the Group operates, monitoring

mechanisms and compliance measures have been established. More specifically, the following table shows the

measurements of pollutants in wastewater.

	2025			2024			% 2025 / 2024
Pollutant (tn)	HELLENiQ PETROLEUM S.A	Subsidiaries*	Total Reporting Group	HELLENiQ PETROLEUM S.A	Subsidiaries*	Total Reporting Group	Fluctuation
As	0.07	—	0.07	0.02	—	0.02	252%
Ni	0.14	—	0.14	0.04	—	0.04	243%
Zn	0.43	—	0.43	0.36	—	0.36	20%
Phenols	2.85	—	2.85	2.14	—	2.14	33%
TOC	109.89	—	109.89	92.56	—	92.56	19%
Hg	0.0014	—	0.0014	0.0009	—	0.0009	56%

*Subsidiaries are entities whose financial information is included in the consolidated financial statements of the

Group.

Regarding other pollutants discharged into water, as listed in Annex II of Regulation (EC) No. 166/2006 of the

European Parliament and of the Council, no exceedances of the established reference limit values were observed.

[E2-4-28-(a), AR 21, AR 22] [E2-4 30-(a)]

Significant changes, assumptions and methodologies

No subsidiary falls within the scope of Regulation (EC) No. 166/2006 of the European Parliament and of the

Council, except from HELLENiQ PETROLEUM S.A. and Enerwave. Factors used for the calculation of air emissions

of all Group's subsidiaries are derived from CONCAWE Report 3/15, while SOx emissions are calculated based on

the sulfur content of the fuels. No emissions of persistent organic pollutants (POPs) are reported. Water

emissions are determined through specific laboratory analytical methods for each pollutant (APHA 5220D for

TOC, OE-7.0-93 (ICP-MS) for heavy metals, LCK 345 for phenols, OE-7.0-69 for cyanides). Νo changes in the

methodology were recorded compared to the previous year.  [E2-4 30-(b), AR 26, AR 27]

The recording and reporting of air emissions is carried out based on the data collection process described in

section General Disclosures – ESRS 2 “IRO-1 Description of the Processes to Identify and Assess Material

Pollution-Related Impacts, Risks and Opportunities”. [E2-4 30-(c), AR 27]

E2-6 - Anticipated financial effects from material pollution-related risks and

opportunities

Expenditures in Reporting Period

No incidents were recorded in 2025 in which pollution has, or is expected to, negatively affect the cash flows,

financial position, or financial performance of HELLENiQ ENERGY Group over the short-term time horizon.

According to the DMA, in the medium- and long-term time horizons, the risk of environmental accidents has been

identified, including those arising from extreme natural events, such as oil spills or pollution of air, water, and soil.

Such events could disrupt production operations and cause significant financial losses, including damage to

assets, increased insurance premiums, and impacts on the Group’s reputation.

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ESRS E3 - Water and Marine Resources

Impact, Risk and Opportunity Management

E3-1 - Policies Related to Water and Marine Resources

HELLENiQ ENERGY Group, in line with the Group’s Sustainability Policy, focuses on the sustainable and rational

management of water and marine resources and applies best practices to manage significant impacts and risks.

Further information regarding the Minimum Disclosure Requirements of the Sustainability Policy is provided in

section ESRS E1 – Climate Change.

As part of this year’s DMA, the following material impacts and one risk related to water and marine resources were

identified, as linked to the commitments outlined in the Group’s Sustainability Policy:

• HELLENiQ ENERGY, as a group with downstream oil activities, requires significant water use, particularly

during refining.

• The Group operates desalination units and is exploring further implementation, providing a sustainable

water source for industrial operations, by replacing freshwater withdrawals with desalinated water.

• Water scarcity can significantly increase operational costs, as water is essential for refining processes. In

areas of high water stress or seasonal fluctuations, challenges may arise that may require adjustments to

production planning. Timely monitoring and implementation of water conservation and recycling measures

help ensure uninterrupted operation.

HELLENiQ ENERGY Group had already adopted specific measures and procedures, including control, monitoring,

and pollution-prevention mechanisms, as well as policies promoting the efficient use and conservation of water

across all its operational activities and along the value chain. The Group also implements cooperation policies with

suppliers and other stakeholders for the management of high-risk areas, ensuring that these practices are aligned

with best available technologies and applicable regulatory requirements. [ESRS E3-1-11]

HELLENiQ ENERGY Group implements its Sustainability Policy with the aim of ensuring the proper and

sustainable management of water and marine resources across all its activities. [ESRS E3-1-9] [ESRS E3-1-12-(a)-(i)] [ESRS

E3-1-12-(a)-(ii)] [ESRS E3-1-12-(a)-(iii)] [ESRS E3-1-12-(b)] [ESRS E3-1-12-(c)]

E3-2 - Actions and Resources Related to Water and Marine Resources

Water management is a key priority in the operation of the Group’s facilities, therefore, the Group is committed to

ensuring the sustainable use of water resources through the continuous implementation of best practices and

innovative solutions. The Group’s objective is to reduce consumption, promote water reuse and recycling, and

ensure responsible discharge following appropriate treatment, thereby minimizing its environmental footprint.

Wastewater Treatment Units

The Group seeks to reduce water consumption, maximize reuse and recycling, and ensure responsible discharge

following appropriate treatment, in order to minimize environmental impacts. The three-stage wastewater

treatment units at the refineries ensure continuous protection of water resources, covering the intermediate

stage of the Group’s value chain. Ongoing water-saving initiatives are implemented across all business activities

and geographical areas, both within and outside Greece, including regions classified by the World Resources

Institute (WRI) and River Basin Management Plans as areas experiencing high water stress, scarcity, or poor water

quality.

It is noted that 99% of total water consumption originates from facilities in Greece, which are located in areas

identified as high water-stress regions according to the WRI assessment. Water consumption is monitored

through flow meters across all Group activities. This monitoring enables the identification of inefficient water use

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areas, leveraging data to detect further reduction opportunities and prioritize investments in water-saving and

recycling systems. Furthermore, this data serves as the basis for the future development of sustainable water use

targets and for the continuous improvement of water management processes. This initiative contributes to

ensuring that production facilities operate as efficiently as possible. Its effectiveness is measured through

monitoring total water consumption per production unit and comparing it with historical data, enabling the

identification of improvements and the evaluation of the performance of water-saving systems.

The three-stage wastewater treatment units at the refineries provide continuous protection of water resources, in

line with the principles of the Sustainability Policy. The upgrade program of the Wastewater Treatment Unit at the

Aspropyrgos refinery was completed during 2025. The installation of these modern units enhances both water

treatment and reuse, reducing environmental impacts and strengthening resource efficiency. The evaluation of

water management covers both the monitoring of the quantity and quality of water used—including the use of

different water types, such as seawater for cooling, and treatment technologies—as well as broader management

factors, such as availability, quality, and the condition of ecosystems affected by discharge, in order to identify all

potential areas for improvement.

The water resources management system includes continuous monitoring and reporting of water consumption,

quality, and discharge across all facilities and subsidiaries of the Group, while ensuring increased efficiency and

reducing both environmental footprint and operating costs.

Desalination Unit

At the Aspropyrgos refinery, a portion of water demand is met through a desalination plant. Desalination provides

a reliable and sustainable source of water for industrial operations, reducing dependence on freshwater resources,

thereby supporting sustainable environmental management. For the Group, the desalination plant also represents

a future opportunity to further enhance environmental performance.

Upgrade of the seawater cooling intake system at Enerwave's power plant in Thessaloniki

As part of the gradual and comprehensive upgrade of the seawater intake system used in the cooling system of

the power plant in Thessaloniki, Enerwave has launched a series of investments that significantly enhance energy

efficiency and optimize water resource management. The first phase began in 2023 with the installation of a

variable frequency drive (VFD) to control the seawater pumps, offering more flexible and optimized operation,

with a significant reduction in electricity consumption and more efficient management of the seawater supply.

Further projects are underway to upgrade the system, which are expected to be completed by 2026 and will

contribute to the optimal utilization of the seawater intake and discharge system.

Feasibility study on water use

In response to the growing challenges of water resource management in Attica, the Group proceeded in 2025 with

the preparation of a relevant feasibility study. As part of this study, it examined the need for gradual

independence from fresh water for the Aspropyrgos and Elefsina refineries, taking into account increased water

demand, the risk of future price increases, and potential restrictions on availability. In this context, alternative

sources of supply were evaluated, such as seawater, treated effluents from the refineries' biological units, and the

reuse of effluents from neighboring Wastewater Treatment Plants, as well as different desalination and water

treatment technologies, with a complete techno-economic analysis and mapping of pre-treatment, siting, and

infrastructure requirements.

In 2026, a similar study will be carried out for the Thessaloniki refinery, while the next steps include the start of the

Basic Design phase, with the selection of a scenario, technology, and supplier, and the completion of the relevant

technical documentation. [ESRS E3-2-17] [ESRS E3-2-19, AR 19 - AR 21]

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Metrics and Targets

E3-3 – Targets related to water and marine resources

Water resource management is a critical element for the activities of the HELLENiQ ENERGY Group, as water is

used in key processes such as cooling and refining. The Group has not set specific, time-bound targets for

reducing water consumption, as the applicable legislation does not establish corresponding obligations.

Nevertheless, its approach focuses on full compliance with the prevailing legal and regulatory framework, as well

as on the implementation of best practices for the rational use, protection, and reuse of water resources.

Compliance includes adherence to the environmental terms set out in Environmental Permit Approval Decisions

(AEPOs), the application of Best Available Techniques (BAT), and the use of certified environmental management

systems. At the same time, initiatives are implemented across all Group facilities to monitor water consumption

and enhance recycling and reuse, aiming at continuous improvement in efficiency and the reduction of impacts on

water and marine resources.

The effectiveness of policies and actions is monitored through quantitative indicators, such as total water

consumption per production unit and the volume of recycled or reused water, as well as qualitative indicators,

including compliance with AEPO requirements and the implementation of BAT. This monitoring supports

continuous efficiency improvements and the minimization of impacts on water and marine resources.

E3-4 - Water Consumption

Water Consumption Performance

Water Consumption Data for Own Operations

Total Water Consumption

	Water Consumption (m3)
	2025	2024	% 2025 / 2024
HELLENiQ PETROLEUM S.A.	6,673,912	8,241,409	(19)%
Subsidiaries*	481,181	227,205	112%
Total water consumption in areas at water risk	7,088,577	8,302,891	(15)%
Total Reporting Group	7,155,093	8,468,614	(16)%

[ESRS E3-4-28-(a), (b), AR 28]

	Water recycled & reused  (m3)
	2025	2024	% 2025 / 2024
HELLENiQ PETROLEUM  S.A.	2,222,156	2,672,776	(17)%
Subsidiaries*	3,776	250	1410%
Total Reporting Group	2,225,932	2,673,026	(17)%

[ESRS E3-4-28-(c)]

*Subsidiaries are entities whose financial information is included in the consolidated financial statements of the

Group.

In 2025, water consumption increased by 16% compared to 2024, mainly due to scheduled maintenance of units

at the Elefsina refinery for approximately 3 months, while the proportion of water recycled and reused within the

production facilities reached 13%. It should be noted that the 2025 water consumption of subsidiaries includes the

water usage by Enerwave, from the date of its incorporation into the Group's financial statements and thereafter.

Additionally, HELLENiQ ENERGY Group holds 33,622 m³ of stored water, maintaining an additional level of

preparedness and responsibility. As the stored water mainly refers to the filling of fire safety tanks, it is not

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estimated that there will be any change in quantity during 2025. It should be noted that the value refers to the

quantity measured at the end of the year. [ESRS E3-4-28-(d)]

The respective water use intensity is calculated as the total water consumption in HELLENiQ ENERGY Group’s

operations (m³) per million euros of net revenue. In 2025, total water consumption across the Group’s operations

amounted to 7,155,093 m³, resulting in a water use intensity of 616 m³/€ million. In 2024, total water

consumption across the Group’s operations amounted to 8,468,614 m³, resulting in a water use intensity of 663

m³/€ million. Monitoring this indicator allows the assessment of the efficiency of water resource use relative to

the Group’s economic activities, as well as the targeting of actions to reduce water consumption and enhance its

sustainable management.  [ESRS E3-4-29]

Water withdrawals and discharges

Total water discharge amounted to 10,346,570 m³, with over 96% being discharged into the sea after treatment.

For comparison, in 2024, total water discharge was 7,229,408 m³, of which over 96% was discharged into the sea

following treatment.  [ESRS E3-4, AR 32]

Total water withdrawal amounted to 17,501,663 m³, of which 71% came from the public water supply network. In

2024, total water withdrawal was 15,698,162 m³, with 84% sourced from the public water supply network. [ESRS

E3-4, AR 32]

It is noted that the amount of water discharged and pumped by subsidiaries for the year 2025 includes the

amounts of Enerwave, from the date of its consolidation in the Group's financial statements onwards.

Significant changes, assumptions and methodologies

Data on water consumption and withdrawal are derived from direct measurements, such as flow meters and

invoices. The majority of wastewater discharge data (from refineries) also come from direct measurements using

flow meters, while the rest of the subsidiaries are estimates, based on the percentage of the sewerage fee

indicated on the respective invoices, ranging between 73%- 80%, depending on the provider.

Regarding water recycling and reuse, the data are obtained either directly from flow meters or through

calculations and estimates. Finally, it is estimated that 10% of the water from the wastewater treatment unit is

used for internal operations, such as cleaning, hydraulic testing, and similar processes. [ESRS E3-4-28-(e)]

E3-5 – Anticipated financial effects from water and marine resources-related risks

and opportunities

Based on the DMA results, no financial impacts are expected in the short term from the material risks and impacts

identified related to water and marine resources.

In the medium- and long-term time horizon, the risk of limited water availability has been recognized, which could

cause operational interruptions affecting the scheduling of refining processes, potentially leading to reduced

production and, consequently, lower revenues for the Group.

¹⁵According to the DMA, no material IROs were identified in relation to Biodiversity and Ecosystems (ESRS E4). Thus, the related disclosures are

provided on a voluntary basis and selectively cover specific disclosure requirements of the standard, in line with the Group’s existing policies and

procedures.

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ESRS E4 - Biodiversity and Ecosystems

Impact, Risk and Opportunity Management

E4-2 - Policies Related to Biodiversity and Ecosystems 15

As part of its Sustainability Policy, HELLENiQ ENERGY Group places emphasis on the protection of biodiversity

and ecosystems. Prior to the implementation of any project, the Group conducts a detailed assessment of

environmental risks and biodiversity-related requirements, adopting sustainable land and water management

practices that ensure the conservation of ecosystems and species. In collaboration with experts and partners in

the fields of safety and environmental protection, the trained personnel ensure continuous monitoring and

compliance with procedures related to safety, biodiversity, and overall environmental protection. More

information on the Minimum Disclosure Requirements of the Sustainability Policy can be found in chapter ESRS

E1 – Climate change. [ESRS E4-2-22]

E4-3 - Actions and Resources Related to Biodiversity and Ecosystems

HELLENiQ ENERGY Group takes a proactive approach to biodiversity management, placing particular emphasis

on monitoring and mitigating potential risks. Although no significant impacts or incidents affecting biodiversity

and ecosystems have been recorded, the Group ensures that its activities are fully compliant with biodiversity

conservation objectives and applicable regulatory requirements.

In most areas where the Group operates, and in particular at its refining facilities, no species included in the

International Union for Conservation of Nature (IUCN) Red List of Threatened Species have been recorded. The

exception is certain facilities of the subsidiary HELLENiQ RENEWABLES, which are analyzed below. In the field of

Renewable Energy Sources (RES), the Group also complies with the applicable regulatory framework, which

provides for environmental impact assessment, systematic monitoring during the operational phase of projects,

and the implementation of targeted measures for the protection, conservation, and restoration of biodiversity and

ecosystems.

Environmental Impact Studies

The Group prepares Environmental Impact Studies for RES projects, for which the legislation requires it, ensures

that all necessary environmental permits are obtained, and complies with the Special Spatial Framework for

Renewable Energy Sources. At the same time, it complies with the applicable legislative framework, including

Laws 4014/2011 and 3937/2011 on the conservation of biodiversity, as well as with the Ministerial Decisions that

provide for protection measures in Special Protection Areas (SPAs).

HELLENiQ ENERGY Group implements the prescribed land management and restoration measures following the

completion of construction works for photovoltaic and wind farms, in accordance with the environmental

permitting framework. These measures are carried out in compliance with the requirements of Law 4014/2011 on

environmental permitting and the relevant Ministerial Decisions. They include restoring natural vegetation,

managing soil materials, implementing flood protection, and monitoring biodiversity where necessary. The

objective of these actions is to protect the natural environment and biodiversity, as well as to ensure the

sustainable use of land.

Operation of RES projects in areas of high ecological sensitivity

The Group operates 68 photovoltaic and wind farms, some of which are located within or near areas of high

ecological sensitivity. These include SPAs, parts of the European Natura 2000 Network, Wildlife Refuges such as

“K408 Pateras (Mandra)”, “K132 Labanitsa (Ardassa-Vlasti)”, “K147 Anthotopos-Skiti Sideron”, “Dovra-Valta”, and

“K753 Pylaia-Kavissou-Feron”, as well as Important Bird and Biodiversity Areas (hereafter the “IBAs”), such as the

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“Southern Evros Forest Complex – South Mani”. In particular, the South Mani area hosts threatened species of

flora and fauna that require careful environmental management and the implementation of protective measures.

Specifically, according to the Environmental Terms Approval (A.E.P.O.) of the wind farms in this area, an annual

Environmental Management Plan is submitted following monitoring of the local bird populations.

In Cyprus, photovoltaic parks are installed in areas that are part of the habitat of three vulnerable species,

according to the "Red Book of the Flora of Cyprus." At the same time, the protection of marine ecosystems is a key

priority for the Group, with an emphasis on the implementation of marine species protection rules in accordance

with the requirements of the ACCOBAMS treaty and the guidelines of the Joint Nature Conservation Committee

(JNCC) on cetaceans.

The location and management of the above RES projects take into account ecological conditions and proximity to

protected areas, ensuring that the Group's activities are carried out with respect for the natural environment and

biodiversity.

Monitoring and reporting on endangered species

The Group monitors two species of birdlife in the SPAs. For the first species, its presence and reproductive activity

within the SPA have not been documented, while for the second species, the number of breeding pairs exceeds

the conservation target of 8 pairs.  The data are systematically collected by the Group and submitted annually to

the Ministry of Environment and Energy, ensuring transparency and compliance with the applicable legal

framework.

Land management and restoration for renewable energy projects

The Group implements all the required measures for the management and restoration of areas after the

completion of photovoltaic and wind farm construction works. At the Kozani photovoltaic complexes (204 MW

and 110 MW), the fences have been designed with a distance of 10–15 cm from the ground, allowing small animals

to move freely and maintaining the ecological continuity of the area. In addition, in cooperation with the local

forestry office, 25% of the total area of 0.4 km², which was previously unused, was made available as grazing land

for local livestock farmers.

These actions ensure the protection of the natural environment and biodiversity, as well as the rational use of

land. It should be noted that wind farms occupy smaller areas than photovoltaic farms so can coexist with existing

vegetation or agricultural activities.

Research on the Status of Important Fauna Species

As part of the systematic monitoring of key biodiversity indicators, including marine mammals (cetaceans and

seals), sea turtles, and seabirds—particularly protected species in the areas of the Ionian Sea where hydrocarbon

exploration has been focused—the Group commissioned a specialized company to implement the “Environmental

Monitoring and Study Programs for Key Fauna Species and Their Habitats.” These programs represent some of

the most comprehensive scientific studies conducted to date in Greece, documenting marine mammals

(cetaceans and the Mediterranean monk seal), Caretta caretta sea turtles, and various seabird species. The studies

combined visual and acoustic surveys, aerial observations, identification of breeding areas, and continuous

monitoring through both pelagic and coastal observations using vessels and aerial platforms, complemented by

telemetry methods throughout the year.

These programs include:

• Systematic monitoring of the Mediterranean monk seal (Monachus monachus) at breeding sites within the

broader Ionian Sea research area, conducted from an inflatable boat by two marine biologists/field

researchers equipped with infrared cameras.

• Pelagic and aerial surveys of marine mammals, mainly cetaceans such as various dolphin species and whales

(including Cuvier’s beaked whale, sperm whale, and fin whale), as well as sea turtles and seabirds, using both

visual and acoustic methods from vessels and aerial platforms.

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• Coastal surveys, primarily focused on breeding areas of the Mediterranean monk seal and the European

shag (Phalacrocorax aristotelis) in adjacent areas of the Natura 2000 Network in the Ionian Sea.

• Telemetry of sea turtles (Caretta caretta) and seabirds (Scopoli’s shearwater / Artemis).

For all activities related to biodiversity, the Group has already carried out appropriate assessments for projects

under development, in compliance with Directives 2009/147/EC and 92/43/EEC. Where the results of these

assessments identify a need for prevention, avoidance, or mitigation measures, these are implemented

immediately to ensure the protection of ecosystems and biodiversity. For example, all wind turbines are equipped

with bird collision avoidance and prevention mechanisms, while wind farms are regularly inspected, and dead

animals are removed to avoid attracting animals that feed on dead organic matter. At present, nature-based

solutions have not been implemented in the above initiatives, but the Group is considering incorporating them in

the future, drawing on the knowledge of local communities and indigenous populations to develop nature-friendly

solutions. [ESRS E4-3-28-(c)]

The Group prioritizes the careful management of impacts on biodiversity through a hierarchy of mitigation

approaches. The Group begins by selecting sites based on ecological criteria in order to avoid particularly sensitive

areas. When complete avoidance is not possible, measures are implemented to reduce negative impacts. The

above actions protect biodiversity and ecosystems in all areas of operation, both within and outside Greece, and

are part of a continuous process that includes short-term, medium-term, and long-term measures, depending on

the severity of the impacts and mitigation requirements.

¹⁶ According to the DMA, no material IROs were identified in relation to Resource Use and the Circular Economy (ESRS E5). Thus, the related

disclosures are provided on a voluntary basis and selectively cover specific disclosure requirements of the standard, in line with the Group’s existing

policies and procedures.

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ESRS E5 - Resource Use and Circular

Economy

Impact, Risk and Opportunity Management

E5-1 - Policies Related to Resource Use and Circular Economy 16

HELLENiQ ENERGY Group's Sustainability Policy focuses on preventing and reducing waste throughout the value

chain, as well as on the optimal use of natural resources, while ensuring full compliance with applicable legal and

regulatory requirements. By promoting circular economy practices, the Group seeks to create long-term value for

both its business activities and society. The establishment of measurable targets, assessed on the basis of best

practices, ensures continuous progress in the circular economy and sustainable waste management. In addition,

the Policy encourages cooperation with all stakeholders, promoting the creation of long-term value for both the

Group and society. For more details on the Minimum Disclosure Requirements of the Sustainability Policy, please

refer to chapter ESRS E1.  [ESRS E5-1-14]

HELLENiQ ENERGY Group systematically incorporates circular economy principles into its procurement and

marketing processes, as well as throughout the value chain, in order to promote sustainability and responsible use

of resources. It constantly explores ways to reduce the use of primary resources and raw materials, while

prioritizing the use of recycled materials in order to limit waste and maximize resource efficiency. In addition, the

Group implements sustainable procurement practices, ensuring responsible sourcing of materials throughout the

value chain. This approach reinforces the Group's overall commitment to environmental sustainability, social

responsibility, and responsible business practices.  [ESRS E5-1- 15-(a)-(b)]

E5-2 - Actions and Resources Related to Resource Use and Circular Economy

Sustainable Waste Management

The Group utilizes material and natural resources throughout their entire life cycle, incorporating waste

management into its strategy for environmental protection and reduction of operating costs. Its approach focuses

on reducing solid waste through modern treatment plants, as well as utilizing it for energy recovery and reuse as

raw materials, replacing fossil raw materials. Petroleum by-products from refining are used as raw materials or

fuels, in line with the principles of the circular economy.

In 2025, there was a 42% increase in waste production compared to the previous year, which was accompanied by

a high recovery rate, thanks to the implementation of improved recycling and recovery practices at the Group's

facilities. In total, more than 35,000 tons of waste (over 92% of the total) were either reused, recycled, or used for

raw material recovery. Hazardous waste accounts for the majority of the total volume and is almost entirely

recovered before being sent for final disposal. The quantities of solid waste per facility are mainly determined by

tank cleaning and vary annually depending on maintenance planning and the availability of treatment units,

ensuring effective management.

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Municipal Solid Waste (MSW) Management

HELLENiQ ENERGY Group reinforces its commitment to sustainable waste management in all its activities,

beyond the management of typical industrial waste, with the active participation of its employees. The goal is to

recycle as many waste streams as possible, such as paper, plastic, small batteries, accumulators, fluorescent

lamps, electronic equipment, aluminum, etc., as well as the effective separation at source of all waste streams,

such as metal, plastic, batteries, paper, organic waste, and common waste, with the aim of increasing the recycling

rate. The implementation of this integrated Municipal Solid Waste (MSW) management system continued also in

2025 at the Aspropyrgos and Elefsina Industrial Facilities.

Recovered Raw Material

In particular, in the refining sector, monitoring the recovery of oily waste (recovered hydrocarbons and residues) is

a key element of the circular economy strategy, as these are returned to the production process as raw materials

for re-refining. The quantities come from both the production process and third parties. It is important to note

that in 2025, 218.8 ktn of oil were recovered, while in total, since 2013, more than 2.24 million tons have been re-

refined. [ESRS E5-2 19]

Metrics and Targets

E5-3 - Targets Related to Resource Use and Circular Economy

Targets related to resource use and circular economy:

Disclosure of Resource Use and Circular Economy Targets

In 2025,  HELLENiQ ENERGY Group continued to focus on recycling as many waste streams as possible and

managing other streams on site, with respect for the environment and human health. The Group aims to reduce

waste going to final disposal or incineration to 15% or less by 2030, prioritizing prevention, reuse, and recycling in

accordance with the waste hierarchy.

This target was set through the CSR, assessing key impacts of resource use and the circular economy, as well as

other business objectives. It is noteworthy that the target is a Group initiative and does not stem from legislation,

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highlighting once again the Group's proactive commitment to sustainability. By voluntarily setting this target, the

Group recognizes the critical role of sustainable waste management and minimization of primary raw materials, as

well as the sustainable sourcing and use of renewable resources.  The process involved collaboration with internal

teams, industry experts, and external consultants, ensuring alignment with regulatory requirements and best

practices.

At the same time, a strategic target has been set for the production of over 140 kta of sustainable fuels,

combining output from the biodiesel production unit through the reuse of cooking oils at the Thessaloniki refinery

and the development of a new standalone SAF production unit at the Aspropyrgos refinery.

The Group examined the financial and operational implications and set clear, measurable milestones for long-

term goals, while the Sustainability Committee monitors progress and makes necessary adjustments. The

Sustainability Committee of the BoD oversees the establishment of relevant targets, ensuring effective

monitoring of waste, products, and materials management throughout their entire lifecycle, addressing all

material matters related to resource use and the circular economy.  [ESRS E5-3-23]  [ESRS E5-3-24]  [ESRS E5-3-24-(e)] [ESRS

E5-3-27] 

E5-4 - Resource Inflows

Resource Inflows Description:

The main inputs are crude oil and other hydrocarbons (as raw materials for processing), accounting for over 86%

of all materials or resources used at Group level and originating from non-renewable sources. For the year 2025,

the quantity of crude oil amounts to 14,225 ktn, while crude oil together with other unit feedstocks amounts to

17,836 ktn for the Group's three refineries (HELLENiQ PETROLEUM S.A.).  [ESRS E5-4-30, AR 21]

Significant changes, assumptions and methodologies

The calculations include data obtained from direct measurements, ensuring that double counting by the Group is

avoided.  [ESRS E5-4-32, AR 25]

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E5-5 - Resource Outflows

			2025			2024	% 2025 / 2024
Waste Streams (tn)	HELLENiQ PETROLEUM S.A	Subsidiaries*	Total Reporting Group	HELLENiQ PETROLEUM S.A	Subsidiaries*	Total Reporting Group	Fluctuation
Total amount of waste generated	31,590	7,279	38,869	21,411	6,047	27,465	41%
Hazardous (Total)	21,594	1,169	22,763	15,873	2,136	18,009	26%
Non-hazardous (Total)	9,996	6,110	16,106	5,545	3,910	9,456	70%
Total weight of waste diverted from disposal, based on disposal method (R)	30,825	5,172	35,996	21,351	2,666	24,017	50%
Reuse –hazardous	—	80.98	80.98	91	128	219	(63)%
Reuse – Non-hazardous	—	—	—	—	190	190	—%
Recycling – Hazardous	14,476	588	15,063	9,524	481	10,005	51%
Recycling – Non-hazardous	1,040	4,330	5,370	1,181	1,629	2,864	87%
Recovery – Hazardous	7,119	159	7,277	6,250	133	6,384	14%
Recovery – Non-hazardous	8,191	13.89	8,205	4,304	50.64	4,355	88%
Total weight of waste destined for final disposal, by disposal method (D)	765.34	2,107	2,873	67.57	3,381	3,448	(17)%
Incineration – Hazardous	0.04	103	103	0.04	12.89	12.93	700%
Incineration – Non-hazardous	—	5.73	5.73	—	0.16	0.16	3479%
Final disposal (e.g. landfill, thermal desorption, etc.) – Hazardous	0.02	7.21	7.23	7.49	59.63	67.12	(89)%
Final disposal (e.g.  landfill, thermal desorption, etc.) – Non- hazardous	765	1,615	2,381	60.04	1,987	2,047	16%
Other ways of disposal (hazardous)	—	231	231	—	1,321	1,321	(83)%
Other means of disposal (non- hazardous)	—	145	145	—	—	—	100%

*Subsidiaries are entities whose financial information is included in the consolidated financial statements of the

Group.

[ESRS E5-5-37-(a), (b), (c), (d)] [ESRS E5-5-38-(a)]

Significant changes, assumptions and methodologies

Waste classification was carried out in accordance with the European Waste Catalogue of Commission Decision

2014/955/EU, using the first level of categories. The data are based on direct measurements.

The main materials found in waste include catalysts, metals, oily sludge, and oily waste. [ESRS E5-5-38-(b)] [ESRS

E5-5-40]

The total amount of hazardous waste amounts to 22,763 tons, while no radioactive waste was produced by

HELLENiQ ENERGY Group in 2025. [ESRS E5-5-39]

ESRS S1 - Own Workforce

ESRS S3 - Affected Communities

Strategy

Strategy

ESRS 2 SBM-3

Material IROs and their Interaction with Strategy and Business Model

ESRS 2 SBM 3

Material IROs and their Interaction with Strategy and Business Model

Impacts Risk and Opportunity Management

Impact, Risk and Opportunity Management

S1-1

Policies Related to Own Workforce

S3-1

Policies Related to Affected Communities

S1-2

Processes for Engaging with Own Workforce and Workers’ Representatives about Impacts

S3-2

Processes for Engaging with Affected Communities about Impacts

S1-3

Processes to Remediate Negative Impacts and Channels for Own Workforce to Raise Concerns

S3-3

Processes to Remediate Negative Impacts and Channels for Affected Communities to Raise Concerns

S1-4

Action on Material Impacts on Own Workforce and Approaches to Managing Material Risks and Pursuing Material Opportunities Related to Own Workforce and Effectiveness of those Actions

S3-4

Taking Action on Material Impacts on Affected Communities and Approaches to Managing Material Risks and Pursuing Material Opportunities Related to Affected Communities and Effectiveness of those Actions

Metrics and Targets

Metrics and Targets

S1-5

Targets Related to Managing Material Negative Impacts, Advancing Positive Impacts and Managing Material Risks and Opportunities

S3-5

Targets Related to Managing Material Negative Impacts, Advancing Positive Impacts and Managing Material Risks and Opportunities

S1-6

Characteristics of HELLENiQ ENERGY Group's employees

S1-7

Characteristics of non-employee workers in HELLENiQ ENERGY Group’s own workforce

ESRS S4 - Consumers and End-Users

S1-8

Collective Bargaining Coverage and Social Dialogue

Strategy

S1-9

Diversity Metrics

ESRS 2 SBM 3

Material IROs Related to Consumers and End-Users and their Interaction with Strategy and Business Model

S1-10

Adequate Wages

Impact, Risk and Opportunity Management

S1-11

Social Protection

S4-1

Policies Related to Consumers and End-Users

S1-12

Persons with Disabilities

S4-2

Processes for Engaging with Consumers and End-Users about Impacts

S1-13

Training and Skills Development Metrics

S4-3

Processes to Remediate Negative Impacts and Channels for Consumers and End-Users to Raise Concerns

S1-14

Health and Safety Metrics

S4-4

Taking Action on Material Impacts on Consumers and End- Users and Approaches to Managing Material Risks and Pursuing Material Opportunities Related to Consumers and End-Users and Effectiveness of those Actions

S1-15

Work-Life Balance Metrics

Metrics and Targets

S1-16

Remuneration Metrics (Pay Gap and Total Remuneration)

S4-5

Targets Related to Managing Material Negative Impacts, Advancing Positive Impacts and Managing Material Risks and Opportunities

S1-17

Incidents, Complaints and Severe Human Rights Impacts

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ESRS S1 - Own Workforce

Strategy

ESRS 2 SBM-3 - Material IROs and their Interaction with Strategy and Business Model

HELLENiQ ENERGY Group recognizes that the following identified impacts related to its own workforce play an

important role in shaping its strategy and business model, as they are key drivers of the Group’s long-term

sustainability and competitiveness:

• The Group addresses the growing need for specialized Health & Safety (hereinafter the “H&S”) programs,

supporting the development and training of young professionals. By providing targeted education and

hands-on learning opportunities, the Group helps build a skilled workforce, strengthens safety

competencies, and fosters the next generation of H&S leaders.

• Investments in employee training and professional development enhance awareness, foster a culture of

well-being and ethics, and strengthen employees’ skills and capabilities, supporting their growth and

effectiveness within the Group.

• The Group’s support for ongoing communication with employees strengthens social dialogue, upholds

freedom of association, and facilitates the effective functioning of works councils, thereby enhancing

employees’ rights to information, consultation, and participation.

• Although strict safety protocols are in place, the oil and gas industry continues to be high-risk because of its

complex equipment and hazardous materials. The inherent dangers—such as explosions, fires, chemical

spills, and and work injuries—carry serious consequences for both the environment and human health.

[S1.SBM-3-14, AR 6 - AR7], [S1.SBM-3-14-(b)], [ESRS S1-ESRS 2 SBM-3-13-(a)]

It is worth noting that the HELLENiQ ENERGY Group places its employees’ H&S at the center, proactively

preventing potential risks before they arise. The strategy is also continuously adapted to ensure business

continuity and to leverage opportunities, such as the development of a culture of well-being and safety across all

levels of employees. [ESRS S1-ESRS 2 SBM-3-13-(b)]

Personnel subject to material impacts include employees as well as individuals from temporary employment

agencies (TEAs), while ensuring that all employees and external partners are fully protected and included in the

Group’s H&S measures. [ESRS S1-ESRS 2 SBM-3-14-(a)]

Occupational Health and Safety Culture

The Group recognizes that the oil and gas value chain carries high H&S risks due to the complexity of equipment

and the hazardous materials involved. For this reason, it applies the Principle of Prevention, aiming to identify,

assess, and mitigate all risks. Protecting the health and well-being of employees and external partners is a core

strategic priority, with the goal of maintaining a workplace free from accidents and occupational illnesses.

The identification and assessment of occupational risks support strategic decision-making and ensure

compliance with European and international regulations and best practices. The Group fosters a strong H&S

culture by securing management and workforce commitment, conducting regular health monitoring based on

role, age, and gender, and collaborating with medical specialists to provide timely access to healthcare services.

At the same time, active employee involvement is encouraged and rewarded, including participation in risk

management, reporting and investigating incidents, and implementing programs, campaigns, and regular

preparedness exercises in all areas of the Group's activity, often in cooperation with the competent authorities.

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Training and skills development of employees

Continuous training and skills development is a key priority for HELLENiQ ENERGY Group, as it is closely linked to

safety and sustainable development. In 2025, the Group delivered over 140,000 hours of training, covering areas

such as H&S, environmental management, digital transformation, and energy transition. These initiatives include

specialized programs for refinery engineers and technicians, ESG and sustainability seminars, and leadership

development for executives. In addition, e-learning platforms are used to provide training on safety, ethics, and

regulatory compliance.

These programs primarily benefit the Group’s employees, while also supporting non employees and

subcontractors who take part in training and preparedness exercises. Implemented across all regions where the

Group operates, these initiatives strengthen professional skills, reduce risks, and help nurture a culture of safety,

well-being, and ethical behavior in the workplace.

Social Dialogue Support and Employee Engagement

The Group actively promotes social dialogue and employee engagement in decision-making processes, fostering

trust and transparency. Through collective bargaining agreements covering 74% of the workforce, the Group

ensures freedom of association and the operation of works councils. In addition, communication channels such as

the corporate intranet, meetings, surveys, and feedback programs allow employees to share their views and

actively contribute to shaping Group's policies.

These initiatives primarily benefit employees, strengthening their rights to information, consultation, and

participation across all countries where the Group operates, contributing to the creation of a working environment

that fosters collaboration, safety, and productivity. [ESRS S1.SBM-3-14-(c)]

The Human Resources and Procurement Departments systematically monitor potential risks of forced or child

labor, both within internal operations and across the supply chain, in collaboration with trade unions and, where

required, employee representatives. The Group’s recruitment policy sets a minimum age of 18 years. In all regions

of operation, national laws prohibiting forced labor are strictly applied, and the Group ensures full compliance with

national and international labor legislation, as well as with Collective Bargaining Agreements (CBAs) and

International Labor Conventions (ILCs) for all employees. The Group has not identified any activities or geographic

areas within its own operations that present a significant risk of incidents of forced or child labor. However,

enhanced monitoring is applied across the supply chain through established due diligence procedures and

relevant contractual requirements. Accordingly, supplier contracts include provisions requiring compliance with

the principles of the UN Global Compact.  [ESRS S1-ESRS 2 SBM-3-14-(f), (g)]

No specific groups of employees have been identified as being exposed to heightened risks. However, employees

working in the Group’s refineries and other industrial facilities are associated with certain occupational risks due to

the nature of their activities. These activities involve the operation of complex equipment and the handling of

hazardous materials, which renders the working environment inherently more demanding. [ESRS S1-ESRS 2

SBM-3-15-16]

¹⁷ The Code of Conduct is publicly available on the Group’s official website at: Code of Conduct

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Impacts Risk and Opportunity Management

S1-1 - Policies Related to Own Workforce

The Group has established a comprehensive framework of policies and procedures to manage material impacts

and risks related to its own workforce, in line with all applicable legislation and relevant guidelines on human rights

and working conditions. The key impacts include: the development of skills and the training of new professionals

in the field of Health and Safety (H&S), the strengthening of a wellbeing-oriented culture, the management of

inherent risks associated with the oil and gas industry, and the safeguarding of active employee participation and

social dialogue. At the same time, the Group acknowledges that improper handling of materials, either by the

Group itself or by its partners, may lead to H&S incidents, operational disruptions, or regulatory fines. To mitigate

and control such risks, while also promoting positive impacts, the Group implements all necessary measures

through its established policies and procedures.

Sustainability Policy

The Group’s Sustainability Policy focuses on ensuring a safe working environment, promoting responsible

governance practices, and supporting the Group’s sustainable operation. It takes into account the interests of all

stakeholders—including employees, partners, suppliers, local communities, and consumers—and ensures

alignment with international sustainability and ethics standards, such as the United Nations Guiding Principles on

Business and Human Rights. All subsidiaries systematically work to reduce incidents affecting Health, Safety,

Environment, or Society,  while maintaining preparedness for emergency situations. These actions are supported

by the Policy framework and the Occupational Health and Safety Management System, which strengthens

employee training and monitoring. Furthermore, all contracts with suppliers incorporate specific clauses requiring

compliance with the principles of the United Nations Global Compact.

Finally, the Policy establishes a comprehensive and multi-layered management and safety framework. Its content

is available to all employees through the Group’s website and internal network (intranet). The list of applicable

legislation is regularly updated, and the relevant departments are promptly informed to ensure full compliance

with new requirements. Further information on the Minimum Disclosure Requirements of the Sustainability Policy

is provided in section ESRS E1 – Climate Change. [ESRS S1-1-19]

Code of Conduct 17

The Code of Conduct  constitutes a fundamental corporate governance tool, complies with legislation on the

prevention of financial crimes and corruption, applies to all activities of the Group, and is translated into the

languages of the countries in which it operates. The Group provides regular trainings to its employees, which is

also included in the induction process of new employees and is committed to the values of health and safety,

equality and meritocracy, a stable working environment, career and development based on performance,

competitive remuneration and benefits, continuous training, and work–life balance.

The Code applies to all members of the BoD of each Group company, their employees (permanent and/or

temporary) engaged under dependent employment relationships of indefinite and/or fixed duration, full-time

and/or part-time, senior management executives, the Group’s lawyers engaged under retainer or service provision

agreements, seconded employees, as well as third parties cooperating with a Group company in the context of

service provision or project execution.

Any violation of the above may lead to disciplinary action, regardless of any other legal liabilities (such as criminal

or civil liabilities) provided for by law. Disciplinary measures are applied in proportion to the nature of the breach

and the role of the individual involved and may include termination of the contractual relationship between the

offender and the relevant Group company.

The BoD oversees the implementation of the Code and ensures that human rights principles, as set out in the

United Nations Universal Declaration of Human Rights and the International Labor Organization Declaration on

Fundamental Principles and Rights at Work, are embedded in the Group’s culture. The Compliance Department is

responsible for the effective application of the Code, providing guidance and investigating any reports or

238
HELLENiQ ENERGY

Statements of BoD members	Board of Directors' Report	Full Year Financial Statements	Auditors' Report

allegations of violations. In addition, the Group’s governance structure and internal control systems safeguard

against unlawful conduct and corruption.

More specific, HELLENiQ ENERGY Group provides reporting channels and grievance mechanisms, such as the

Whistleblowing Policy, which allow employees and teams to raise concerns about human rights violations while

ensuring confidentiality, protection from retaliation, and access to remedies. At the same time, a process is in

place to identify, assess, and address potential adverse impacts on human rights related to the Group’s activities

and business relationships. The Group maintains open communication channels for employees and third parties

who interact with it, enabling them to report any incidents of human rights violations. Further information on

Whistleblowing Policy is provided in section G1 – Corporate Governance.

Ensuring effective implementation includes training and communication: employees undertake regular

awareness seminars and e-learning programs on the Code. Furthermore, periodic meetings with stakeholders are

conducted to facilitate the exchange of information and the documentation of concerns.  [ESRS S1-1-20-(a)-(b)-(c),21]

Occupational Health and Safety Management Systems

Occupational Health and Safety Management Systems are implemented at all levels, covering employees,

executives, members of management, and all service providers to the Group. They include measures aimed at

preventing occupational accidents and hazardous situations, such as risk assessments, personnel training, safety

protocols, and emergency response procedures. These standards are aligned with national and European

legislation, as well as with internationally recognized codes and practices, often exceeding them in rigor. Their

application extends across all activities of the Group and its subsidiaries, including upstream and downstream of

the value chain, and encompasses all stakeholders, such as suppliers, contractors, and local communities, without

exception. [ESRS S1-1-23]

Policy on Combating Violence and Harassment at Work

Since 2022, the Group has adopted the Policy on Combating Violence and Harassment at Work, in accordance

with Law 4808/2021, with the aim of eliminating discrimination and promoting equal opportunities, diversity, and

inclusion. This Policy provides guidance for the prevention and management of workplace incidents. The Group

ensures that decisions regarding recruitment, promotions, and termination of employment are based solely on

merit, qualifications, and performance, rejecting any form of discrimination based on origin, gender, age, religion,

family status, disabilities, nationality, or personal beliefs. Through the implementation of the Policy, the Internal

Labor Regulations, and the Personnel Selection and Performance Evaluation System, Group companies promote a

discrimination-free environment, identify training needs, and create incentives for improved employee

performance. Respect toward colleagues, executives, and partners is a fundamental principle of daily conduct,

expressed through courtesy, appropriate attire, avoidance of conflicts, and professional behavior. The Group does

not tolerate sexual or any other form of harassment. Any employee who feels aggrieved may submit a written

report to the Human Resources Department (HR Department), which handles the matter with confidentiality,

objectivity, and sensitivity.

It should be noted that no Group employees have been identified as belonging to vulnerable groups; therefore, no

specific policy commitment exists in this regard. All reports are treated equally, and the Group’s management

undertakes immediate and thorough investigations, taking necessary measures to assign responsibility and

protect the affected individual. The continuous commitment of all departments to the Policy is ensured through

ongoing communication and is overseen by the Group’s Human Resources and Administrative Services Division.

Furthermore, the Policy is aligned with internationally recognized human rights standards and the United Nations

Guiding Principles on Business and Human Rights, ensuring that, in cases of human rights violations, appropriate

measures are implemented to provide for and enable remediation. Such measures aim to restore the affected

individual and to address and rectify the conditions that gave rise to the violation. [ESRS S1-1-24-(a)],[ESRS S1-1-24-(b), AR

15 - AR 16], [ESRS S1-1-24-(c)], [ESRS S1-1-24-(d)]

Human Rights Commitments for Group Employees

The Sustainability Policy is aligned with international standards, such as the UNSDGs and the European Green

Deal. The Group’s commitment to promoting human rights is reinforced through the updated Code of Conduct,

ensuring it reflects contemporary values and the Group’s operational processes. More specifically, it prohibits all

239
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Statements of BoD members	Board of Directors' Report	Full Year Financial Statements	Auditors' Report

forms of forced or compulsory labor, and child labor, in alignment with applicable international and national

legislation and internationally recognized standards, including the UN Guiding Principles on Business and Human

Rights (UNGPs), the OECD Guidelines for Multinational Enterprises, the United Nations Universal Declaration of

Human Rights, and the International Labor Organization Declaration on Fundamental Principles and Rights at

Work. The Group actively participates in international initiatives, including the UN Global Compact, and publicly

discloses progress in line with sustainability standards. [ESRS S1-1-20-(b),(c)]

Child labor is regulated under Greek legislation (Laws 1837/1989, 3850/2010, Presidential Decree 62/1988), which

the Group fully implements. [ESRS S1-1-22]

In all countries where the Group operates, national laws prohibiting forced labor are fully applicable. The Group

actively monitors compliance with these laws, as well as with ILO conventions and collective bargaining

agreements.

S1-2 - Processes for Engaging with Own Workforce and Workers’ Representatives

about Impacts

The Group actively supports employee participation through seven (7) representative trade unions, which

collaborate in shaping the CBAs of each company. Communication with employees is organized through regularly

scheduled meetings with the Health and Safety Committees every 3–4 months, as well as through cooperation

with the trade unions. Employees are also informed via, presentations, newsletters, and corporate

announcements,  which cover both Health and Safety matters and all other material topics relating to the Group’s

policies, procedures, corporate responsibility programs, equality, sustainable development, and other key

information affecting operations and the working environment. Daily information flow is further supported

through the intranet, dedicated events, and awareness campaigns. A digital suggestion box allows employees to

submit comments, questions, or ideas anonymously, fostering engagement and dialogue at all levels of the Group.

[ESRS S1-2-27-(a), (b), AR 19]

The ultimate responsibility for promoting and maintaining effective employee relations rests with the Group

Human Resources and Administrative Services General Director, who is responsible for fostering positive and

collaborative relationships between the Group and its employees, while ensuring that interactions are constructive

and supportive.  [ESRS S1-2-27-(c)]

The Group does not have specific agreements with workers' representatives related to the respect of human

rights of its own workforce.  [ESRS S1-2-27-(d)]

The Group encourages employee participation through ongoing dialogue and communication channels, available

on its internal network (the intranet). This approach allows for the collection of feedback from staff, which is used

to improve policies, procedures, and practices in the workplace. To enhance participation, the Group encourages

employees to submit suggestions and reports, monitors their volume and content, and analyzes feedback to

identify trends or areas that need attention. Meetings and dialogue sessions provide opportunities for direct

communication and exchange of views, while intranet tools facilitate information sharing and feedback,

promoting an interactive and participatory work culture. [ESRS S1-2-27-(e)]

So far, based on the assessment of occupational risks and the overall analysis of factors affecting the main

impacts on working conditions, no group of workers appears to be particularly exposed to these impacts. [ESRS

S1-2-28]

S1-3 - Processes to Remediate Negative Impacts and Channels for Own Workforce to

Raise Concerns

Incident reporting procedures within the Group are standardized and based on the internal directive "Reporting

and investigation of health, safety and environmental incidents". This guideline covers the entire cycle of

recording, evaluating, monitoring, and controlling such incidents. In 2025, no complaints related to health and

safety issues were submitted. In the event of a relevant report, the established formal resolution procedure is

applied. For the management of more general concerns, the Regulatory Compliance Office is responsible for

examining the credibility of complaints with absolute confidentiality and discretion. If the report is deemed valid, it

recommends appropriate corrective measures, including remediation actions in relation to employees’ health and

240
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Statements of BoD members	Board of Directors' Report	Full Year Financial Statements	Auditors' Report

safety matters. These actions aim at the prompt rectification of impacts and the assessment of their

effectiveness, ensuring that employees are protected and that incidents are addressed with transparency and

objectivity. When necessary, it cooperates with other Group departments, such as the Internal Audit Division or

Human Resources Division, to ensure a comprehensive investigation.

At the same time, the Group offers multiple channels of communication to all stakeholders in order to gather

concerns or complaints related to human rights issues. Employees have access to complaint mechanisms both via

the intranet, designated email addresses or online forms, and via physical "suggestion boxes" located at certain

facilities. Employees are made aware of the available channels during their onboarding process through dedicated

email communications, intranet postings, and periodic internal announcements. All employees can use the

available mechanisms electronically.

Within the framework of the certified Occupational Health and Safety (OHS) management systems in accordance

with ISO 45001, corresponding reporting procedures have been formally integrated. The Code of Conduct

provides specific ways to report potential violations, including those related to human rights. In addition,

employees, executives, members of management, and associates are free to contact the Regulatory Compliance

Office to express concerns about practices that are not in line with the law, Group policies, or the Code of Conduct.

The process is designed to ensure transparency, objectivity, and a work environment based on ethics and respect

for the rights of all.

In addition, enhanced protection measures are taken for those who report or disclose irregularities in the context

of their work, while the channels for reporting violations are constantly being enriched. For this reason, and in

compliance with Law 4990/2022, which provides for the protection of persons who report violations of European

Union law, the Group has established the aforementioned Whistleblowing Policy since 2024.

The feedback gathered through all these mechanisms is a useful indicator of whether employees are aware of,

trust, and use these structures, considering them a useful tool for expressing concerns or needs and seeking

solutions.

The Group provides external stakeholders (business partners, customers, and communities) with accessible

complaint submission mechanisms, such as direct email addresses, online contact forms, telephone and fax

numbers, which can be found on the Group's website. These mechanisms address issues pertaining to sustainable

development, occupational health and safety, and human rights. [ESRS S1-3-32-(a), (b), (c), (d), (e)]

Finally, the Group ensures the protection of persons who submit reports, regardless of their validity. The

protection framework applies even if the reports submitted are not confirmed after investigation and, in any case,

provided that the report is not malicious.  More information on the Whistleblowing Policy can be found in section

G1 – Business Conduct. [ESRS S1-3-33]

S1-4 - Taking Action on Material Impacts on Own Workforce and Approaches to

Managing Material Risks and Pursuing Material Opportunities Related to Own

Workforce and Effectiveness of those Actions

HELLENiQ ENERGY Group is committed to taking comprehensive measures for the health and safety of its

employees, implementing risk management systems, prevention procedures, and training programs that enhance

the protection, well-being, and preparedness of its staff. At the same time, it takes action to strengthen employee

rights and ensure effective social dialogue, promoting a safe and fair working environment.

Actions for Health and Safety

Emergency preparedness drills and Training for Employees and Partners

To prevent accidents, the Group implements procedures for the safe design and operation of equipment, with

continuous monitoring through KPIs. It cooperates with the European organization CONCAWE and participates in

annual surveys and comparative assessments to evaluate the effectiveness of Health and Safety actions, while

also participating in international organizations for the comparison and adoption of best practices.

¹⁸ The figure includes 85 employees of Enerwave who were trained in 2025, the year in which the company was integrated into the Group.

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Emergency preparedness drills are conducted regularly and on an ad hoc basis, both at the Group's industrial

facilities and at the KALYPSO fuel stations, with the aim of maintaining safe and smooth operations and

protecting the health and safety of employees, partners, and surrounding communities. After each drill, an

assessment of preparedness for the specific scenario is carried out, which includes incident management and,

where necessary, personnel rescue, as well as the evaluation of response times, in order to continuously enhance

operational readiness in real emergency situations.

It is a fact that the Group invests annually in safety measures, such as the provision of Personal Protective

Equipment (PPE), as well as in training activities and preparedness exercises. Mandatory emergency response

exercises are carried out for all employees in compliance with relevant legal requirements and cover key

emergency scenarios. Their frequency varies depending on the facility, but at least one drill is conducted each year

at all Group units.  In 2025, 724 scheduled preparedness exercises were conducted, which included the

implementation of Internal Emergency Plans at all Group facilities, of which 122 took place at the industrial

facilities in Aspropyrgos, Elefsina, and Thessaloniki.

In addition to its legal obligations, the Group has undertaken further initiatives, including 486 emergency

preparedness exercises were conducted by Safety Engineers to ensure the operational readiness of employees at

the self-operated KALYPSO fuel stations, using various accident scenarios, such as fire in a tank, fire in a tank

room, and fuel leakage.

Moreover, the First Aid training delivered across Group companies has made a significant contribution to

enhancing preparedness and operational safety. Under the guidance of certified specialized instructors,

employees acquired critical knowledge and practical skills to respond promptly and effectively to emergency

situations. This initiative further strengthens the Group’s safe and responsible working environment. A total of

360 employees from Group companies participated in this training over the past two years. 18

Emergency plans

To deal with serious incidents such as fires, marine pollution, or malicious acts, the Group implements specialized

emergency plans for each facility, which are reviewed annually and incorporated into the Holistic Safety

Management System. At the same time, it systematically assesses the likelihood and severity of large-scale

industrial accidents, strengthening risk prevention and management through adequate resources, consultation

with stakeholders, and a comprehensive safety framework, in line with the principles of the Sustainability Policy

and the commitment of the Management team. Any incidents are promptly investigated and corrective actions

are implemented, including the revision of procedures, additional training, reinforcement of PPE, and equipment

upgrades. The effectiveness of these measures is monitored through KPIs, reporting mechanisms, and regular

emergency preparedness drills, ensuring that employees are protected and that remediation procedures operate

effectively in practice.

Comprehensive training and information program on Health and Safety issues

With the aim of protecting the health and safety of employees, a comprehensive training and information

program is implemented, which aims at the effective management of material impacts and risks related to these

issues. Basic training includes modules such as fire safety, rescue techniques, and first aid, while leadership

development programs are implemented for all hierarchical levels. Training is also extended to external partners,

customers, transporters, and fuel stations. In particular, employees working through contractors are required to

participate in training delivered by Safety Engineers and are then examined at accredited training centers. Only

those who successfully pass the certification process are allowed to work in industrial facilities. In addition, visitors

are informed through printed material and audiovisual media about the safety guidelines that apply at each

facility.

Health and safety training is mandatory for everyone and is conducted more intensively at high-risk facilities, such

as refineries and commercial units, with at least one training session per month. In 2025, a total of 94,416 man-

hours of training on health and safety issues were provided to employees and contractors, reflecting the

systematic investment in human and organizational resources to enhance safety and preparedness across the

Group.

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Review of Health and Safety systems across facilities in Greece

In 2024, the Group conducted an extensive review of its Health and Safety systems at its Greek facilities, which

was completed in 2025, following internationally recognized practices. This process involved a comprehensive

assessment of the improvements that had already been implemented and the identification of any gaps, so that

more effective solutions could be adopted and upgraded results achieved.

Actions relating to employee training and skills development

The Group offers training programs and continuous learning initiatives to enable all employees to develop

knowledge and competencies, whether specialized within their respective fields of responsibility or broader, such

as in Management, Information Technology, and other disciplines. The objective is to explore and expand

employees’ professional prospects, enhance their understanding of the Group’s strategic objectives, and help

them identify how they can contribute, through their respective roles, to the further advancement of these

objectives.

At the same time, through the Group’s Digital Academy, HELLENiQ Digital Academy, selected educational content

from the LinkedIn Learning platform is made available. The training material is categorized and distributed

according to employees’ job roles, with the aim of developing the specialized skills required in today’s modern

working environment. Employees are able to enhance both personal and professional competencies, familiarize

themselves with innovative tools and best practices in contemporary business operations, and engage with digital

learning technologies.

The HRis digital platform supports the Group’s employee training and development program. It encompasses the

full spectrum of learning activities and provides employees with access to a training library, visibility over their

complete learning history, integration of e-learning modules within the same platform with recorded participation,

documentation of on-the-job training, electronic submission and management of training requests, and

automated approval workflows and notifications for all types of learning activities.

In particular, during 2025, the Group Academy delivered Development Programs such as the Management Skills

Empowerment Program for New Executives. In addition, training sessions were conducted on topics including

Sustainability, Negotiations, Digital Training, and First Aid seminars.

Actions relating to Social Dialogue

Within the Group, meetings of the Internal Service for Protection and Prevention (ESYPP) are held twice annually,

with the aim of continuously strengthening safety, risk prevention, and employee wellbeing. The operation of the

ESYPP goes beyond formal compliance requirements, as companies or employees not legally obligated to

maintain an ESYPP also participate, thereby reinforcing intra-Group collaboration.

This expanded participation establishes a common framework for the exchange of knowledge, lessons learned

from incidents, experiences, and best practices, contributing to the consistent implementation of Health & Safety

policies across the Group and to the cultivation of a strong prevention culture.

At the same time, the ESYPP functions as a structured social dialogue mechanism, promoting systematic

communication between employees, safety technicians, occupational physicians, and management, as well as the

integration of employees’ views into decision-making processes. These procedures enhance transparency and

respond to requirements for active participation and consultation on matters affecting working conditions.

Group employees have full freedom to participate in collective representation bodies, such as trade unions and

professional associations. Through the operation of the ESYPP and other committees, freedom of association is

actively upheld, ensuring that employees may be represented, freely express concerns or proposals, and

participate in processes that affect their daily work.

This participatory approach strengthens transparency, fosters a climate of trust, and aligns with international

standards on the protection of labor rights. [ESRS S1-4-37] , [ESRS S1-4-38-(a), (b), (c), AR 42]

The effectiveness of actions is monitored and evaluated through systematic monitoring of targets and their

achievement, such as the zero accident target. For more information, please refer to section "Targets related to

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managing material negative impacts, advancing positive impacts, and managing material risks and opportunities".

[ESRS S1-4-38- (d), AR 38, AR 39]

Finally, the method used by the Group to determine the appropriate actions to take in response to existing or

potential negative consequences for employees involves multiple stages of monitoring and evaluation. Initially,

working conditions are continuously monitored through regular inspections, audits, and risk analysis in order to

identify priority areas. When a potential or actual risk is identified, a detailed investigation is carried out to

determine the cause and severity of the issue. Based on the findings, the Group implements targeted actions and

programs to minimize risks and protect the workforce. [ESRS S1-4-39, AR 34]

Addressing Material Risks

HELLENiQ ENERGY Group implements a specific approach to occupational risk management in order to protect

the health, safety, and well-being of its employees. It conducts Occupational Risk Management and implements

Holistic Safety Management Systems, largely certified to ISO 45001, with the aim of preventing, timely

information and effective response to risks for employees, partners, and local communities. Risk management is

supported by clear procedures, regular inspections, and training programs, ensuring the timely identification and

mitigation of risks. The effectiveness of actions is monitored through analysis and feedback, while targeted

initiatives are implemented to enhance safety, performance, and the overall quality of working conditions. [ESRS

S1-4-41, AR 37],  [ESRS S1-4-40-(a)-(b), AR 44, AR 45]

Allocation of Resources for Managing Material Impacts

In 2025, the Group spent more than €21 million on safety improvement projects (entirely capital expenditures

(CapEx), as it is included in the Note 6 of the Financial Statements) across all its facilities, both in Greece and

internationally. This amount reflects the Group's commitment to enhancing safety, fire protection, and the

upgrading of systems in the workplace. It does not include the maintenance and the procurement of safety tools

and equipment, as well as the necessary firefighting materials and other consumables. At the same time, the

Group allocated more than €1.4 million for employee training and skills development programs. These resources

supported the implementation of targeted training programs on health and safety, equipment handling and

emergency situations, as well as professional and technical skills development and personal development

programs, enhancing the ability of staff to operate safely, effectively, and with continuous personal development.

These efforts demonstrate a holistic approach to protecting the Group's employees and operations.  [ESRS S1-4-43]

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Metrics and Targets

S1-5 - Targets Related to Managing Material Negative Impacts, Advancing Positive

Impacts and Managing Material Risks and Opportunities

Targets around workforce

The Group sets annual, measurable targets for continuous improvement in H&S performance, employee training,

and communication with all stakeholders. These targets are linked to the Group's Sustainability Policy, reducing

risks and ensuring compliance with legislation.

In this context, an annual target has been established concerning the average number of training hours per

participant, which is required to exceed the average total training hours recorded over the previous three (3) years.

The target aims at continuous skills development, enhancing the professional development of employees, and

improving organizational performance.

At the same time, a target to maintain the voluntary turnover rate below 4% has been set, which is set as the

median value for a six-year period (2020-2026, for this year). In addition, a target has been set to increase the

number of women in management positions by 15% by 2026, setting 2023 as the base year, when the average

percentage of women in positions of responsibility in the Group (at management level) was 22.39%.The targets

are directly linked to the Group's Sustainability Policy, contributing to risk reduction, legal compliance, and the

creation of long-term value for all stakeholders.

Furthermore, with regard to H&S issues, KPIs are based on CONCAWE and utilize comparative analysis data to

guide strategy. Progress towards these targets is monitored regularly, with monthly and annual reports to

management. The main goal is to achieve zero fatalities and serious industrial accidents (these goals remain in

effect continuously), while the following targets have been set for 2030:

• Process Safety Event Rate (PSER): ranked in the second quartile of CONCAWE European comparative data,

achieving a significant reduction in process-related incidents and strengthening preventive safety. For

2025, like 2024, the Group’s performance falls within the second quartile, aiming to maintain it for the

coming years.

• Lost Workday Incident Frequency (LWIF) indicator: ranked in the second quartile of CONCAWE's European

comparative data, significantly reducing workplace accidents and enhancing employee protection and well-

being. For 2025, the Group’s performance falls within the third quartile, while during 2024 it was within the

second quartile.

• 100% Implementation Rate of the Holistic Safety Management System in all Group facilities, both in Greece

and abroad, with the long-term goal of standardizing and upgrading safety practices in all facilities.It is

currently applied to the majority of facilities in Greece, and its implementation is expected to be extended to

the Group’s international facilities.

To enhance the positive impact on the workforce, the Holistic Safety Management System mentioned above is

implemented, which includes annual reviews to maintain the effectiveness of safety measures and ensures

compliance with Greek, European, and international standards. At the same time, regular health monitoring and

support are provided by occupational physicians, while employees participate in regular training and specialized

programs in collaboration with international experts. [ESRS S1-5-46, AR 50, AR 51, AR 52]

The Group involves stakeholders in setting H&S, training, and social dialogue objectives to ensure they are realistic

and promote continuous improvement. Consultations with employees, safety experts, and partners ensure

alignment with the Group's strategy and industry’s best practices. On H&S issues, H&S committees in many

subsidiaries incorporate employee views. Progress is monitored through regular reviews and KPIs, including

accidents, health data, and completion of training and consultations. For the most critical targets, such as zero

serious accidents, monitoring is continuous, with committees being informed and involved when necessary.

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Based on the results of the KPIs, the Group makes continuous improvements. Feedback provided by employees

and H&S committees is incorporated into decision-making, ensuring that lessons learned and areas for

improvement are addressed promptly.  [ESRS S1-5-47-(a)-(b)-(c)]

S1-6 - Characteristics of HELLENiQ ENERGY Group's employees

Dedicated to supporting and investing in our Workforce

Acquiring and retaining skilled personnel

The HELLENiQ ENERGY Group considers its human resources to be the foundation for growth and improvement

of overall performance in all areas of its activities. The Group focuses both on maintaining existing jobs and

creating new ones, thereby enhancing professional stability. Based on the values of meritocracy, excellence,

integrity, consistency, innovation, and continuous learning, the Group has created a modern and supportive

working environment. Through a comprehensive human resources development and management system,

opportunities for professional advancement, competitive compensation and benefits, systematic performance

evaluation, and training are provided. At the same time, employees are encouraged to take on a variety of roles

and maintain a balance between professional and personal time.

The HELLENiQ ENERGY Group is committed to transparent and meritocratic recruitment and evaluation systems,

equal opportunities for skills development, and fair advancement regardless of gender, age, origin, or religion. The

corporate culture promotes cooperation, dedication, and personal development among employees.

Our People Insights

Own Workforce

The tables below present the breakdown of employees by gender, region as well as type of employment contract       

Table 1: Employee head count by gender

Gender	Number of Employees in 2025 (Head Count)	Number of Employees in 2024 (Head Count)
Male	3,258	2,965
Female	934	769
Total Employees	4,192	3,734

The Group maintains a substantial workforce in Greece, comprising 3,618 employees. In accordance with the

ESRS, a workforce segment is deemed significant if it consists of at least 50 individuals and represents more than

10% of the total employee population. Within the industrial facilities operated by HELLENiQ PETROLEUM S.A., the

majority of the workforce consists of men, with 2,041 male employees out of a total of 2,288 employees, due to

the nature of the work and the high participation of men in these positions. The higher representation of men

relative to women can be ascribed to the specialized requirements and prevailing working conditions associated

with employment at these facilities.

The growth in the number of employees within the Group during the year 2025, in comparison to 2024, is

primarily attributable to the incorporation of Enerwave as a wholly-owned subsidiary of the Group, as well as the

establishment of two new companies, namely HELLENiQ Petroleum Trading S.A. and HELLENiQ Renewables

Romania S.R.L.

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Table 2: Employees by contract type, broken down by gender (head count)

Female		Male		Total
Number of permanent employees (headcount)
2025	2024	2025	2024	2025	2024
917	751	3,184	2,883	4,101	3,634
Number of temporary employees (headcount)
2025	2024	2025	2024	2025	2024
17	20	74	80	91	100
Number of non-guaranteed hours employees (headcount)
—		—		—

[ESRS S1-6-50-(a), (b)]

The total number of employees who left voluntarily or due to dismissal or retirement during the reporting period is

192, and the staff turnover rate is 4.7% during the reporting period, compared to 279 and 7.6% respectively in

2024. [ESRS S1-6-50-(c), AR 59]

Methodologies & Assumptions

The number of employees for 2025 refers to the per capita number and concerns the number at the end of the

reporting period, on 31.12.2025, while for the calculation of employees turnover, the average number of

employees during the reference period has been used. [ESRS S1-6-50-(d)-(i), (ii), AR 60]

Furthermore, it should be noted that there were no significant fluctuations in the number of employees during the

period in question or in comparison with previous years. [ESRS S1-6-50-(e), AR 58]

The total number of employees is reported in the Financial Statements in section A.5- Main Areas of Activity of

the Group, a) Financial Figures. [ESRS S1-6-50-(f)]

S1-7 - Characteristics of Non-Employee Workers in HELLENiQ ENERGY Group's Own

Workforce

Non- Employee Workforce

Characteristics of Non-Employees

Total Number of Non-Employees:

The total number of non-employees of the Group for 2025 is 102, while for 2024 it was 94. [ESRS S1-7-55-(a)]

Methodologies and Assumptions:

In order to cover temporary and seasonal operational needs at EKO and KALYPSO, the Group works with external

staffing agencies, which provide employees on a limited-term basis. The above number does not include

individuals working under contracts or through external service providers, as well as those working on a service

provision/service invoice basis, as according to Greek law, these employees provide independent services and not

dependent work. These employees can be counted in the category of employees in the value chain covered by

ESRS S2 (nonmaterial issue according to the DMA). It should be noted that employees of third-party companies –

external partners – are not controlled by the Group. The number of non-employees refers to headcount and

concerns the average number of non-employees during the reporting period.  [ESRS S1-7-55-(b)-(i)-(ii)]

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Common Types of Non-Employees and Their Roles

Indicative activities – such as the following – are assigned to contractor companies:

• Tank truck drivers

• Aircraft refueling drivers [ESRS S1-7-56)]

S1-8 - Collective Bargaining Coverage and Social Dialogue

The percentage of employees covered by collective bargaining agreements is 73.8% for 2025 and 81.3% for 2024.

[ESRS S1-8-60-(a), AR 66]

Coverage in the European Economic Area (EEA):

The Group has five (5) collective bargaining agreements (HELPE, EKO, DIAXON, ASPROFOS, EKO CYPRUS) within

the European Economic Area. As mentioned above, the Group has significant employment in Greece, where the

percentage of employees covered by collective bargaining agreements amounts to 76%. [ESRS S1-8-60-(b)]

Coverage Outside the EEA

The Group has two (2) collective bargaining agreements (OKTA, JUGOPETROL) outside the EEA. The percentage

of employees covered by collective bargaining agreements in the Republic of North Macedonia is 92%, while in

Montenegro it is 100%.

Social Dialogue

Representation by Worker's Representatives:

The percentage of employees covered by employee representatives in Greece in 2025 is 74%, compared to 80%

in 2024. It is worth noting that Greece is the only EEA country where the Group has significant employment. [ESRS

S1-8-63-(a), AR 69]

European Works Councils:

So far, there has been no agreement with the Group's employees on representation through a European Works

Council (EWC), European Company (SE) Works Council or European Cooperative Society (SCE) Works Council. [ESRS

S1-8-63-(b)]

	Coverage by collective agreement		Social dialogue
Coverage percentage	Employees — EEA (for countries with > 50 employees representing > 10% of total workforce)		Representation in the workplace (only for the EEA) (for countries with > 50 employees representing > 10% of the total workforce)
	2025	2024	2025	2024
0-19 %
20-39 %
40-59 %
60-79 %	Greece		Greece
80-100 %		Greece		Greece

[ESRS S1-8-60-(b), (c)] [ESRS S1-8-AR 70]

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S1-9 - Diversity Metrics

Diversity Matrix

Gender Diversity

Gender at top management level	Number		Percentage (%)
	2025	2024	2025	2024
Female	3	4	9	11
Male	32	32	91	89

[ESRS S1-9-66-(a)]

Age Distribution across Our Workforce

Age group	Number		Percentage (%)
	2025	2024	2025	2024
Under 30 years old	198	145	5	4
30-50 years old	2,788	2,364	66	63
Over 50 years old	1,206	1,225	29	33

[ESRS S1-9-66-(b)]

Definition of Top Management for Gender Distribution

The Group's Senior Management is determined based on the organizational chart and includes all executives who

are two levels below the administrative and supervisory bodies. Specifically, this includes the General Managers,

the Directors of the main operating units (refining and domestic marketing), the Heads of the operating units, and

any other person with a higher position than them. [ESRS S1-9-AR 71]

S1-10 - Adequate Wages

All Group employees receive salaries that exceed the minimum limits set by national legislation, collective

bargaining agreements, and professional agreements, without any discrimination or differentiation between

employees. This ensures that remuneration is adequate in all countries where the Group operates.  [ESRS S1-10-69, ,

AR 72, AR 73, AR 74], [ESRS S1-10-70]

S1-11 - Social Protection

Employee Social Protection Coverage by Country

All Group employees enjoy full social protection, either through public programs or through benefits offered by

the Group. This coverage includes protection against loss of income due to illness, unemployment from the start

of employment, accidents at work, disability, parental leave, and retirement. [ESRS S1-11-74-(a), (b), (c), (d), (e), AR 75]

S1-12 - Persons with Disabilities

The Group employs 39 employees with disabilities, ensuring full equality of opportunity in employment and

training. This practice reflects the Group's overall commitment to creating a fair and supportive working

environment for all. In 2025, the percentage of employees with disabilities in the Group's workforce reaches 0.9%,

compared to 0.3% in 2024. [ESRS S1-12-79]

Contextual Information and Methodology

The Group employs persons with disabilities in accordance with the legal definitions of persons with disabilities in

the countries in which it operates. This ensures compliance with regional labor regulations and guidelines for the

inclusion of persons with disabilities. [ESRS S1-12-AR 76 (a)]

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There are no significant differences in the legal definitions of persons with disabilities between the countries

where the Group operates. [ESRS S1-12-AR 76 (b)]

S1-13 - Training and Skills Development Metrics

Training and Skills Development

Performance and Career Development Reviews and Average Training Hours per Employee

Gender	% of employees that participated in regular performance and career development reviews
	2025	2024
Female	98	93
Male	99	98
Total	99	191

                                                                                                                                                   

Gender	Average number of training hours per employee
	2025	2024
Female	20.4	29.4
Male	37.4	43.6
Total	33.6	40.7

[ESRS S1-13-83-(a), (b), AR 77, AR 78]

It is noted that, for 2025, the training hours do not include the employees of the two new companies (HELLENiQ

Petroleum Trading S.A. and HELLENiQ Renewables Romania S.R.L.).

The Group ensures equal training opportunities for all employees regardless of their specialty. In industrial

facilities, where the majority of staff are men, average training hours are slightly higher, reflecting the nature of

the work and the safety and skill requirements it imposes.

¹⁹ The security performance of KALYPSO KEA S.A. is included.

²⁰ CONservation of Clean Air and Water in Europe (European Organisation for Helath, Safety and the Environment in the oil sector).

Note: CONCAWE data for 2025 will be available in July 2026.

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S1-14 - Health and Safety Metrics

Health and Safety Metrics	HELLENiQ PETROLEUM S.A.		EKO/HQ		SUBSIDIARIES *		GROUP
	2025	2024	2025	2024	2025	2024	2025	2024
The percentage of people in its own workforce who are covered by the undertaking’s health and safety management system based on legal requirements and/ or recognised standards or guidelines (%)	100	100	100	100	100	100	100	100
Number of fatalities in own workforce as result of work-related injuries and work-related ill health (n)	—	—	—	—	—	—	—	—
Number of fatalities as result of workrelated injuries and work-related ill health of other workers working on undertaking's sites (n)	—	—	—	—	—	—	—	—
Number of recordable work-related accidents for own workforce (n)	16	15	0	2	10	1	26	18
Rate of recordable work-related accidents for own workforce	4.09	4.10	0.00	1.44	5.66	0.58	3.73	2.66
Number of cases of recordable work-related ill health of employees (n)	—	—	—	—	—	—	—	—
Number of days lost to work-related injuries and fatalities from work-related accidents, work-related ill health and fatalities from ill health related to employees (n)	318	222	0	66	299	0	617	288

*In subsidiaries it is included: DIAXON, ASPROFOS, EKO CYPRUS, EKO SERBIA, EKO BULGARIA, JUGOPETROL, OKTA, HELLENiQ RENEWABLES,

ENERWAVE, HELLENiQ UPSTREAM, HELLENiQ ENERGY CONSULTING, ELPE FUTURE, HELLENiQ ENERGY DIGITAL, VARDAX, ELPET VALKANIKI

& EKO AFRODITI

[ESRS S1-14-88- (a), (b), (c), (d), (e)]

In 2025, the Lost Workday Injuries Frequency (LWIF) and the All Injury Frequency (AIF), which are key indicators

for the safety performance of employees and external partners, increased by 63.8% and 11.4% respectively

compared to the previous year. This increase is attributed to injuries of lower severity, considering also that the

Lost Workday Severity index has significantly decreased in recent years and remains below the corresponding

European index.

Furthermore, the Process Safety Event Rate (PSER), which is the main process safety indicator, decreased by

27.9% compared to the previous year, with its value falling below the corresponding European benchmark.

The following charts show the evolution of the Group's most important indicators (HELLENiQ PETROLEUM S.A. &

EKO 19) compared to the corresponding CONCAWE indicators for the last 6 years. The data presented covers all

employees and external partners, as defined by CONCAWE. 20

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S1-15 - Work-Life Balance Metrics

All employees (100%), regardless of gender, are entitled to take leave for family reasons. Categories of leave for

family reasons include maternity leave, paternity leave, parental leave, and leave to care for relatives. In 2025, 12%

of the Group's employees took leave for family reasons. The table below presents the relevant data by gender for

2025.[ESRS S1-15-94]

Gender	% of employees who are entitled to take leave for family-related reasons		% of employees per gender who took leave for family-related reasons
	2025	2024	2025	2024
Female	100	100	13	13
Male	100	100	11	9

[ESRS S1-15-93-(a), (b)]

To calculate the percentage of employees per gender who took family-related leave, the total number of

employees per gender was taken into account for each denominator.

S1-16 - Remuneration Metrics (Pay Gap and Total Remuneration)

The Group implements a remuneration system that does not discriminate on the basis of gender. In support of the

principle of equality, there are no differences or injustices in remuneration in any of the Group's companies. In

2025, the gender pay gap within the Group is recorded at 19.22%, while in 2024 it was 23.35%. [ESRS S1-16-97-(a), AR

98, AR 99, AR 100]

It is therefore clear that HELLENiQ ENERGY maintains an impartial and transparent remuneration system in all its

activities. The ratio of the annual total compensation for the organization's highest-paid individual to the median

annual total compensation for all employees (excluding the highest-paid individual) within the Group is 30.68 for

2025, while in 2024 it was 28.41, reflecting a consistent approach that links remuneration to performance,

responsibilities, and current market standards. This ratio highlights the Group's commitment to a fair and

competitive working environment, in full accordance with its values of equality and compliance with national and

European standards.  [ESRS S1-16-97-(b), AR 101]

Provision of Information

HELLENiQ ENERGY Group implements a remuneration system that is completely gender-neutral, based on

annual evaluations and in accordance with national and European legislation on equal pay. It has established and

maintains a Remuneration Policy for members of the Board of Directors, which is aligned with the Group's

strategy, objectives, and sustainability. This policy was approved by the Extraordinary General Meeting of

Shareholders on December 20, 2019, and updated, for second time, by a decision of the Annual General Meeting

on June 27, 2024. It sets the framework for total annual gross remuneration, divided into fixed and variable

components, where variable remuneration is linked to individual performance and contribution to the

achievement of the Group's objectives. This policy ensures transparency and meritocracy through predefined,

measurable quantitative and qualitative targets, in accordance with the principles of the Group's Executive

Remuneration Policy.  [ESRS S1-16-97-(c)]

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S1-17 - Incidents, Complaints and Severe Human Rights Impacts

Workplace Incidents and Complaints & Serious Human Rights Violations

In 2025, the HELLENiQ ENERGY Group further strengthened its commitment to ethical practices and respect for

human rights in all its activities. For another year, the Group did not record any incidents of discrimination in its

companies. There was one isolated incident involving behavior that was not in line with the Group's values and

respect framework, for which the relevant investigation and management procedures were immediately activated

and appropriate measures were taken, in accordance with the applicable regulatory and internal framework. All

reports submitted through internal channels or problem reporting mechanisms available to employees were

successfully addressed with full respect for transparency, confidentiality, and fair treatment of all involved, as

defined by the Group's principles and corresponding policies. Furthermore, there were no serious human rights

violations, such as forced labor, human trafficking, or child labor, and no fines, penalties, or compensation for

related damages were imposed. These results reflect the Group's ongoing efforts to maintain a working

environment based on respect, equality, and inclusion. [ESRS S1-17-103-(a), (b), (c), (d)] [ESRS S1-17-104-(a), (b), AR 103, AR 104, AR

105, AR 106]

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ESRS S3 - Affected Communities

Strategy

ESRS 2 SBM 3 - Material IROs and their Interaction with Strategy and Business Model

The identified impacts on affected communities are inherently linked to the strategy and business model of the

HELLENiQ ENERGY Group. The communities identified as affected by the Group’s activities are the following:

• The neighboring municipalities of Thriassio in Western Attica, Western Thessaloniki, and the Municipality of

Kozani, which are considered areas of particular significance due to their proximity to the Group’s facilities.

• Local suppliers, namely stakeholders whose headquarters are located within the municipalities neighboring

the Group’s facilities, as well as domestic suppliers serving the Group’s other companies.

• Residents living in areas close to the refineries, who are affected by the Group’s activities and operations.

[ESRS S3-SBM-3-9-(a(i)-(iii)]

Creating employment opportunities, promoting economic value across all its activities and throughout its supply

chain, and working closely with local suppliers, the Group supports economic development and social well-being,

while at the same time it fosters skills development and local economic inclusion. The identified impacts inform

and contribute to the adaptation of the Group’s strategy, emphasizing the importance of workforce stability and

long-term economic resilience, with the aim of sustainability.

The Group makes a substantial contribution to the Greek economy through its interactions with suppliers,

customers, consumers, affected communities and the Greek State. In particular, its social and economic impact is

reflected in the following positive impacts:

• The Group creates local employment opportunities in underserved areas, directly strengthening income,

skills and economic activity.

• Its activities generate a significant direct positive impact on affected communities through direct, indirect

and induced taxes, contributions to GDP and economic benefits arising from payments to suppliers.

• Its material initiatives directly and indirectly promote the creation of shared value, strengthening social well-

being, supporting vulnerable groups and advancing sustainable infrastructure, thereby enhancing

community resilience and improving overall quality of life.

• The Group actively collaborates with local suppliers and contractors, directly and indirectly supporting the

development of local entrepreneurship and creating employment opportunities.

The Group remains firmly committed to promoting economic value and reducing negative impacts on affected

communities. During the reporting period, two negative impacts were identified, one actual and one potential,

with the latter assessed as material across all time horizons. The first relates to refining processes, an activity that

may affect the environment of neighboring communities through, indicatively, air emissions and noise. The

second impact concerns the increased potential risk of accidents due to the nature of the production activities at

the Group’s large industrial facilities, which could potentially adversely affect local communities in the areas of

health, safety and the environment.  [ESRS S3-SBM-3-9-(b)]

Furthermore, it is disclosed that, based on the DMA, the Group has not identified material risks or opportunities

and dependencies that relate exclusively to specific social groups.

In particular, the HELLENiQ ENERGY Group focuses on the following pillars in order to actively support affected

communities:

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Employee support initiatives

The Group systematically considers local residency as a key criterion in recruitment processes in the areas where it

operates. The neighboring municipalities of Thriassio in Attica, Western Thessaloniki and the Municipality of

Kozani are therefore areas of particular importance, and the Group provides 717 jobs in these municipalities.

Local supplier support initiatives

Local suppliers are stakeholders whose headquarters are located within the municipalities neighboring the

Group’s industrial facilities, such as HELLENiQ PETROLEUM S.A., DIAXON and the KOZILIO 1 photovoltaic station

in Kozani. In addition, local suppliers are also defined as domestic suppliers serving the Group’s other companies,

including commercial activities, hydrocarbon exploration and production, as well as renewable energy projects.

[ESRS S3-SBM-3-9-(a)]

The share of procurement from local communities amounts to 11.9% for HELLENiQ PETROLEUM S.A., DIAXON

and the KOZILIO 1 photovoltaic plant, whereas for the Group’s remaining entities, procurement from local

suppliers corresponds to 92.4% of the total value of purchases. It is noted that these percentages exclude

expenditure related to the procurement, transportation and storage of raw materials and intermediate products,

as well as costs related to water, energy, telecommunications, intra-group transactions and payments to public

authorities, social security funds and insurance companies. 

Corporate Responsibility initiatives

With regard to Corporate Responsibility initiatives, the Group treats them as a priority, recognizing their decisive

role in strengthening social cohesion and supporting affected communities. The Group’s actions are designed to

deliver meaningful and long-term added value to society and are characterized by responsibility, empathy and a

consistent commitment to the residents of the areas in which it operates.

Based on its defined action areas and its Sustainable Development strategy, the Group has developed a

comprehensive and multidimensional Corporate Responsibility program, tailored to the needs of stakeholders,

aiming to promote social well-being, protect the environment and ensure an immediate and effective response to

emergency situations.

Specifically, through its Corporate Responsibility programs, the Group has set the following targets:

• Environmental protection

• Supporting young people in their education and development, as well as improving the educational

environment

• Ensuring decent work and promoting economic growth

• Fighting hunger

• Upgrading existing infrastructure and creating new, innovative infrastructure for sustainable cities

• Ensuring good health and well-being

In this way, the Group contributes to achieving significant positive impacts for affected communities and,

consequently, to advancing the corresponding UNSDGs. [ESRS S3-SBM-3-9-(c)]

During the reporting period, the Group continued to consistently support its vision of delivering added value to

society through actions, activities and initiatives, as described in section “S3-4 – Taking Action on Material

Impacts on Affected Communities, and Approaches to Managing Material Risks and Pursuing Material

Opportunities Related to Affected Communities, and Effectiveness of Those Actions”.

It is worth noted that Corporate Responsibility programs are designed on a regional basis, following open dialogue

with stakeholders, public opinion surveys, studies identifying material impacts, as well as public discussions and

other forms of consultation.

²¹ It is noted that the Group’s affected local communities do not include Indigenous peoples.

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In summary, as stated above, the Group’s business activities are inextricably linked to neighboring communities 21,

which it supports in a meaningful and long-term manner through social programs that create value and address

their diverse needs. [ESRS S3-ESRS 2 SBM-3-9-(a)-(i)-(iii)]

The DMA indicated that certain communities may be exposed to a higher risk of negative impacts. Therefore, the

Group pays particular attention to communities located near its industrial facilities and to vulnerable social groups

participating in the Group’s production processes or value chain.

The Sustainable Development Team, within the framework of external engagement with representatives of

affected communities and taking into account the findings of social and environmental studies, developed a

comprehensive understanding of potential local risks and community concerns.

This approach enables the implementation of targeted actions that strengthen responsible operations and the

protection of health and the environment, while ensuring the preservation of social well-being and quality of life in

affected communities. [ESRS S3-SBM-3-10]

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Impact, Risk and Opportunity Management

S3-1 - Policies Related to Affected Communities

The Sustainability Policy and the Code of  Conduct constitute the framework for managing material impacts, risks

and opportunities and apply to all affected communities, both in the local communities where the Group operates

and in the broader communities in Greece and abroad.

The Sustainability Policy, among other aspects, contributes to the creation of value for the Group and society

through stakeholder engagement. In its development and implementation, the views of key stakeholders are

taken into account, including employees, local communities, suppliers, customers and public authorities, as the

Group is committed to prioritizing community development and to continuously engaging with stakeholders to

ensure their views are considered. Further information regarding the Minimum Disclosure Requirements of the

Sustainability Policy is provided in chapter ESRS E1 – Climate Change.

The Group’s Code of Conduct emphasizes responsible business practices, actively contributing to the sustainable

development of both local and broader communities within and outside Greece, as well as to the protection of the

natural environment. Through its operations and partnerships, the Group seeks to create long-term value for

communities affected by its activities, strengthening relationships of trust and its positive social contribution.

Further information regarding the Minimum Disclosure Requirements of the Code of Conduct is provided in

chapter ESRS S1 – Own Workforce. [ESRS S3-1-14]

The Sustainability Policy and the Code of Conduct commit to adhering to internationally recognized standards,

such as the United Nations Guiding Principles on Business and Human Rights, the International Labor

Organization Declaration on Fundamental Principles and Rights at Work and the OECD Guidelines for

Multinational Enterprises. Alignment with these standards is monitored through human rights due diligence

processes, reporting and grievance mechanisms, as well as periodic internal audits and compliance assessments,

under the oversight of Management and the competent corporate governance bodies. In particular, during the

reporting period, no instances of non-compliance with the above, concerning affected communities and recorded

in the value chain, were identified. [ESRS S3-1-17, AR 10]

HELLENiQ ENERGY does not operate in areas adjacent to indigenous communities; hence, there are no specific

policy provisions for preventing and addressing impacts on indigenous populations. [ESRS S3-1-15]

In addition, the Group is committed to complying with institutional and international initiatives, aligning with the

United Nations Global Compact and the Greek Sustainability Code, and providing publicly accessible data through

the “Communication on Progress” questionnaire. Furthermore, the Group promotes human rights, respects

diversity and equality, and eliminates all forms of discrimination throughout its value chain, including local

communities, consumers and partners. [ESRS S3-1-16-(a)]

Beyond external engagement with representatives of affected communities, the Group maintains active dialogue

and continuous communication with the affected communities themselves. Informational meetings and public

opinion surveys are organized on a regular basis to collect useful insights, and newsletters ensure that

stakeholders are regularly informed about the Group’s developments and initiatives. Partnerships with local

organizations further strengthen the positive impacts of its activities. In parallel, day-to-day communication is

supported through press publications, official statements and updates available in the Media Center section of the

Group’s website. [ESRS S3-1-16-(b)]

The Group has established and implements specific procedures governing its collaborations, ensuring that

partners comply with labor legislation (national, European and ILO) and respect human rights and working

conditions. The cooperation framework requires compliance with the Code of  Conduct, Procurement Regulations,

policies and procedures promoting health and safety, commitment to environmental standards, responsible labor

practices and respect for human rights, as well as an evaluation process. Additionally, partners are selected and

assessed for inclusion in the Group’s supplier list not only on the basis of business criteria but also health and

safety criteria. This ensures alignment with the Group’s commitment to sustainable practices across all its

activities. More specifically, suppliers are committed to adhering to the principles of the United Nations Global

Compact in the areas of human rights, labor, the environment and anti-corruption.

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To address potential adverse impacts on human rights, the Group has established a grievance and complaints

management mechanism through which affected communities can raise concerns. These processes strengthen

transparency, accountability and the continuous improvement of the Group’s contribution.  [ESRS S3-1-16-(c)]

S3-2 - Processes for Engaging with Affected Communities about Impacts

Engagement with affected communities takes place either directly with the communities or their legal

representatives, or through intermediaries, depending on the purpose of the communication or initiative.

Interaction occurs at various stages, starting with consultation to identify potential environmental and social risks,

followed by the integration of views into the strategy and the design of initiatives, and continuing throughout

implementation to monitor impacts and adjust actions. Engagement includes informational meetings, public

opinion surveys, newsletters, partnerships with local organizations, as well as ongoing dialogue through press

publications and statements, ensuring transparency and responsiveness to community concerns. Further

information regarding the frequency of communication with local communities is provided in section General

Disclosures – ESRS 2: "SBM-2 – Interests and Views of Stakeholders".[ESRS S3-2-21-(a)] , [ESRS S3-2-21-(b)]

The Group’s Corporate Relations and Corporate Social Responsibility Divisions are responsible for ensuring

engagement with affected communities. They play a key role in the design, implementation and oversight of

engagement strategies, ensuring that feedback is integrated into the Group’s operations, policies and initiatives

for the effective management of material impacts, risks and opportunities. These Divisions hold operational

responsibility for overseeing the effective execution of engagement activities and for integrating the information

collected into the overall Corporate Responsibility strategy, as well as into decision-making processes for related

initiatives and projects.  [ESRS S3-2-21-(c)]

The Group has tools in place, such as a telephone hotline, a contact form on its website and an email address, to

ensure the continuous collection of feedback and the improvement of its initiatives. The outcomes of

engagement with affected communities are used to shape the Group’s initiatives and, where required, lead to

specific agreed actions, impact mitigation measures and initiatives supporting local communities.  [ESRS S3-2-21-(d)]

As previously mentioned, the Group conducts public opinion surveys to understand the views of local and affected

communities, including groups that may be more vulnerable, such as women, children and members of local

communities who may be affected by natural disasters or by the Group’s activities. The findings of these surveys

are taken into account in the design and adjustment of Corporate Responsibility actions, ensuring the protection

and empowerment of vulnerable groups. [ESRS S3-2-22]

As stated above, the HELLENiQ ENERGY Group does not operate in areas neighboring indigenous peoples. [ESRS

S3-2-23]

The active support of society through actions and initiatives that improve everyday life and contribute to social

progress and well-being, are an integral part of  HELLENiQ ENERGY Group 's corporate philosophy. It is worth

noting that the Group's business activity is inextricably linked to the local communities in which it operates, and

which supports substantially and in the long term with social programs that create value and respond to the needs

of Greek society. For this reason, investing in and linking with the local communities in which the Group operates is

one of its priorities and one of the essential issues on its path towards Sustainable Development.

S3-3 - Processes to Remediate Negative Impacts and Channels for Affected

Communities to Raise Concerns

The Group has established procedures and frameworks to identify, manage and remediate cases where it is

determined that it has caused or contributed to material adverse impacts on affected communities. These

procedures include engagement with affected communities to identify and determine appropriate remediation

measures, which are monitored for their effectiveness and responsiveness to community needs. The

effectiveness of remediation measures is assessed through KPIs, periodic progress reviews and feedback from

affected communities. [ESRS S3-3-27-(a), AR 17]

At the same time, the Group provides communication channels (telephone hotlines and electronic platforms)

through which affected communities can submit concerns or needs. These channels ensure direct

communication and the timely handling of issues arising from adverse impacts.  [ESRS S3-3-27-(b), AR 18]

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The availability of these communication channels is further strengthened through the Group’s business

relationships, as it encourages partners to implement similar procedures and facilitate the reporting of concerns

by local communities, thereby ensuring their accessibility and effectiveness. [ESRS S3-3-27-(c)]

Submitted issues are recorded, categorized by type and location and monitored until their final resolution. The

effectiveness of the communication channels is evaluated on a regular basis through internal reviews, analysis of

indicators (e.g. response time, resolution rate) and structured feedback collected from affected communities and

users of the channels. The results are used to improve accessibility and usability so that the channels effectively

respond to stakeholder needs. [ESRS S3-3-27-(d), AR 24]

The Group strengthens the trust of affected communities as, through regular consultations with the communities

and their representatives, as well as through the available channels, it receives and manages a significant number

of requests. In accordance with the Group’s Whistleblowing Policy, any behavior that constitutes retaliation in

connection with the submission of a report is not permitted. Awareness and stakeholder trust in the mechanisms

are continuously assessed through ongoing discussions and direct feedback, ensuring that there is sufficient

awareness of the relevant process. [ESRS S3-3-28, AR 23], [ESRS S3-3-27-(a), AR 17]

S3-4 - Taking Action on Material Impacts on Affected Communities and Approaches

to Managing Material Risks and Pursuing Material Opportunities Related to Affected

Communities and Effectiveness of those Actions

Action on material impacts on affected communities

The Group annually assesses the social and economic footprint of its activities in Greece, covering both its direct

operations and its entire supply chain. The analysis is conducted systematically on an annual basis, providing

comparability and documenting its long-standing and continuous contribution to the Greek economy. Since 2021,

the assessment has been carried out with the support of an independent scientific body and is based on an

internationally recognized input–output methodology, using official data from third-party sources.

Particular emphasis is placed on value creation at the local level, with notable examples including the Thriassio

Plain and the Regional Unit of Thessaloniki, where measurable impacts are recorded. Overall, based on the latest

analysis by the Foundation for Economic and Industrial Research (IOBE) for 2024, at the local level the Group

supported more than 7,000 jobs — direct, indirect and induced — with total income amounting to €180 million,

contributing to local value added exceeding €870 million.

The Group’s documented socio-economic contribution is accompanied by targeted Corporate Responsibility

initiatives aimed at generating a positive contribution to the local communities where it operates, in Greece and

abroad. In this context, for example, the following actions were implemented in 2025 in relation to affected

communities:

Empowering Youth Program

The HELLENiQ ENERGY Group’s Empowering Youth Program is a strategic, long-term initiative aimed at

meaningfully empowering the younger generation through investment in excellence, education, specialization

and innovation. It has been implemented systematically since 2009 and covers key geographical areas where the

Group operates, addressing secondary school students and local communities, while also having nationwide

reach, targeting university students, young scientists and the academic community. The program is structured

around three main pillars: rewarding top-performing graduates of General and Vocational Upper Secondary

Schools from Thriassio in Attica, Western Thessaloniki and the Municipality of Kozani who have been admitted to

tertiary education; providing scholarships for postgraduate studies in Greece and abroad; and developing a

knowledge and innovation ecosystem through a Centre of Excellence and an Alumni community. Since its launch,

more than 5,700 students have been rewarded for their academic performance, and over 350 scholarships have

been granted to highly reputable universities, with total investment exceeding €15 million. In 2024, the

scholarship program was further expanded, and in 2025 it was implemented by the Group’s subsidiaries in Cyprus,

Bulgaria, Montenegro and the Republic of North Macedonia.

In parallel, through the establishment of the HELLENiQ ENERGY Alumni community and the operation of the

Centre of Excellence for Energy and Sustainable Development in collaboration with ALBA Graduate Business

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School, Empowering Youth strengthens the link between education, research and the labor market, contributing

with measurable results to the development of specialized human capital and the creation of equal opportunities

for the younger generation.

Environmental Interventions and Awareness-Raising Actions

Since 2022, the Group has implemented a coherent framework of environmental programs and awareness-raising

actions aimed at activating and empowering local communities, primarily in Western Thessaloniki and the

Thriassio Plain, through projects delivering tangible environmental upgrades and experiential education initiatives

focused on the younger generation. Actions include clean-ups of public spaces, upgrades of parks and communal

areas, green interventions and educational activities on biodiversity and climate change. During the period 2022–

2024, more than 3,600 students and 420 employees participated, over 3.5 tonnes of waste were collected, more

than 300 trees and plants were planted and green areas totaling 2,300 m² were upgraded. In 2025, actions

continued, with more than 1,000 students participating in educational programs in collaboration with the

organizations Agoni Grammi Gonimi, The Bee Camp and MIO–ECSDE. In parallel, Enerwave implemented the

“Green Schools” program (OpenFarm & Elculture), promoting environmental education through school gardens,

experiential workshops and energy-saving actions, strengthening the role of teachers as knowledge multipliers

and enhancing the participation of the school community.

Moreover, the Group strengthened restoration interventions following natural disasters. Under the framework of

the Forest Restoration and Reforestation Sponsorship scheme, over the past three years more than 32,000

hectares of burned forest areas were restored through anti-erosion works. In 2024, actions in Western Attica were

completed, and in 2025 in Rapentosa, Marathon. Furthermore, in 2025, new reforestation projects were carried

out in the Municipalities of Penteli and Pallini (a total of 121.73 hectares and more than 5,000 trees), with the

participation of 130 employee volunteers and their families. Moreover, Enerwave, in cooperation with the

organization We4all, has developed initiatives to mobilize communities in environmental restoration and

awareness actions and supported the operation of the Kokkinomilia Environmental Information Centre,

strengthening sustainable local development and environmental education in areas of Northern Evia affected by

natural disasters.

In Cyprus, through EKO Cyprus, emphasis was placed on actions to enhance the operational readiness of the Fire

Service through the provision of rescue equipment, a patrol vessel and specialized training for personnel,

contributing to more effective forest fire management. Similarly, in Greece, Enerwave, supported Civil Protection

bodies through the donation of a vehicle for transporting personnel and materials to a volunteer association,

improving operational preparedness and response time in emergency situations. In the Republic of North

Macedonia, through OKTA, photovoltaic systems were installed in 2025 on the rooftops of schools, educational

institutions, social structures and public bodies, enhancing energy autonomy as part of efforts to reduce the

environmental footprint, while indirectly providing students with opportunities to familiarize themselves with the

principles of clean energy and sustainable development. Overall, these interventions contribute to improving

quality of life, protecting the environment and creating more resilient and sustainable communities.

Contribution to the Promotion of Sports

The Group consistently supports inclusive sport as a healthy outlet for all, especially the younger generation, by

backing institutions and initiatives with a strong impact in Greece and abroad.

The Group maintains a long-standing partnership with the Hellenic Paralympic Committee, which was renewed

and upgraded in 2024 and further expanded in 2025. In 2025, three Paralympic Panorama events were organized

in Athens, the Thriassio Plain and Western Thessaloniki, engaging students and local communities, actively

promoting equality, inclusion and sport without discrimination, and contributing to the promotion of the

Paralympic movement.

At the same time, EKO has continued for more than ten years to support the Hellenic Basketball Federation,

strengthening, as Grand Sponsor, the National Basketball Teams (Men’s, Women’s and Youth) and children’s

participation through the structured development program “Galanolefka Asteria”. The program offers thousands

of boys and girls aged U13 and U14 from across Greece the opportunity to engage with the sport, fostering values

such as teamwork, cooperation, respect and fair play.

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In 2025, EKO continued its long-standing support of the EKO Acropolis Rally as Grand Sponsor and Title Sponsor

in the field of motorsport. The company contributed to the return of the iconic rally to the WRC in 2021 and to

maintaining its international presence, generating a positive impact on local communities at national level. The

2025 event expanded across Corinthia, Central Greece, Thessaly and the center of Athens. At the same time, EKO

highlighted the issue of road safety through targeted information and awareness initiatives in cooperation with

competent authorities.

The year 2025 marked a milestone as it signified the Group’s first international sponsorship presence in tennis,

through support of events such as the Davis Cup and ATP 250 tournaments, expanding the company’s footprint

in high-profile international events. In parallel, through its international subsidiaries, EKO Serbia, EKO Bulgaria and

Jugopetrol continued in 2025 to support national federations, events and development programs, promoting fair

competition, particularly among the younger generation.

Improvement of Living Conditions

The Group consistently implements targeted initiatives aimed at improving the living conditions of vulnerable

social groups, with a focus on covering basic needs such as heating, food security and access to essential

healthcare services, thereby actively strengthening social cohesion in the areas where it operates. In Greece, in

2025 the heating oil donation program “Kyma Zestasias” (“Wave of Warmth”) continued for the 17^th consecutive

year. Through this program, 275,000 liters of heating oil were distributed to 160 public school units in neighboring

municipalities in the Thriassio Plain, Western Thessaloniki and Western Macedonia, ensuring decent learning

conditions for thousands of students. In parallel, in 2025 the Group continued its support program for social

grocery stores and soup kitchens, providing significant quantities of food and other essential goods to structures

in the Thriassio Plain, Western Thessaloniki and Kozani.

Within the same framework of strengthening the resilience of local communities, in 2025 the HELLENiQ ENERGY

Group donated a state-of-the-art four-wheel-drive ambulance to the West Fragkista Health Centre of the 5^th

Health Region of Thessaly and Central Greece, substantially enhancing the provision of emergency pre-hospital

care to remote and mountainous communities in Evrytania. The ambulance supports the operation of the Health

Centre and the 18 Regional Medical Units under its supervision, in an area with particularly demanding

geographical and climatic conditions. This intervention follows a previous donation of modern medical equipment

to the 5^th Health Region of Thessaly and Central Greece in response to the consequences of the devastating floods

of September 2023. In the same context of supporting vulnerable social groups, Enerwave supported social

inclusion and health initiatives. Through the action “Donate Kilometres to Syozoia”, in collaboration with the

organization Syzoi, participation was converted into financial support for the Early Childhood Intervention

Program for children with visual impairments.

In Cyprus, through EKO Cyprus, the heating campaign “Zesti Agkalia” (“Warm Embrace”) for social structures in

mountainous areas continued in 2025. In Bulgaria, EKO Bulgaria provided heating oil to protected facilities for

persons with disabilities, while in Serbia and Montenegro, through EKO Serbia and Jugopetrol, donations were

implemented to support children and social institutions. At the same time, in the Republic of North Macedonia,

through OKTA, the provision of heating fuel to SOS Children’s Villages continued in 2025. Overall, these

interventions make a substantial contribution to improving the daily lives of vulnerable groups, reducing social

inequalities and strengthening the resilience of local communities in Greece and abroad.

Employee Volunteering

The Group consistently promotes volunteering as an integral part of its corporate culture, encouraging the

systematic participation of its employees in organized actions of social solidarity, environmental protection and

social care in Greece and abroad. In 2025, a total of 1,128 employees participated in volunteer activities in the

countries where the Group operates, of whom 862 participated in Greece and 266 abroad.

On the occasion of International Women’s Day, the expansion and refurbishment of the WEHub – Female

Empowerment Hub of the Women Entrepreneurship Association of Greece (SEGE) in Thessaloniki was completed.

The hub is a multifunctional 600 m² space providing education, mentoring and skills development services to

women from Western Thessaloniki and the wider area. The initiative was supported by the active participation of

employee volunteers in renovation works and in equipping the creative activity spaces. In addition, during the

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Christmas festive period, employees participated in initiatives supporting social grocery stores and social care

structures, contributing to meeting the basic nutritional and social needs of vulnerable groups.

In the field of sports, in 2025, 474 employee volunteers participated in national and international marathons in

Greece and abroad, linking their participation with support for social organizations and the promotion of solidarity

messages. In Serbia, 16 employees of EKO Serbia participated in the Belgrade Marathon, supporting the work of

the organization BelHospice.

In the environmental sector, volunteer tree-planting and reforestation activities were implemented in Greece and

abroad. In Greece, 134 employee volunteers and their family members participated in tree-planting actions in the

areas of Penteli and Pallini, contributing to the restoration of more than 120 hectares and the planting of 625

trees. In addition, in 2025 volunteer beach clean-ups were organized in cooperation with local authorities at the

Aspropyrgos beach in Western Attica and at Kalochori in Western Thessaloniki, with the participation of more

than 170 employees and their family members, during which more than 1,500 kilograms of waste and 5,570

cigarette butts were collected. Similarly, in the Republic of North Macedonia, 150 OKTA employee volunteers

participated in tree-planting actions, strengthening urban green spaces and raising environmental awareness in

local communities.

In the health sector, the Group continued to systematically support voluntary blood donation. In 2025, the

network of active volunteer blood donors numbered 403 employees, of whom 395 were in Greece and 8 in Serbia.

Through organized blood donation drives, more than 400 units of blood were collected, covering over 200 needs,

while the provision of one additional day of leave for each participation serves as a measure recognizing

employees’ social contribution.

Overall, the Group’s employee volunteering actions in 2025 contributed to creating a measurable social and

environmental footprint, strengthening the Group’s connection with local communities and supporting its

responsible and sustainable operations across all geographic areas of activity.  [ESRS S3-4-31], [ESRS S3-4-32-(c), AR 37],

[ESRS S3-4-34-(a), AR 38 - AR 40, AR 42]

The Group develops and implements initiatives based on strategic planning, placing emphasis on maximizing

positive social outcomes. In addition, the Group responds to requests from affected communities following

evaluation and taking into account the needs of local affected communities, as well as the results of the DMA,

while simultaneously assessing actual or potential adverse impacts arising from its activities and implementing

targeted measures through prevention, mitigation or remediation actions. In cases where material adverse

impacts on local communities may arise, the Group designs and implements corresponding actions, as described

above. These actions are directly linked to the Group’s operational practices, including matters related to

operations, development, construction or the cessation of activities, and are integrated into the planning and

management of relevant projects. They are implemented in cooperation with competent public or local authorities

or through broader industry initiatives, where necessary for the effective management of potential impacts. For

further information on each action and its outcomes, please refer above.

For all implemented actions, the Group collects feedback on their effectiveness through communication channels,

targeted surveys and evaluations. Stakeholder feedback, combined with relevant monitoring indicators, is

integrated into evaluation processes and, where required, into the provision of remediation to communities that

may have been adversely affected by the Group’s activities. In addition, the Group sets clear and measurable

objectives for each initiative and uses key performance indicators to monitor progress, assess its social impact

and continuously improve its interventions. [ESRS S3-4-32-(a), AR 28 - AR 29, AR 36], [ESRS S3-4-32-(d), AR 31 - AR 33], [ESRS

S3-4-33-(a), AR 26], [ESRS S3-4-33-(b)], [ESRS S3-4-33-(c)]

In particular, the Group seeks to prevent any potential material adverse impacts on affected communities,

ensuring that its activities contribute positively to their well-being and to environmental protection. No serious

issues or incidents of human rights violations related to affected communities were reported during the reporting

period. It is noted that all Group facilities conduct environmental impact assessments through which potential

risks to local communities are identified and assessed. These potential risks are systematically monitored and

managed throughout the entire lifecycle of the facilities. Material potential impacts may arise at three key stages:

during the initiation of a new activity, during the operational phase and during the decommissioning process. The

Group has taken and continues to take specific measures to prevent, mitigate and, where necessary, remediate

these potential impacts through targeted actions, communication channels and feedback mechanisms. In

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addition, the Group responds to requests from affected communities following evaluation and taking into account

the needs of local affected communities.  [ESRS S3-4-35], [ESRS S3-4-36]

In 2025, total investments in Corporate Responsibility actions in Greece and abroad amounted to €15.3 million,

benefiting approximately more than 2.95 million people. The actions are designed by thematic category and

implemented in Greece and abroad, highlighting the breadth of the Group’s commitment to society. [ESRS S3-4-38]

Metrics and Targets

S3-5 - Targets Related to Managing Material Negative Impacts, Advancing Positive

Impacts and Managing Material Risks and Opportunities

2025 Sustainability Targets:

At the end of 2025, the Group set an annual target to benefit more than 2 million people in Greece and abroad.

The year 2025 constitutes the baseline year for this target, with a baseline value of 2.95 million beneficiaries. In

2023, a previous target had been set to benefit more than 1.5 million people for the period 2024–2026, which was

successfully achieved. [ESRS S3-5-41]

This target, which relates to affected communities, was established through a structured process incorporating

the relevant impacts identified through the DMA. Through the actions implemented in 2025, the Group made a

substantial contribution to improving quality of life, upgrading education, strengthening infrastructure for

protection against extreme weather events and supporting various social groups — including vulnerable women.

It is worth mentioning that where feasible, the process also incorporates feedback from affected communities to

ensure that the targets respond to their actual needs.

Monitoring of the beneficiaries indicator for Corporate Responsibility actions takes into account data from

subsidiaries in Greece and abroad and is reported in accordance with the London Benchmarking Group (LBG)

methodology. In addition, the monitoring results are used for the continuous improvement and redesign of future

actions and initiatives. Finally, the BoD’s Sustainability Committee is responsible for overseeing the achievement

of ESG targets, informing the BoD accordingly and submitting proposals for corrective actions. [ESRS S3-5-42–(a), (b),

(c)]

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ESRS S4 - Consumers and End-Users

Strategy

ESRS 2 SBM 3 - Material IROs Related to Consumers and End-Users and their

Interaction with Strategy and Business Model

HELLENiQ ENERGY acknowledges that the impacts, risks, and opportunities associated with consumers and end

users constitute critical factors in shaping and continuously adapting its strategy and business model, as they

significantly influence the Group’s strategic development, adjustment, and improvement in addressing the needs

of its stakeholders.

The HELLENiQ ENERGY Group has a positive impact on sustainable mobility, improving people’s daily lives by

providing reliable energy solutions. Its extensive network of service stations, combined with the fuel storage and

distribution infrastructure of the HELLENiQ ENERGY Group and EKO, ensures stable and uninterrupted access to

high-quality fuels even in remote areas. All products, both conventional and alternative, fully comply with the

applicable national and European specifications. At the same time, the Group promotes cleaner mobility solutions

through the development of electric vehicle charging infrastructure and the provision of more sustainable fuels,

such as Sustainable Aviation Fuel (SAF). In this way, it enhances accessibility and convenience for e-mobility users,

while also supporting the transition to more environmentally friendly forms of energy. Overall, the Group’s

mobility activities combine reliability, coverage of diverse energy needs, and the promotion of sustainable options,

contributing positively to the well-being of local communities and to the creation of a healthier and more

sustainable environment.

Starting from the supply chain, the Group’s subsidiary EKO has developed one of the most extensive and

integrated fuel distribution networks in Greece. This network includes eight fuel storage and distribution facilities,

20 aircraft refueling stations at major airports, two LPG storage, distribution and bottling units, one additional LPG

storage and distribution facility, as well as a lubricants production and packaging plant. Although some of the

products distributed may have inherent impacts on human health, the Group implements strict health and safety

measures and ensures a high level of protection for all consumers and end users. By prioritizing the safe and

responsible management of its products, the Group adopts internationally recognized best practices and invests

in comprehensive environmental management systems. The Responsible Product Stewardship philosophy forms

a cornerstone of this approach and has been integrated into the Group’s Management Systems, aiming to reduce

risks to human health and the environment throughout the entire product life cycle, while at the same time

enhancing value creation. Within this context: 

• Technical information is provided, and only products that fully comply with the required specifications are

placed on the market.

• Only responsible and correct use of the products is supported, in accordance with their comprehensive

Safety Data Sheets.

• Product handling instructions are considered and recommended to customers, with all products being

monitored for any issues reported by end-users, in order to identify potential needs for modifications..

• Reliable partners are selected who manage the Group’s products responsibly and ethically..

• The Group strictly adheres to the fundamental principles of the European REACH (Registration, Evaluation,

Authorization, and Restriction of Chemicals) and CLP (Classification, Labelling, and Packaging) regulations,

ensuring the protection of human health and the environment and effective management of chemicals.

Furthermore, in all its production, storage and handling facilities, HELLENiQ ENERGY implements certified

Quality, Occupational Health and Safety, Environmental and Energy Management Systems. These Management

Systems are evaluated annually to ensure a high level of performance for stakeholders.

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Within the context of risks and opportunities related to consumers and end users, the HELLENiQ ENERGY Group

recognizes that the increasing adoption of electric vehicles (EVs) may reduce demand for traditional fossil fuels,

creating financial risk due to its current reliance on fuel sales revenues. At the same time, growing access to and

availability of energy products and services offer significant opportunities for the Group: expanding market share,

diversifying its portfolio, and developing innovative, sustainable solutions that respond to evolving consumer

needs, while enhancing revenue growth and competitive advantage. As consumer preferences increasingly shift

toward sustainable energy options, demand for products such as biofuels and renewable-based solutions

highlights the important role of the HELLENiQ ENERGY Group in the transition to a lower-carbon economy. The

Group closely monitors technological and market trends and strengthens initiatives that support sustainable

mobility and the transformation of the transport energy mix. Investments in advanced biofuels and electric

vehicle charging infrastructure create new prospects for growth and diversification, leveraging market

opportunities while simultaneously managing risks.

It is worth noting that there are no consumers and/or end users of services whose rights—such as privacy,

personal data protection, freedom of expression, or equal treatment—are likely to be negatively affected. At the

same time, there are no vulnerable groups, such as children or economically disadvantaged individuals, who could

be impacted by health, privacy, or marketing and sales-related issues.

With the aim of responding promptly to changing user preferences, the HELLENiQ ENERGY Group adjusts its

strategy through targeted actions, outlined below, covering all existing and future EKO products. This adaptive

capability allows the Group to remain flexible and align with the ongoing market shift toward cleaner and more

responsible energy choices. At an operational level, EKO makes a significant contribution to reducing CO₂

emissions in road and air transport by offering sustainable fuels such as biodiesel, bioethanol, and Sustainable

Aviation Fuel (SAF) through commercial blends. These products support the dynamic transition toward more

environmentally responsible fuel solutions. The growth of e-mobility provides another important source of future

revenue, as the positive impact of promoting cleaner means of transportation is directly linked to consumer needs

and the rise of the electric vehicle market. Leveraging this trend enables the Group to strengthen its presence in a

rapidly growing sector and capitalize on new business opportunities. [ESRS S4-ESRS 2 SMB 3-9]

The Group’s customers and end users benefit from the positive impacts of its activities, improving their daily lives

and promoting sustainable mobility. The HELLENiQ ENERGY Group and its subsidiaries develop, commit to, and

continuously seek solutions for reliable energy access and cleaner mobility options, while simultaneously reducing

dependence on fossil fuels and supporting the transition to a low-carbon economy, as described below:

ElpeFuture

ElpeFuture, a subsidiary of the Group, provides electric vehicle (EV) charging services through EKO Charge&Go,

including the operation of fast chargers at EKO and bp stations along highways, as well as in shopping centers and

partner businesses. The renewable energy generated by solar panels installed at an increasing number of EKO and

bp stations (as part of the Zero Carbon Footprint Energy Network) powers the EV chargers, turning the charging

service into a low-carbon solution and contributing to the decarbonization of transport, while gradually reducing

the country’s dependence on fossil fuels.

ΟΚΤΑ

The advertising campaign by OKTA, titled “The Energy Around Us,” reflects the company’s enduring role as a

cornerstone of the national energy landscape. The campaign positions OKTA not only as the most reliable supplier

in the market but also as a company whose leadership presence is felt in every aspect of daily life—through the

security of uninterrupted supply, the consistent quality of its products, and the trust consumers place in its

expertise. The campaign emphasizes OKTA’s significant contribution to economic stability, community well-

being, and the broader transition toward cleaner and more responsible energy solutions.

In 2025, OKTA continues to demonstrate its unwavering commitment to the highest standards of operation and

quality across all markets in which it operates. This dedication is reflected in the ongoing implementation of the

Guarantee Program, which ensures consistent fuel quality for both domestic consumers and neighboring export

markets. The program’s campaign was communicated through a broad media mix, including radio, internet, digital

platforms, social media, print media, and out-of-home (OOH) advertising.

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EKO Bulgaria

In 2025, EKO Bulgaria maintained steady growth, reaching 101 service stations with the opening of two new fuel

stations and the renovation of 17 sites throughout the year, enhancing the customer experience. EKO expanded

its range of products and services by introducing new concepts, including two new supermarkets with a wider

variety of products, and inaugurating additional Care Wash facilities at fuel stations, including tunnel and jet wash

systems, bringing the total to 18 car wash facilities. Additionally, EKO Bulgaria implemented a program to install

26 photovoltaic units across its facilities.

The Smile loyalty program remained a priority for the company in 2025, with the introduction of new

functionalities and enhancements. Regular promotions and campaigns were conducted throughout the year,

offering added value to customers.

JUGOPETROL

Jugopetrol’s commitment to a sustainable future is clearly reflected in its initiatives aimed at supporting

environmental protection.

Eight electric vehicle (EV) charging stations (three of which are fast chargers) have been installed across

Montenegro, promoting the adoption of electric vehicles and providing accessible and reliable charging points.

This project directly contributes to reducing dependence on fossil fuels and advancing cleaner mobility solutions.

At the same time, the company completed or upgraded solar panel installations at 12 EKO service stations during

the year. These systems generate renewable energy to power the stations, significantly reducing greenhouse gas

emissions and improving energy efficiency. Such forward-looking initiatives highlight Jugopetrol’s dedication to

sustainability, delivering tangible benefits to the environment and the local communities it serves.

By integrating these comprehensive efforts into its campaign, Jugopetrol strengthens its leadership in

sustainability, customer engagement, and community collaboration, paving the way for a greener and more

connected future.

Enerwave

In the electricity and natural gas sector, Enerwave is a vertically integrated company with a significant contribution

to the operation of the country’s power system, enhancing supply security and providing reliable procurement and

energy efficiency services to all of its customers.

The company’s natural gas units play an important role in domestic energy production while also offering

flexibility services, contributing to system stability and enabling the further development and integration of

renewable energy sources (RES). At the same time, Enerwave manages a substantial natural gas portfolio,

strengthening the country’s supply security. Through cross-border electricity flows and natural gas exports, the

company further contributes to enhancing energy adequacy and supply security across the broader Southeastern

Europe region. [ESRS S4-ESRS 2 SMB 3-10-11]

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Impact, Risk and Opportunity Management

S4-1 - Policies Related to Consumers and End-Users

The Group focuses on strengthening consumer trust in every product and service it provides. This is ensured

through the implementation of strict operational standards across all its facilities and fuel stations. Product

quality is maintained through continuous and systematic inspections throughout the year, covering the entire

supply chain, from the refinery to the final sale to consumers.

For this reason, the HELLENiQ ENERGY Group has established a Quality Policy aimed at producing and delivering

high-specification products and services that fully meet the needs and expectations of end-users. In line with this

Policy, the Group monitors equipment reliability, the quality of raw materials, intermediate and final products, and

applies a certified quality management system. Within the framework of the Group’s Quality Policy,

comprehensive quality control systems are implemented at every stage of production and distribution, with the

objective of ensuring product safety, sustainability, and full customer satisfaction. These measures are designed

to manage both the physical risks and the opportunities associated with product quality, while also responding to

the continuously evolving needs of consumers and end-users.

The Quality Policy complies with applicable national and European legislation, while also monitoring international

regulatory developments and planning the necessary changes and investments accordingly. At the same time, it

aims at the continuous improvement of products and the provision of appropriate information to customers

regarding the quality of the products and services offered, ensuring their proper and rational use. The Policy

applies to all employees and is fully integrated into every business process, ensuring that quality standards

become part of daily operations. It is publicly accessible through the corporate website, providing transparency to

stakeholders. Its implementation also extends to consumers and end-users, reflecting the Group’s commitment

to meeting the needs of different market segments without restrictions.

The Group focuses on applying best practices and the most advanced techniques in its production and

distribution processes, aiming at continuous product improvement and full customer satisfaction. The monitoring

of the implementation of the Quality Policy is assigned to the competent Quality Divisions of the subsidiaries,

ensuring compliance with the ISO 9001:2015 Quality Management standard. [ESRS S4-1-15

At the same time, the HELLENiQ ENERGY Group supports international and national sustainability initiatives,

remaining an active member of the United Nations Global Compact since 2008, and complies with the Greek

Sustainability Code. Relevant data are publicly disclosed through the Communication on Progress and in

accordance with the criteria of the Greek Sustainability Code, demonstrating the Group’s commitment to

sustainable development and corporate responsibility. The Group does not have separate policy commitments

specifically dedicated to consumers and end-users that are fully aligned with internationally recognized standards

regarding consumer human rights, such as the UN Guiding Principles on Business and Human Rights. However,

through its Sustainability Policy, it is committed to promoting respect for human rights, enhancing diversity and

equality, and eliminating all forms of discrimination throughout its value chain, including consumers, end-users,

and business partners. In addition, it adopts sustainability best practices in procurement and marketing processes,

ensuring the provision of safe, sustainable, and accessible energy products. [ESRS S4-1-16-(a)]

The HELLENiQ ENERGY Group maintains open and accessible communication channels on its corporate website

for consumers and end users, enabling the submission of concerns, complaints, and feedback on any matter,

including issues related to human rights. The available mechanisms allow for the handling and investigation of

potential impacts, providing reporting and remediation procedures where required. [ESRS S4-1-16-(b)-(c)]

To date, no incidents of human rights violations have been identified in accordance with the UN Guiding Principles

on Business and Human Rights, the ILO Declaration on Fundamental Principles and Rights at Work, or the OECD

Guidelines for Multinational Enterprises, concerning consumers and end-users in the Group’s operations or in the

downstream part of its value chain. Nevertheless, the HELLENiQ ENERGY Group continues to monitor its

operations and value chain, with the aim of continuously ensuring alignment with and compliance with the above-

mentioned international frameworks. [ESRS S4-17]

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S4-2 - Processes for Engaging with Consumers and End-Users about Impacts

HELLENiQ ENERGY Group engages with consumers and end-users and uses the information derived from this

communication to improve its decision-making processes and manage both actual and potential impacts. This

approach is reflected in a wide range of initiatives and strategic actions aimed at understanding and addressing

the evolving needs of stakeholders. The Group has made significant progress in strengthening RES and

developing sustainable mobility solutions, while placing emphasis on meaningful interaction with customers and

end-users in order to identify their needs and positively influence their overall experience. Engagement with

consumers and end-users is implemented across all stages of the Group’s operations, from product design to

service delivery and post-implementation experience evaluation. This is achieved through regular satisfaction

surveys, public consultations, interactive meetings, and digital communication platforms, ensuring that

consumers’ needs and expectations are consistently integrated into the Group’s processes.

The Group has developed a structured process that promotes collaboration with consumers and end-users,

ensuring a high level of service and the effective management of material impacts. Across the entire fuel retail

network, the call center operated by Teleperformance functions on a 24-hour basis, seven days a week.

Customers of EKO service stations may contact 18198 or 2107725555, while customers of bp service stations may

call 18199 or 2106887555. Calls are handled by trained Teleperformance personnel, who promptly forward

requests to the competent officers under the supervision of the Head of Customer Service of the Fuel Retail

Department of KALYPSO KEA S.A.. In addition, consumers of Enerwave may contact the support center by calling

18340 or 211 211 8340, while a dedicated line for professionals operates at 18341 and 211 211 8341. All incoming

calls are managed by trained personnel of cooperating companies, who handle the full range of requests.

This structure ensures continuous support and the prompt resolution of any issues, reinforcing the Group’s

commitment to consumer and end-user satisfaction. The effectiveness of communication with users is monitored

through the request resolution rate, and these data are utilized to enhance services and better address their

needs. Similar initiatives are also implemented at international level, ensuring a consistent service experience

across all markets, as described below per subsidiary. Further information regarding these processes is provided in

section General Disclosures – ESRS 2 "SBM-2 – Interests and views of stakeholders".

EKO Cyprus

As part of its strategy for continuous engagement with customers, an integrated Marketing, Public Relations, and

Corporate Responsibility program is implemented, combining “Above The Line” and “Below The Line” strategies

and leveraging all available marketing department tools. Press releases and public announcements are made

available to the public via the official website of EKO Cyprus, social media channels, and the press. For more direct

and targeted communication, the EKO Smile application is used, sending push notifications and providing a two-

way communication channel with customers, enabling them to submit inquiries and receive responses from an

EKO Cyprus representative. At the same time, customers can contact a customer service representative directly

by phone, available 24/7, ensuring the immediate resolution of any issues.

EKO Bulgaria

EKO Bulgaria is committed to implementing best-in-class industry practices, ensuring the highest quality and

consistency of services provided at every customer touchpoint. Delivering a positive customer experience and

building strong relationships are core elements of its commercial strategy. To facilitate direct communication with

customers and provide timely information, EKO Bulgaria has utilized call center services, while fuel quality

assurance continued for another year through the Guarantee Program, in collaboration with the certified

laboratory Bulgarkontrola.

JUGOPETROL

In Montenegro, Jugopetrol promotes the EKO brand through a combination of strategic communication channels,

aiming to strengthen message awareness, deepen customer engagement, and support its sustainability

initiatives. By combining marketing with meaningful Corporate Responsibility actions, the campaign reinforces

EKO’s position as an industry leader and fosters meaningful interaction with consumers. Jugopetrol’s

communication strategy places particular emphasis on public relations and Corporate Responsibility, highlighting

its sustainability achievements and strengthening stakeholder trust. Regular updates on environmental initiatives,

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such as electric vehicle charging stations, solar panel installations, and other sustainability projects, are

communicated through press releases, social media, and community engagement activities. Through this

transparent approach, Jugopetrol not only informs the public but also reinforces its commitment to a more

sustainable future.

Throughout the year, Jugopetrol enhances customer engagement not only through regular promotional activities

but also via seasonal campaigns, such as those for Easter, summer, and Christmas. These initiatives encourage

repeat visits, reward customer loyalty, and strengthen their connection to the EKO brand. By tailoring offers to

seasonal trends, Jugopetrol creates an attractive and dynamic customer experience.

At the same time, the visibility of the EKO brand is strengthened through a multi-channel advertising strategy.

Media such as television, radio, digital platforms, brochures, and outdoor media are used to ensure that

Jugopetrol’s messages reach a wide audience, while simultaneously reinforcing Jugopetrol’s commitment to

sustainability and innovation.

EKO Serbia

Similar to other Group subsidiaries, EKO Serbia strategically combines marketing, public relations, and targeted

Corporate Responsibility initiatives to strengthen its brand and emphasize its commitment to sustainability.

EKO Serbia’s strategy is based on integrated marketing and public relations campaigns that increase visibility and

enhance engagement with consumers. “Above the Line” activities include television and radio advertisements,

digital platforms, and outdoor media, while “Below the Line” activities cover loyalty programs and seasonal

promotions. Through this coordinated approach, EKO Serbia showcases its products and services while building

strong customer relationships, reinforcing trust and loyalty.

Additionally, EKO Serbia actively engages consumers and end-users at all stages of their experience, taking into

account feedback and preferences to improve its services. This interaction is facilitated through satisfaction

surveys, the EKO Smile loyalty program, and personalized communication via the loyalty app. The application

provides real-time updates and tailors offers to each customer’s needs, enhancing their overall experience. The

EKO Smile program has earned consumer trust, with over 700,000 members, and serves as a key tool in EKO

Serbia’s customer-centric strategy, offering promotions and rewards through a points-based system.

EKO Serbia’s communication strategy places particular emphasis on Corporate Responsibility initiatives,

highlighting its role as an active partner in the local community. Related activities are communicated through

events, press releases, interviews, social media, and local engagement programs, enhancing transparency and

trust. Corporate Responsibility efforts focus on improving social welfare, with special attention to road safety

programs and support for socially vulnerable groups.

Enerwave

As a supplier of electricity and natural gas, Enerwave focuses on the reliability and transparency of its services,

implementing processes that strengthen trust-based relationships with its customers through timely information,

fair and transparent billing practices, and the continuous improvement of the service experience. In addition,

Enerwave offers energy efficiency services to both small and larger customers, leveraging technical solutions that

help reduce consumption and improve overall energy performance.

In line with enhancing transparency and high-quality service, Enerwave implements targeted actions to improve

customer information, support, and overall experience. These actions include organized awareness campaigns for

new customers, proactive communication campaigns in cases of billing delays, as well as onboarding promotions

to facilitate the initial use of services. Furthermore, measures are taken to promptly address issues that may

affect the customer experience, aiming to reduce complaints and strengthen ongoing collaboration. In this way,

Enerwave consistently ensures high service standards, reinforcing trust with its customer base. [ESRS S4-2-20-(a), (b)]

The operational responsibility for ensuring effective collaboration with consumers and end-users lies with the

Retail Marketing Division and the responsible Sales Division. The outcomes of this engagement with consumers

and end-users are analyzed and taken into account in the Group’s strategic decisions and policy development,

ensuring the continuous improvement of products, services, and processes. [ESRS S4-2-20-(c)]

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Indicative results of surveys measuring customer satisfaction

The analysis of results from customer satisfaction surveys provides valuable insights into how effectively a

product or service meets customer expectations. For this reason, the HELLENiQ ENERGY Group places particular

emphasis on these surveys, as they serve as a key tool for measuring customer satisfaction, understanding their

needs, and continuously improving the overall experience it offers.

Domestic marketing

In 2025, to enhance customer satisfaction and gain a better understanding of their needs, a total of 17 qualitative

and quantitative market surveys were conducted: 5 focused on the significance of the EKO and bp brands, and 12

evaluated staff performance at fuel service stations. In addition, through the loyalty platform, EKO and bp are able

to communicate with customers on a personalized basis, further strengthening the understanding of their

preferences and needs.

EKO Cyprus

In 2025, EKO Cyprus continued to achieve high levels of customer satisfaction and positive consumer experiences.

Within the framework of the Mystery Shopper program—which covers the entire EKO Cyprus network and 30% of

competitor stations, with a frequency of 12 evaluations per year—the company recorded a performance score of

66% in December of the reporting year, significantly exceeding the market average of 54% in indicators such as

courtesy, service, and appearance.

Key findings from the Brand Vitality Tracking survey, an annual assessment that included 802 interviews with

quotas for age, gender, and geographic region representing the driving population in Cyprus, focused on

consumer perceptions, use of information, purchase criteria, brand preference, and car-related and fuel

purchasing habits. The results of the annual survey highlighted the consistent consumer preference for EKO,

reinforcing its position as a market leader in Cyprus and maintaining strong performance in both primary and

secondary brand choices compared to the previous year. In 2025, EKO Cyprus achieved a primary brand choice

rate of 40%, up from 36% in 2024, while its secondary brand choice rate stood at 27%.

At the same time, Top-of-Mind awareness increased significantly, reaching 50% in 2025 compared to 45% the

previous year. Despite a decrease in refueling frequency in Cyprus, the company attracted new consumers for

whom EKO has now become their station of choice. This is also reflected in the increase of the Loyalty Index,

which rose to 24% in 2025 from 22% in 2024.

The company’s overall market dominance is further reflected in the Brand Equity Index (BEI), where EKO records a

score of 4.1, maintaining a leading position in the market, while competitors follow with scores of 2.6.

EKO Bulgaria

EKO is recognized as one of the most reputable fuel station chains in the market, with overall brand awareness of

89% and serving as the primary choice for 12% of consumers. According to the Nielsen IQ BVT 2024 survey, it

also has a strong loyalty index of 67%.

OKTA

According to the findings of the Mystery Motorist survey, in 2025 OKTA’s overall performance reached 80%,

slightly surpassing the competitor average of 79%. At the same time, OKTA achieved a significantly higher score

in the customer experience category, with a rating of 81% compared to competitors’ 76%, confirming its superior

service quality and the priority placed on ensuring a positive customer experience.

In addition, in 2025 OKTA’s market performance remained stable, achieving:

• 88% overall brand awareness, compared to 93% in 2024

• 83% spontaneous brand recognition, unchanged from 2024

• 12% Top-of-Mind awareness, unchanged from 2024

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• 15% primary brand choice, up from 14% in 2024

• 23% secondary brand choice, up from 22% in 2024

EKO Serbia

During 2025, EKO Serbia implemented a series of initiatives aimed at enhancing the customer experience,

strengthening brand presence, and supporting the growth of its loyalty program.

Results from the Mystery Shopper program for Q2–Q4 2025, based on the new evaluation platform, recorded an

overall performance of 63%, significantly higher than the competitor average of 54%. Regarding customer

experience, EKO achieved a score of 51% compared to 49% for competitors. Similarly, in terms of service station

appearance, EKO recorded a performance of 90% versus 85% for competitors.

Findings from the BVT market survey showed overall brand awareness of “EKO” at 87%, Top-of-Mind awareness

at 2%, and Main Choice at 8% for 2025. The EKO Smile loyalty program also continued its upward trend, with

recognition increasing to 65% (+3 percentage points compared to 2024). [ESRS S4-2-20-(d)]

HELLENiQ ENERGY Group ensures that the views of all consumer groups are equally considered, including

vulnerable or marginalized groups such as people with disabilities or children, as no discrimination exists between

these groups. To this end, the Group implements dedicated feedback collection processes, such as personalized

surveys and accessible digital communication platforms, ensuring that the needs and opinions of all consumers

are integrated into its strategies and decision-making. [ESRS S4-2-21]

S4-3 - Processes to Remediate Negative Impacts and Channels for Consumers and

End-Users to Raise Concerns

HELLENiQ ENERGY Group provides complaint submission mechanisms for any stakeholder, including customers,

to address potential negative impacts from its activities. Additionally, it encourages its partners to maintain

similar communication channels, ensuring that the views and concerns of consumers and end-users can also be

conveyed through these partners.

EKO has established and implements documented procedures for managing customer complaints, ensuring that

each complaint is recorded and forwarded to the relevant technical experts, assessed for severity, safety,

complexity, impact, and the need for immediate corrective action, and investigated in depth to identify root

causes. Resolution is then carried out to provide the best possible response to the customer request,

accompanied by information on how the issue was addressed. All actions are documented in the relevant records

and systematically analyzed to derive useful insights that lead to appropriate preventive and corrective measures.

Currently, there is no specific approach to ensure the effectiveness of these channels, nor a defined method to

assess whether consumers and/or end-users are aware of and trust these structures or processes as a way to

express and address their concerns or needs. HELLENiQ ENERGY Group plans to adopt methods for monitoring

the effectiveness of these mechanisms, including collecting feedback from consumers and end-users regarding

their awareness, trust, and satisfaction with the complaint submission process. [ESRS S4-3-25-(b), (c), (d)]

Nevertheless, measures for protecting individuals who report or disclose information about illegal activities

(whistleblowing) are being strengthened, and communication channels for reporting violations are being

expanded. In accordance with Law 4990/2022 on the protection of persons reporting breaches of European

Union law, the Whistleblowing Policy is applied. For more information on the Whistleblowing Policy, refer to

section ESRS G1. [ESRS S4-3 26]

S4-4 - Taking Action on Material Impacts on Consumers and End-Users and

Approaches to Managing Material Risks and Pursuing Material Opportunities Related

to Consumers and End-Users and Effectiveness of those Actions

With a particular focus on delivering a positive customer experience at fuel service stations, the HELLENiQ

ENERGY Group, through its subsidiary EKO S.A., has implemented a series of programs and initiatives aimed at

better serving its customers and responding to their needs. Specifically, the following actions are already in place:

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Covert Inspector Program

The program is designed to accurately assess the services provided, the quality of service at fuel stations, and

compliance with operational standards under real conditions. Covert inspectors evaluate 65 criteria across nine

areas of the station, including the service area and equipment, service quality, safety measures, store conditions,

staff uniforms, hygiene facilities, and promotional activities.

In 2025, 3,502 inspections were conducted at EKO and bp fuel stations, and 306 inspections at competitor

stations across Greece. Each station is evaluated by a covert inspector between four and twelve times per year.

Findings from these inspections are published monthly on an electronic platform accessible to all sales directors

and station managers. This platform enables the tracking of performance progress over time, as well as

monitoring various other key indicators critical for enhancing and developing network services. The ultimate goal

is to upgrade customer service standards and more effectively meet customer expectations.

Digital Transformation

Digital Transformation is a cornerstone of the Group’s sustainable development strategy, aiming to implement

over 180 related initiatives in the medium term (2027–2030). These initiatives include the fuel stations of the

future, enhancing operational efficiency with positive impacts for consumers and society. The adoption of new

digital tools and methodologies boosts productivity, flexibility, and process quality, enabling faster, personalized

service and transparency for consumers. At the same time, the digital retail program expands the reach of the

loyalty program across Southeastern Europe, strengthening interaction with retail consumers while maintaining

consistent collaboration with corporate clients and partners, creating added commercial value for both parties.

Ensuring product quality remains a central priority. The Group conducts continuous quality checks across the

entire supply chain — from the refinery to the points of sale — and maintains full compliance documentation for

all products. Products are made available to customers only after confirmation of compliance at every stage,

through rigorous inspections. The quality control programs implemented in each country are described below:

Greece – "Mobile Laboratory Units" (EKO S.A.): EKO operates a comprehensive quality control program using

Mobile Laboratory Units that perform on-site and surprise inspections at EKO and bp stations, ensuring

systematic and reliable qualitative and quantitative fuel testing.

The Republic of North Macedonia – “OKTA GUARANTEE”: In 2025, under the OKTA GUARANTEE program —

implemented by a specially trained team in collaboration with the Faculty of Mechanical Engineering of the

Republic of North Macedonia — OKTA conducted 55 station visits, with 162 samples collected for laboratory

analysis at the ISO 17025-accredited OKTA laboratory. For quantitative tests, measurements were taken at 688

pump nozzles, achieving 100% compliance with legislative requirements.

Bulgaria – “EKO Guarantee”: EKO Guarantee, the first program of its kind in the country for additional fuel quality

verification at EKO Bulgaria stations, celebrated its eleventh year in 2025, remaining one of the leading control

systems in Europe. The program exceeds national regulatory requirements and is executed by an independent

specialized partner, Bulgarkontrola S.A..

In addition to the above programs, Domestic Trade strictly adheres to quality and safety standards for LPG,

aviation fuels, and lubricants. Specifically:

• E-Gas and E-Gas Easy cylinders comply with strict safety standards, ensuring the highest level of safety

provided by EKO’s expertise. EKO’s LPG storage, handling, and bottling facilities operate under a certified

Quality Management System in accordance with ISO 9001:2015. The scope includes receipt, storage,

bottling, and distribution of LPG.

• Aviation fuels: EKO supplies JET aviation fuels (JET A-1 and JP-8) to 20 airports across Greece. The primary

product supplied is JET A-1, which complies with the latest Aviation Fuel Quality Requirements for Jointly

Operated Systems (AFQRJOS) of the Joint Inspection Group (JIG), incorporating strict standards such as

Defense Standard 91/91 and ASTM D-1655. All EKO Aircraft Refueling Stations are certified under ISO

9001:2015 Quality Management standards.

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• Lubricants: EKO lubricants are produced using high-quality raw materials, covering a wide range of

applications from basic to complex lubrication needs. Compliance with design specifications is ensured

through continuous quality checks at all critical production stages. EKO’s Lubricants Production Unit

operates under a certified ISO 9001:2015 Quality Management System, ensuring reliable, high-quality

products. At the Skaramangas facilities, EKO’s Chemical Laboratory is equipped with state-of-the-art

instrumentation and is recognized for high performance in international laboratory assessments. The

laboratory conducts quality checks for both aviation fuels and lubricants, ensuring product reliability and

quality. [ESRS S4-4-33-(b)] [ESRS S4-4-33-(a)]

Loyalty Programs

The EKO Smile and BPme loyalty programs continued their successful trajectory in 2025, providing instant

rewards to customers during their everyday transactions and ensuring high-quality, fast, and personalized service

at EKO and bp stations, respectively.

Both programs operate through their respective mobile applications (EKO Smile app and BPme app), enabling

contactless payments via receipt scanning, automatic points collection, online product purchases with free

delivery, points transfer, redemption through digital vouchers, access to transaction history, and participation in

exclusive experiences through the companies’ sponsorships. Additionally, the loyalty platforms provide EKO and

bp with valuable insights into consumer preferences, enhancing personalized communication and targeted

campaigns.

In 2025, EKO Smile was further strengthened through major promotional campaigns and new partnerships,

including with the Attica Group, offering members discounts on ferry tickets. Moreover, through the EKO

Exclusive VIP Club, it provided special benefits to luxury car owners. These initiatives contributed to increased new

registrations, station visits, and fuel sales for EKO.

BPme, with a network of over 700 bp stations, also advanced dynamically during the year, executing significant

campaigns such as the Tottenham Hotspur contest, the Instant & Win Easter draw, the heating oil competition,

and the Panathinaikos Unique Experience. These actions boosted new registrations, repeat visits, and digital

engagement with the app.

Overall, both programs contributed significantly to higher station traffic, strengthened customer loyalty, and

improved sales, highlighting the strategic role of digital rewards in the modern fuel retail experience.

Additional initiatives

EKO S.A. implements ongoing initiatives to raise consumer awareness about energy saving during the use of

transport fuels, such as providing eco-driving tips and promoting the rational use of heating oil through social

media posts.

These actions focus on driving behavior (e.g., avoiding sudden acceleration, removing unnecessary vehicle weight,

etc.) and the proper use of heating oil (e.g., setting thermostats to 19°C, regular boiler maintenance, etc.) to

achieve the same outcomes with lower fuel consumption. The quantitative implementation and performance of

these initiatives are monitored and reported through the framework of Energy Efficiency Obligation Schemes.

[ESRS S4-4-30]

HELLENiQ ENERGY Group also leverages communication channels with consumers and other stakeholders, such

as customer suggestions and complaints, as a key preventive mechanism to identify potential adverse impacts. To

date, no actual impacts requiring remedial actions have been recorded. In cases where product quality issues are

confirmed by consumers, the Group provides compensation, while for Health & Safety matters, compensation is

granted only when there is a legal ruling. All other matters concerning consumers and end-users are managed by

the Marketing Division. [ESRS S4-4-31-  (c)]

HELLENiQ ENERGY Group monitors and records issues that arise and are addressed through a feedback system,

including regular surveys, and evaluates the effectiveness of its actions and initiatives based on the satisfaction

and experience of end-users. In 2025, the customer service center handled 46,272 calls. The Group assesses the

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effectiveness of its channels by collecting information from stakeholders, who are the intended users of these

channels. [ESRS S4-4-31-(d)]

The staff at fuel stations receives comprehensive training on various topics, including customer service and sales

promotion, to prevent causing or contributing to significant impacts on consumers and/or end-users. In 2025,

training programs were conducted across the two partner networks — KALYPSO KEA S.A. and EKO S.A. —

targeting fuel station managers, owners, and staff. Training was delivered either in-person or through an

electronic Learning Management System, which allows participants to follow specially designed courses organized

into dedicated thematic modules.The training modules included programs such as EKO-Castrol Lubricants,

Customer Service and Sales Promotion, and Heating Oil Distribution. In 2025, a total of 7,535 individuals received

both theoretical and practical training, equivalent to 14,360 training hours in Greece. The total cost of

implementing these training programs for 2025 amounted to approximately €39,000.

No serious human rights issues or incidents related to consumers and/or end-users of the Group were reported

during 2025. [ESRS S4-4-34-35-37]

Metrics and Targets

S4-5 - Targets Related to Managing Material Negative Impacts, Advancing Positive

Impacts and Managing Material Risks and Opportunities

Time-bound and Outcome-Oriented Targets

To ensure that its efforts to enhance positive contributions are measurable and effective, the HELLENiQ ENERGY

Group has defined specific indicators to monitor the achievement of its targets, guiding actions and supporting its

initiatives.

One such indicator is the number of product analyses conducted annually. In Greece, in 2025, EKO carried out

105,028 quality analyses on 8,577 fuel samples from fuel stations. In addition, 8,401 analyses were performed on

aviation fuels and 30,250 analyses on lubricants at the EKO's Chemical Laboratory.

The time-bound and outcome-oriented targets related to promoting positive impacts and managing significant

opportunities are as follows:

• ~5,600 electric vehicle charging points at EKO/bp stations and publicly accessible locations by 2030. By the

end of 2025, the EV charging points was 965, whereas the base year of this target is 2023, when the EV

charging points was 162.

• 140 kta sustainable fuel production (biodiesel production unit from used cooking oil (UCO) at the

Thessaloniki refinery and development of a new standalone SAF production unit at the Aspropyrgos

refinery) by 2030. As this project is not completed yet, there is no production (0 kta) to be reported for 2025.

HELLENiQ ENERGY Group has set these consumer and end-user related targets through a structured process

that incorporates relevant IROs identified through the DMA. The Sustainable Development Committee monitors

progress toward these targets and provides recommendations for strategy adjustment, while the BoD oversees

the establishment of targets. In particular, the selection of topics for target setting considers key stakeholders,

including consumers and end-users, to ensure alignment with their expectations.

Aiming to provide sustainable mobility solutions and facilitate access to energy for consumers and end-users, the

Group has developed a wide network of charging points, including remote and rural communities, through

ElpeFuture and the responsible Sales Division. At the same time, feedback from the Group’s various consumer

communication channels is taken into account to guide improvements. [ESRS S4-5-41-(a), (b), (c)]

ESRS G1 – Business Conduct
Governance
ESRS GOV-1		The Role of the Administrative, Supervisory and Management Bodies
Impact, Risk and Opportunity Management
G1-1		Corporate Culture and Business Conduct Policies
G1-3		Prevention and Detection of Corruption and Bribery
Metrics and Targets
G1-4		Confirmed Incidents of Corruption or Bribery
Entity Specific Disclosures – Cybersecurity Risks
		Strategy
		Impact, Risk and Opportunity Management
			Policies and Procedures related to Cybersecurity
			Taking Action on Cybersecurity
Metrics and Targets
		Cybersecurity incidents

²² The Code is available on the official website of the Hellenic Corporate Governance Council (HCGC) at https://www.esed.org.gr/web/guest/code-

listed.

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ESRS G1 - Business Conduct

Governance

ESRS 2 GOV-1 – The role of the administrative, supervisory and management bodies

According to the DMA results, business conduct has been identified as a material topic for the Group. The Group is

committed to high standards of integrity and responsible operations, implementing mechanisms and reporting

procedures to prevent and address incidents such as corruption, bribery, misconduct, or retaliation against

individuals who report violations.

More specifically, the corporate governance framework of HELLENiQ ENERGY Group, as a set of principles, rules

and practices, has been designed to ensure its orderly and uninterrupted operation, while safeguarding the

interests of its stakeholders with integrity and transparency, in full alignment with the applicable regulatory and

institutional framework.

In this context, the Group fosters a strong ethical corporate culture based on the principles of accountability and

responsible decision-making at all levels of the organization, with clearly defined roles and responsibilities. In

particular, the roles of the administrative, management and supervisory bodies with respect to business conduct

are clearly defined and integrated into the Group’s corporate governance framework, in accordance with which

good corporate governance practices are implemented that go beyond the minimum requirements of the

applicable legislation. Furthermore, the BoD bears the overall and exclusive responsibility for defining, approving

and overseeing the Group’s business conduct framework.

In line with the Corporate Governance Code 22 for listed companies of the Hellenic Corporate Governance Council

(HCGC), the BoD has relevant professional experience in business ethics matters in areas such as regulatory

compliance, legal affairs, risk management, internal audit and corporate governance. This expertise is supported

by regular training and updates on the Code of Conduct, ethical standards and the applicable legal and regulatory

framework.

The BoD holds ultimate responsibility for the business conduct framework (anti-corruption, conflicts of interest,

gifts and hospitality, competition, and data protection). The Audit Committee oversees the implementation of

policies and the adequacy of internal controls, receiving semi-annual reports on whistleblowing and compliance

and deciding on corrective actions where required. The Internal Audit Division and the Regulatory Compliance

Office monitor compliance indicators, investigate reports and recommend sanctions. [ESRS GOV-1 5-(a), (b)]

Impact, risk and opportunity management

G1-1 – Corporate culture and business conduct policies

The Group’s approach to fostering business conduct and culture is based on its commitment to creating long-

term value and ensuring the trust of its stakeholders, as outlined in the Group’s Sustainability Policy. Accordingly,

the Group implements a consistent framework of policies, rules, and procedures, covering all its activities and all

levels of corporate governance. For this reason, it has adopted the Corporate Governance Code for listed

companies of the Hellenic Corporate Governance Council (HCGC).  [ESRS MDR-P-65-(a)]

²³ Further information regarding the Board of Directors’ Rules of Procedure, and the Suitability Policy and Remuneration Policy of BoD Members is

available on the Group’s official website: Regulations & Policies – HELLENiQ ENERGY.

²⁴ The Whistleblowing Policy is available on the Group’s official website at: HELLENiQ ENERGY Whistleblowing Policy Gr.

²⁵  In line with the applicable provisions of Greek legislation and, in particular, the provisions of Law 4990/2022, wherewith the European Union

Directive 2019/1937 was incorporated into Greek law.

²⁶ The responsible person can be either an employee of the HELLENiQ ENERGY Group or a third party and reports directly to the Board of Directors.

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The Group has established the following policies and regulations, which define the framework for its

business conduct and decision-making 23:

Code of  Conduct

The purpose of the Code is to summarize the principles governing the internal operations of the Group’s

Companies, both in Greece and abroad, as well as to define the way in which business objectives are pursued, in

order to ensure the Group’s sustainability and progress. The Code forms part of the broader corporate governance

framework and outlines the principles according to which every individual involved in the operational activities of

the Group’s Companies and all their collective bodies must act and operate within the scope of their

responsibilities. All individual and collective actions should be guided and governed by these principles. Further

information regarding the Minimum Disclosure Requirements of the Code of Conduct is provided in section ESRS

S1 – Own Workforce.  [ESRS MDR-P-65-(a)]

Whistleblowing Policy 24

The Group is committed to conducting all of its business activities according to high ethical standards and applies

a zero-tolerance policy towards any form of bribery and corruption. Specifically, the Group has established the

Whistleblowing Policy, which applies across the Group’s companies and aims to protect individuals who, based on

the Reasonable Grounds defined in detail in the Policy, report or disclose violations or irregularities of EU law

related to the activities of the Group’s companies and concerning matters governed by EU legislation and the

relevant national laws. Through the implementation of this Policy, the Group ensures the operation of reporting

channels for breaches of EU law, the existence of appropriate procedures for handling reports, the protection and

confidentiality of reporters, the encouragement of both named and anonymous reporting, and the integration of

the Policy with the Group’s other Policies and Procedures.

The scope of the Policy covers individuals submitting a report, specifically including members of the management

of the Group’s companies, executives and employees of the Group’s companies, external partners engaged in the

Group’s projects, providing services, or collaborating with the Group, regardless of the form of contractual

engagement, as well as any other person provided for by Law 25. Individuals who submit a report of a breach falling

within the scope of the Policy are entitled to the protection provided under Section 8 of the Policy, provided that,

at the time of the report, they had Reasonable Grounds to believe that the information regarding the reported

breaches was true and fell within the scope of the Policy. The Group has appointed a person 26 responsible for the

implementation of the Policy and the receipt of reports concerning breaches within its scope, for taking the

necessary actions to investigate such reports, and for timely informing both the Reporting Person and the

Involved Person. The HELLENiQ ENERGY Group, seeking to adopt a clear and specific whistleblowing framework

and to promote the lawful operation of the Group, implements this Policy in accordance with the applicable

provisions of Greek legislation and, in particular, the provisions of Law 4990/2022, by which European Union

Directive 2019/1937 was incorporated into Greek law. The Policy, as approved by the Board of Directors, is

published on the Group’s intranet and corporate website.  [ESRS MDR-P-65-(a)]

Corporate Governance Practices Exceeding Legal Requirements

At the same time, the Board of Directors has adopted provisions in the Group’s Internal Regulation prohibiting

share trading by the Chair of the Board, the CEO and members of the BoD, where they also hold the position of

Chair of the Board or CEO in an affiliated company. Furthermore, it has adopted a process for monitoring and

publicly disclosing significant shareholdings and transactions in the Group’s shares, as well as a process for

monitoring and publicly disclosing transactions and financial activities with the Group’s key customers and

suppliers.

Moreover, the Group’s business conduct and culture are shaped and continuously developed in line with

internationally recognized principles of responsible business conduct. The Group is a proud signatory of the

United Nations Global Compact (UNGC) and actively integrates its Ten Principles—covering human rights, labor

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rights, environmental protection and anti-corruption—into its strategy, corporate governance framework and

day-to-day operations.

The development of a strong business culture is achieved through the alignment of the Group’s core values with

the principles of the UNGC, which are embedded in the policies and procedures governing business conduct and

serve as a reference point for strategic decision-making, rather than as a standalone regulatory obligation. [ESRS

G1-1 9]

Reporting mechanisms

The mechanisms for identifying, reporting and investigating concerns related to unlawful conduct or conduct

contrary to the Group’s Code of Conduct or similar internal regulations are described in detail in the relevant Code.

The Group has established a dedicated Whistleblowing platform, operated by an independent third party, which

allows the submission of reports on a named or anonymous basis.

Any report of a violation may be submitted in writing and/or verbally, while disclosure through the helleniqenergy

electronic platform is encouraged, via email at [email protected], by telephone at +30 210 6302333 with a

recorded message, or by written report to the Regulatory Compliance Unit, 8A Chimarras Street, Marousi, 151 25,

Greece.

In all cases, the Group Regulatory Compliance Unit is informed of the incident and subsequently reviews the case,

making recommendations to the Special Reporting Evaluation Committee (REC) for the assessment and

investigation of the report.

To ensure the effective implementation of the Code and Policies and to prevent the imposition of sanctions, the

Group encourages its Board members, executives, employees, and all individuals providing services to the Group

to freely report any behavior that may deviate from, or about which there is doubt as to whether it complies with,

applicable Law, the Code, the Policies, and the Group’s Regulations, in accordance with the Group’s procedures as

outlined in the relevant Policy. This is considered the most appropriate way to ensure the practical adherence to

rules that must be followed and adopted as corporate conduct across all organizational units of the Group.

The Group has implemented internal procedures that ensure the confidentiality of the identity of the reporting

person and any third party named in the report, preventing access by unauthorized personnel. Furthermore, it

ensures that the identity of the reporting person is not disclosed to anyone other than the authorized officers

responsible for receiving or monitoring the reports, without the explicit consent of the individual concerned. This

protection framework applies even if the submitted reports are not substantiated, following the investigation of

the relevant reports, and in all cases where the report is not malicious. More information is available in the

“Protection Measures” section of the Whistleblowing Policy.

The National Transparency Authority (NTA) has been designated as an external reporting channel, and all

individuals covered by the Policy have the right to submit their reports directly to it. Furthermore, these individuals

have the right to resubmit their report to the NTA if they believe that their report was not effectively addressed by

the Responsible for Receiving and Monitoring Reports (RRMR). The external reporting channel operates in

accordance with the provisions of Article 11 of the applicable Law.

Reports or irregularities falling within the scope of the Whistleblowing Policy may concern a variety of matters,

including public procurement, financial services, products and markets, prevention of money laundering and

terrorist financing, product safety and compliance, transport safety, protection of the environment and public

health, consumer protection, privacy and personal data protection, network and information system security,

violations affecting the financial interests of the European Union, breaches of the internal market rules, including

competition and state aid rules, as well as acts that violate corporate tax regulations with the aim of securing a tax

advantage in contravention of applicable law. More information regarding internal training on business conduct

and the areas of the Group exposed to the highest risk is provided below in section G1-3 – Prevention and

detection of corruption and bribery. [ESRS G1-10 (a), (c), (e), (g), (h)]

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G1-3 – Prevention and detection of corruption and bribery

As an integral part of its strategy to prevent corruption and bribery, the Group has established a comprehensive

mechanism of procedures, policies, and controls, which includes:

• The implementation of clear regulations and policies, such as the Code of  Conduct, which set standards of

business conduct and compliance at all levels, applying to all stakeholders and suppliers.

• The ability to confidentially report incidents through the reporting mechanisms, as described above.

• Thorough investigation of reports by the Regulatory Compliance Unit, ensuring objectivity and impartiality.

• Reporting of findings to the relevant administrative, managerial, and supervisory bodies, ensuring full

oversight and the prompt adoption of corrective actions where required.

• An annual compliance audit program on corruption-related issues conducted by the Group’s Internal Audit

Division across all organizational units, following the established internal inspection procedures set out in

the Code of Conduct.

Training and Awareness on Responsible Business Conduct and Culture

All employees participate in mandatory onboarding training regarding the Code of  Conduct for responsible

business practices. In addition, specialized training programs are provided exclusively for all members of the

Group’s administrative, managerial, and supervisory bodies to strengthen high-risk positions against corruption

risks. Furthermore, the Group implements a comprehensive training plan that includes mandatory e-learning on

the Code of  Conduct, as well as in-person sessions on specialized topics related to the Code of  Conduct and the

Whistleblowing Policy, with training also provided to the individuals responsible for managing reports. [ESRS G1-1 10

(c)]

At the same time, all employees are encouraged to stay regularly informed through the Group’s internal website

(intranet), which features a dedicated section on compliance matters, as well as through the Group’s annual

Sustainability Statements. The aim is to further enhance access to relevant information and deepen

understanding of the Group’s corporate commitments. [ESRS G1-3 18 (a), (b), (c)], [ESRS G1-3 20], [ESRS G1-3 21 (a), (b), (c), AR4]

Metrics and Targets

G1-4 – Confirmed incidents of corruption or bribery

During the reporting period, no convictions were issued against the Group, its subsidiaries, or members of senior

management or governing bodies for violations of anti-corruption or anti-bribery legislation. Consequently, no

fines or other financial penalties were imposed in connection with incidents of corruption or bribery.

At the same time, the Group has consistently maintained zero incidents of corruption or bribery, and no related

reports or complaints were submitted to the Regulatory Compliance Unit or the relevant administrative bodies of

its subsidiaries during the reporting period. Therefore, no corrective or disciplinary actions were deemed

necessary, and no financial losses or other consequences arose for the Group due to violations of anti-corruption

and anti-bribery procedures or regulations. [ESRS G1-4 24 (a), (b)], [ESRS G1-4 25 (a)]

As part of strengthening its compliance framework and continuously improving corporate governance, the Group

has set specific strategic targets aimed at ensuring integrity, transparency, and responsible business operations.

More specifically, the Group:

• Has adopted the absolute target of zero incidents of non-compliance with the applicable regulatory and

legislative framework, covering financial, environmental, labor, and social matters. Performance against this

target is monitored annually through the recording and verification of compliance incidents, with zero

incidents set as the baseline value.

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• Aims to provide training to 100% of its employees on the Code of Conduct by 2027, covering topics related

to Human Rights, Business Conduct, and Diversity, Equality and Inclusion, thereby actively fostering a

culture of integrity throughout the organization. This target has been incorporated into the Group’s targets

for the current year, and progress is monitored annually. As of 2025, 471 employees have been trained.

• Is committed to ensuring that all reports submitted through the available channels are fully managed and

investigated within two months from the date of submission, in accordance with the relevant

Whistleblowing Policy, on an annual basis. This target was also incorporated into the corporate target-

setting framework in the current year.

Through the above targets, the Group aims to strengthen its overall compliance framework, supporting

transparency, accountability, and the protection of employees and all Group’s stakeholders. [ESRS MDR-Τ- 80 (a),(b),(c),

(e),(j)]

Finally, as part of its efforts to prevent misconduct and strengthen a culture of integrity, the Group implements

training programs for its employees, aimed at informing and raising awareness on matters related to the Code of 

Conduct, including the identification, management, and reporting of incidents of corruption or bribery. The table

below provides a summary of the training programs carried out during the reporting period.

Training Program Title	Implementation Date	Number of participants	Description/ Objective
Regulatory Compliance Training	16/1/2025	11	Technical Personnel (Aspropyrgos)
Training on the Code of  Conduct & Whistleblowing Policy	27/06/2025	17	Internal Audit Division
Regulatory Compliance Awareness	08/07/2025	61	Group Employees
Training on Regulatory Compliance	16 & 21/07/2025	207	Technical Personnel – South Region
Training on Regulatory Compliance	09/09/2025	91	Technical Personnel (Aspropyrgos)
Regulatory Compliance Awareness	05/10/2025	84	Technical Personnel – Northern Region

Entity specific disclosures– Cybersecurity risks

Strategy

HELLENiQ ENERGY Group, with its broad presence in the energy sector, implements a comprehensive digital

transformation program, upgrading its operations through advanced digital technologies. These initiatives

enhance efficiency and innovation, while simultaneously expanding the Group’s digital footprint and increasing its

exposure to cybersecurity risks.

Given that the Group’s activities are part of critical infrastructure, any successful cyberattack could disrupt the

uninterrupted delivery of essential services and trigger cascading effects on society and the economy, while

simultaneously jeopardizing the Group’s strategic targets for digital transformation.

Fully recognizing cybersecurity as a significant risk, particularly due to the potential secondary and cross-border

impacts (spill-over effects) of a cyberattack, the Group implements strong protective measures at every stage of

its digital development, ensuring business continuity and maintaining the trust of its stakeholders. Mechanisms

for preventing, monitoring, and managing cybersecurity risks are a key pillar of the Group’s business model,

enabling it to effectively address digital challenges.

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Impact, risk and opportunity management

Policies and Procedures related to cybersecurity

Cybersecurity is an integral part of the Group’s corporate governance. For this reason, the Group has approved and

implemented a comprehensive Information Security Framework, through which cybersecurity is embedded in its

risk management processes, ensuring compliance with regulatory requirements under the EU Directive on

measures for a high common level of cybersecurity across the Union (Network and Information Systems Directive

2 – “NIS2”) and strengthening its resilience against cyberattacks. The development of this framework is based on

the ISO 27001 international standard and includes over 45 documented procedures, with particular emphasis on

the processes and policies outlined below.

Information Security Strategy and Basic Principles

The Information Security Strategy defines Management's commitment to effective management of cybersecurity

issues, the strategic approach, and the set of basic principles that support the development and implementation

of the Group's Information Security Framework. [ESRS MDR-P-65-(a)]

Policy on Information Security Governance & Operating Model

The Information Security Governance Policy defines the roles and responsibilities that make up the cybersecurity

governance framework within the Group. [ESRS MDR-P-65-(a]

Entity-specific Information Security Policies

The Information Security Policies describe documented security principles and rules that are implemented by the

Group’s subsidiaries, through specific procedures, within defined areas of operation. [ESRS MDR-P-65-(a)]

Entity-specific Information Security Procedures

The Information Security Procedures define the detailed steps that the Group’s subsidiaries are required to follow

in order to ensure full compliance with the Information Security Policies. They are structured by thematic area,

ensuring their balanced and consistent implementation. [ESRS MDR-P-65-(a)]

The Information Security Framework applies to both IT (information technology) and OT (operational technology)

environments, in full alignment with applicable local regulatory requirements where necessary. Each local entity of

the Group is responsible for maintaining and updating specialized procedures for systems that are not centrally

managed, in order to ensure the implementation of best practices and security controls, as well as full compliance

with the referenced Policies.

With this approach, the Group treats cybersecurity as a factor that supports accountability, compliance with

internationally established standards and regulatory frameworks, and the protection of its systems and services.

[ESRS MDR-P-65-(b)]

The Group’s Chief Information Security Officer (CISO) holds ultimate responsibility for maintaining, overseeing,

and effectively implementing the Information Security Framework, contributing to the unified governance of

cybersecurity matters across the Group. The CISO reports to the Audit Committee, submitting regular reports that

enhance accountability and oversight at the highest governance level. Implementation of security measures is

primarily carried out by the organizational units of the Group’s IT and Digital Transformation Division and is

supported by other units with a significant role in this area (such as the Group’s Human Resources and

Administrative Services Division, Legal Services Division, Regulatory Compliance Office, among others). This

cross-departmental collaboration reflects a holistic approach, where cybersecurity is integrated into the Group’s

strategic planning and operational processes, enabling greater flexibility and adaptability to digital developments.

[ESRS MDR-P-65-(c)]

The documents that make up the Information Security Framework are made available to users through the

Group’s intranet, providing employees with continuous, immediate, and uninterrupted access to the current

regulatory and operational cybersecurity framework. Additionally, where required, the relevant content is

communicated through mandatory training programs and awareness activities, to further enhance understanding

of the obligations arising from the Framework and to promote responsible digital behavior.

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Furthermore, any updates or modifications to the related documents are communicated promptly through

internal announcement procedures, ensuring immediate implementation, transparency, and timely alignment of

all employees with the new improvement practices. [ESRS MDR-P-65-(e),(f)]

Taking action on cybersecurity

The Group allocates a dedicated budget to fund the implementation of cybersecurity projects. Where required,

these actions are carried out in collaboration with specialized external partners to apply best practices and modern

technological solutions.

Specifically, the Group has developed a multi-layered approach to information protection, based on a three-year

strategic plan covering the period 2025–2027. This plan includes technical and organizational improvement

measures to address risks related to both IT and OT environments.

In 2025, the Group implemented the following two key cybersecurity initiatives aimed at preventing cyberattacks

and safeguarding data security, in alignment with the Group’s comprehensive Information Security Framework.

Their scope covered all employees, as well as critical IT and OT infrastructures. Both initiatives were completed

within the year.

Training and Awareness on cybersecurity issues

Recognizing that the human factor is among the most critical vulnerabilities, the Group systematically promotes

and invests in fostering a responsible digital culture and behavior. Through initiatives targeting the entire

ecosystem of internal and external users, it provides a comprehensive training program that includes mandatory

e-learning courses, in-person training sessions, and continuous simulated attack exercises (e.g., phishing

simulations), aimed at mitigating the risk of unintentional or deliberate human errors that could lead to

cybersecurity incidents. Given that the security of operational (industrial) systems is a critical priority, the Group

provides role-based training to employees at industrial facilities, emphasizing the essential role of security within

these environments.

Security Assessments and Audits

The Group conducts assessments, audits, and inspections, both internally and with independent external parties

where required, to ensure the effective operation of implemented security controls. These activities include

independent external audits, coordinated by the Internal Audit Unit, as well as technical security assessments,

ongoing risk evaluations, and additional third-party reviews.

All related actions were planned and executed within 2025, covering both critical technological infrastructures and

information assets with high business impact. [ESRS MDR-A-68-(a),(e)]

²⁷ Significant incidents are defined as those that require mandatory reporting to the competent authorities in accordance with the NIS2 Directive

and the applicable regulatory provisions.

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Metrics and Targets

Cybersecurity incidents

This year, the Group has set as an absolute objective the zero occurrence of significant 27 cybersecurity incidents,

ensuring continuous and uninterrupted operations, data integrity, and the maintenance of stakeholder trust. This

objective is part of the strategic cybersecurity plan, with particular emphasis on both prevention and the timely

detection and management of related risks. [ESRS MDR-Τ-80- (a), (b)]

To achieve this objective, the effectiveness of the implemented Policies is evaluated through the recording and

analysis of significant incidents.The target applies to all of the Group’s activities, and monitoring is conducted on

an annual basis. [ESRS MDR-Τ- 80 (c), (e)]

To achieve this target, the effectiveness of the implemented Policies is assessed through the recording and

analysis of significant incidents that require mandatory reporting to the competent authorities in accordance with

the NIS2 Directive and applicable regulatory provisions. During the reporting period, no cybersecurity incidents

were recorded, highlighting the effectiveness of the security measures and prevention mechanisms developed by

the Group. Furthermore, the monitoring and performance indicator analysis procedures are continuously updated

to address emerging digital threats and to strengthen the resilience of the Group’s digital infrastructures. [ESRS

MDR-Τ- 80 (f), (j)]

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²⁸ On 12/31/2024, HRADF was absorbed by HELLENIC CORPORATION OF ASSETS AND PARTICIPATIONS S.A. (HCAP)

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D. Board of Directors’ Explanatory Report

on the information of par. 7 article 4 Law 3556/2007 (in accordance

with par. 8 of article 4 of Law 3556/2007)

The BoD submits to the Annual General Meeting of Shareholders this Explanatory Report on the information

of par.7 of article 4 of Law 3556/2007, in accordance with the provisions of par.8 of article 4 of Law

3556/2007, as in force.

a) Company's Share Capital Structure

The Company's share capital amounts to six hundred and sixty-six million, two hundred and eighty-four thousand,

seven hundred and three euros and thirty cents (€666,284,703.30), divided into three hundred and five million,

six hundred and thirty-five thousand, one hundred and eighty-five (305,635,185) intangible common shares, with

a nominal value of two euros and eighteen cents (€2.18) each. The shares are all listed on the Main Market of the

Athens Exchange.

b) Restrictions to transferring Company shares

The Company’s Articles of Association do not impose any restrictions on the transfer of the shares of the

Company.

c) Significant direct or indirect holdings, in the meaning of the Law 3556/2007

Shareholders (individuals or legal entities) holding, directly or indirectly, more 5% of the total number of the

Company’s shares as of 31.12.2025 are listed in the table below:

Shareholding Structure
Shareholder	Number of Shares	Share (%)	Voting Rights
Paneuropean Oil & Industrial Holdings SA	123,510,479	40.41	123,510,479
Hellenic Republic (HCAP) 28	95,301,987	31.18	95,301,987
Private & Institutional investors	86,822,719	28.41	86,822,719
Total Shares	305,635,185	100.00	305,635,185

d) Securities (including shares) conferring special control rights and description 

There are no Company securities (including shares) conferring special control rights to their holders.

e) Restrictions to the voting right

Following the amendment of the Company’s Articles of Association (Article 20 par. 2.A, 4 and 11) by the

Extraordinary General Meeting of 28 December 2023, the Greek State has the right to appoint four (4) BoD

members, provided it holds a percentage exceeding 35% of the voting shares of the Company indirectly (through

HCAP) and three (3) members if it holds a percentage below 35% but above 25% of the voting shares of the

Company. In the event that this right is exercised, HCAP does not participate in the election of the other 7 BoD

members by the General Meeting of the Company’s shareholders (article 20 par. 2). 

As of 8 December 2023, the Greek State's indirect participation in the Company's share capital (through HCAP), is

31.18%. 

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f) Shareholders’ agreements known to the Company, entailing restrictions to

transferring shares or exercising voting rights.  

There is an agreement between the shareholder Paneuropean Oil and Industrial Holdings (Cyprus) Limited (former

Paneuropean Oil and Industrial Holdings S.A.) and the Greek State, dated 30.05.2003, which provides for

restrictions on the transfer of shares by the contracting parties to it. The Company is not a party to this

shareholders’ agreement.

g) Rules on appointing and replacing BoD members and amending Articles of

Association

The Company’s Articles of Association (article 20), as amended in May 2021 within the framework of options

provided by Law 4548/2018, as in force, provides the following regarding the appointment and replacement of

the BoD members:   

1. The Greek State, on behalf of the shareholder HCAP, has the right to appoint four (4) out of the eleven (11)

BoD members, as long as it holds, directly or indirectly, via HCAP, at least 35% of the voting shares of the

Company and three (3) BoD members if it holds a percentage below 35% but above 25% of the voting

shares of the Company. This provision may be amended upon decision of the General Meeting, in which

shareholders representing one half plus one of the total of the Company’s voting shares, attend or are

represented, and by a majority of one half plus one of the Company’s voting shares. In case the Greek State’s

shareholding falls below 25% of the Company’s voting shares, the provision may be amended following a

decision of the General Meeting, which is taken by simple quorum and majority. Exercise of the right of

appointment by the Greek State takes place according to the provisions of article 79 of Law 4548/2018 and

once the Company has been informed that the suitability criteria, as per the Company’s suitability policy,

have been met by the appointed members.

2. The BoD may elect its members in replacement of members that resigned, deceased or lost their

membership in any other way. Such election is possible on condition that the remaining BoD members are at

least three (3) and is effective for the rest of the term of the replaced member. The election decision is given

the publicity of article 13 of Law 4548/2018, as in force, and is announced by the BoD to the immediately

next General Meeting, which is entitled to replace the elected person, even if no such item is included in the

agenda.

3. In case of resignation, demise or in any other way loss of membership by a member or members of the BoD,

the other members may carry on with the Company’s management and representation even without

replacing the missing members, in accordance with paragraph 2 above, on condition that their number

exceeds one half of the members in place before the event occurred.

4. In any event, the remaining BoD members, regardless of their number, may proceed to convening a General

Meeting for the sole purpose of electing a new BoD.

5. The BoD members’ replacement or substitution, in accordance with the above, takes place in conformance

and subject to the application of the provisions of L. 4706/2020 regarding the participation of independent

non-executive members in the BoD.

Apart from the special provision under paragraph (1) above, the rules provided in the Company’s Articles of

Association on amending its provisions do not diverge from the provisions in Law 4548/2018.

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h) Power of the BoD or of certain members thereof for issuing new shares or for

purchasing own shares

Issuance of new shares

It is possible (article 6, paragraph 2 of the Company’s Articles of Association) for the General Meeting to concede

to the BoD the power to increase the Company’s share capital; however, no such decision has been taken by the

General Meeting of shareholders.

Share distribution program

The Annual General Meeting that took place on 27^th June 2024 approved setting up a long-term plan for

distributing Company shares to executives of the Company and/or companies associated therewith, in the

meaning of article 32 of Law 4308/2014, in accordance with the provisions of article 114 of Law 4548/2018 (the

“Plan”) and determined the standard terms of the Plan, which consists in two (2) evaluation cycles, of three years

each. The 1^st evaluation cycle concerns 2024-2026 and the 2^nd one 2027-2029. The stock to be distributed is

vested to the Plan's beneficiaries on 31/12 of the last year of each evaluation cycle. The stock shall be distributed in

stages per evaluation cycle as follows: 50% in the 1^st year following completion of each evaluation cycle, 25% in

the 2^nd year and 25% in the 3^rd year, free of a retention obligation.

The number of shares that shall be distributed to the Plan's beneficiaries for the 1^st cycle is expected to be up to

one million (1,000,000) and, depending on the achievement of goals and the stock's dividends' performance, such

shares' number may range between five hundred thousand (500,000) and one million seven hundred and fifty

(1,750,000) shares. The number of shares as well as the targets of the 2^nd cycle of the Program will be determined

at a later stage.

The Annual General Meeting granted special authorization to the BoD to proceed to any necessary action for

further specifying the individual terms and arrange the necessary details for implementing the Plan, with further

authorization being possible to be granted to the Company's Chief Executive Officer, upon relevant proposal by

the Remuneration and Succession Planning Committee, to determine the Plan's beneficiaries, as well as any

special distribution terms, as well as to BoD committees or members with respect to other issues.

In executing the above decision, the Company's BoD by its decision no. 1449/1/26.09.2024, authorized the

Remuneration and Succession Planning Committee to further specify the Plan's terms and to arrange and

manage its necessary details and the Company's Chief Executive Officer to determine the Plan's beneficiaries and

any special terms for the shares' distribution to them. The Remuneration and Succession Planning Committee

shall review and, where required, approve the Plan's course of implementation on an annual basis.

Treasury stock purchase

The Company has no treasury stock.

A share buyback (treasury stock) program is in force, implemented by  the Company, in accordance with the terms

and conditions of article 49 of Law 4548/2018. The plan concerns the repurchase of up to 1,000,000 Company

shares, corresponding to up to 0.327% of its paid-in capital, at a price spectrum ranging between €5 (lowest price)

and €15 (highest price) per share, for a period of 24 months from the date of the General Meeting, i.e., until

27/06/2026. Those shares that are purchased by the Company shall be used for distribution to executives of the

Company or/and companies associated therewith or/and to non-executive members of the Company's BoD

within 12 months following their purchase.

The Company implemented once the above share buyback program within financial year 2024, in order to serve

the distribution for free of Company shares to the non-executive members of the BoD, the term in office of which

ended on 27 June 2024, in accordance with the relevant decision of the Annual General Meeting that took place

on 27^th June 2024, as well as to its executives or to executives of companies associated therewith in the context of

the Plan set up according to the above by the same Annual General Meeting. All relevant information was included

in the annual financial statements for 2024.

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i) Significant agreements put into effect, amended or terminated in the event of

change of control following a public offer and these agreements’ results.

There are no agreements that are put into effect, amended or terminated in the event of a change in the

Company’s control following a public offer.

It is noted that the Group's loan agreements include, as is usually the case in such agreements, provisions about

the lending banks’ or the bondholders’ right to demand, on conditions, repayment of the loans/bonds in case of a

change in the Company’s control. 

j) Agreements with members of the Board of Directors or the staff, which provide for

the payment of compensation especially in the event of resignation, or dismissal

without a valid reason, or termination of their term of office or employment, on

account of a public offer.

There are no agreements of the Company with members of its Board of Directors or its staff providing for the

payment of compensation, especially in the event of resignation, or dismissal without a valid reason, or

termination of their term of office or employment, on account of a public offer.

Maroussi, 26 February 2026

By delegated authority by the Board of Directors

Spilios Livanos	Andreas Shiamishis	Georgios Alexopoulos
Chairman	Chief Executive Officer	Deputy Chief Executive Officer and General Manager, Group Strategic Planning & New Activities

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E.1 BoD Members' CVs

Spilios Livanos

Chairman, Non-Executive Member

Spilios Livanos holds a BA in Politics and Economics from the University of Massachusetts at Amherst (USA) and

an MA in International Relations from Reading University (UK).

He worked as advisor in the EU Commission’s Social Fund (Brussels) and as an executive on corporate

development of private enterprises (Greece). In 2002, he founded a construction and real estate management

company operating in Greece and abroad, which he runs until today.

He was elected as an MP for Nea Dimokratia in the national election of 2007 and of 2019 (region of Aetolia-

Akarnania). In 2019, he served as parliamentary representative for New Democracy.

From January 2021 to February 2022, he served as Minister of Rural Development and Food.

In November 2022, he was elected Vice President of the North Atlantic Treaty Association (NATO) Parliamentary

Assembly where he currently serves as Head of the Greek Delegation.

In his two terms as MP, he sat on the Standing Parliamentary Committees of “Defense and Diplomacy”, “Economic

Affairs”, “Cultural and Educational Affairs”, “Public Administration, Public Order and Justice” and on the Special

Standing Committee of the “Financial Statement and the General Balance Sheet and the Implementation of the

State Budget”

From 2016 to 2019 he chaired the Board of Directors of “Estia Panagiotis Kanellopoulos.”

Andreas Shiamishis

Chief Executive Officer, Executive Member

Holds an Economics degree specialising in Econometrics from the University of Essex England and is a Fellow

(FCA) member of the Institute of Chartered Accountants in England and Wales (ICAEW).

He began his career in 1989 with KPMG in London, specializing in banking and large multinational Groups before

joining the international food and drink group DIAGEO in 1993, to assume senior Greek and European positions in

Finance and Business development. During 1998-1999 he also worked for the development of the food sector

business (Pillsbury) in Middle East and North Africa. From 2000 to 2002 he worked as Chief Financial Officer and

Chief Restructuring Officer in an ASE listed high-tech company (part of LEVENTIS Group) and in 2003 he joined

PETROLA HELLAS as Chief Financial and IT Officer.

After the legal merger and operational integration of PETROLA HELLAS with HELLENIC PETROLEUM, he was

appointed as CFO of the new Group in 2005 and became a member of the Group’s Executive Committee.  In 2012

he assumed responsibility for International subsidiaries and he was Deputy CEO during the period 2014-2015 and

2017- 2019 when he became CEO.

He is a founding member of the American Hellenic Chamber of Commerce (AMCHAM) board of Corporate

Governance and is also a member in a number of professional bodies, including the Economic Chamber of Greece

and ICAEW specialized faculties.

Since 2020, he has been elected to the BoD of the Hellenic Federation of Enterprises (SEV) and from June 2021

until July 2024 he was the President of the Business Council for Sustainable Development (SEV VIAN). Currently,

he is the Vice President of the BoD of the Hellenic Federation of Enterprises.

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Georgios Alexopoulos

Deputy Chief Executive Officer, Executive Member

As the Group’s General Manager of Strategic Planning and New Ventures, he is responsible for strategic planning,

the development of new business activities, the electricity and natural gas business (Enerwave), renewable energy

sources, and hydrocarbon exploration and production. He has been a member of the Executive Committee of the

European Fuel Manufacturers Association as a full or alternate member since 2012.  He has been an executive of

the Group since 2007.

He held the position of Director of Strategic Planning and Development in an international group of companies

(SETE S.A.), based in Geneva, Switzerland, from 1998 to 2006, while at the same time being responsible for

overseeing the group’s energy portfolio. 

Previously, he worked in a number of technical and executive positions at Stone & Webster, Molten Metal

Technology, Merck, Dow Corning, and Dow Chemical in the United States between 1993 and 1997. 

In July 2024 he was elected President of the SEV Business Council for Sustainable Development (SEV VIAN).

He holds an MBA degree (1998) from Harvard Business School and M.Sc. (1993) and B.Sc. (1992) degrees in

Chemical Engineering from the Massachusetts Institute of Technology (MIT).

Iordanis Aivazis

Senior Independent Director, Independent Non-Executive Member

He graduated from the University of Athens with a Degree in Economics (Department of Politics and Economics).

He completed his postgraduate studies at the University of Lancaster (England) and he obtained a Postgraduate

Diploma in Economics and a Masters of Arts (M.A.) in Marketing and Finance.

He worked at senior positions with Greek and international banks in Athens, Greece, and he was Chief Financial

Officer (CFO) and Chief Operating Officer (COO) with Hellenic Telecoms (OTE S.A.). Following the acquisition of

OTE by Deutsche Telekom (DT), he joined OTE’s Board of Directors as an Executive member and DT’s European

Management Board. Additionally, he was sitting, as a NED, on the Boards of Greek listed companies.

Currently, he is Chairman of the Special Liquidations Committee of the Bank of Greece.

Theodoros-Achilleas Vardas

Non-Executive Member

Mr. Theodoros-Achilleas Vardas is a Member of the Board of Directors of HELLENIC PETROLEUM since 2003. He

also serves as Vice Chairman of the BoD of EKO SA, the Group’s marketing company.

He was born in Athens in 1950. He has a Degree in Chemical Engineering from the Swiss Federal Institute of

Technology in Zurich and a Ph.D. from the Systems Engineering Department of the same institute.

He began his professional career in 1979 at the Latsis Group, where he worked in key positions and in 1981 as

General Manager of Petroleum Products Trading. At the same time, from 1988 to 2003, he was the Deputy CEO

and Member of the BoD of Petrola Hellas SA.

Since October 2003, following the merger of Petrola Hellas SA and HELLENIC PETROLEUM SA until the end of

2016, he served as a Management Consultant of HELLENIC PETROLEUM SA.

He also served as a Member of the BoDs of Papastratos SA (1999-2003), DEPA SA (2004-2016), and ELPEDISON

BV (2008-2016).

He is married and the father of two children.

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Nikolaos Vrettos

Independent Non-Executive Member

Mr. Vrettos was born in Athens in 1962. He obtained his diploma as a Chemical Engineer from the University of

Karlsruhe (Germany) and a Ph.D. in Computational Solid State Physics from Kyoto University (Japan).

From 1990 to 1991, he worked for the Bayer Group Japan, and then until 2014 at The Boston Consulting Group in

Düsseldorf, New York, Athens, and Tokyo as a Senior Partner and Managing Director, specializing in a number of

fields including energy, the financial sector, shipping, industrial goods, health care, telecommunications, retail, and

airlines.

From 2013 until 2025 he was member of the Board of Directors in the German technology company nanoSaar AG

in which he remains until today a seed investor, and since 2015 advisor and consultant to family offices.

He has been a member of the General Council of the Federation of Greek Industries, the Executive Committee of

the Hellenic-American Chamber of Commerce, and the Board of Directors of the Federation of Young

Entrepreneurs. He has also authored publications on economic studies, as well as articles on financial issues.

Stavroula Kampouridou

Independent Non-Executive Member

Stavroula Kampouridou is the CEO of DIAS S.A., Greece’s Automated Clearing House (ACH), a position she has held

since January 1, 2021. Under her leadership, DIAS has delivered five consecutive years of record growth, expanded

instant payments in Greece and Cyprus, completed its migration to TIPS, and processed €545 billion in

transactions in 2025. Its IRIS mobile payment service has surpassed 4.3 million active users, significantly

accelerating the nationwide adoption of instant account-to-account payments.

She brings over 22 years of experience in technology, payments, and financial innovation. Prior to joining DIAS,

she served as Technology Advisor to the Governor of the Bank of Greece, where she established the FinTech

Innovation Hub and Greece’s first Regulatory Sandbox. Earlier in her career, she held senior positions at the

National Bank of Greece and IBM.

She currently serves on the Board of Directors of EACHA (European Automated Clearing House Association), and

as an Independent Non-Executive Director and Audit Committee member at HelleniQ Energy Holdings S.A. and

Fourlis Holdings S.A., contributing to governance across the European payments, energy, and retail sectors.

Stavroula holds a B.Sc. in Computer Science from the University of Athens, with distinction, and an M.Sc. in

Electrical Engineering from Stanford University, where she studied on a full university scholarship.

Constantinos Mitropoulos

Independent Non-Executive Member

Costas Mitropoulos is a management consultant with extensive experience in strategy, M&A and restructuring in 

energy, finance, and the industry.

He started his career as management consultant with Coopers & Lybrand in the UK and has served since in senior

management positions and leadership roles in various organizations, including banks.

In 1989, he founded KANTOR Management Consultants S.A., where he served as Executive Chairman of the Board

of Directors, until 2008.  From 2008 to 2011, he served as Executive Chairman of Eurobank EFG Equities S.A. and

Head of Global Equity, Investment Banking, Brokerage & Private Equity of the Eurobank EFG Group. During the

period 2011-2012, he was the first CEO of the Hellenic Republic Asset Development Fund S.A. (HRADF). From 2013

to 2019, he was Executive Director and Executive Board member of PwC Greece, responsible for developing the

advisory practice. For a period of 16 months he held the position of CEO at PQH, the Single Special Liquidator, of

sixteen Greek banks (2017-2018). From 2019 to 2020, he served as the Chairman of the Board of Directors of

ATTICA BANK.

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He is a mechanical and electrical engineer from the National Technical University of Athens, with post graduate

studies in Business Administration and Economics, holding an M.Sc. from Imperial College and a Ph.D. from the

London Business School. 

He is currently a member of the Board of Directors of MOTODYNAMICS S.A. (independent non-executive),

PLAISIO S.A. (independent non-executive), ELTRAK S.A. (independent non-executive), the Cyprus Development

Bank Ltd (independent non-executive) and of the Institute of Economic and Industrial Studies (ΙΟΒΕ).

He has published articles on strategy and energy in scientific journals and in professional magazines and

newspapers and has authored a book on Privatisations in Greece.

Anna Rokofyllou

Non-Executive Member

Anna Rokofyllou is a lawyer, member of the Athens Bar. She holds a Law degree from the Athens University and a

Master’s Degree in Community Law from the University of Paris 1 Panthéon-Sorbonne and the University of Paris-

Sud 11 (Seaux).

She worked as a free-lance lawyer and, for the period 1994 το 2006, as a legal advisor at the Special Legal

Department of the Ministry of Foreign Affairs.

Since 1994 she has been actively involved in Local Government. She was elected four times Minicipal Counselor in

the Municipality of Athens and twice Regional Counselor of Attica.

She chaired the Organisation of Culture, Sports and Youth of the Municipality of Athens from September 2019 to

September 2021 and served as Deputy Mayor of Equality, Policies of Discrimination and Interracial Violence from

September 2021 to January 2023.

As of January 2023, she chairs the Youth and Lifelong Learning Foundation.

Panagiotis (Takis) Tridimas

Independent Non-Executive Member

Mr. Tridimas was born in Athens in 1963. He is a graduate of the University of Athens, with a degree in Legal

Sciences, and holds a Master of Science (LL.M.) and a Ph.D. from the University of Cambridge with a specialization

in Harmonisation of Securities Regulation in the European Community.

He is a lawyer in Athens since 1987 and a Barrister in England and Wales since 2000 and has appeared before the

European Court of Justice, the General Court of the European Union, the Supreme Court of the United Kingdom,

the European Court of Human Rights, as well as investment arbitration courts.

He previously held academic positions at the Universities of Birmingham, Southampton, Cambridge, and London

(Queen Mary). He served as Professor of European Law and Director of the Centre of European Law at the Dickson

Poon School of Law, King’s College London, while he has also worked at the European Court of Justice as a

Référendaire. He has taught in a number of universities in Europe, the U.S.A, and Canada.

He is currently Professor of European Law and Founding Director of the Luxembourg Centre for European Law at

the University of Luxembourg, while also serving as a Distinguished Visiting Professor at Florida State University

and as a Visiting Professor at the College of Europe in Bruges. He works as a Barrister at Matrix Chambers in

London.

He has experience in international and European affairs, having been an advisor to European institutions on a

number of legal issues as well as the Republic of Cyprus during the negotiations on Brexit, as well as the Greek

Presidency of the European Union between 2002-2003 with emphasis on issues of enlargement of the European

Union.

From 2005-2013 he was an independent non-executive member of the Board of Directors of EFG Eurobank, and

since February 2020, he is a non-executive member of the General Council of the Financial Stability Fund.

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He has published numerous legal studies and has written important textbooks on European Law.

Alkiviades-Constantinos Psarras

Non-Executive Member

Born in Athens in 1964. Attorney at law graduated from the University of Athens, Law School (LL.B.) and the

University of Kent at Canterbury, UK (LL.M on European Competition Law, Intellectual Property, International

Business Transactions, and Ph.D.).

His fields of expertise include commercial law, competition law, electronic communications, and media,

intellectual and industrial property law, information technology law with an emphasis on electronic payments,

mergers, corporate law, and on corporate restructuring and financing.

During 2000 – 2004 he acted as the Head of the Legal Department of the Hellenic Telecommunications and Post

Commission (ΕΕΤΤ), and during 2005 - 2006 he served as a Board member in the Board of Directors of ΕΕΤΤ.

From 2004 up to 2007 he was a member of the Board of Directors of the Hellenic Copyright Organization (OPI),

and from 2009 up to 2011, he acted as Vice-Chairman of the Board of Directors of the Hellenic Industrial Property

Organisation (OVI). He has participated in various legislative committees (legislative reforms in company law -

notably Law 3604/2007, competition law, consumer protection law, public procurement and e‑procurement,

intellectual property law, electronic communications, etc.).

Since 2003 he teaches electronic communications law in the Interdepartmental Post-Graduate Program of the

Department of Informatics and Telecommunications and the Department of Economics of the National &

Kapodistrian University of Athens, «Management and Economics of Telecommunication Networks». He has

various publications on issues of commercial law in academic journals and in foreign newsletters on competition

law and corporate law.

Marie Emmanouil

Group Corporate Secretary

Marie Emmanouil is an experienced legal professional specializing in corporate law, governance, and regulatory

compliance. She has brought over 20 years of expertise in listed companies within the financial sector and

multinational organizations, with a strong focus on corporate governance, corporate transformations and

compliance frameworks.

Before joining HELLENiQ ENERGY, she served as Corporate Secretary at OPAP Group (2020–2025). Earlier, she

worked as Legal Counsel - Corporate Secretary and Compliance & AML Officer at Trastor R.E.I.C. and held the role

of Director of Legal and Corporate Affairs, Investment and International Banking at Piraeus Bank.

She began her career as an Attorney at Tsibanoulis & Partners Law Firm and Legal Counsel at Lavipharm S.A.

Marie holds a Law degree from the National and Kapodistrian University of Athens and an LL.M with distinction in

International Commercial Law from the University of Kent, United Kingdom.

²⁹ From January 1, 2025 until the end of 2025, Mr. Konstantinos Panas served as the General Director of Supply and Petroleum Product Sales.

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E.2 General Managers' CVs

Ioannis Apsouris

General Manager Group General Counsel

Attorney at Law, qualified to plead before the Supreme Court, holds a Law degree from the Athens University and

a Master’s Degree (DEA) from the University of Aixen Provence, France. He was a partner at “Dryllerakis &

Associates Law Firm”, handling cases of corporate, commercial and civil law. He is Chairman of the Board of

Group’s subsidiaries ELPET BALKANIKI S.A., VARDAX S.A. and HELLENiQ ENERGY Digital Single Member S.A. and

serves on the Boards of three other Group subsidiaries.

In January 2020, he was elected Chairman of the Legal Issues Group of Fuels Europe (Division of the European

Petroleum Refiners Association). He is a member of the Hellenic Corporate Governance Council (HCGC) of the

Athens Stock Exchange, member of the working groups on Corporate Governance and Industrial Permitting of the

Hellenic Federation of Enterprises (SEV) and Vice Chairman of the Corporate Governance Committee of the

American – Hellenic Chamber of Commerce. He speaks English, French, Spanish and Italian.

Georgios Dimogiorgas

General Manager of the Group’s Refineries

A Chemical Engineer (B.Sc.), a graduate of the POLYTECHNIC UNIVERSITY of NEW YORK, USA and a M.Sc. holder

from the same university with a specialization in Process Design, Technical- Economic Studies, Thermodynamics

and Business Administration. In 1985, he was recruited to the former ELDA S.A. where he assumed various

positions of responsibility until 1998. From 1998 to 2007, he was appointed Deputy Director and then Director of

Supply of Transportation, Sales and Risk Management to the Oil Supply and Trading General Division of HELLENIC

PETROLEUM SA. From 2007 to 2009, he served as Senior Manager of the Elefsina Refinery and until 2015, held

the post of Senior Manager of the Group’s Industrial Installations at the Aspropyrgos and Elefsina Refineries, as

well as Coordinator of the Supply Chain Optimization Project.

From 2015 to January 2019, he took over the Group’s Reorganization and Development Division and in 2019, the

position of Senior Manager of the Group’s Refinery, Technical Support, R&D and Refinement Division. Presently,

he holds the position of General Manager of the Group’s Refineries and from early 2026, he has assumed the role

of Deputy CEO on HELLENiQ PETROLEUM S.A.'s Board of Directors. He has served as Chairman of the Board of

Directors of the subsidiary Global S.A. of ELPE and as a member of the BoD of ASPROFOS S.A..

Konstantinos Karachalios

General Manager, Oil Supply and Sales 29

He holds a bachelor’s degree in chemical engineering from the University of Surrey, a master’s degree in chemical

Process Engineering from University College London, and an MBA in Finance from City University in London.

Having previously worked in the Finance and Consultancy industries, he joined the Group’s international Business

Planning and Development team in 2005. He has held the positions of CEO of Group affiliates Jugopetrol

(Montenegro) and OKTA (Republic of North Macedonia), Director of Strategic Planning and Business Development

for Group Commercial Units, as well as Finance Director for Refining, Supply, and Trade.  He has held the position

of International Division Manager since 2018. He serves as Chairman of the Board of Directors of EKO Serbia and

EKO Bulgaria, as well as a Board Member of three additional affiliates.

As of September 1, 2025, he assumed the position of Deputy General Manager, Oil Supply and Sales and as of

January 2, 2026, he assumed the position of General Manager, Oil Supply and Sales.

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Statements of BoD members	Board of Directors' Report	Full Year Financial Statements	Auditors' Report

Angelos Kokotos

General Manager Group Internal Audit

A Chemical Engineer with a Master’s in Business Administration, initially worked as an engineer before being

promoted to Head of Handling & Losses at the Aspropyrgos Refinery and then as Manager of Human Resources.

He has worked for five years, respectively, as General Manager of Human Resources & Administrative Services for

both the HELPE Group and DEPA. He was Chairman of DIAXON SA. Since 2015, he has held the position of General

Manager of the Group's Internal Audit.

Leonidas Kovaios

General Manager, Group CIO

Leonidas Kovaios is a graduate of Information Technology and Computer Engineering from the University of

Patras and holds a MSc in Computer Science from the University of Waterloo, Canada. He is an IT executive with

more than 25-year experience in IT & Digital Transformation, as well as in the IT management and has held

leadership positions in large organizations. In the course of his career, he held the position of CIO at Vodafone

Greece and of Partner at EY as IT Technology Advisory lead. He also held leadership positions at industry-leading

IT Services Providers (SingularLogic, Intrasoft), managing large IT teams, as well as, assuming full responsibility for

business units providing services to customers in the public and private sector.

Since September 2019, he is the Group CIO at HELLENiQ ENERGY Group, leading Information Technology

Services, Digital Transformation Programs and Cyber Security Functions.

Konstantinos Pantazis

Deputy General Manager of the Group’s Refineries

Konstantinos Pantazis has extensive experience in the refining sector, having held key leadership positions within

HELLENiQ PETROLEUM S.A.. Since 2020, he has served as Aspropyrgos Refinery Manager, overseeing the safe

and efficient operation of the facility and successfully delivering the largest turnaround in the site’s history.

On 22.07.2025, Mr. Pantazis was promoted to Deputy General Manager, assuming broader responsibilities in the

coordination and operational oversight of the Company’s refinery activities. His previous roles include Elefsis

Refinery Manager (2018–2020), Operations Manager (2012–2017), and Commissioning & Start-up Manager for

the Elefsis Refinery Upgrade Project, where he played a decisive role in operational stabilization, equipment

reliability improvements, and the successful commissioning of new process units.

He holds a Diploma in Chemical Engineering from NTUA, an MSc from Imperial College London, and an Executive

MBA from ALBA.

Alexandros Tzadimas

General Manager Group Human Resources & Administrative Services

He holds a degree in Chemical Engineering from the National Technical University of Athens (NTUA) and a

Master’s Degree in Business Administration (MBA) from Strathclyde Graduate Business School. He has 20 years

of work experience in executive positions in the Human Resources and has gained experience in the areas of labor

relations, organizational development, talent development and change management. He has also 7 years of

experience in management positions in the commercial sector. During his career, among others, he held the role

of Deputy General Manager, Head of People and Organizational Development at Eurobank until 2013 and the

position of Regional Human Resources Director at Colgate Palmolive South Europe from 2014 to 2020, where he

oversaw the Business Units of Greece, Italy, Spain and Portugal. At HELLENiQ ENERGY, since April 2020, he holds

the General Manager position of Human Resources and Administrative Services of the Group.

Additionally, he is a Member of the Board of Directors of HELLENiQ PETROLEUM S.A., the largest subsidiary

company of the Group, Chairman of HELLENiQ ENERGY Real Estate and CEO of HELLENiQ ENERGY Consulting.

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Vasilis Tsaitas

Group CFO

He is a graduate of Business Administration from the University of Piraeus and holds an MBA from INSEAD. He is

a Fellow at the Association of Chartered Certified Accountants, with 20 years of experience in finance and strategy

in the energy sector. He started his career at Shell Hellas, where he held the role of Financial Controller. He worked

for HSBC investment banking in London, focusing on M&A advisory for European Oil & Gas and utility companies.

He also has professional experience in the development and financing of RES projects. He joined the HELLENiQ

ENERGY Group (former HELLENIC PETROLEUM) in 2011 and has been responsible for Investor Relations and

international capital markets, participating in strategic initiatives of the Group. Since February 2022, he holds the

position of Group CFO.

HELLENiQ ENERGY Holdings S.A.

Annual Financial Report, Financial Year 2025

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Contents

I.Company Information	303
II.Authorised signatories	303
III.Consolidated Statement of Financial Position	304
IV.Statement of Financial Position of the Company	305
V.Consolidated Statement of Comprehensive Income	306
VI.Statement of Comprehensive Income of the Company	307
VII.Consolidated Statement of Changes in Equity	308
VIII.Statement of Changes in Equity of the Company	309
IX. Consolidated Statement of Cash Flows	310
X.Statement of Cash Flows of the Company	311
XI.Notes to the Consolidated and Company Financial Statements	312

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I. Company Information

Directors		Spilios Livanos, Chairman - Non-Executive Member
		Andreas Shiamishis, Chief Executive Officer - Executive Member
		Georgios Alexopoulos, Deputy Chief Executive Officer - Executive Member
		Iordanis Aivazis, Senior Independent Director - Independent Non-Executive Member
		Theodoros-Achilleas Vardas - Non-Executive Member
		Nikolaos Vrettos - Independent Non-Executive Member
		Stavroula Kampouridou - Independent Non-Executive Member
		Constantinos Mitropoulos - Independent Non-Executive Member
		Anna Rokofyllou - Non-Executive Member
		Panagiotis Tridimas - Independent Non-Executive Member
		Alkiviadis-Constantinos Psarras - Non-Executive Member
Registered Office		8A Chimarras Str
		GR 151 25 - Marousi
General Commercial Registry		000296601000

II. Authorised signatories

The consolidated and Company financial statements for the year ended 31 December 2025 from page 304 to

page 411 are presented in €'000, unless otherwise stated, and have been approved by the Board of Directors of

HELLENiQ ENERGY Holdings S.A. on 26/02/2026.

Andreas Shiamishis	Vasileios Tsaitas	Stefanos Papadimitriou
Chief Executive Officer	Chief Financial Officer	Accounting Director

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III. Consolidated Statement of Financial Position

		As at
	Note	31 December 2025	31 December 2024
Αssets
Non-current assets
Property, plant and equipment	6	4,155,354	3,742,339
Right-of-use assets	7	281,253	238,753
Intangible assets	8	524,203	357,905
Investments in associates and joint ventures	9	38,156	202,251
Deferred income tax assets	19	107,755	101,802
Investment in equity instruments	3	925	646
Derivative financial instruments	23	32,564	—
Loans, advances and long term assets	10	62,274	156,496
		5,202,484	4,800,192
Current assets
Inventories	11	1,306,759	1,311,169
Trade and other receivables	12	1,144,370	935,932
Income tax receivable	29	45,650	80,810
Derivative financial instruments	23	9,216	8,196
Cash and cash equivalents	13	858,251	618,055
		3,364,246	2,954,162
Total assets		8,566,730	7,754,354
Equity
Share capital and share premium	14	1,020,081	1,020,081
Reserves	15	361,352	326,690
Retained Earnings		1,290,459	1,360,168
Equity attributable to the owners of the parent		2,671,892	2,706,939
Non-controlling interests		56,016	55,283
Total equity		2,727,908	2,762,222
Liabilities
Non- current liabilities
Interest bearing loans and borrowings	17	2,777,046	2,169,486
Lease liabilities	18	234,110	191,832
Deferred income tax liabilities	19	180,386	164,716
Retirement benefit obligations	20	157,834	168,784
Derivative financial instruments	23	842	1,940
Provisions	21	32,336	36,247
Other non-current liabilities	22	65,356	43,099
		3,447,910	2,776,104
Current liabilities
Trade and other payables	16	1,978,079	1,602,981
Derivative financial instruments	23	8,190	—
Income tax payable		81,234	276,388
Interest bearing loans and borrowings	17	221,101	240,893
Lease liabilities	18	40,580	33,482
Dividends payable	31	61,728	62,284
		2,390,912	2,216,028
Total liabilities		5,838,822	4,992,132
Total equity and liabilities		8,566,730	7,754,354

The notes on pages 312 to 411 are an integral part of these consolidated and Company financial statements.

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IV. Statement of Financial Position of the Company

		As at
	Note	31 December 2025	31 December 2024
Assets
Non-current assets
Property, plant and equipment		977	1,121
Right-of-use assets	7	6,620	7,165
Intangible assets		13	1
Investments in subsidiaries, associates and joint ventures	9	2,110,996	1,780,538
Deferred income tax assets		8,968	8,623
Loans, advances and long term assets	10	167,174	152,852
		2,294,748	1,950,300
Current assets
Trade and other receivables	12	129,728	426,176
Income tax receivables		2,407	3,502
Cash and cash equivalents		6,483	3,714
		138,618	433,392
Total assets		2,433,365	2,383,692
Equity
Share capital and share premium	14	1,020,081	1,020,081
Reserves	15	327,446	313,411
Retained Earnings		968,247	950,276
Total equity		2,315,774	2,283,768
Liabilities
Non-current liabilities
Lease liabilities	18	3,238	4,839
Other Long Term Liabilities		—	890
		3,238	5,729
Current liabilities
Trade and other payables		47,789	27,231
Income tax payable		1,279	2,021
Lease liabilities	18	3,557	2,659
Dividends payable	31	61,728	62,284
		114,353	94,195
Total liabilities		117,591	99,924
Total equity and liabilities		2,433,365	2,383,692

The notes on pages 312 to 411 are an integral part of these consolidated and Company financial statements. 

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V. Consolidated Statement of Comprehensive Income

 

		For the year ended
	Note	31 December 2025	31 December 2024
Revenue from contracts with customers	5	11,614,643	12,767,894
Cost of sales	24	(10,471,455)	(11,693,626)
Gross profit / (loss)		1,143,188	1,074,268
Selling and distribution expenses	24	(487,569)	(456,454)
Administrative expenses	24	(257,126)	(203,788)
Exploration and development expenses	25	(5,643)	(10,674)
Other operating income and other gains	26	59,107	153,216
Other operating expense and other losses	26	(57,107)	(81,731)
Operating profit / (loss)		394,850	474,837
Finance income	27	18,580	13,327
Finance expense	27	(128,131)	(132,245)
Lease finance cost	18, 27	(10,179)	(9,810)
Currency exchange gains / (losses)	28	(11,913)	3,952
Share of profit / (loss) of investments in associates and joint ventures	9	(8,365)	(23,956)
Profit / (loss) before income tax		254,842	326,105
Income tax (expense) / credit	29	(77,869)	(263,841)
Profit / (loss) for the period		176,973	62,264
Profit / (loss) attributable to:
Owners of the parent		173,354	59,789
Non-controlling interests		3,619	2,475
		176,973	62,264
Other comprehensive income / (loss):
Other comprehensive income / (loss) that will not be reclassified to profit or loss (net of tax):
Actuarial gains / (losses) on defined benefit pension plans		(1,194)	(2,783)
Changes in the fair value of equity instruments		276	131
		(918)	(2,652)
Other comprehensive income / (loss) that may be reclassified subsequently to profit or loss (net of tax):
Share of other comprehensive income / (loss) of associates	15	—	825
Fair value gains / (losses) on cash flow hedges	15	12,802	11,265
Amounts reclassified to profit or loss	15	6,251	4,525
Currency translation differences and other movements		(844)	49
		18,209	16,664
Other comprehensive income / (loss) for the period, net of tax		17,291	14,012
Total comprehensive income / (loss) for the period		194,264	76,276
Total comprehensive income / (loss) attributable to:
Owners of the parent		190,645	73,857
Non-controlling interests		3,619	2,419
		194,264	76,276
Εarnings / (losses) per share (expressed in Euro per share)	30	0.57	0.20

The notes on pages 312 to 411 are an integral part of these consolidated and Company financial statements.

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VI. Statement of Comprehensive Income of the Company

		For the year ended
	Note	31 December 2025	31 December 2024
Revenue from contracts with customers		44,081	39,894
Cost of sales		(40,630)	(36,267)
Gross profit / (loss)		3,451	3,627
Administrative expenses		(7,297)	(9,336)
Other operating income and other gains	26	35,193	134,722
Other operating expense and other losses	26	(51,354)	(32,128)
Operating profit /(loss)		(20,007)	96,885
Finance income		13,593	14,631
Finance expense		(62)	(36)
Lease finance cost		(263)	(314)
Currency exchange gain / (loss)		17	(12)
Dividend income	31	268,586	323,322
Profit / (loss)  before income tax		261,864	434,476
Income tax (expense) / credit	29	(1,656)	(2,235)
Profit / (loss) for the period		260,208	432,241
Other comprehensive income / (loss) that will not be reclassified to profit or loss (net of tax):
Actuarial gains / (losses) on defined benefit pension plans	15	(3,336)	(839)
Other comprehensive income / (loss) for the year, net of tax		(3,336)	(839)
Total comprehensive income / (loss) for the period		256,872	431,402

The notes on pages 312 to 411 are an integral part of these consolidated and Company financial statements.

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VII. Consolidated Statement of Changes in Equity

		Attributable to owners of the Parent
	Note	Share Capital & Share premium	Reserves	Retained Earnings	Total	Non- controlling Interest	Total Equity
Balance at 1 January 2024		1,020,081	291,010	1,568,384	2,879,475	66,916	2,946,391
Other comprehensive income / (loss)		—	14,068	—	14,068	(56)	14,012
Profit / (loss) for the period		—	—	59,789	59,789	2,475	62,264
Total comprehensive income / (loss) for the period		—	14,068	59,789	73,857	2,419	76,276
Share of acquisition of non-controlling interest in subsidiary	15	—	—	—	—	(11,311)	(11,311)
Transfers to statutory and tax reserves	15	—	21,612	(21,612)	—	—	—
Dividends to non-controlling interests		—	—	—	—	(2,741)	(2,741)
Dividends	31	—	—	(244,508)	(244,508)	—	(244,508)
Other equity movements		—	—	(1,885)	(1,885)	—	(1,885)
Balance as at 31 December 2024		1,020,081	326,690	1,360,168	2,706,939	55,283	2,762,222
Balance at 1 January 2025		1,020,081	326,690	1,360,168	2,706,939	55,283	2,762,222
Other comprehensive income / (loss)		—	17,291	—	17,291	—	17,291
Profit / (loss) for the period		—	—	173,354	173,354	3,619	176,973
Total comprehensive income / (loss) for the period		—	17,291	173,354	190,645	3,619	194,264
Transfers to statutory and tax reserves	15	—	13,008	(13,008)	—	—	—
Dividends to non-controlling interests		—	—	—	—	(2,886)	(2,886)
Dividends	31	—	—	(229,229)	(229,229)	—	(229,229)
Share based payments		—	4,363	—	4,363	—	4,363
Other equity movements		—	—	(826)	(826)	—	(826)
Balance as at 31 December 2025		1,020,081	361,352	1,290,459	2,671,892	56,016	2,727,908

The notes on pages 312 to 411 are an integral part of these consolidated and Company financial statements.

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VIII. Statement of Changes in Equity of the Company

	Note	Share Capital & Share premium	Reserves	Retained  Earnings	Total
Balance at 1 January 2024		1,020,081	292,638	784,155	2,096,874
Other comprehensive income / (loss)		—	(839)	—	(839)
Profit / (loss) for the period		—	—	432,241	432,241
Total comprehensive income / (loss) for the period		—	(839)	432,241	431,402
Transfers to statutory and tax reserves	15	—	21,612	(21,612)	—
Dividends	31	—	—	(244,508)	(244,508)
Balance as at 31 December 2024		1,020,081	313,411	950,276	2,283,768
Balance at 1 January 2025		1,020,081	313,411	950,276	2,283,768
Other comprehensive income / (loss)		—	(3,336)	—	(3,336)
Profit / (loss) for the period		—	—	260,208	260,208
Total comprehensive income / (loss) for the period		—	(3,336)	260,208	256,872
Transfers to statutory and tax reserves	15	—	13,008	(13,008)	—
Dividends	31	—	—	(229,229)	(229,229)
Share based payments	15	—	4,363	—	4,363
Balance as at 31 December 2025		1,020,081	327,446	968,247	2,315,774

The notes on pages 312 to 411 are an integral part of these consolidated and Company financial statements.

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IX. Consolidated Statement of Cash Flows

		For the year ended
	Note	31 December 2025	31 December 2024
Cash flows from operating activities
Cash generated from operations	32	910,300	1,009,436
Income tax (paid) / received		(241,817)	(309,839)
Net cash generated from/ (used in) operating activities		668,483	699,597
Cash flows from investing activities
Purchase of property, plant and equipment & intangible assets	6, 8	(574,250)	(434,424)
Acquisition of subsidiary		(183,014)	—
Proceeds from disposal of property, plant and equipment & intangible assets		6,011	—
Acquisition of share of associates and joint ventures		(77)	(11,506)
Cash and cash equivalents of acquired subsidiaries	6, 9	44,025	6,930
Disposal of Associate		193,892	—
Grants received		5,406	19,423
Interest received		18,580	13,327
Prepayments for right-of-use assets		—	(65)
Dividends received		2,272	1,742
Proceeds from disposal of investments in equity instruments		220	—
Net cash generated from/ (used in) investing activities		(486,935)	(404,573)
Cash flows from financing activities
Interest paid on borrowings		(124,563)	(126,989)
Dividends paid to shareholders of the Company	31	(229,798)	(274,748)
Dividends paid to non-controlling interests		(2,871)	(2,741)
Proceeds from borrowings	17	1,183,292	2,809,832
Repayments of borrowings	17	(706,535)	(2,952,700)
Payment of lease liabilities - principal		(38,785)	(39,310)
Payment of lease liabilities - interest		(10,179)	(9,810)
Net cash generated from/ (used in) financing activities		70,561	(596,466)
Net increase/ (decrease) in cash and cash equivalents		252,109	(301,442)
Cash and cash equivalents at the beginning of the year	13	618,055	919,457
Exchange (losses) / gains on cash and cash equivalents		(11,913)	40
Net increase / (decrease) in cash and cash equivalents		252,109	(301,442)
Cash and cash equivalents at end of the period	13	858,251	618,055

The notes on pages 312 to 411 are an integral part of these consolidated and Company financial statements.

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X.  Statement of Cash Flows of the Company

		For the year ended
	Note	31 December 2025	31 December 2024
Cash flows from operating activities
Cash generated from / (used in) operations	32	(19,894)	(4,825)
Income tax (paid) / received		(403)	(3,005)
Net cash generated from / (used in) operating activities		(20,297)	(7,830)
Cash flows from investing activities
Purchase of property, plant and equipment & intangible assets		(112)	(580)
Acquisition of subsidiary		(183,014)	—
Disposal of Associate		193,892	—
Participation in share capital increase of subsidiaries, associates and joint ventures		(144,009)	(81,131)
Loans and advances to Group Companies		72,360	(13,960)
Interest received		16,231	13,831
Dividends received		300,898	220,455
Net cash generated from / (used in) investing activities		256,246	138,615
Cash flows from financing activities
Dividends paid to shareholders of the Company	31	(229,798)	(274,748)
Payment of lease liabilities - principal, net		(3,119)	(2,537)
Payment of lease liabilities - interest		(263)	(314)
Net cash generated from / (used in) financing activities		(233,180)	(277,599)
Net increase / (decrease) in cash and cash equivalents		2,769	(146,814)
Cash and cash equivalents at the beginning of the period		3,714	150,528
Net increase / (decrease) in cash and cash equivalents		2,769	(146,814)
Cash and cash equivalents at end of the period		6,483	3,714

The notes on pages 312 to 411 are an integral part of these consolidated and Company financial statements.

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XI. Notes to the Consolidated and Company Financial Statements

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1.General Information

HELLENiQ ENERGY Holdings S.A. (the "Company") is the parent company of HELLENiQ ENERGY Group (the

"Group"). The Company acts as a holding company and provides administrative and financial services to its

subsidiaries. The Group operates in the energy sector predominantly in Greece, as well as in the wider South Eastern

Europe / East Mediterranean region. The Group's activities include refining and marketing of oil products, production

and marketing of petrochemical products and electricity generation through both renewable energy sources and

natural gas-fired units, as well as electricity and natural gas trading and supply. The Group is also active in

exploration for hydrocarbons and provides engineering services.

The parent company is incorporated in Greece with an indefinite corporate life and the address of its registered

office is 8A Chimarras Str., Marousi, 151 25. The shares of the Company are listed on the Athens Stock Exchange and

the London Stock Exchange through Global Depositary Receipts (GDRs). The consolidated financial statements,

along with the respective annual financial statements of the Group's subsidiaries can be found on the Group’s

website www.helleniqenergy.gr.

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2.Summary of Material Accounting Policies

The material accounting policies adopted in the preparation of these consolidated financial statements are set out

below. These policies have been consistently applied to all the years presented unless otherwise stated.

2.1Basis of preparation

These consolidated and Company financial statements for the year ended 31 December 2025 have been prepared

in accordance with International Financial Reporting Standards (IFRS) issued by the International Accounting

Standards Board (“IASB”), as endorsed by the European Union (“EU”) (IFRS refer to the IFRS Accounting

Standards), and present the financial position, results of operations and cash flows of the Group and Company on

a going concern basis.

In determining the appropriate basis of preparation of the consolidated and Company financial statements, the

Directors are required to consider whether the Group and the Company can continue in operational existence for

the foreseeable future. It is noted that since the activity of the Company is directly related to the activity of its

subsidiaries, the assessment of the going concern principle of the Company is directly related to the going

concern of the Group.

The Group’s business activities, together with factors which the Directors consider are likely to affect its

development, financial performance and financial position are set out in the Director’s report. The most significant

financial and operational risks and uncertainties that may have an impact upon the Group’s performance and their

mitigation are outlined in Note 3 including liquidity risk, market risk, credit risk and capital risk to these

consolidated financial statements. 

Following the acquisition of Enerwave (former Elpedison S.A.) on 15 July 2025, and the rollout of the development

of its Renewable Energy Sources (RES) portfolio, the Group progressed the execution of its strategic

transformation plan towards developing a Power Pillar, including conventional and renewable generation, supply

and storage in Greece and internationally. These developments strengthened the Group's 2^nd business pillar,

supporting the achievement of its climate objectives, further diversifying its profitability sources, increasing the

share of stable, recurring cash flows. 

The future financial performance of the Group is dependent upon the wider economic environment in which it

operates. The factors that particularly affect the environment and therefore the performance of the Group include

macroeconomic conditions and supply and demand for crude oil and oil products that affect their pricing and

consequently benchmark refining margins which is a key determinant of profitability.

Furthermore, profitability can be affected by natural gas and electricity pricing, which together with the cost of

acquiring CO2 certificates in compliance with the European Union Emissions Trading System (EU ETS), will affect

variable operating expenditure. In the medium to long term, Energy transition and relevant policy initiatives and

regulations are expected to affect key profitability and operating expenditure factors.

In general, factors that adversely affect the demand for oil products such as negative macroeconomic conditions,

supply and demand for crude oil that result in price increases or increase in the cost elements of refining oil

products such as cost of natural gas, electricity and costs from EU ETS, have a negative impact on Group

profitability. Conversely, ample supply of crude oil and/ or a higher demand for oil products would lead to higher

benchmark margins and profitability.

Global geopolitical developments and the ensuing uncertainty had limited impact on Global GDP growth. For oil

and gas specifically in 2025, demand for oil products continued to grow by approximately 1%, despite slower

demand growth from China. Refinery margins were low in the first months of the year, however recovered in the

second half, overall averaging higher levels compared to 2024. At the same time, the main cost elements of

refining oil products did not change significantly compared to 2024, with the exception of EU ETS prices that

average higher on the back of a steady price increase in the final quarter of the year.

At 31 December 2025, the Group held cash of €858 million and has a positive operating working capital position.

Within 2025 the Group proceeded with refinancing maturing loans until 2030. As result of the aforementioned

actions, the Group's borrowings maturity and borrowing type profile has substantially improved with longer

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maturities and lower margins. Of its total loans and borrowings amounting to €2,998 million, €2,375 million relate

to committed term and revolving facilities and €179 million to uncommitted short-term revolving facilities on

demand. Of its total borrowings, an amount of €42 million of committed term and revolving facilities, and €179

million of uncommitted short-term revolving facilities fall due within the next 12 months from the balance sheet

date. Details of these balances and their maturities are presented in Note 17. 

The Group’s financial forecasts were modelled over an 18-month period, ending 30 June 2027 and reflect the

outcomes that the Directors consider most likely, based on the information available at the date of signing of

these consolidated financial statements. This includes the expectation of demand evolution, benchmark refining

margins and associated costs applicable to the Group. The Group's financial forecasts have been prepared with

consideration to independent third-party data, which inter-alia include forecasted international commodity prices

used in the calculation of benchmarks refining margins, demand evolution and operating costs.

In the 18-month period assessed, the Group expects to generate sufficient cash from operations to meet all its

operating liabilities as they fall due and planned investments. In addition, there are no significant debt obligations

maturing in the aforementioned period. Management has exercised judgment and concluded that, at the time of

approving the consolidated and Company financial statements the expectation is that the Group and Company

have adequate resources to continue in operational existence for the foreseeable future, being at least 12

months from the date of approval of these consolidated and Company financial statements. The consolidated

financial statements have been prepared in accordance with the historical cost basis, except for the following:

• financial instruments – some of which are measured at fair value (Note 3.3 & 23)

• defined benefit pension plans – plan assets measured at fair value

The preparation of financial statements, in accordance with IFRS, requires the use of certain critical accounting

estimates and assumptions. It also requires management to exercise its judgment in the process of applying the

Group’s accounting policies. The areas involving a higher degree of judgment or complexity, or areas where

assumptions and estimates are significant to the consolidated financial statements are disclosed in “Note 4:

Critical accounting estimates and judgments”. Estimates and judgments are continuously evaluated and are

based on historical experience and other factors, including expectations of future events as assessed to be

reasonable under the present circumstances. 

2.1.1New standards, amendments to standards and interpretations

New and amended standards adopted by the Group

The accounting principles and calculations used in the preparation of the consolidated financial statements are

consistent with those applied in the preparation of the consolidated financial statements for the year ended 31

December 2024 and have been consistently applied in all periods presented in this report except for the following

IFRS amendments, which have been adopted by the Group as of 1 January 2025.

Apart from early adoption of IFRS 9 & IFRS 7 amendments for contracts referencing nature-dependent electricity,

in 2025, amendments and interpretations that were applied for the first time, did not have a significant impact on

the consolidated and company financial statements for the year ended 31 December 2025, unless otherwise

stated. These are also disclosed below.

• IAS 21 The Effects of Changes in Foreign Exchange Rates: Lack of Exchangeability (Amendments): The

amendments are effective for annual reporting periods beginning on or after 1 January 2025. The

amendments specify how an entity should assess whether a currency is exchangeable and how it should

determine a spot exchange rate when exchangeability is lacking. A currency is considered to be

exchangeable into another currency when an entity is able to obtain the other currency within a time frame

that allows for a normal administrative delay and through a market or exchange mechanism in which an

exchange transaction would create enforceable rights and obligations. If a currency is not exchangeable into

another currency, an entity is required to estimate the spot exchange rate at the measurement date. An

entity’s objective in estimating the spot exchange rate is to reflect the rate at which an orderly exchange 

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transaction would take place at the measurement date between market participants under prevailing

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economic conditions. The amendments note that an entity can use an observable exchange rate without

adjustment or another estimation technique. Management has assessed that there is no material impact on

Consolidated and Company financial statement.

• IFRS 9 Financial Instruments and IFRS 7 Financial Instruments: Disclosures - Contracts Referencing

Nature-dependent Electricity (Amendments):The amendments are effective for annual reporting periods

beginning on or after January 1, 2026, with earlier application permitted. The amendments include clarifying

the application of the 'own-use' requirements, permitting hedge accounting if contracts in scope of the

amendments are used as hedging instruments, and introduce new disclosure requirements to enable

investors to understand the impact of these contracts on a company's financial performance and cash flows.

The clarifications regarding the 'own-use' requirements must be applied retrospectively, but the guidance

permitting hedge accounting have to be applied prospectively to new hedging relationships designated on

or after the date of initial application. The Group has elected to exercise its right for early adoption of the

amendment (Note 2.12).

Standards issued but not yet effective and not early adopted

The Group has not early adopted any of the following standard, interpretation or amendment that have been

issued but are not yet effective. In addition, the Group is in the process of assessing the impact of all standards,

interpretations and amendments issued but not yet effective, on the consolidated and Company financial

statements.

• IFRS 9 Financial Instruments and IFRS 7 Financial Instruments: Disclosures - Classification and

Measurement of Financial Instruments (Amendments):The amendments are effective for annual reporting

periods beginning on or after January 1, 2026. Early adoption of amendments related to the classification of

financial assets and the related disclosures is permitted, with the option to apply the other amendments at a

later date. The amendments clarify that a financial liability is derecognised on the ‘settlement date’, when

the obligation is discharged, cancelled, expired, or otherwise qualifies for derecognition. They introduce an

accounting policy option to derecognise liabilities settled via electronic payment systems before the

settlement date, subject to specific conditions. They also provide guidance on assessing the contractual

cash flow characteristics of financial assets with environmental, social, and governance (ESG)-linked

features or other similar contingent features. Additionally, they clarify the treatment of non-recourse assets

and contractually linked instruments and require additional disclosures under IFRS 7 for financial assets and

liabilities with contingent event references (including ESG-linked) and equity instruments classified at fair

value through other comprehensive income.  Management has assessed that there is no material impact on

Consolidated and Company financial statement.

• Annual Improvements to IFRS Accounting Standards – Volume 11:The IASB’s annual improvements process

deals with non-urgent, but necessary, clarifications and amendments to IFRS. In July 2024, the IASB issued

Annual Improvements to IFRS Accounting Standards — Volume 11. An entity shall apply those amendments

for annual reporting periods beginning on or after January 1, 2026. The Annual Improvements to IFRS

Accounting Standards - Volume 11, includes amendments to IFRS 1, IFRS 7, IFRS 9, IFRS 10, and IAS 7. These

amendments aim to clarify wording, correct minor unintended consequences, oversights, or conflicts

between requirements in the standards.

• IFRS 18 introduces new requirements on presentation within the statement of profit or loss: IFRS 18

introduces new requirements on presentation within the statement of profit or loss. It requires an entity to

classify all income and expenses within its statement of profit or loss into one of the five categories:

operating; investing; financing; income taxes; and discontinued operations. These categories are

complemented by the requirements to present subtotals and totals for ‘operating profit or loss’, ‘profit or

loss before financing and income taxes’ and ‘profit or loss’. It also requires disclosure of management-

defined performance measures and includes new requirements for aggregation and disaggregation of

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financial information based on the identified ‘roles’ of the primary financial statements and the notes. In

addition, there are consequential amendments to other accounting standards. IFRS 18 is effective for

reporting periods beginning on or after January 1, 2027, with earlier application permitted. Retrospective

application is required in both annual and interim financial statements. The standard has not yet been

endorsed by the EU. Management is currently assessing the impact of the new standards on the

Consolidated and Company financial statements for the year ending 2026.

• IFRS 19 Subsidiaries without Public Accountability: Disclosures (including amendments):IFRS 19 permits

subsidiaries without public accountability to use reduced disclosure requirements if their parent company

(either ultimate or intermediate) prepares publicly available consolidated financial statements in compliance

with IFRS accounting standards. These subsidiaries must still apply the recognition, measurement and

presentation requirements in other IFRS accounting standards. Unless otherwise specified, eligible entities

that elect to apply IFRS 19 will not need to apply the disclosure requirements in other IFRS accounting

standards. The amendments issued in August 2025 reduce the disclosure requirements of new IFRS

accounting standards, which had been included in full when IFRS 19 was first issued. IFRS 19 (including the

amendments) is effective for reporting periods beginning on or after January 1, 2027, with early application

permitted. The standard (including the amendments) has not yet been endorsed by the EU.  Management

has assessed that there is no material impact on Consolidated and Company financial statement.

• IAS 21 The Effects of Changes in Foreign Exchange Rates: Translation to a Hyperinflationary Presentation

Currency (Amendments):The amendments are effective for annual reporting periods beginning on or after

January 1, 2027, with earlier application permitted. The amendments require translation from a non-

hyperinflationary functional currency into a hyperinflationary presentation currency at the closing rate. If an

entity’s functional currency is the currency of a non-hyperinflationary economy, but its presentation

currency is the currency of a hyperinflationary economy, its results and financial position are translated into

the presentation currency by translating all amounts (i.e., assets, liabilities, equity items, income and

expenses) and all comparatives at the closing rate at the date of the most recent statement of financial

position. An entity whose functional currency and presentation currency are the currency of a

hyperinflationary economy, restates the comparative amounts of a foreign operation, whose functional

currency is that of a non-hyperinflationary economy, by applying the general price index, to the foreign

operation’s comparative figures. The amendments also introduce certain additional disclosure

requirements.  Management has assessed that there is no material impact on Consolidated and Company

financial statement.

• Amendment in IFRS 10 Consolidated Financial Statements and IAS 28 Investments in Associates and Joint

Ventures: Sale or Contribution of Assets between an Investor and its Associate or Joint Venture: The

amendments address an acknowledged inconsistency between the requirements in IFRS 10 and those in IAS

28, in dealing with the sale or contribution of assets between an investor and its associate or joint venture.

The main consequence of the amendments is that a full gain or loss is recognised when a transaction

involves a business (whether it is housed in a subsidiary or not). A partial gain or loss is recognised when a

transaction involves assets that do not constitute a business, even if these assets are housed in a subsidiary.

In December 2015 the IASB postponed the effective date of this amendment indefinitely pending the

outcome of its research project on the equity method of accounting. The amendments have not yet been

endorsed by the EU. Management has assessed that there is no material impact on Consolidated and

Company financial statement.

2.2Basis of consolidation

(a) Subsidiaries

Subsidiaries are all entities (including structured entities) over which the Group has control. The Group controls an

entity when the Group is exposed to or has rights to variable returns from its involvement with the entity and has

the ability to affect those returns through its power over the entity.

At each reporting period, the Group reassesses whether it exercises control over the investees, in case there are

facts and circumstances indicating a change in one of the control elements above. Subsidiaries are consolidated

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from the date on which effective control is transferred to the Group and cease to be consolidated from the date on

which control is transferred out of the Group.

Inter-company transactions, balances and unrealised gains on transactions between Group companies are

eliminated. Unrealised losses are also eliminated, unless there is objective evidence that the asset is impaired.

Accounting policies of subsidiaries are changed where necessary to ensure consistency with the policies adopted

by the Group.

Non-controlling interests in the results and equity of subsidiaries are shown separately in the consolidated

statement of comprehensive income, statement of changes in equity and statement of financial position

respectively.

(b) Associates and Equity method

Associates are all entities over which the Group has significant influence but not control, generally accompanying

a shareholding of between 20% and 50% of the voting rights. Investments in associates are accounted for using

the equity method of accounting. Under the equity method, investments are initially recognised at cost and their

carrying amount is increased or decreased to recognise the investor’s share of the profit or loss or share of other

comprehensive income of the investee after the date of acquisition. The Group’s investment in associates

includes goodwill identified on acquisition. Dividends received or receivable from associates and joint ventures are

recognised as a reduction in the carrying amount of the investment.

If the ownership interest in an associate is reduced but significant influence is retained, only a proportionate share

of the amounts previously recognised in other comprehensive income is reclassified to profit or loss where

appropriate.

The Group’s share of its associates’ post-acquisition profit or loss is recognised in the statement of

comprehensive income, and its share of post-acquisition movements in other comprehensive income is

recognised in other comprehensive income with a corresponding adjustment to the carrying amount of the

investment. When the Group’s share of losses in an associate equals or exceeds its interest in the associate, the

Group does not recognise further losses, unless it has incurred legal or constructive obligations or made payments

on behalf of the associate.

The Group determines at each reporting date whether there is any objective evidence that the investment in the

associate is impaired. If this is the case, the Group calculates the amount of impairment as the difference between

the recoverable amount of the investment in the associate and its carrying value. The recoverable amount is the

higher of the associate’s fair value less costs to sell and its value in use (discounted cash flows expected to be

generated based upon management’s expectations of future economic and operating conditions). The

impairment is recognized within Share of profit / (loss) of investments in associates in the statement of profit or

loss.

Profits and losses resulting from upstream and downstream transactions between the Group and its associates

are recognised in the Group’s financial statements only to the extent of unrelated investor’s interests in the

associates. Unrealised losses are eliminated unless the transaction provides evidence of an impairment of the

asset transferred. Accounting policies of associates are changed where necessary to ensure consistency with the

policies adopted by the Group.

(c) Joint arrangements

Investments in joint arrangements are classified as either joint operations or joint ventures depending on the

contractual rights and obligations of each investor.

Joint ventures are accounted for using the equity method. Under the equity method of accounting, interests in

joint ventures are initially recognised at cost and adjusted thereafter to recognise the Group’s share of the post-

acquisition profits or losses and movements in other comprehensive income. When the Group’s share of losses in

a joint venture equals or exceeds its interest in the joint ventures, the Group does not recognise further losses,

unless it has incurred obligations or made payments on behalf of the joint venture. Unrealised gains on

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transactions between the Group and its joint ventures are eliminated to the extent of the Group’s interest in the

joint venture. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of

the asset transferred. Accounting policies of joint ventures are changed where necessary to ensure consistency

with the policies adopted by the Group.

A joint operation arises where the Group has rights to the assets and obligations of the operation. The Group

recognizes its share of the assets, obligations, revenue and expenses of the jointly controlled operation, including

its share of those held or incurred jointly, in each respective line of its’ financial statements.

After application of the equity method, the Group determines whether it is necessary to recognise an impairment

loss on its investment in  joint ventures. At each reporting date, the Group determines whether there is objective

evidence that the investment in the joint venture is impaired. If there is such evidence, the Group calculates the

amount of impairment as the difference between the recoverable amount of the joint venture and its carrying

value, and then recognises the loss within ‘Share of profit/ (loss) of investments in associates and joint ventures’ in

the statement of profit or loss.

2.3Business combinations

The acquisition method of accounting is used to account for all business combinations, regardless of whether

equity instruments or other assets are acquired. 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. For each business combination, the Group measures the non-controlling interest in the acquiree

at the proportionate share of the acquiree’s identifiable net assets. Acquisition costs incurred are expensed.

The consideration transferred for the acquisition of a subsidiary is the total of the fair values of the assets

transferred, the liabilities incurred to the former owners of the acquiree and the equity interests issued by the

Group. The consideration transferred includes the fair value of any asset or liability resulting from a contingent

consideration arrangement. Identifiable assets acquired and liabilities and contingent liabilities assumed in a

business combination are measured initially at their fair values at the acquisition date.

Where settlement of any part of cash consideration is deferred, the amounts payable in the future are discounted

to their present value as at the date of acquisition. The discount rate used is the entity’s incremental borrowing

rate, being the rate at which similar borrowing could be obtained from an independent financier under comparable

terms and conditions.

Any contingent consideration to be transferred by the Group is recognised at fair value at the acquisition date and

is classified either as equity or a financial liability. Amounts classified as a financial liability are subsequently

remeasured to fair value with changes in fair value recognized in profit or loss, in accordance with the appropriate

IFRS. Amounts classified as equity are not remeasured.

Goodwill (as disclosed in Note 2.8) is initially measured as the excess of the aggregate of the consideration

transferred and the amount recognized for non-controlling interest and any previous interest held over the net

identifiable assets acquired and liabilities assumed. If this consideration is lower than the fair value of the net

assets of the subsidiary acquired, the Group reassesses whether it has correctly identified all of the assets

acquired and liabilities assumed and reviews their measurement, before any remaining difference is recognised in

profit or loss.

After initial recognition, goodwill is measured at cost less any accumulated impairment losses. For the purpose of

impairment testing, goodwill acquired in a business combination is, from the acquisition date, allocated to each of

the Group’s cash-generating units that are expected to benefit from the combination, irrespective of whether

other assets or liabilities of the acquiree are assigned to those units.

For a transaction or event to be a business combination, the assets acquired and liabilities assumed over which the

Group has obtained control are required to constitute a business.

A 'business' is an integrated set of activities and assets that is capable of being conducted and managed to

provide goods or services to customers, generate investment income or generate other income from ordinary

activities. A business generally consists of inputs, processes applied to those inputs and the ability to contribute to

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the creation of outputs. At a minimum, to be considered a business the acquired set is required to include an input

and a substantive process that together significantly contribute to the ability to create outputs.

To be a business, the acquired set does not need to include all of the inputs and processes required to create

outputs but it is required to be capable of being managed to create outputs.

If the group concludes that an entity acquired is in essence an asset acquisition, then no goodwill is recognised

and the respective assets are recognised at cost, which is effectively the purchase price allocated to these assets.

2.4Segment Reporting

Operating segments are reported in a manner consistent with the internal reporting provided to the chief

operating decision-maker. The Executive Committee is the chief operating decision-maker, who makes strategic

decisions and is responsible for allocating resources and assessing performance of the operating segments. The

Executive Committee is comprised of the Chief Executive Officer, the Deputy Chief Executive Officer, General and

other senior managers of the Group. The Group’s key operating segments are disclosed in Note 5.

2.5Foreign currency translation

(a) Functional and presentation currency

Items included in the financial statements of each of the Group’s entities are measured using the currency of the

primary economic environment in which the entity operates (the functional currency). The consolidated financial

statements are presented in Euro, which is the parent entity’s functional currency and the presentation currency

of the Group. Given that the Group’s primary activities are in oil refining and trading, in line with industry practices,

most crude oil and oil product trading transactions are based on the international reference prices of crude oil and

oil products in US Dollars. Depending on the country of operation, the Group translates this value to the local

currency (Euro in most cases) at the time of any transaction.

(b) Transactions and balances

Foreign currency transactions are translated into the functional currency using the exchange rates at the dates of

the transactions. Foreign exchange gains and losses resulting from the settlement of such transactions and from

the translation of monetary assets and liabilities denominated in foreign currencies at year-end exchange rates

are recognised in the statement of comprehensive income. They are deferred in equity if they relate to qualifying

cash flow hedges and qualifying net investment hedges. 

For transactions that include the receipt or payment of advance consideration in a foreign currency the date of the

transaction, for the purpose of determining the exchange rate, is the date of initial recognition of the non-

monetary prepayment asset or deferred income liability.

Foreign exchange gains and losses are presented in the same line as the transaction they relate to in the

statement of comprehensive income, except those that relate to borrowings and cash, which are presented in a

separate line (“Currency exchange gains/(losses)”).

Non-monetary items that are measured at fair value in a foreign currency are translated using the exchange rates

at the date when the fair value was determined. Translation differences on assets and liabilities carried at fair

value are reported as part of the fair value gain or loss.

(c) Group companies

The results and financial position of all the Group entities that have a functional currency different from the

presentation currency are translated into the presentation currency as follows:

i. assets and liabilities for each statement of financial position presented are translated at the closing rate

at the date of that statement of financial position;

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ii. income and expenses for each statement of comprehensive income are translated at average exchange

rates (unless this average is not a reasonable approximation of the cumulative effect of the rates

prevailing on the transaction dates, in which case income and expenses are translated at the dates of

the transactions); and

iii. all resulting exchange differences are recognized in other comprehensive income.

On consolidation, exchange differences arising from the translation of the net investment in foreign operations

are recognised in other comprehensive income. When a foreign operation is sold, exchange differences that were

recorded in other comprehensive income are recycled to the profit or loss of the statement of comprehensive

income.

Goodwill and fair value adjustments arising on the acquisition of a foreign entity are treated as assets and

liabilities of the foreign entity and translated at the closing rate. Exchange differences arising are recognised in

other comprehensive income.

2.6Property, plant and equipment

Property, plant and equipment is comprised mainly of land, buildings, plant & machinery, transportation means

and furniture and fixtures. Property, plant and equipment are shown at historical cost less accumulated

depreciation and accumulated impairment losses, if any. Historical cost includes expenditure that is directly

attributable to the acquisition of the items.

Subsequent costs are included in the asset’s carrying amount or recognised as a separate asset, as appropriate,

only when it is probable that future economic benefits associated with the item will flow to the Group and the cost

of the item can be measured reliably. The carrying amount of the replaced part is derecognised. Repairs and

maintenance are charged to the profit or loss of the statement of comprehensive income as incurred. Refinery

turnaround costs that take place periodically are capitalised and charged to profit or loss on a straight line basis

until the next scheduled turnaround to the extent that such costs either extend the useful economic life of the

equipment or improve the capacity of its production.

Assets under construction are assets (mainly related to the refinery units) that are in the process of construction

or development, and are carried at cost. Cost includes cost of construction, professional fees and other direct

costs. Assets under construction are not depreciated, as the corresponding assets are not yet available for use.

Land is also not depreciated. Depreciation on assets is calculated using the straight-line method to allocate the

cost of each asset to its residual value over its estimated useful economic life, as shown on the table below for the

main classes of assets:

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– Buildings (including petrol stations)	10 – 40 years
– Plant & Machinery
• Specialised industrial installations and Machinery	10 – 35 years
• Pipelines • Other equipment	30 – 50 years 5 – 25 years
• Wind Farms equipment • Solar Parks equipment	20 - 30  years 20 - 30  years
– Transportation means
• LPG and white products carrier tank trucks	5 – 10 years
• Other Motor Vehicles	4 – 10 years
• Shipping Vessels	25 – 35 years
– Furniture and fixtures
• Computer hardware	3 – 5 years
• Other furniture and fixtures	4 – 10 years

In 2025, the Group has reassessed the useful economic life for classes of assets throughout the majority of its

business segments. All of the changes are within the ranges shown in the table above. For more details refer to

Note 4.

Specialised industrial installations include refinery units, petrochemical plants, tank facilities and petrol stations.

The assets’ residual values and estimated useful economic lives are reviewed at the end of each reporting period

and adjusted prospectively if appropriate.

If the asset’s carrying amount is greater than its estimated recoverable amount, then it is written down

immediately to its recoverable amount (Note 2.10).

The cost and related accumulated depreciation of assets retired or sold are removed from the accounts at the

time of sale or retirement and any gain or loss, which is determined by comparing the proceeds with the carrying

amount, is included in the consolidated statement of comprehensive income within either “Other operating

income and other gains” or “Other operating expenses and other losses”.

Estimated restoration costs, for which disbursements are determined to be probable, are recognised as a

provision in long-term liabilities and as part of the respective fixed asset cost in the Group’s consolidated

statement of financial position.

Borrowing costs that are directly attributable to the acquisition, construction or production of a qualifying asset

are added to the cost of the asset during the period of time that is required to complete and prepare the asset for

its intended use. Borrowing costs are capitalised to the extent that funds are borrowed specifically for the purpose

of obtaining a qualifying asset. To the extent that funds are borrowed generally and used for the purpose of

obtaining a qualifying asset, the amount of borrowing costs eligible for capitalisation is determined by applying a

capitalisation rate to the expenditures on that asset. All other borrowing costs are expensed as incurred.

2.7Leases

2.7.1Right-of-use assets

At inception of a contract, that is the earlier of the date of a lease agreement and the date of commitment by the

parties to the principal terms and conditions of the lease, the Group assess whether the contract is, or contains, a

lease. Also, the Group recognizes right-of-use assets at the commencement date of the lease (i.e., the date the

underlying asset is available for use). Right-of-use assets are measured at cost, less any accumulated depreciation

and impairment losses, and adjusted for any re-measurement of lease liabilities. The cost of right-of-use assets

includes the amount of lease liabilities recognized, initial direct costs incurred, and lease payments made at or

before the commencement date less any lease incentives received. Unless the Group is reasonably certain to

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obtain ownership of the leased asset at the end of the lease term, the recognized right-of-use assets are

depreciated on a straight-line basis over the shorter of its estimated useful life and the lease term. Right-of-use

assets are subject to impairment on their own or together with the Cash Generating Unit to which they belong.

2.7.2Lease Liabilities

At the commencement date of the lease, the Group recognizes lease liabilities measured at the present value of

lease payments to be made over the lease term. The lease payments include fixed payments (including in-

substance fixed payments) less any lease incentives receivable, variable lease payments that depend on an index

or a rate, and amounts expected to be paid under residual value guarantees. The lease payments also include the

exercise price of a purchase option reasonably certain to be exercised by the Group and payments of penalties for

terminating a lease, if the lease term reflects the Group exercising the option to terminate. The variable lease

payments that do not depend on an index or a rate are recognized as expense in the period on which the event or

condition that triggers the payment occurs.

In calculating the present value of lease payments, the Group uses the incremental borrowing rate at the lease

commencement date if the interest rate implicit in the lease is not readily determinable. After the commencement

date, the amount of lease liabilities is increased to reflect the accretion of interest and reduced for the lease

payments made. In addition, the carrying amount of lease liabilities is re-measured if there is a modification, a

change in the lease term, a change in the in-substance fixed lease payments or a change in the assessment to

purchase the underlying asset. The result of this re-measurement is disclosed in a line of the right-of-use assets

Note as modifications.

(a) Short-term leases and leases of low-value assets

The Group applies the short-term lease recognition exemption to its short-term leases (i.e., those leases that have

a lease term of 12 months or less from the commencement date and do not contain a purchase option). It also

applies the low-value assets recognition exemption to leases that are considered of low value (i.e., below five

thousand Euros). Lease payments on short-term leases and leases of low-value assets are recognized as expense

on a straight-line basis over the lease term.

(b) Significant judgement in determining the lease term of contracts with renewal options

The Group determines the lease term as the non-cancellable term of the lease, together with any periods covered

by an option to extend the lease if it is reasonably certain to be exercised, or any periods covered by an option to

terminate the lease, if it is reasonably certain not to be exercised.

The Group has the option, under some of its leases to lease the assets for additional terms. The Group applies

judgement in evaluating whether it is reasonably certain to exercise the option to renew. That is, it considers all

relevant factors that create an economic incentive for it to exercise the renewal. After the commencement date,

the Group reassesses the lease term if there is a significant event or change in circumstances that is within its

control and affects its ability to exercise (or not to exercise) the option to renew (as a change in business strategy).

(c) Subsurface rights

The Committee concluded that the arrangement presented in its decision, where a pipeline operator obtains the

right to place a pipeline in an underground space constitutes a lease and therefore this arrangement as presented

in this decision should be in scope of IFRS 16. As disclosed in Note 7, the Group operates a number of subsurface

pipelines within the boundaries of various municipalities, in accordance with relevant laws, without the

requirement to pay any compensation for them. As described in Note 33 of these financial statements, certain

municipalities have proceeded with the imposition of duties and fines relating to the rights of way. The group has

appealed against such amounts imposed as described in Note 33 and believes the outcome will be favourable. The

Group considers these do not fall within the scope of IFRS 16 as there is no requirement to pay compensation.

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(d) Lease term

The Committee issued a decision that in assessing the notion of no more than an insignificant penalty, when

establishing the lease term, the analysis should not only capture the termination penalty payment specified in the

contract but use a broader economic consideration of penalty and thus include all kinds of possible economic

outflows related to termination of the contract. The Group applies this decision and uses judgment in estimating

the lease term, especially in cases, where the agreements do not provide for a predetermined term, such as rights

of use of coastal zones as described in Note 7. The Group considers all relevant factors that create an economic

incentive for it to exercise either the renewal or termination.

(e) Lessor accounting

The Group enters into certain sublease agreements with third parties and therefore, acts as an intermediate

lessor. In classifying a sublease, the Group acting as the intermediate lessor shall classify the sublease as a finance

lease or an operating lease as follows:

(a) if the head lease is a short-term lease that the Group, as a lessee, has accounted for applying paragraph 6 of

the standard, the sublease shall be classified as an operating lease.

(b) otherwise, the sublease shall be classified by reference to the right-of- use asset arising from the head lease,

rather than by reference to the underlying asset.

The Group has assessed all subleases it enters into based on the above criteria and classifies these as either

operating or finance. As at 31 December 2025, all leases where the Group acts as an intermediate lessor were

assessed and evaluated as operating.

2.8Intangible assets

(a) Goodwill

Goodwill represents the excess of the consideration transferred over the Company's interest in the fair value of

the net identifiable assets and liabilities of the acquiree at the date of acquisition. Gains and losses on the disposal

of an entity include the carrying amount of goodwill relating to the entity sold. In the event that the fair value of

the Company’s share of the net identifiable assets of the acquired subsidiary at the date of acquisition is higher

than the cost, the excess remaining is recognised immediately in the statement of comprehensive income.

Goodwill is allocated to cash-generating units (CGU) for the purpose of impairment testing. The allocation is made

to those CGUs or Groups of CGUs that are expected to benefit from the business combination in which the

goodwill arose, identified according to operating segments. Goodwill impairment reviews are undertaken annually

or more frequently, if events or changes in circumstances indicate a potential impairment. Impairment is

determined for goodwill by assessing the recoverable amount of each CGU (or group of CGUs) to which the

goodwill relates. When the recoverable amount (higher of value in use and fair value less costs to sell) of the CGU

is less than its carrying amount including goodwill, an impairment loss is recognised. Impairment losses relating to

goodwill cannot be reversed in future periods.

(b) Licenses and rights

Licenses and rights have a definite useful life and are carried at cost less accumulated amortisation. Amortisation

is being calculated using the straight-line method to allocate their cost over their estimated useful lives, which

usually range from 3 to 25 years.

(c) Computer software

The category computer software includes primarily the costs of implementing the (ERP) computer software

program. Acquired computer software licenses are capitalised on the basis of the costs incurred to acquire and

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bring to use the specific software. These costs are amortised using the straight line method over their estimated

useful lives (2 to 10 years).

d) EU ETS Allowances

European Union operates a 'cap and trade' scheme, EU Emissions Trading System ("EU ETS"), whereby the Group

is required to deliver emissions certificates to the relevant regulator to meet  its CO2 emissions obligation. The

government grants a certain number of emissions certificates ("EU Allowances" or "EUAs"), to the Group for use

during a compliance period, at zero cost. Further, there is an active market where the Group can trade EUAs with

other parties and ensure that it has sufficient certificates to match its emissions. The Group has determined that

emissions allowances are identifiable non-monetary assets that do not have physical substance and therefore

meet the definition of an intangible asset recognised at cost. Cost is determined using the FIFO method. This

accounting policy choice is applied regardless of whether emissions allowances are purchased from the market or

received from the government as a free allowance. Management might choose to sell EU Allowances because of a

surplus to its expected usage requirements, or because of the timing of the obligation of surrendering the

estimated quantity. The income from the sale of these allowances in the case of surplus with no intention to buy

them back is not recognized as revenue because it does not arise by the Group's ordinary course of activities and is 

reported within other operating income.  The accounting policy on provision for environmental liabilities is stated

in Note 2.22.

2.9Exploration  and evaluation of mineral resources

(a) Exploration and evaluation assets

During the exploration period and before a commercially viable discovery, oil and natural gas exploration and

evaluation expenditures are expensed. Geological and geophysical costs as well as costs directly associated with

an exploration are expensed as incurred. Exploration property leasehold acquisition costs are capitalized within

intangible assets and amortised over the period of the license or in relation to the progress of the activities if there

is a substantial difference. Upstream exploration rights are included in licenses and rights in intangible assets.

(b) Development of tangible and intangible assets

Expenditure on the construction, installation or completion of infrastructure facilities such as platforms, pipelines

and the drilling of commercially proven development wells is capitalized within tangible and intangible assets

according to their nature. When development is completed on a specific field, it is transferred to production

assets. No depreciation and/or amortisation is charged during development.

(c) Oil and gas production assets

Oil and gas production assets are presented separately from other property, plant and equipment and comprise of 

exploration and evaluation tangible assets as well as development expenditures associated with the production of

proven reserves. The Group has not recognised any such assets, as it is currently in the first stages of exploration

and evaluation.

(d) Depreciation/amortisation

Oil and gas properties/intangible assets are depreciated/amortized using the unit-of-production method. Unit-of-

production rates are based on proven developed reserves, which are oil, gas and other mineral reserves estimated

to be recovered from existing facilities using current operating methods. Oil and gas volumes are considered

produced once they have been measured through meters at custody transfer or sales transaction points at the

outlet valve on the field storage tank.

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(e) Impairment – exploration and evaluation assets

The exploration property leasehold acquisition costs are tested for impairment whenever facts and circumstances

indicate impairment. For the purposes of assessing impairment, the exploration property leasehold acquisition

costs subject to testing are grouped with existing cash-generating units (CGUs) of production fields that are

located in the same geographical region corresponding to each license.

(f) Impairment – proven oil and gas properties and intangible assets

Proven oil and gas properties and intangible assets are reviewed for impairment whenever events or changes in

circumstances indicate that the carrying amount may not be recoverable. An impairment loss is recognized for the

amount by which the asset’s carrying amount exceeds its recoverable amount. The recoverable amount is the

higher of an asset’s fair value less costs to sell and value in use. For the purposes of assessing impairment, assets

are grouped at the lowest levels for which there are separately identifiable cash flows.

2.10Impairment of non-financial assets

The Group assesses, at each reporting date, whether an indication of impairment exists. If any indication exists, or

when annual impairment testing for an asset is required, the Group estimates the asset’s recoverable amount.

Assets that have an indefinite useful life are not subject to amortisation and are tested annually for impairment, or

more frequently if events or changes in circumstances indicate that they might be impaired. Assets that are

subject to amortisation or depreciation are tested for impairment whenever events or changes in circumstances

indicate that the carrying amount may not be recoverable. An impairment loss is recognised for the amount by

which the asset’s carrying amount exceeds its recoverable amount. The recoverable amount is the higher of an

asset’s fair value less costs to sell and value in use (discounted cash flows an asset is expected to generate based

upon management’s expectations of future economic and operating conditions). For the purposes of assessing

impairment, assets are grouped at the lowest levels for which there are separately identifiable cash inflows (cash-

generating units). For assets excluding goodwill, an assessment is made at each reporting date to determine

whether there is an indication that previously recognised impairment losses no longer exist or have decreased. If

such indication exists, the Group estimates the asset’s or CGU’s recoverable amount. A previously recognised

impairment loss is reversed only if there has been a change in the assumptions used to determine the asset’s

recoverable amount since the last impairment loss was recognised. The reversal is limited so that the carrying

amount of the asset does not exceed its recoverable amount, nor exceed the carrying amount that would have

been determined, net of depreciation, had no impairment loss been recognised for the asset in prior years.

2.11Financial assets

2.11.1 Initial recognition and measurement

Financial assets are classified, at initial recognition, as subsequently measured at amortised cost, fair value

through other comprehensive income (OCI), and fair value through profit or loss.

The classification of financial assets at initial recognition depends on the financial asset’s contractual cash flow

characteristics and the Group’s business model for managing them. With the exception of trade receivables that

do not contain a significant financing component or for which the Group has applied the practical expedient, the

Group initially measures a financial asset at its fair value plus, in the case of a financial asset not at fair value

through profit or loss, transaction costs. Trade receivables that do not contain a significant financing component

or for which the Group has applied the practical expedient are measured at the transaction price determined

under IFRS 15. Refer to the accounting policies in sections 2.14 Trade receivables and 2.23 Revenue from contracts

with customers.

In order for a financial asset to be classified and measured at amortised cost or fair value through OCI, it needs to

give rise to cash flows that are ‘solely payments of principal and interest (SPPI)’ on the principal amount

outstanding. This assessment is referred to as the SPPI test and is performed at an instrument level.

The Group’s business model for managing financial assets refers to how it manages its financial assets in order to

generate cash flows. The business model determines whether cash flows will result from collecting contractual

cash flows, selling the financial assets, or both.

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Purchases or sales of financial assets that require delivery of assets within a time frame established by regulation

or convention in the market place (regular way trades) are recognised on the trade date, i.e., the date that  the

Group commits to purchase or sell the asset.

Subsequent measurement

For purposes of subsequent measurement, financial assets are classified in three categories:

• Financial assets at amortised cost (debt instruments)

• Financial assets designated at fair value through OCI with no recycling of cumulative gains and losses upon

derecognition (equity instruments)

• Financial assets at fair value through profit or loss

(a) Financial assets at amortised cost

The Group measures financial assets at amortised cost if both of the following conditions are met: a) the financial

asset is held within a business model with the objective to hold financial assets in order to collect contractual cash

flows and b) the contractual terms of the financial asset give rise on specified dates to cash flows that are solely

payments of principal and interest on the principal amount outstanding.

Financial assets at amortised cost are subsequently measured using the effective interest (EIR) method and are

subject to impairment. Gains and losses are recognised in profit or loss when the asset is derecognised, modified

or impaired.

(b) Financial assets at fair value through OCI with no recycling of cumulative gains and losses upon

derecognition (equity instruments).

Upon initial recognition, the Group can elect to classify irrevocably its equity investments as equity instruments

designated at fair value through OCI when they meet the definition of equity under IAS 32 Financial Instruments:

Presentation and are not held for trading. The classification is determined on an instrument-by-instrument basis.

Gains and losses on these financial assets are never recycled to profit or loss. Dividends are recognised as other

income in the profit or loss of the statement of comprehensive income, when the right of payment has been

established, except when the Group benefits from such proceeds as a recovery of part of the cost of the financial

asset, in which case, such gains are recorded in OCI. Equity instruments designated at fair value through OCI are

not subject to impairment assessment. 

The Group elected to classify irrevocably its listed equity investments under this category.

(c) Financial assets at fair value through profit or loss

Financial assets at fair value through profit or loss include financial assets held for trading, financial assets

designated upon initial recognition at fair value through profit or loss, or financial assets mandatorily required to

be measured at fair value.

Financial assets are classified as held for trading if they are acquired for the purpose of selling or repurchasing in

the near term.

Derivatives are also categorised as ‘held for trading’ unless they are designated as hedges. Assets in this category

are classified as current assets if they are either held for trading or are expected to be realised within 12 months of

the end of the reporting period, otherwise they are classified as non-current. Financial assets with cash flows that

are not solely payments of principal and interest are classified and measured at fair value through profit or loss,

irrespective of the business model.

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2.11.2 Derecognition and impairment

Derecognition

A financial asset (or, where applicable, a part of a financial asset or part of a group of similar financial assets) is

primarily derecognised (i.e., removed from the Group’s consolidated statement of financial position) when:

• The rights to receive cash flows from the asset have expired or the Group has transferred its rights to receive

cash flows from the asset or has assumed an obligation to pay the received cash flows in full without

material delay to a third party under a ‘pass-through’ arrangement; and either (a) the Group has transferred

substantially all the risks and rewards of the asset, or (b) the Group has neither transferred nor retained

substantially all the risks and rewards of the asset, but has transferred control of the asset.

• When the Group has transferred its rights to receive cash flows from an asset or has entered into a pass-

through arrangement, it evaluates if, and to what extent, it has retained the risks and rewards of ownership.

When it has neither transferred nor retained substantially all of the risks and rewards of the asset, nor

transferred control of the asset, the Group continues to recognise the transferred asset to the extent of its

continuing involvement. In that case, the Group also recognises an associated liability. The transferred asset

and the associated liability are measured on a basis that reflects the rights and obligations that the Group

has retained.

Impairment

Further disclosures relating to impairment of financial assets are also provided in the following notes:

• Disclosures for significant estimates and assumptions Note 4

• Trade receivables Note 12

For trade receivables, the Group applies a simplified approach in calculating ECLs. Therefore, the Group does not

track changes in credit risk, but instead recognises a loss allowance based on lifetime ECLs at each reporting date.

The Group has established a provision matrix that is based on its historical credit loss experience, adjusted for

forward-looking factors specific to the debtors and the economic environment.

2.11.3 Offsetting of financial instruments

Financial assets and financial liabilities are offset and the net amount is reported in the consolidated statement of

financial position if there is a currently enforceable legal right to offset the recognised amounts and there is an

intention to settle on a net basis, to realise the assets and settle the liabilities simultaneously.

2.12Derivative financial instruments and hedging activities

As part of its risk management policy, the Group utilizes currency and commodity derivatives to mitigate the

impact of volatility in commodity prices and foreign exchange rates. Derivative financial instruments are initially

recognized at fair value on the date a derivative contract is entered into and are subsequently re-measured at

their fair value. Derivatives are carried as financial assets when the fair value is positive and as financial liabilities

when the fair value is negative. Changes in fair values of the derivative financial instruments are recognised at

each reporting date either in the statement of comprehensive income or in other comprehensive income,

depending on whether the derivative is designated as a hedging instrument. If so, the nature of the item being

hedged is also disclosed. The Group designates certain derivatives as either:

a. Hedges of the fair value of recognised assets or liabilities or a firm commitment (fair value hedge);

b. Hedges of a particular risk associated with a recognised asset or liability or a highly probable forecast

transaction (cash flow hedge).

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The Group documents, at the inception of the transaction, the relationship between hedging instruments and

hedged items, as well as its risk management objectives and strategy for undertaking various hedging

transactions.

Τhe documentation also includes both at hedge inception and on an ongoing basis how it will assess the

effectiveness of changes in the hedging instrument’s fair value in offsetting the exposure to changes in the

hedged item’s fair value or cash flows attributable to the hedged risk. Such hedges are expected to be highly

effective in achieving offsetting changes in fair value or cash flows and are assessed on an ongoing basis to

determine that they actually have been highly effective throughout the financial reporting periods for which they

were designated. The instruments used for this risk management include commodity exchange traded contracts

(ICE futures), full refinery margin forwards, product price forward contracts or options.

Cash flow hedges

The effective portion of changes in the fair value of these derivatives is recognized in other comprehensive

income. The gain or loss relating to the ineffective portion is recognized immediately in the statement of

comprehensive income within. Amounts accumulated in equity are recycled in the statement of comprehensive

income in the periods when the hedged item affects profit or loss (i.e. when the forecast transaction being hedged

takes place) within cost of sales.

When a hedging instrument expires or is sold, or a hedge no longer meets the criteria for hedge accounting, any

cumulative gain or loss existing in equity at that time remains in equity and is recognized when the forecast

transaction is ultimately recognized in the statement of comprehensive income. When a forecast transaction is no

longer expected to occur, the derivative is de-designated and the cumulative gain or loss that was reported in

equity is immediately transferred to the statement of comprehensive income, in a line item depending on the

nature of the hedge.

Virtual Power Purchase Agreements

As of 1 January 2025, Group early adopted the IFRS 9 & IFRS 7 amendments for contracts referencing nature-

dependent electricity. The Group designates in cash flow hedge accounting relationships certain renewable

energy derivative contracts, according to its Risk Management objective and strategy. By applying hedge

accounting, the Group aims to reduce variability in future cash flows from its exposure to fluctuations in market

prices of electricity, in relation to highly probable future cash inflows arising from its future electricity sales. Within

this context, Virtual Power Purchase Agreements ("VPPAs") that are accounted for as derivatives in scope of the

amendment of IFRS 9, are used by the Group to achieve a synthetic fixed rate with regards to the market price of

electricity when the respective future transactions take place.

More specifically, the VPPAs are net cash-settled against the energy spot prices, where the counterparty does not

receive the physical electricity generated by the Group. These "contract for differences" (CFD) agreements qualify

as contracts referencing nature-dependent electricity and hence they are eligible hedging instruments. For the

preparation of the full year consolidated financial statements, for the measurement of the fair value of the VPPAs,

the Group makes several estimates and assumptions based on historical experience, forward-looking data and

Management's judgement.

The hedged item is defined as a variable nominal amount of forecast electricity transactions that is aligned with

the variable amount of nature-dependent electricity expected to be delivered by the Group, as referenced in the

hedging instrument. The Group anticipates that there is an economic relationship between the hedged item and

the hedging instrument, meaning that the hedging instrument and the hedged item will generally move in

opposite directions as a result of a change in the same hedged risk (i.e. energy price risk). The Group performs a

qualitative assessment of effectiveness ("critical terms approach"), since the critical terms of the hedged item (i.e.

highly probable forecast transactions by nature or by design of the cash flow hedge relationship) and the critical

terms of the hedging instruments (i.e. VPPA) match.

Consistent with the risk management strategy, the Group has established a hedge ratio of 1:1 for the outstanding

hedge relationships, since the underlying risks of the derivative instruments coincide with the hedged risk

components. This ratio is derived by the weightings of the hedged item and the hedging instrument, which are the

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same (pay as produced) as that resulting from the quantity of the hedged item that the Group actually hedges and

the quantity of the hedging instrument that the Group actually uses to hedge that quantity of hedged item. As a

result, the Group insulates the hedging relationship from hedge ineffectiveness caused by a comparison of a fixed

nominal amount with a variable nominal amount (volume uncertainty).

Furthermore, the Group takes into consideration the credit rating of the counterparties and concludes that the

effect of credit risk does not dominate the value changes that result from each economic relationship before

applying hedge accounting. Apart from the aforementioned, no other sources of ineffectiveness are identified

from the designated hedging relationships.

Derivatives at fair value through profit or loss

Derivatives that do not qualify for hedge accounting are classified as derivatives at fair value through profit or loss.

Changes in the fair value of the derivative instruments that do not qualify for hedge accounting are recognized

immediately in the statement of comprehensive income.

2.13Inventories

Inventories comprise crude oil and other raw materials, refined and semi-finished products, petrochemicals,

merchandise, consumables and other spare parts.

Inventories are stated at the lower of cost and net realisable value. Cost is determined using the monthly weighted

average cost method. The cost of finished goods and work in progress comprises raw materials, direct labour,

other direct costs and related production overheads. It does not include borrowing costs. Net realisable value is

the estimated selling price in the ordinary course of business, less estimated costs of completion and estimated

costs necessary to make the sale, where applicable. Spare parts consumed within a year are carried as inventory

and recognized in cost of sales in the statement of comprehensive income when consumed.

2.14Trade receivables

Trade receivables, which generally have 5 - 30 day terms, are recognised initially at fair value and subsequently

measured at amortised cost using the effective interest method, less provision for impairment.

For trade receivables, which are not in default the Group applies the simplified approach, in accordance with IFRS

9 and calculates ECLs based on lifetime expected credit losses. The Group has established a provision matrix that

is based on the Group’s historical credit loss experience, adjusted for forward-looking factors specific to the

debtors and the economic environment. On the other hand, trade receivables in default are assessed on a case by

case basis. The amount of the provision is recognised in the statement of comprehensive income and is included

in “Selling and distribution expenses”.

2.15Cash and cash equivalents

Cash and cash equivalents include cash in hand, deposits held at call with banks, other short-term highly liquid

investments such as marketable securities and time deposits with original maturities of three months or less. 

Cash pledged as collateral is included in “Trade and other receivables”.

2.16Share capital and Share premium

Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of new shares or

options are shown in equity as a deduction from the proceeds, net of tax. 

Share premium includes any proceeds received for the issuance of shares above their nominal value.

Own equity instruments that are reacquired (treasury shares) are recognised at cost and deducted from equity.

No gain or loss is recognised to profit or loss of the statement of comprehensive income on the purchase, sale,

issue or cancellation of the Group’s own equity instruments. Any difference between the carrying amount and the

consideration, if reissued, is recognised in equity.

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2.17Borrowings

Borrowings are recognised initially at fair value, net of transaction costs incurred. Borrowings are subsequently

measured at amortised cost; any difference between the proceeds (net of transaction costs) and the redemption

value is recognised in the statement of comprehensive income over the period of the borrowings using the

effective interest rate method.

Fees paid on the establishment of loan facilities are recognised as transaction costs of the loan to the extent that it

is probable that some or all of the facility will be drawn down. In this case, the fee is deferred until the draw-down

occurs. To the extent there is no evidence that it is probable that some or all of the facility will be drawn down, the

fee is capitalised as a pre-payment for liquidity services and amortised over the period of the facility to which it

relates.

Borrowings are derecognized from the balance sheet when the obligation specified in the contract is discharged,

cancelled or expired. The difference between the carrying amount of a financial liability that has been

extinguished or transferred to another party and the consideration paid, including any noncash assets transferred

or liabilities assumed, is recognised in the statement of comprehensive income as finance costs or other operating

income.

Borrowings are classified as current liabilities unless the Group has an unconditional right to defer settlement of

the liability for at least 12 months after the end of the reporting period.

In cases where an existing borrowing of the Group is renegotiated, this might result in modification or an exchange

of borrowings with the lenders that could be carried out in a number of ways. Whether a modification or exchange

of borrowings represents a settlement of the original debt, or merely a renegotiation of that debt, determines the

accounting treatment that should be applied by the borrower. When the terms of the existing borrowings are

substantially different from the terms of the modified or exchanged borrowings, such a modification or exchange

is treated as an extinguishment of the original borrowing and the recognition of a new liability any difference in

the respective carrying amount, is recognized in the statement of comprehensive income.

The Group considers the terms to be substantially different if either the discounted present value of the future

cash flows under the new terms, including any costs or fees incurred, using the original effective interest rate, is at

least 10% different from the discounted present value of the remaining cash flows of the original borrowing or

there is a substantial change in the terms from a qualitative perspective. Qualitative factors may include:

• the currency in which the borrowing is denominated

• the interest rate (that is fixed versus floating rate)

• changes in covenants

2.18Current and deferred income tax

The tax expense or credit for the period comprises current and deferred tax. The income tax expense or credit for

the period, is the tax estimated on the current period’s taxable income based on the applicable income tax rate for

each jurisdiction, adjusted by changes in deferred tax assets and liabilities attributable to temporary differences

and to unused tax losses, as well as additional taxes for prior years. Tax is recognised in the statement of

comprehensive income, except to the extent that it relates to items recognized directly in equity. In this case, the

tax is also recognized in equity.

Current income tax assets and liabilities are measured at the amount expected to be recovered from or paid to the

taxation authorities.

The current income tax charge is calculated on the basis of the tax laws enacted or substantively enacted at the

end of the reporting period in the countries where the Group’s subsidiaries and associates operate and generate

taxable income. Management periodically evaluates positions taken in tax returns with respect to situations in

which applicable tax regulation is subject to interpretation and establishes provisions where appropriate on the

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basis of amounts expected to be paid to the tax authorities. Any interest and penalties arising on uncertain tax

positions are considered as part of income tax.

Deferred income tax is provided in full, using the liability method, on temporary differences arising between the

tax bases of assets and liabilities and their carrying amounts in the consolidated financial statements. Deferred

income tax is not recognized if it arises from initial recognition of an asset or liability in a transaction, other than a

business combination, that at the time of the transaction does not affect either accounting or taxable profit or

loss. Deferred income tax is determined using tax rates (and laws) that have been enacted or substantially enacted

by the end of the reporting period and are expected to apply when the related deferred income tax asset is

realised or the deferred income tax liability is settled.

Deferred tax assets are recognised only if it is probable that future taxable amounts will be available to utilise

those deductible temporary differences and losses.

Deferred income tax assets are reviewed at each financial position 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 income tax asset to

be utilized.

Deferred tax assets and liabilities are offset when there is a legally enforceable right to offset current tax assets

against current tax liabilities and when the deferred income tax assets and liabilities relate to income taxes levied

by the same taxation authority on either the taxable entity or different taxable entities, where there is an intention

to settle the balances on a net basis.

2.19Employee benefits

(a) Pension obligations

The Group participates in various pension schemes. The payments are determined by the local legislation and the

funds’ regulations. The Group has both defined benefit and defined contribution plans.

A defined benefit plan is a pension plan that defines an amount of pension benefit that an employee will receive

on retirement, usually dependent on one or more factors such as age, years of service and compensation.

A defined contribution plan is a pension plan under which the Group pays fixed contributions into a separate State

pension fund. The Group has no legal or constructive obligations to pay further contributions if the fund does not

hold sufficient assets to pay all employees the benefits relating to employee service in the current and prior

periods.

Defined benefit pension plan

Where applicable, under local labour laws, employees and workers are entitled to post employment payments in

the event of retirement with the amount of payment varying in relation to the employee’s or worker’s

compensation and length of service. This program is considered as a defined benefit plan.

The liability recognized in the consolidated statement of financial position in respect of defined benefit pension

plans is the present value of the defined benefit obligation at the end of the reporting period less the fair value of

plan assets. The defined benefit obligation is calculated annually by independent actuaries using the projected

unit credit method. The present value of the defined benefit obligation is determined by discounting the

estimated future cash outflows using interest rates of high-quality corporate bonds that have terms to maturity

approximating to the terms of the related pension obligation.

The current service cost of the defined benefit plan, recognized in the consolidated statement of profit or loss in

employee benefit  expense (except where included in the cost of an asset) reflects the increase in the defined

benefit obligation resulting from employee service in the current year, benefit changes curtailments and

settlements. 

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Actuarial gains and losses arising from experience adjustments and changes in actuarial assumptions are charged

or credited to equity in other comprehensive income in the period in which they arise. 

Past-service costs are recognized immediately in profit or loss of the statement of comprehensive income.

Defined contribution plans

The Group’s employees are covered by one of several Greek State sponsored pension funds which relates to the

private sector and provides pension and pharmaceutical benefits. Each employee is required to contribute a

portion of their monthly salary to the funds, with the Group also contributing a portion. Upon retirement, the

pension fund is responsible for paying the employees retirement benefits. As such, the Group has no legal or

constructive obligation to pay future benefits under this plan. 

(b) Termination benefits

Termination benefits are payable when employment is terminated by the Group before the normal retirement

date, or whenever an employee accepts voluntary redundancy in exchange for these benefits. The Group

recognises termination benefits at the earlier of the following dates: (a) when the Group can no longer withdraw

the offer of those benefits; and (b) when the entity recognises costs for a restructuring that is within the scope of

IAS 37 and involves the payment of termination benefits. In the case of an offer made to encourage voluntary

redundancy, the termination benefits are measured based on the number of employees expected to accept the

offer. Benefits falling due more than 12 months after the end of the reporting period are discounted to their

present value.

(c) Share-based compensation

Employees of the Group may receive remuneration in the form of share based payments as part of a share award

plan. The total amount to be expensed over the vesting period is determined by reference to the fair value of the

awards granted, at the date of granting. Non-market vesting conditions are included in assumptions about the

number of awards that are expected to vest.

At each reporting period end, the entity revises its estimates of the number of awards that are expected to vest. It

recognises the impact of the revision of original estimates, if any, in the statement of comprehensive income, with

a corresponding adjustment to equity.

In the case of share award plan, when the options are exercised, the Company may issue new shares. In that case,

the proceeds received net of any directly attributable transaction costs are credited to share capital (nominal

value) and share premium when the awards are exercised. The Group adopted a new share-based compensation

within 2024. (Note 15)

(d) Short-term paid absences

The Group recognises the expected cost of short-term employee benefits in the form of paid absences in the case

of accumulating paid absences, when the employees render service that increases their entitlement to future paid

absences.

2.20Trade and other payables

Trade and other payables are recognised initially at fair value and are subsequently measured at amortised cost

using the effective interest method. Accounts payable are classified as current liabilities if payment is due within

one year or less. If not, they are presented as non-current liabilities.

2.21Provisions

Provisions for restructuring costs and legal claims are recognised when the Group has a present legal or

constructive obligation as a result of past events; it is probable that an outflow of resources will be required to

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settle the obligation; and the amount can be reliably estimated. Provisions are not recognised for future operating

losses.

Provisions are measured at the present value of management’s best estimate of the expenditure required to

settle the present obligation at the end of the reporting period. The discount rate used to determine the present

value reflects current market assessments of the time value of money and the increases specific to the liability.

No provisions are recognized for possible future obligations whose existence will be confirmed only by the

occurrence or non‑occurrence of one or more uncertain future events not wholly within the control of the Group or

for present obligations if it is not probable that an outflow of resources embodying economic benefits will be

required to settle the obligation or the amount of the obligation cannot be measured with sufficient reliability. For

such cases the Group discloses a contingent liability.

2.22Environmental liabilities

The Group has a Sustainability Policy which complies with existing legislation and any obligations resulting from

its environmental and operational licenses. In order to comply with all rules and regulations, the Group has set up a

monitoring mechanism in accordance with the requirements of the relevant authorities. Furthermore, investment

plans are adjusted to reflect any known future environmental requirements.

Liabilities for environmental remediation costs are recognised when environmental assessments or clean-ups are

probable and the associated costs can be reasonably estimated. Generally, the timing 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 recognised is the best estimate of the expenditure required, based on the relevant

environmental studies. If the effect of the time value of money is material, the amount recognised is the present

value of the estimated future expenditure.

The obligation of the Group to meet its CO2 emission targets is treated as follows: EU ETS register allocates

emission rights to refineries annually. Allowances received or purchased are recognised at cost. A provision is

recognized for the net obligation payable for the emission quantities that exceed the pre-allocated allowances,

after taking into account any purchases of emission certifications. The provision recognised is measured at the

amount that it is expected to cost the entity to settle the obligation in addition to the cost of any certificates

purchased. More specifically, the Group measures the provision as the expected cost of the shortfall in metric tons

(if any), meaning the amount of emissions exceeding the total amount of allowance and purchases, at their

market price at the balance sheet date.

2.23Revenue recognition

Revenue from contracts with customers

Revenue comprises the fair value of the sale of goods and services, net of value-added tax and any excise duties,

rebates and discounts. Revenue from contracts with customers is recognised when control of the goods or

services are transferred to the customer at an amount that reflects the consideration to which the Group expects

to be entitled in exchange for those goods or services. Control over goods sold and services rendered is transferred

to the customer upon delivery of the respective products or service respectively. Revenue is recognised to the

extent that it is probable that the economic benefits will flow to the Group and the revenue can be reliably

measured. Payment terms vary in line with the type of sales transactions and depend mainly on the products sold

or services rendered, the distribution channels as well as each customer’s specifics. 

The Group assesses whether it acts as a principal or agent in each of its revenue arrangements. The Group has

concluded that in all sales transactions it acts as a principal.

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Revenue is recognised as follows:

Sales of goods – wholesale & retail

Revenue is recognized when a contractual promise to a customer (performance obligation) is fulfilled by

transferring the promised goods (which is when the customer obtains control over the promised goods). If a

contract contains more than one performance obligation, the total transaction price of the contract is allocated

among the individual, separate performance obligations based on their relative standalone selling prices. The

amount of revenue recognized is the amount allocated to the satisfied performance obligation based on the

consideration that the Group expects to receive in accordance with the terms of the contracts with the customers.

Provision of services

For sales of services, revenue is recognised in the accounting period in which the services are rendered, as the

customer obtains control over the promised services, by reference to stage of completion of each specific

performance obligation and assessed on the basis of the actual service provided (using appraisals of the results

achieved and milestones reached), as a proportion of the total services to be provided.

Variable consideration

If the consideration in a contract includes a variable amount, the Group recognizes this amount as revenue only to

the extent that it is highly probable that a significant reversal will not occur in the future.

Volume discounts

The Group provides volume discounts to customers based on thresholds specified in the respective contracts.

Options for volume related discounts are assessed by the Group to determine whether they constitute a material

right that the customer would not receive without entering into that contract. For all such options that are

considered as material rights, the Group assesses the likelihood of its exercise and then the portion of the

transaction price allocated to the option is deferred and recognized when it is either exercised or lapsed.

The Group has concluded that volume discounts constitute a material right which should be recognized over time

up to the point it is either exercised or lapsed. All such discounts are accrued within the financial year.

Sales of electricity

Revenue from Generation

Revenue from the sale of electricity is recognized over time based on the monthly production provided to the

Greek national grid, as confirmed by HEnEx S.A. (Hellenic Energy Exchange S.A.) and IPTO (Independent Power

Transmission Operator).

Cross Border revenue

Cross border revenue is recognized over time as electricity being transmitted through the cross border

connections and is based on the monthly measurements that HEnEx and the other Operators, communicate to

the Company. These monthly measurements include the total imported and exported quantities that have been

sold to the domestic and external markets.  For these sold quantities, the Company issues and receives the

respective invoices every month.

Electricity Retail Market Revenue

Revenue from the sale of electricity to the retail market is recognized over the period that electricity is provided to

customers on an annual basis and is measured on a monthly basis, based on measurements that IPTO

communicates for Medium Voltage Customers and on estimations based on the historical consumption that the

Hellenic Electricity Distribution Network Operator S.A (HEDNO) communicates for Low Voltage (LV) Customers.

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Based on these measurements provided by IPTO and the forecasts provided by HEDNO which contain the

consumption per metering point and combined with the contractual terms, each client receives a monthly bill per

metering point. For LV customers, the bills are “on-account” until HEDNO communicates the actual consumption

of the period and recognized as revenue, and subsequently, a settlement invoice is issued.

Sales of gas

Gas Retail Market Revenue

Revenue from the sale of natural gas to the retail market is recognized over the period that  natural gas is provided

to customers on an annual basis and is measured on a monthly basis,  based on measurements that DEDA

communicates for Medium Pressure (MP) Customers and  on estimations based on the historical consumption

that the Public Gas Distribution Network S.A (DEDA) communicates for Low Pressure (LP) Customers. Based on

these measurements  provided by DEDA which contain the consumption per metering point and combined with

the  contractual terms, each client receives a monthly bill per metering point. For LP customers, the  bills are “on-

account” DEDA communicates the actual consumption of the period, and  subsequently, a settlement invoice is

issued.

Gas Wholesale Market Revenue

Revenue from the sale of natural gas to the wholesale market is recognized over the period that  natural gas is

provided to customers on an annual basis and is measured on a monthly basis,  based on measurements that the

National Natural Gas System Operator (DESFA) communicates  for wholesale customers.

Interest income

Interest income is recognised using the effective interest method. When a receivable is impaired, the Group

reduces the carrying amount to its recoverable amount, being the estimated future cash flow discounted at

original effective interest rate of the instrument, and continues unwinding the discount as interest income.

Dividend income

Dividend income is recognised when the right to receive payment is established.

Company specific

Following the demerger of the refining and petrochemicals segment to the newly established HELLENiQ

PETROLEUM S.A., the scope and nature of the Company changed to providing services to the other Group entities.

The Company recognizes two types of income:

– Revenue related to charges for services provided to other Group entities.

– Other income related to the reallocation of central expenses it incurs.

Company recognises revenue at a point in time.

2.24Dividend distribution

Dividend distribution to the Company’s shareholders is recognised as a liability in the Group’s financial statements

in the period in which the dividends are declared and appropriately authorised or approved by the Company’s

Shareholders’ General Meeting. Interim dividends proposed by the Board of Directors are recognized as liabilities

when it becomes certain they will be paid, as following their proposal by the Board, they are subject to the usual

legal procedures before payment.

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2.25Financial guarantee contracts

Financial guarantee contracts issued by the Group are those contracts that require a payment to be made to

reimburse the holder for a loss it incurs because the specified debtor fails to make a payment when due in

accordance with the terms of a debt instrument. Financial guarantee contracts are recognised initially as a liability

at fair value, adjusted for transaction costs that are directly attributable to the issuance of the guarantee.

Subsequently, the liability is measured at the higher of the amount of the loss allowance determined in

accordance with IFRS 9 requirements and the amount initially recognized, less when appropriate, the cumulative

amount of income.

2.26Changes in accounting policies

The Group adopted the amendments described in paragraph 2.1.1 for the first time for the annual reporting period

commencing 01 January 2025.

2.27Comparative figures

Where necessary, comparative figures have been reclassified to conform to changes in presentation in the current

year (Notes 10, 17, 26).

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3.Financial Risk Management

3.1Financial risk factors

The nature of operations of the Company on a stand-alone basis does not give rise to significant financial risks.

Consequently, the Financial Risk Management Note covers risks and responses related to the Group.

The Group's activities include refining and marketing of oil products, production and marketing of petrochemical

products and electricity generation through both renewable energy sources and natural gas-fired units, as well as

electricity and natural gas trading & supply.

The Group’s activities are primarily centered on Downstream Refining (incl. Petrochemicals) & Marketing of

petroleum products, electricity generation through both renewable energy sources and natural gas-fired units, as

well as electricity and natural gas trading and supply; with secondary activities relating to exploration of

hydrocarbons and through its investment DEPA International Projects, the Group also operates in the natural gas

sector. As such, the Group is exposed to a variety of financial and commodity markets' risks including foreign

exchange and commodity price, credit, liquidity, cash flow and interest-rate risk. In line with international best

practices and within the context of local markets and legislative framework, the Group's overall risk management

policies aim at reducing possible exposure to market volatility and/or mitigating its adverse effects on the

financial position of the Group to the extent possible. In general, the key factors that impact the Group's

operations are summarised as follows:

Currency: The Group’s downstream business is naturally hedged against a functional currency risk at the gross

margin level. All petroleum industry transactions are referenced to international benchmark quotes for crude oil

and oil products in USD. All international purchases and sales of crude oil and products are conducted in USD and

all sales into local markets are either in USD prices or converted to local currency for accounting and settlement

reasons using the USD reference on the date of the transaction. In addition, the Group's majority of operating

expenses transactions are conducted in Euro. As a result, the Group's operations are mainly exposed to the risk of

foreign exchange caused by fluctuating the dollar exchange rate against the Euro. 

The strengthening of the US Dollar against the Euro has a positive effect on the Group’s financial results while in

the opposite event, both the financial results and balance sheet items (net position of inventory, investments,

receivables, trade payables and other liabilities in US dollar) would be valued at lower levels.

Prices: The Group is exposed to the risk of fluctuations in prevailing market prices. Commodity price risk

management is supervised by the Supply and Trading Department. Non-commodity price risk management is

carried out by the Finance Department under policies approved by the Board of Directors. Group Finance identifies

and evaluates financial risks in close co-operation with the Group's operating units.

As a producer and supplier of electricity, the Group is also exposed to price risk arising from the purchase,

production and sale of electricity in the respective markets. As a producer, the Group seeks to mitigate its

exposure by investing, where it is deemed economically viable, in renewable energy assets that operate under

predefined price mechanisms (such as feed-in tariffs or feed-in premiums). These arrangements reduce

sensitivity to market price fluctuations. In addition, the Group utilises VPPAs which secure a fixed price for

electricity sales over a specified period, ensuring a steady flow of revenue for the electricity it produces. For more

details on the accounting treatment of VPPAs refer to Note 2.12.

As an electricity supplier in Greece, the Group is exposed to fluctuations in wholesale electricity prices. The extent

of this exposure is directly influenced by the tariff structures offered to customers. For fixed-price tariffs, the

Group is exposed in the Greek wholesale electricity market volatility. To mitigate part of this risk, the Group utilises

derivative contracts to hedge future wholesale electricity prices to match the prices offered by fixed price tariffs.

For floating-price tariffs, the Group's exposure is limited, as these products incorporate the volatility of wholesale

electricity prices.

In addition, the Group is exposed to price risk related to the electricity supply market as a result of regulatory

interventions, such as tariff design requirements, market reforms or retrospective cost-recovery mechanisms.

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Nevertheless, this exposure is partially mitigated by the Group's substantial electricity consumption, which

provides a natural offset to price fluctuations.

Where possible, the Group aims to hedge part of its exposure associated with price changes of crude oil, products,

refinery margins and electricity prices, depending on the prevailing market conditions.

Continuous crude oil supplies: The process of sourcing crude oil is coordinated by the Supply and Trading

department in line with production and sales planning.  The Group procures crude oil from a number of suppliers,

including national oil companies and international traders primarily in, but not limited to, the Middle East, North

Africa and Black Sea region.

During 2025, global energy markets continued to experience significant volatility driven by geopolitical

developments.  Additional imposed sanctions on Russia and Venezuela, together with the prolonged instability in

the Red Sea and surrounding maritime corridors, have contributed to shifts in international crude and product

trade flows, elevated freight rates and increased uncertainty across supply chains. The Group, in full compliance

with imposed sanctions, does not source crude oil or other raw materials from sanctioned suppliers. Management

closely monitors the evolving regulatory and geopolitical conditions, maintaining diversified and flexible supply

channels ensuring uninterrupted supply of crude oil and full compliance with all applicable sanctions and

maritime-security requirements.

The Group’s three coastal refineries’ location, the flexibility provided by the configuration and technology of each

refinery provide access to a wide range of feedstock sourcing opportunities, which enables the Group to respond

to supply shortages of certain crude grades without materially affecting its operations and financial performance.

Environmental risks: The key means of the Group's contribution to addressing the climate change have been and

remains the enhancement of energy efficiency and energy saving. Potential risks and opportunities and

associated financial impacts are thoroughly analysed for the  short- and long-term planning of the strategy and

financial implications,  both in terms of climate change mitigation and adaptation to its impacts.

Financing of operations: The key priorities of the Group are the management of the ‘Assets and Liabilities’

maturity profile, funding in accordance with its strategic investment plan and the liquidity risk management for its

operational needs. The vast majority of the Group’s borrowings are committed credit facilities with financial

institutions and debt capital markets.

As of 31 December 2025, approximately 94% of total debt (about 93% as at 31 December 2024), is financed by

committed credit lines while the remaining debt is being financed by short term revolving credit facilities (bilateral

lines). Additional information is disclosed in paragraph (c) Liquidity risk below and in Note 17.

Capital management: Another key priority of the Group has been the management of its Assets. Overall the Group

has approximately €4.9 billion of capital employed (excluding leases) which is driven from investment in fixed

assets and working capital. Current assets are mainly funded with current liabilities (incl. short term bank debt)

and the operating working capital position of the Group as of 31 December 2025 was positive. 44% of total capital

employed is financed through net debt (14% through project finance) excluding leases, while the remaining 56% is

financed through shareholders equity.

(a) Market risk

(i) Foreign exchange risk

As explained in Note 2.5 “Foreign currency translation”, the parent company’s functional currency and

presentation currency of the Group is the Euro. However, in line with industry practice in all international crude oil

and oil trading transactions, underlying commodity prices are based on international reference prices quoted in

US dollars.

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Foreign currency exchange risk arises on three types of exposure:

a. Financial position translation risk: Most of the inventory held by the Group is reported in Euro while its

underlying value is determined in USD. Thus, a possible devaluation of the USD against the Euro leads

to a reduction in the realisable value of inventory included in the statement of financial position. In order

to manage this risk, a significant part of the Group’s payables (sourcing of crude oil and petroleum

products) is denominated in USD resulting to an offsetting impact to the one described above. It should

be noted however, that while in the case of USD devaluation the impact on the statement of financial

position is mitigated, in cases of USD appreciation the mark-to-market valuation of USD-denominated

trade liabilities leads to a reported foreign exchange loss, with no compensating benefit as inventories

continue to be included in the statement of financial position at cost. It is estimated that at 31

December 2025 if the Euro had weakened against the US dollar by 5% with all other variables held

constant, pre-tax results would have been approximately €36 million lower, as a result of foreign

exchange gains on translation of US dollar-denominated receivables, payables, cash and borrowings.

b. Gross Margin transactions and translation risk: The fact that most of the transactions in crude oil and

oil products are based on international Platt’s USD prices leads to exposure in terms of the Gross Margin

translated in Euro. Market volatility has an adverse impact on the cost of mitigating this exposure; as a

result, the Group did not actively hedge material amounts of the Gross margin exposure. This exposure

is linearly related to the Gross margin of the Group in that the appreciation/ depreciation of Euro vs.

USD leads to a respective translation loss/ (gain) on the period results.

c. Local subsidiaries exposure: Where the Group operates in non-Euro markets, namely in the Republic of

Serbia and Northern Macedonia, there is an additional exposure in terms of cross currency translation

between USD (price base), Euro reporting currency and local currency. Where possible the Group seeks

to manage this risk by matching its financial exposure to assets and liabilities held at the same currency.

Although material for each of local subsidiaries’ operations, the overall exposure is not considered

material for the Group.

(ii) Commodity price risk

The Group’s primary activity as a refiner involves exposure to commodity prices. Changes in current or forward

absolute price levels vs acquisition costs affect the value of inventory while exposure to refining margins

(combination of crude oil and product prices) affect the future cash flows of the business.

In the case of price risk, the level of exposure is determined by the amount of the value of inventory carried at the

end of the reporting period. The Group policy is to report its inventory at the lower of historical cost and net

realisable value, and the results are affected by the reduction in the carrying value of the inventory. The extent of

the exposure relates directly to the level of stocks and  price decrease.

Refining margin exposure relates to the absolute level of margin generated by the operation of the refineries. This

is determined by Platt’s prices and varies on a daily basis; a change in the refinery margin has a proportionate

impact on the profitability of the refining segment and ultimately on the Group’s profitability. It is estimated that if

the Group's average refining margins in 2025 decreased by 1$/bbl, with all other variables held constant, the pre-

tax results would have been approximately €106 million lower.

Where possible, the Group aims to hedge part of its exposure associated with price changes of crude oil, products

and refinery margins, depending on the prevailing market conditions.

(iii) Interest rate risk

Borrowings issued at variable rates expose the Group to cash flow interest rate risk, whilst borrowings issued at

fixed rates protect the Group from potential interest rate fluctuations. The Group measures its borrowings at

amortised cost, and thus, is not exposed to fair value valuation risk.

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Approximately 28% of the Group’s borrowings are at fixed rates of interest and are comprised of a €450 million

Eurobond with a fixed coupon of 4,25% and a €400 million credit facility with fixed rate. Depending on the levels

of net debt at any given period of time, any change in the base interest rates, has a proportionate impact on the

Groups results. At 31 December 2025, if interest rates on Euro denominated borrowings had been 0,5% higher

with all other variables held constant, pre-tax profit for the year would have been Euro €11 million lower.

The Group’s subsidiaries HELLENiQ Renewables Wind Farms of Evia S.A., HELLENiQ Renewables Wind Farms of

Mani S.A. and Kozilio 1  have entered into derivative transactions to hedge the cash flow risk resulting from

changes in the interest rates (Note 23).

(b) Credit risk

(i)    Risk Management

Credit risk is managed on a Group basis. Credit risk arises from cash and cash equivalents, derivative financial

instruments and deposits with banks and financial institutions, as well as credit exposures to wholesale

customers, including outstanding receivables and committed transactions. If wholesale customers are

independently rated, these ratings are used. Otherwise, if there is no independent rating, Group Credit Risk

Department assesses the credit quality of the customer, taking into account its financial position, past experience

and other factors. Individual risk limits are set based on internal or external ratings in accordance with limits set by

the Group Credit Risk Committee. The utilisation of credit limits is regularly monitored. Sales to retail customers

are settled in cash or using  credit cards.

Following the acquisition of Enerwave, the Group became exposed to credit risk from wholesale and retail

electricity sales to customers. The credit risk of each client is pre-emptively evaluated in cooperation with credit

management services companies along with a credit insurance company. For the majority of the customers, a

credit risk appraisal has been performed before the acquisition. In addition, cash deposits are compulsory for new

customers unless a direct debit is used for the payment of the electricity bill.

(ii)  Credit quality

The credit quality of cash and cash equivalents is assessed by reference to external credit ratings obtained from

S&P in the table below.

	As at
Bank Rating (in €million)	31 December 2025	31 December  2024
A+	323	91
A-	97	5
BB+	8	—
ΒΒ-	—	88
BBB	3	—
BBB-	357	409
No rating	70	25
Total	858	618

A Group credit committee also monitors material credit exposures arising from trade receivables. See Note 12 for

further disclosures on credit risk.

(c) Liquidity risk

Prudent liquidity risk management entails maintaining sufficient cash reserves and financial headroom, through

committed credit facilities. Due to the dynamic nature of the underlying businesses, the Group aims to maintain

flexibility in its funding operations through the use of cash and committed revolving credit facilities.

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The Group’s plans with respect to structured finance facilities expiring within the next 12 months are presented

below in million Euros.

Contractual Structured Finance  Facility Repayments	1H26	2H26	2026	Scheduled for repayment	Scheduled for refinancing/ extension
HELLENIQ RENEWABLES WIND FARMS OF EVIA	2	2	4	4	—
KOZILIO 1	3	4	7	7	—
HELLENiQ RENEWABLES WIND FARMS OF MANI	4	2	5	5	—
KOZILIO Prime	1	3	3	3	—
HELLENiQ ENERGY REAL ESTATE	—	—	1	1	—
HELLENiQ RENEWABLES S.A.	3	—	3	3	—
EKO Bulgaria	—	9	9	—	9
Enerwave	5	5	10	10	—
Total	19	24	43	34	9

Within 2025, the Group proceeded with the refinancing of a term loan totaling €400 million with a new facility of

the same amount, and signed new committed revolving credit facilities of €314 million. In addition, following the

acquisition of Enerwave S.A. in July 2025, the Group assumed all its assets and liabilities, including a credit facility

of €108 million, maturing in October 2025, which was refinanced with a new credit facility of €130 million,

maturing in July 2030 ( Note 17).

Following the aforementioned actions, the Group currently has no drawn term loan maturing until the end of

2026.

The Group’s bilateral lines (refer to Note 17 for the balances used), are uncommitted credit facilities with various

banks to finance general corporate needs, which have been consistently renewed in the last 20 years in

accordance with the Group’s finance needs. The Group expects it will be able to continue to renew these in the

future or will refinance part of them with committed revolving credit facilities.

The table below analyses the Group’s financial liabilities into relevant maturity groupings based on the remaining

period from balance sheet date to the contractual maturity date. The amounts disclosed in the table are the

undiscounted contractual cash flows.

	Less than 1 year	Between 1 and 5 years	Over 5 years	Total
31 December  2025
Borrowings	403,963	2,640,877	406,563	3,451,403
Lease liabilities (Note 18)	88,254	107,687	138,454	334,395
Derivative financial instruments	8,190	—	842	9,032
Trade and other payables	1,900,441	—	—	1,900,441
31 December  2024
Borrowings	265,862	1,880,220	785,998	2,932,080
Lease liabilities (Note 18)	38,773	101,474	152,353	292,600
Derivative financial instruments	—	—	1,940	1,940
Trade and other payables	1,544,784	—	—	1,544,784

The amounts included as borrowings and lease liabilities in the table above do not correspond to the balance sheet

amounts, as they are contractual (undiscounted) cash flows, which include capital and interest.

Trade and other payables do not correspond to the balance sheet amounts as they include only financial liabilities.

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3.2Capital risk management

The Group’s objective with respect to capital structure, which includes both equity and debt funding, is to

safeguard its ability to continue as a going concern and to have in place an optimal capital structure from a cost

perspective.

In order to maintain or adjust the capital structure, the Group may adjust the amount of dividends paid to

shareholders, return capital to shareholders, issue new shares or sell assets to reduce debt.

Consistent with the industry convention, the Group monitors capital structure and indebtedness levels on the

basis of the gearing ratio. The ratio is calculated as net debt divided by total capital employed. Net debt is

calculated as total borrowings (including “current and non-current borrowings” as shown in the statement of

financial position) less “Cash & cash equivalents” and, “Investment in equity instruments”. Total capital employed

is calculated as “Total Equity” as shown in the statement of financial position plus net debt.

The long-term objective of the Group is to maintain the gearing ratio between 35% and 45%, as significant

fluctuations of crude oil prices may affect total debt respectively.  The completion of the new corporate structure

and the Group's new strategy, which focuses on transitioning to activities with reduced volatility in response to the

business environment, necessitates a periodic review of the capital structure by business sector.

The gearing ratios as at 31 December 2025 and 2024 were as follows:

	As at
	31 December  2025	31 December  2024
Total Borrowings (Note 17)	2,998,147	2,410,379
Less: Cash & Cash Equivalents (Note 13)	(858,251)	(618,055)
Less: Investment in equity instruments (Note 3.3)	(925)	(646)
Net debt (excl. Lease liabilities)	2,138,971	1,791,678
Total Equity	2,727,908	2,762,222
Total Capital Employed (excl. Lease liabilities)	4,866,879	4,553,900
Gearing ratio (excl. Lease liabilities)	44%	39%
Lease liabilities (Note 18)	274,690	225,314
Net debt (incl. Lease liabilities)	2,413,661	2,016,992
Total Capital Employed (incl. Lease liabilities)	5,141,569	4,779,214
Gearing ratio (incl. Lease liabilities)	47%	42%

3.3Fair value estimation

The table below analyses financial instruments carried at fair value, categorised within the fair value hierarchy

based on the lowest level input that is significant to the fair value measurement as a whole. The different levels

are defined as follows:

• Quoted prices (unadjusted) in active markets for identical assets or liabilities (level 1).

• Inputs other than quoted prices included within level 1 that are observable for the asset or liability, either

directly (that is, as prices) or indirectly (that is, derived from prices) (level 2).

• Inputs for the asset or liability that are not based on observable market data (that is, unobservable inputs)

(level 3). 

The following table presents the Group’s assets and liabilities that are measured at fair value at 31 December

2025:

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Group	Level 1	Level 2	Level 3	Total balance
Assets
Derivatives at fair value through the income statement	—	6,780	—	6,780
Derivatives used for hedging	—	321	34,679	35,000
Investment in equity instruments	925	—	—	925
	925	7,101	34,679	42,705
Liabilities
Derivatives at fair value through the income statement	—	2,638	—	2,638
Derivatives used for hedging	—	6,394	—	6,394
	—	9,032	—	9,032

The following table presents the Group’s assets and liabilities that are measured at fair value at 31 December

2024:

Group	Level 1	Level 2	Level 3	Total balance
Assets
Derivatives at fair value through the income statement	—	887	—	887
Derivatives used for hedging	—	7,309	—	7,309
Investment in equity instruments	646	—	—	646
	646	8,196	—	8,842
Liabilities
Derivatives used for hedging	—	1,940	—	1,940
	—	1,940	—	1,940

The fair value of financial instruments traded in active markets is based on quoted market prices at the balance

sheet date. A market is regarded as active if quoted prices are readily and regularly available from an exchange,

dealer, broker, industry group, pricing service, or regulatory agency. These instruments are included in level 1.

The fair value of financial instruments that are not traded in an active market (for example, over-the-counter

derivatives) is determined by using valuation techniques. These valuation techniques maximise the use of

observable market data where it is available and rely as little as possible on entity specific estimates. If all

significant inputs required to fair value an instrument are observable, the instrument is included in level 2.

If one or more of the significant inputs is not based on observable market data, the instrument is included in level

3.

Specific valuation techniques used to value financial instruments include:

• Quoted market prices or dealer quotes for similar instruments.

• The fair value of commodity swaps is calculated as the present value of the estimated future cash flows

based on observable yield curves.

• The fair value of VPPAs is determined using valuation techniques that incorporate observable and 

unobservable market data, including estimates of future electricity prices, discount rates and expected

performance of the underlying assets based on the maturity of the electricity market. The fair value

measurement is determined based on projected cash flows (income approach). More specifically, the rate

used to discount future cash flows is determined on the basis of the risk-free Euribor adjusted for

counterparty's credit risk. Unobservable inputs in the valuation model include estimations for future

electricity prices, production volumes and curtailments. All these data are obtained by external third party

experts. Moreover, the valuation of the VPPAs is influenced by current and expected market conditions,

including supply and demand dynamics, technological advancements and economic factors that could

affect the renewable energy sector. Derivatives used for hedging include two separate VPPAs, with the term

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"pay as produced" which are designated as effective hedging instruments in cash flow hedge relationships,

and their respective fair values are classified as a Level 3 measurement.

The significant unobservable inputs used in the fair value measurements categorised within Level 3 of the fair

value hierarchy, as at 31 December 2025 are shown below:

	Valuation technique	Significant unobservable inputs	Value
VPPA 1	Discounted cash flows	Electricity prices	avg €/Μwh 57,44
	(refer above)	Production volumes (annual)	'000 Mwh 170
		Curtailments	avg 8,94%
VPPA 2	Discounted cash flows	Electricity prices	—
	(refer above)	Production volumes	—
		Curtailments	—

The table above refers to the short term unobservables inputs incorporated in the valuation model.  VPPA 2 is

classified within non current assets since the associated park is under construction and no production is expected

for 2026.

For the year ended 31 December 2025, the hedge relationship is determined as effective and the amount

recognised from the revaluation of VPPAs is a gain net of tax of €28.1 million, recorded under "Fair value gains /

(losses) on cash flow hedges".

There were no changes in valuation techniques during the year. For the years ended 31 December 2025 and 31

December 2024, there were no transfers between levels.

The fair value of Euro denominated Eurobonds as at 31 December 2025 was €467.1 million (31 December 2024:

€467 million), compared to its book value of €444 million (31 December 2024: €443 million). The fair value of the

remaining borrowings, given they are all at a variable rate and the applicable credit ratings of the Group remain

unchanged, approximate their carrying value. The fair values of borrowings are within level 2 of the fair value

hierarchy.

The fair value of the following financial assets and liabilities approximate their carrying amount, due to their short

term nature:

• Trade receivables

• Cash and cash equivalents

• Trade and other payables

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4.Critical Accounting Estimates and Judgements

Estimates and judgments are continuously evaluated and are based on historical experience as adjusted for

current market conditions and other factors, including expectations of future events that are believed to be

reasonable under the circumstances.

The Group makes estimates and assumptions concerning the future. The resulting accounting estimates will, by

definition, seldom equal the related actual results. The estimates and assumptions that have a significant risk of

causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year are

addressed below.

(i)        Critical accounting estimates and assumptions

(a)  Income taxes

The Group is subject to periodic audits by local tax authorities in various jurisdictions and the assessment process

for determining the Group’s current and deferred tax balances is complex and involves high degree of estimation

and judgement. There are some transactions and calculations for which the ultimate tax determination is

uncertain. Where tax positions are not settled with the tax authorities, the Group management takes into account

past experience with similar cases as well as the advice of tax and legal experts in order to analyze the specific

facts and circumstances, interpret the relevant tax legislation, assess other similar positions taken by the tax

authorities to form a view about whether its tax treatments will be accepted by the tax authorities, or whether a

provision is needed. Where the Group is required to make payments in order to appeal against positions of tax

authorities and the Group assesses that it is more probable than not to win its appeal, the respective payments are

recorded as assets as these advance payments will be returned to the Group, if the Group’s position is upheld. In

case the Group determines a provision is needed for the outcome of the uncertain tax position, any amounts

already paid are deducted from the said provision.

Where the final tax outcome of these matters is different from the amounts that were initially recorded, such

differences will impact the income tax and deferred tax provisions in the period in which such determination is

made.

(b)  Recoverability of deferred tax assets

Deferred tax assets include certain amounts which relate to carried forward tax losses. In most cases, depending

on the jurisdiction in which such tax losses have arisen, such tax losses are available for set off for a limited period

of time since they are incurred. The Group makes assumptions on whether these deferred tax assets will be

recoverable using the estimated future taxable income based on the approved business plans and budgets for

each relevant entity.

(c)  Provision for environmental restoration

The Group operates in the oil industry with its principal activities being that of exploration and production of

hydrocarbons, refining of crude oil and sale of oil products, and the production and trading of petrochemical

products. Environmental damage caused by such substances may require the Group to incur restoration costs to

comply with the regulations in the various jurisdictions in which the Group operates, and to settle any legal or

constructive obligation. Analysis and estimates are performed by the Group together with its technical and legal

advisers, in order to determine the probability, timing and amount involved with probable required outflow of

resources. Estimated restoration costs, for which disbursements are determined to be probable, are recognised as

a provision in long-term liabilities and as part of the respective fixed asset cost in the Group’s consolidated

statement of financial position. Subsequently, the effect of the unwinding the discounting on the provision is

charged in the finance cost and the fixed asset is depreciated in the consolidated statement of comprehensive

income. In case there are changes in estimates or the final determination of such obligation amounts differ from

the recognised provisions, the Group’s statement of comprehensive income is impacted.

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(d)  Estimates in value-in-use calculations

The Group assesses, at each reporting date, whether there is an indications that non-current assets may be

impaired. If any indications exist, or when annual impairment testing for an asset is required, the Group estimates

the asset’s recoverable amount primarily through value-in-use estimations. The Group has identified the key

sustainability risks that could potentially impact the estimates in the value-in-use calculations, which are disclosed

in Section SBM-3 of the Group's sustainability statement in the Group's Annual Financial Report.                                                                                                                                                                                                                                                                                                                                                                                                   

The Group adjusts the key assumptions used in value-in-use calculations and sensitivity analyses as needed. An

asset’s recoverable amount is the higher of an asset’s or CGU’s fair value less costs of disposal and its value in use.

The recoverable amount of a cash-generating unit (CGU) is determined for impairment tests purposes based on

value-in-use calculations which require the use of assumptions. In assessing value in use, the estimated future

cash flows are discounted to their present value using a pre-tax discount rate that reflects the current market

assessments of the time value of money and the risks specific to the asset.

The calculations use cash flow projections based on financial budgets approved by management with

consideration to independent third-party data which inter-alia include forecasted international commodity prices

used in the calculation of benchmarks refining margins, demand evolution and operating costs. These budgets

and forecast calculations generally cover a period of five years. Cash flows beyond the period over which

projections are available are extrapolated using estimated growth rates. These growth rates are consistent with

forecasts included in country or industry reports specific to the country and industry in which each CGU operates.

Where appropriate, the cash flow projections are further calibrated to account for the risks identified during the

Group's assessment of the impact of material sustainability matters, which include but are not limited to

diminishing future growth rates and increased costs relating to greenhouse gas emissions. 

The key assumptions used to determine the recoverable amount for the different CGUs, or assets, including a

sensitivity analysis on these assumptions, are disclosed and further explained in Notes: 6 for Property, Plant and

Equipment, 7 for Right of use asset and 8 for Goodwill.

(e)  Fair value of financial instruments

The fair value of financial instruments that are not traded in an active market (for example, over-the-counter

derivatives and certain investments in equity instruments) is determined by using valuation techniques. The

Group uses its judgement to select a variety of methods and make assumptions that are mainly based on market

conditions existing at the end of each reporting period.

(f)  Provision for expected credit losses of receivables

The Group uses a provision matrix to calculate ECLs for trade receivables. The provision matrix is based on the

Group’s historical credit loss experience calibrated to adjust the historical credit loss experience with forward-

looking information specific to the debtors and the economic environment. At each year end, the historical

observed default rates are updated and changes in the forward-looking estimates are analysed.

The assessment of the correlation between historical observed credit losses, forecast economic conditions and

ECLs is a significant estimate. The amount of ECLs is sensitive to changes in circumstances and of forecast

economic conditions. The Group’s historical credit loss experience and forecast of economic conditions may also

not be representative of customer’s actual default in the future.

Especially in the case of marketing segment, individual customer assessments take also into account customers’

ability to pay, expected time of collection and the valuation of collaterals held.

For the years ended 31 December 2025 and 2024, management assessed forward-looking information specific to

its trade debtors and the economic environment and recorded additional losses in line with its policies, when

needed (Note 12).

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(g)  Retirement Benefit Obligations

The present value of the pension obligations for the Group’s defined benefit plans depends on a number of factors

that are determined on an actuarial basis using a number of assumptions. The assumptions used in determining

the net cost / (income) for pensions include the discount rate and salary rate increases. Any changes in these

assumptions will impact the carrying amount of pension obligations. The Group determines the appropriate

discount rate at the end of each year. This is the interest rate that should be used to determine the present value

of estimated future cash outflows expected to be required to settle the pension obligations. In determining the

appropriate discount rate, the Group considers the interest rates of high-quality corporate bonds that are

denominated in the currency and jurisdiction in which the benefits will be paid, and that have terms to maturity

approximating the terms of the related pension liability.

Other key assumptions for pension obligations are based in part on current market conditions. Additional

information is disclosed in Note 20.

(h)  Depreciation of property, plant and equipment and amortisation of intangible assets

The Group periodically assesses the useful lives of its property, plant and equipment and intangible assets to

determine whether the original estimated lives continue to be appropriate. To this respect, the Group may obtain

technical studies and use external sources to determine the lives of its assets, which can vary depending on a

variety of factors such as technological innovation and maintenance programs.

During the year, the Group completed a comprehensive review of the useful economic lives of specific classes of

assets following updated engineering assessments, maintenance program evaluations, revised long-term

operating plans and benchmarking with relevant industry standards. The review concluded that for certain assets

- primarily within refinery units, machinery and technical installations - the expected periods of future economic

benefit were longer than previously estimated. As a result, the Group revised the useful economic lives for these

assets, by extending them within the existing ranges detailed in Note 2.6.

The change is accounted for as a change in accounting estimate under IAS 8 and has been applied prospectively

from October 2025. The effect of the revision on the consolidated statement of profit or loss for the year ended 31

December 2025 was a reduction in depreciation and amortisation expense of approximately € 15 million, while the

annualised impact on the current asset base is estimated to be € 60 million reduced depreciation and

amortisation expense.

Management will continue to monitor the performance, utilisation and technical condition of the Group's assets

and will update estimates of useful economic lives as new information becomes available.

(ii)      Critical judgements in applying the Group’s accounting policies

(a)    Impairment of non-current assets and investments in associates and joint ventures

The Group assesses at each reporting date, whether indicators for impairment exist for its non-financial assets

(Note 2.10) and its investments in associates and joint ventures. The assessment includes both external and

internal factors which include inter-alia, significant changes with an adverse effect in the regulatory or

technological environment or evidence available from internal reporting that indicates that the economic

performance of the asset is, or will be worse than expected. If any indication exists, the Group estimates the

asset’s or cash generating unit’s recoverable amount. Judgment is involved to some extent in determining

whether indicators exist and also for the determination of the cash generating units at which the respective assets

are tested for impairment. A cash-generating unit is the smallest identifiable group of assets that generates cash

inflows that are largely independent of the cash inflows from other assets or groups of assets.

(b)    Provisions for legal claims

The Group has a number of legal claims pending against it. Management uses its judgement as well as the

available information from the Group legal department and external counselors when deemed necessary, in order

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to assess the likely outcome of these claims and if it is more likely than not that the Group will lose a claim, then a

provision is recognized. Provisions for legal claims, if required, are measured at the present value of

management’s best estimate of the expenditure required to settle the present obligation at the end of the

reporting period (Note 33).

(c)  Determination of lease term

In determining the lease term, management considers all facts and circumstances that create an economic

incentive to exercise an extension option, or not exercise a termination option. Extension options (or periods after

termination options) are only included in the lease term if the lease is reasonably certain to be extended (or not

terminated). The following factors are normally the most relevant: If there are significant penalties to terminate

(or not extend), the Group is typically reasonably certain to extend (or not terminate). If any leasehold

improvements are expected to have a significant remaining value, the Group is typically reasonably certain to

extend (or not terminate). Otherwise, the Group considers other factors including historical lease durations and

the costs and business disruption required to replace the leased asset. Most extension options in offices and

vehicles leases have not been included in the lease liability, because the Group could replace the assets without

significant cost or business disruption. The lease term is reassessed if an option is actually exercised (or not

exercised) or the Group becomes obliged to exercise (or not exercise) it. The assessment of reasonable certainty is

only revised if a significant event or a significant change in circumstances occurs, which affects this assessment,

and that is within the control of the lessee.

5.Segment Information

Group’s Executive Committee reviews the Group’s internal reporting in order to assess performance and allocate

resources. Management has determined the operating segments based on these reports. The committee

assesses performance taking into account a number of measures which may vary depending on the nature and

evolution of a business segment by taking into account the risk profile, cash flow, product and market

considerations. Information provided to the committee is measured in a manner consistent with that of the

financial statements.

The Group’s key operating segments are:

a) Refining, Supply and Trading ("Refining")

- Activities in Greece: revolve around the operation of the Group’s three refineries located in Aspropyrgos, Elefsina

and Thessaloniki, which account for approximately 65% of the country’s total refining capacity. The three

refineries combine a storage capacity of 6.65 million m³ of crude oil and petroleum products.

b) Marketing

- Activities in Greece: The Group, through its subsidiary HFL S.A., possesses an extensive fuel supply network in

the country via the EKO and BP brand names, which includes a total of 1.557 petrol stations, 237 of which are

company-operated.

- International activities: The Group operates through subsidiary companies in Cyprus, Bulgaria, Serbia,

Montenegro and in Republic of North Macedonia with a total network of 336 petrol stations. Furthermore, the

Group is active in the wholesale trading of oil products through OKTA facility, which is located in Skopje and is

connected to Thessaloniki refinery through a pipeline for the transportation of high value-added products (e.g.

diesel).

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c)  Petrochemicals

Petrochemical activities mainly focus on the production and marketing of polypropylene, BOPP films and

solvents, as well as the trading of imported plastics and chemicals. The polypropylene production plant in

Thessaloniki mainly receives propylene produced in the Aspropyrgos refinery. Part of the production of the

produced polypropylene is the raw material used in the BOPP film production unit in Komotini.

d) Power

- RES: The Group is active in the production, trading and supply of electricity in Greece and abroad through its

owned operations in the renewable energy sector.

- Power & Natural Gas:  The Group is active in the production, trading and supply of electricity  through natural

gas-fired units which are operated through its subsidiary company Enerwave S.A. (former Elpedison S.A.)  as well

as  in the natural gas sector through its investment in DEPA International S.A..

e) Exploration and Production of Hydrocarbons

The Group is engaged in the exploration and production of hydrocarbons in several areas in Greece (jointly

controlled operations either as  Operator or Non-Operator), including offshore Block 2 west of Corfu Island,

offshore West Crete & Southwest Crete Blocks, offshore Block Ionian and Block 10 (Kyparissiakos gulf) and the Sea

of Thrace Concession in North Aegean. In addition, four new offshore E&P areas (A2, South Peloponnese, South

Crete I, South Crete II) are expected to be added to the Group’s portfolio within the first quarter of 2026. The

respective Lease Agreements have already been signed between the joint business scheme of Chevron/

HELLENiQ and the Greek State; next and final step is their ratification by the Greek Parliament expected to be

finalized by the end of the first quarter of 2026 (Note 37).

f)  Other

“Other Segments” include Group entities which provide treasury, consulting, real estate and engineering services.

More information about the activities of the Group’s key operating segments, as described above, can be found in

the BoD Report.

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Financial information regarding the Group’s operating segments for the year ended 31 December 2025 and 31 December 2024 is presented below:

	For the period ended 31 December 2025
	Refining	Marketing	Exploration & Production	Petro- chemicals	Power	Other	Total
Gross Sales	9,584,280	4,931,132	—	284,116	763,618	128,401	15,691,547
Inter-segmental Sales	(3,814,806)	(14,923)	—	—	(123,108)	(124,067)	(4,076,904)
Revenue from contracts with customers	5,769,474	4,916,209	—	284,116	640,510	4,334	11,614,643
EBITDA	529,915	134,511	(10,046)	14,682	63,639	3,374	736,075
Depreciation & Amortisation (PPE & Intangibles)	(179,293)	(49,366)	(179)	(7,237)	(38,899)	(18,861)	(293,835)
Depreciation of Right-of-Use assets	(4,475)	(36,866)	(188)	(4,072)	(2,660)	871	(47,390)
Operating profit / (loss)	346,147	48,279	(10,413)	3,373	22,080	(14,616)	394,850
Currency exchange gains / (losses)	(8,122)	(3,489)	—	6	(387)	79	(11,913)
Share of profit / (loss) of investments in associates & joint ventures	1,074	2,305	—	—	(11,744)	—	(8,365)
Finance (expense) / income - net	(76,865)	(6,808)	—	(4,542)	(24,818)	3,482	(109,551)
Lease finance cost	(433)	(9,399)	(13)	(58)	(445)	169	(10,179)
Profit / (loss) before income tax	261,801	30,888	(10,426)	(1,221)	(15,314)	(10,886)	254,842
Income tax expense							(77,869)
Profit / (loss) for the period							176,973
(Profit)/ loss attributable to non-controlling interests							(3,619)
Profit / (loss) for the period attributable to the owners of the parent							173,354

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	For the period ended 31 December 2024
	Refining	Marketing	Exploration & Production	Petro- chemicals	Power	Other	Total
Gross Sales	11,347,995	5,127,768	—	300,496	59,701	115,239	16,951,199
Inter-segmental Sales	(4,049,579)	(15,034)	—	—	(6,816)	(111,876)	(4,183,304)
Revenue from contracts with customers	7,298,416	5,112,734	—	300,496	52,885	3,363	12,767,894
EBITDA	601,809	109,287	(17,948)	52,203	45,608	19,989	810,948
Amortisation	(191,460)	(51,405)	(228)	(7,821)	(21,782)	(20,665)	(293,361)
Depreciation & Amortisation (PPE & Intangibles)	(3,926)	(34,495)	(178)	(4,367)	(816)	1,032	(42,750)
Operating profit / (loss)	406,423	23,387	(18,354)	40,015	23,010	356	474,837
Currency exchange gains / (losses)	2,601	(466)	—	10	1	1,806	3,952
Share of profit of investments in associates & joint ventures	(252)	2,304	—	—	(26,928)	920	(23,956)
Finance (expense) / income - net	(92,135)	(9,929)	(24)	(1,107)	(21,141)	5,418	(118,918)
Lease finance cost	(443)	(8,942)	(10)	(89)	(431)	105	(9,810)
Profit / (loss) before income tax	316,194	6,354	(18,388)	38,829	(25,489)	8,605	326,105
Income tax expense							(263,841)
Profit / (loss) for the period							62,264
(Profit) / loss attributable to non-controlling interests							(2,475)
Profit / (loss) for the period attributable to the owners of the parent							59,789

- Power segment includes the consolidated results of Enerwave S.A.  (former ELPEDISON S.A.) as subsidiary after its acquisition date

- Other segment relates to entities, which provide management, IT, treasury,  real estate services and engineering services. In addition, it includes inter-segment

eliminations

- EBITDA is calculated as Operating profit/(loss) per the statement of comprehensive income plus depreciation (PPE & RoU assets) and amortisation (Intangible assets)

- Share of profit of investments in associates & joint ventures within Power for the current year includes the share of loss of Enerwave up to the acquisition date

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Statements of BoD members	Board of Directors' Report	Full Year Financial Statements	Auditors' Report

An analysis of the Group’s revenue from contracts with external customers by type of market (domestic, aviation

& bunkering, exports and international activities) and business unit is presented below:

Group	For the period ended 31 December 2025
Revenue from contracts with customers	Refining	Marketing	Petro- chemicals	Power	Other	Total
Domestic	1,434,309	2,305,687	112,085	492,711	4,274	4,349,066
Aviation & Bunkering	1,374,255	1,108,491	—	—	—	2,482,746
Exports	2,960,911	—	172,031	147,798	—	3,280,741
International activities	—	1,502,031	—	—	60	1,502,091
Total	5,769,474	4,916,209	284,116	640,509	4,334	11,614,643
Group	For the period ended 31 December 2024
Revenue from contracts with customers	Refining	Marketing	Petro- chemicals	Power	Other	Total
Domestic	1,581,951	2,164,131	132,396	52,147	3,070	3,933,695
Aviation & Bunkering	973,607	1,115,990	—	—	—	2,089,597
Exports	4,742,859	—	168,099	—	—	4,910,958
International activities	—	1,832,613	—	738	293	1,833,644
Total	7,298,416	5,112,734	300,496	52,885	3,363	12,767,894

The segment assets and liabilities at 31 December 2025 and 2024 are as follows:

	As at
	31 December  2025	31 December  2024
Total Assets
Refining	4,951,584	4,870,002
Marketing	1,543,521	1,537,485
Exploration & Production	15,323	11,067
Petro-chemicals	226,147	223,049
Power	1,557,487	927,768
Other segments & inter-segment	272,668	184,984
Total	8,566,730	7,754,354
Total Liabilities
Refining	3,844,912	3,710,618
Marketing	885,206	886,998
Exploration & Production	3,349	4,816
Petro-chemicals	116,501	105,282
Power	1,200,591	577,128
Other segments & inter-segment	(211,737)	(292,710)
Total	5,838,822	4,992,132

There has been no material change in the definition of segments or the segmental analysis of total assets or total

liabilities from the amounts disclosed in the consolidated annual financial statements for the year ended 31

December 2025.

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HELLENiQ ENERGY

Statements of BoD members	Board of Directors' Report	Full Year Financial Statements	Auditors' Report

6.Property, Plant and Equipment

Group	Land	Buildings	Plant & Machinery	Transportation means	Furniture and fixtures	Assets Under Construction	Total
Cost
As at 1 January 2024	335,140	1,083,490	5,817,440	65,852	253,974	232,107	7,788,003
Additions	4,428	8,652	44,597	805	9,860	225,249	293,591
Acquisition of a subsidiary	—	—	105,354	—	—	—	105,354
Capitalised projects	—	20,746	107,947	3,069	1,535	(133,297)	—
Disposals	(104)	(1,359)	(12,332)	(173)	(1,477)	(183)	(15,628)
Transfers and other movements	171	2,888	1,348	747	(2,592)	(33,840)	(31,278)
As at 31 December 2024	339,635	1,114,416	6,064,354	70,300	261,298	290,036	8,140,039
Accumulated Depreciation
As at 1 January 2024	6,905	607,670	3,284,630	45,229	200,522	—	4,144,956
Charge for the year	164	30,034	219,891	2,672	13,508	—	266,269
Disposals	—	(1,301)	(12,146)	(157)	(1,456)	—	(15,060)
Impairment	778	—	4,195	—	—	—	4,973
Transfers and other movements	(72)	(143)	(87)	(63)	(3,074)	—	(3,439)
As at 31 December 2024	7,775	636,261	3,496,483	47,681	209,500	—	4,397,700
Net Book Value at 31 December 2024	331,860	478,155	2,567,871	22,619	51,798	290,036	3,742,339
Cost
As at 1 January 2025	339,635	1,114,416	6,064,354	70,300	261,298	290,036	8,140,039
Additions	1,454	21,934	179,584	2,792	13,563	280,905	500,232
Acquisition of a subsidiary	3,160	28,044	604,549	186	5,112	27,601	668,652
Capitalised projects	—	4,273	85,821	1,363	977	(92,434)	—
Disposals	(593)	(3,239)	(7,818)	(629)	(6,802)	(1,876)	(20,957)
Transfers and other movements	(31)	23,437	(24,076)	26	177	(13,543)	(14,010)
As at 31 December 2025	343,625	1,188,866	6,902,414	74,037	274,325	490,690	9,273,957
Accumulated Depreciation
As at 1 January 2025	7,775	636,261	3,496,483	47,681	209,500	—	4,397,700
Charge for the period	—	30,963	219,482	2,866	12,386	—	265,697
Acquisition of subsidiaries	—	22,908	438,435	186	4,424	—	465,953
Impairment	—	—	4,000	—	—	—	4,000
Disposals	—	(3,080)	(6,817)	(591)	(6,775)	—	(17,263)
Transfers and other movements	(31)	12,889	(10,338)	—	(3)	—	2,517
As at 31 December 2025	7,744	699,939	4,141,244	50,143	219,533	—	5,118,603
Net Book Value at 31 December 2025	335,881	488,927	2,761,170	23,894	54,792	490,690	4,155,354

355
HELLENiQ ENERGY

Statements of BoD members	Board of Directors' Report	Full Year Financial Statements	Auditors' Report

1) Additions mainly include:

a) Capital expenditures in the refining segment that mainly relate to the below amounts:

– maintenance turnaround works at refineries, long-term maintenance and upgrades of the refining units

(€173 million).

– growth, safety, regulatory and environmental expenditures (€97 million).

b) Marketing segment's capex of €72 million.

                  c) Power Capex of  €119 million

2) Capitalised projects relate to completed assets under construction which are reclassified to their respective 

categories. The main items during current period relate to refining segment of €81 million.

3) Acquisition of subsidiaries includes the below:

• The Group completed the acquisition of RES Companies (solar, wind & battery projects) with a total cost of

investment of €62 million. The transactions were accounted as an asset acquisitions. The PPA allocation of

the assets acquisition resulted in €64 million FV adjustment and is included within the PPE & Intangible

Assets category in the table below.

Purchase consideration and the fair value of the assets and liabilities acquired are presented below:

Amounts in 000' €	RES Companies
PPE & Intangibles	68,205
Cash acquired	435
Other assets and liabilities - net	(6,458)
Acquisition consideration	62,182

• The "Acquisition of Subsidiary" line includes the cost of assets acquired and the fair value adjustment of

€35 million arising from the acquisition of Enerwave (see also Note 9).

The fair value adjustment for each respective class of assets is presented in the table below:

Amounts in 000' €	Fair value at the time of acquisition
Land	68
Buildings	308
Plant & Machinery	34,603
Fair value attributed to PPE	34,979

The adjusted amounts depreciate over the respective useful economic lives applied by the Group and  the

corresponding deprecation charge is included within "charge for the year" line.

4) Transfers and other movements primarily include the transfer of computer software development costs to 

intangible assets.

5) During 2025 an amount of €9.9 million (31 December 2024: €10,9 million) in respect of interest has been

capitalised within Assets Under Construction relating to the refining segment, at an average borrowing rate of

3.74% (31 December 2024: 5.28%).

6) The Group constantly monitors the developments in the sector with respect to energy transition as well as  the

latest legislation in relation to climate related matters. The significant accounting estimates made by

management incorporate the future effects of the Group’s own strategic decisions and commitments on having

its portfolio adhered to the energy transition targets, short and long-term impacts of climate-related matters and

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HELLENiQ ENERGY

Statements of BoD members	Board of Directors' Report	Full Year Financial Statements	Auditors' Report

energy transition to lower carbon energy sources together with management’s best estimate on global supply

and demand, including forecasted commodities prices. The Group will adjust the key assumptions used in the

assessment for indications of impairment and the value-in-use calculations, if any, in case a change is required in

respect with climate related matters. Management considers the existence of indicators for impairment and

performs an assessment for significant CGUs (Notes 2.10, 4).

a.Refining, Supply, Trading and Petrochemicals CGU: Management assessed the financial performance of

the CGU and the future outlook of market conditions, taking into consideration all factors described in 

Note 4 (d) and concluded that there are no indicators for impairment as at 31 December 2025.

b. Plant and machinery include inter alia the carrying value €37.7 million (before the recognition of 

impairment in the first half of 2025) of the pipeline connecting Thessaloniki and Skopje, which is an

asset of the Group’s subsidiary Vardax S.A.. The asset has not been in operation since 2013 and is

maintained in a state of suspension until December 2024, repaired continuously throughout the period

not in operation. In first half of 2025,  considering the delay of commencement of operation due to

administrative procedures, Management carried out an impairment test according to the requirements

of IAS 36.  Based on this impairment test, the Group concluded that the carrying amount of the asset

should be written down by a further €4 million (included in "Impairment") to its recoverable amount.

This amount is recorded in the consolidated statement of comprehensive income in "Other operating

expenses and other losses" (Note 26) and is included in Marketing segment in the Segmental Note (Note

5). The accumulated impairment as of 31 December 2025  is €30.7 million and the carrying value of the

asset following the recognition of impairment is € 33.7 million.

Based on the recent developments on the operation of pipeline, including the receipt of regulatory

approval and the ongoing testing process, the Group carried out an impairment test according to the

requirements of IAS 36 as at 31 December 2025. The analysis was  carried out by identifying the

recoverable amount (“Value in Use”) of the asset through the application of the discounted cash flow

valuation method. The impairment test was carried out using the following main assumptions as of 31

December 2025: Post-tax WACC of 7,36%, Growth rate after 5-year period 0,5%, Year of expected

commencement of operation January 2026  (31 December 2024: Post-tax WACC of 6,53%, Growth

0,5%, Year of expected commencement of operation Q2 2025).

Based on this impairment test, the Group concluded that the carrying amount of the asset is recoverable

and no further impairment is required.

The value in use measurement is most sensitive to the timing of reoperation of the pipeline and the

sales volumes to pass through the pipeline.

The Group estimated the impact on the recoverable amount if certain key assumptions used in the

application of the discounted cash flow valuation method varied with all other variables held constant as

follows:

Key assumption tested	Change in assumption	Impact on value in use
WACC	+0.5%	(4.13)%
Growth rate	(0.50)%	(2.57)%
Year of operation	+6-month delay	(7.48)%
Sales volumes	(5.00)%	(9.86)%

In all sensitivity analysis’ scenarios, reasonable possible changes in any of the above key assumptions,

the carrying value of the asset  is recoverable.

7) Depreciation expense of Property, plant and equipment of €266 million (31 December 2024: €266 million),

depreciation expense of right-of-use assets of €47 million (31 December 2024: €43 million) (Note 7) and

amortisation expense of €28 million (31 December 2024: €27 million) (Note 8) are allocated in the following lines

of the Consolidated Statement of Comprehensive Income:

357
HELLENiQ ENERGY

Statements of BoD members	Board of Directors' Report	Full Year Financial Statements	Auditors' Report

◦ Cost of Sales €241 million (31 December 2024: €240 million),

◦ Selling and distribution expenses €88million (31 December 2024: €90 million),

◦ Administration expenses €11 million (31 December 2024: €6 million)

The above depreciation charges reflect the impact of accounting estimate of Useful Economic Life. (Note 2.6)

358
HELLENiQ ENERGY

Statements of BoD members	Board of Directors' Report	Full Year Financial Statements	Auditors' Report

7.Right of Use Assets

Group	Land	Petrol station properties	Commercial Properties	Plant & Machinery	Motor Vehicles	Other	Total
Cost
As at 1 January 2024	—	298,804	33,006	30,713	57,980	1,477	421,982
Additions	105	14,120	4,431	119	12,699	384	31,858
Derecognition	(4)	(4,468)	(1,017)	(3,241)	(16,587)	—	(25,318)
Modification	18	19,115	497	12	753	—	20,394
Other	2,246	585	(1,598)	(49)	(103)	(1,373)	(293)
As at 31 December 2024	2,365	328,155	35,319	27,554	54,741	487	448,624
Accumulated Depreciation
As at 1 January 2024	—	130,032	10,504	11,775	37,242	239	189,792
Charge for the period	120	25,131	3,341	2,730	11,385	43	42,750
Derecognition	—	(1,804)	(254)	(3,241)	(16,477)	—	(21,776)
Modification	4	—	(1)	—	(14)	—	(11)
Other	354	(27)	(866)	(37)	(119)	(185)	(879)
As at 31 December 2024	479	153,332	12,724	11,227	32,016	98	209,876
Net Book Value at 31 December 2024	1,886	174,823	22,595	16,327	22,725	397	238,753
Cost
As at 1 January 2025	2,365	328,155	35,319	27,554	54,741	487	448,624
Additions	14,482	20,461	10,086	4,634	4,761	1,495	55,941
Acquisition of subsidiary	—	—	13,904	—	—	7,332	21,236
Derecognition	—	(20,779)	(813)	—	(325)	—	(21,917)
Modification	—	17,945	869	21	3,344	(16)	22,164
Other	7	532	(883)	363	(1,868)	(53)	(1,903)
As at 31 December 2025	16,855	346,315	58,483	32,572	60,654	9,253	524,151
Accumulated Depreciation
As at 1 January 2025	479	153,332	12,724	11,227	32,016	98	209,876
Charge for the period	389	26,007	5,237	3,035	11,965	754	47,390
Acquisition of subsidiaries	—	—	5,988	—	—	1,340	7,328
Derecognition	89	(18,519)	(1,063)	—	(223)	—	(19,716)
Modification	1	—	137	1	—	14	153
Other	4	(132)	66	(159)	(1,882)	(32)	(2,134)
As at 31 December 2025	961	160,688	23,089	14,104	41,876	2,177	242,898
Net Book Value at 31 December 2025	15,894	185,627	35,394	18,468	18,778	7,076	281,253

359
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Statements of BoD members	Board of Directors' Report	Full Year Financial Statements	Auditors' Report

The Group leases various types of assets in the course of its operations. Through the marketing segment the

Group enters into lease agreements whereby it leases land on which it constructs petrol stations. Furthermore, the

Group leases operational petrol stations and large complexes which may include other commercial properties

such as highway service stations.

Part of the Group’s operations require the use of coastal zones. The Group has entered into an Agreement with

the State for the use of coastal zones in certain areas. There are however other areas, where the Group uses

coastal zones, and for which no agreement exists. The State may periodically issue a notice for compensation for

the use of the coastal zones for these areas. Upon adoption of IFRS 16, the Group concluded that the use of

coastal zones could meet the criteria of an identified asset under IFRS 16, where an Agreement exists. Where the

terms of use by the Greek state are determinable from the Agreement, the Group recognizes a right of use asset

within commercial properties and a lease liability representing its obligation to make payments. For instances

where the Group uses coastal zones without an Agreement, the Group considers that the arrangement does not

constitute a lease and provides for compensation for the use of the coast based on the most recently received

notice. For the year ended 31 December 2025, this is estimated at €670 thousand (31 December 2024: €670

thousand) and is included in current liabilities. 

Furthermore, the Group operates a number of underground pipelines within the boundaries of various

municipalities, in accordance with relevant laws. As described in Note 33, certain municipalities have proceeded

with the imposition of duties and fines relating to the rights of way. The Group has appealed against such

amounts imposed as described in the note and does not consider that any of these fall within the scope of IFRS 16,

as there is no requirement to pay compensation.

The "Acquisition of subsidiary" lines in the tables above include the cost of the right of use assets as well as the

accumulated depreciation at the time of acquisition of Enerwave.

In addition, within the Other Category  in the cost section, the Group recognizes a fair value adjustment for the

acquired ROUs in the "Acquisition of subsidiary" line and an equivalent amount within the Lease Liabilites (Note

18). The respective depreciation charge  is included with Accumulated depreciation in the "Charge for the year" 

line. For further information regarding the identifiable assets and liabilities arising from the acquisition, refer to 

(Note 9).

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Statements of BoD members	Board of Directors' Report	Full Year Financial Statements	Auditors' Report

Parent Company

Company	Commercial Properties	Motor Vehicles	Total
Cost
As at 1 January 2024	11,388	1,465	12,853
Additions	376	370	746
Derecognition	—	(180)	(180)
Modification	(41)	—	(41)
As at 31 December 2024	11,724	1,655	13,379
Accumulated Depreciation
As at 1 January 2024	3,229	469	3,699
Charge for the period	2,284	322	2,606
Derecognition	—	(91)	(91)
As at 31 December 2024	5,514	700	6,214
Net Book Value at 31 December 2024	6,210	955	7,165
Cost
As at 1 January 2025	11,724	1,655	13,379
Additions	1,404	499	1,903
Derecognition	(46)	(212)	(258)
Modification	580	21	601
As at 31 December 2025	13,662	1,963	15,625
Accumulated Depreciation
As at 1 January 2025	5,514	700	6,214
Charge for the period	2,519	390	2,909
Derecognition	—	(118)	(118)
As at 31 December 2025	8,033	972	9,005
Net Book Value at 31 December 2025	5,629	991	6,620

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Statements of BoD members	Board of Directors' Report	Full Year Financial Statements	Auditors' Report

8.Intangible Assets

Group	Goodwill	Retail Service Stations Usage Rights	Computer software	Licenses & Rights	Other	EU Allowances	Total
Cost
As at 1 January 2024	138,588	9,861	175,233	180,995	75,145	90,746	670,568
Additions	—	1,270	1,038	888	—	—	3,196
Acquisition of subsidiaries	—	—	—	32,280	—	—	32,280
Purchase of EUAs	—	—	—	—	—	98,212	98,212
Surrender of EUAs	—	—	—	—	—	(110,346)	(110,346)
Disposals	—	—	(67)	(2,401)	—	—	(2,468)
Other movements	—	—	31,299	497	6	—	31,802
As at 31 December 2024	138,588	11,131	207,503	212,260	75,151	78,612	723,246
Accumulated Amortisation
As at 1 January 2024	71,829	—	150,255	48,793	65,998	—	336,876
Charge for the year	—	—	17,953	9,085	55	—	27,094
Disposals	—	—	(67)	(2,401)	—	—	(2,468)
Impairment	—	674	—	—	—	—	674
Other movements	—	—	3,177	(1)	(7)	—	3,169
As at 31 December 2024	71,829	674	171,318	55,476	66,045	—	365,344
Net Book Value at 31 December 2024	66,759	10,457	36,185	156,784	9,106	78,612	357,905
Cost
As at 1 January 2025	138,588	11,131	207,503	212,260	75,151	78,612	723,245
Additions	—	1,171	2,393	2,252	—	—	5,816
Acquisition of a subsidiary	20,293	—	8,914	96,393	6	42,617	168,223
Purchase of EUAs	—	—	—	—	—	117,357	117,357
Surrender of EUAs	—	—	—	—	—	(98,960)	(98,960)
Disposals	—	—	(11)	(29)	(984)	—	(1,024)
Transfers and other movements	—	(455)	13,559	122	(1,202)	—	12,024
As at 31 December 2025	158,881	11,847	232,358	310,998	72,970	139,626	926,680
Accumulated Amortisation
As at 1 January 2025	71,829	674	171,318	55,476	66,045	—	365,342
Charge for the year	—	—	17,338	10,747	53	—	28,138
Acquisition of a subsidiary	—	—	6,675	2,611	6	—	9,292
Disposals	—	—	(10)	(29)	(24)	—	(63)
Other movements	—	—	(235)	—	3	—	(232)
As at 31 December 2025	71,829	674	195,085	68,805	66,083	—	402,476
Net Book Value at 31 December 2025	87,052	11,173	37,273	242,192	6,887	139,626	524,203

362
HELLENiQ ENERGY

Statements of BoD members	Board of Directors' Report	Full Year Financial Statements	Auditors' Report

1. As at 31 December 2025, €67 million of the goodwill balance relates to the unamortised goodwill arising

from the acquisition of EKO Cyprus Ltd  (former HELLENIC PETROLEUM Cyprus Ltd) in 2003 which is

treated in line with the accounting policy in Note 2.8. Goodwill was tested for impairment as at 31 December

2025 using the value-in-use model. This calculation used cash flow projections based on financial budgets

approved by management covering a five year period. Cash flows beyond the five-year period were

extrapolated using an estimated growth rate of 1% that reflects the forecasts in line with management

beliefs, based on GDP growth projections. Management determined annual volume growth rate and gross

margins based on past performance and expectations for the market development. The discount rate used

was 5.06% which reflects the specific risks relating to operations. The results of the model show that the

valuation covers the carrying amount of the goodwill as of 31 December 2025.

A sensitivity analysis was performed to the key assumptions used in the model (discount rates and  

perpetuity growth rates), in order to stress test the adequacy of the valuation headroom. It is estimated that

at 31 December 2025 if the free cash flow growth rate of EKO Cyprus Limited,  used in the impairment test

was lower by 0,5% with all other variables held constant, the Equity Value of the company would have been

lower by 7%. In addition, if the future WACC was higher by 0,5% with all other variables held constant, the

Equity Value of the company would have been lower by 13%. The sensitivity analysis resulted in recoverable

values well in excess of the carrying value.

2. Acquisition of subsidiaries includes costs related to the acquisition of RES companies (solar, wind and

battery projects) as well as the acquisition of Enerwave (former Elpedison S.A.). With respect to the

Enerwave acquisition, the ‘Acquisition of subsidiaries’ line includes Goodwill of €20 million. ‘Licenses &

Rights’ includes €27.8 million fair Value adjustment relating to the recognition of the acquired retail

electricity and natural gas customer relationships, amortized over the period that an economic benefits are

expected to arise.  For further information regarding the identifiable assets and liabilities arising from the

acquisition, refer to  (Note 9).

The corresponding deprecation charge for the fair value adjustment is included within "charge for the year"

line.

In accordance with the Group's accounting policy on goodwill impairment testing (Note 2.8), the goodwill

arising from the acquisition of Enerwave was tested for impairment as at the reporting date. The goodwill

was tested using the fair value less cost of disposal methodology The Group engaged independent valuators

to determine the enterprise value of Enerwave, from which the corresponding equity value was derived.

Based on this assessment, the recoverable amount of the cash-generating unit exceeds its carrying value.

Therefore, the amount of goodwill recognised is recoverable.

A sensitivity analysis was also performed on the enterprise value determined by the valuators. It was

estimated that a reduction of 5% in the enterprise value would result in a decrease of approximately 7% in

the equity value of the company.

3. Other intangible assets include the right of indefinite use of land in Serbia and Montenegro, where under

certain circumstances the local legal framework did not allow outright ownership of land. The balance

represents upfront lump-sum payments in the case of Serbia and in the case of Montenegro the purchase

price allocation of land upon acquisition of the Group’s subsidiary in Montenegro. The legal title of the land

was subsequently contested by the local authorities in both countries without however recalling the right of

the entities to make use of the land and buildings located on it.

4. ‘Licenses and Rights’ mainly include the carrying value of licenses as of 31 December 2025 related to

renewable energy generation with their useful life ranging from 15 to 25 years.

5. ‘Other movements’ include completed IT software projects capitalised during 2025 and thus transferred

from assets under construction (Note 6). These projects are monitored within assets-under-construction as

implementation of the relevant software takes place over a period of time. They are transferred to Intangible

Assets when the implementation of the software has been completed and tested as being ready for use.

6. As at 31 December 2025, the balance of EUA allowances comprises 1.9 million metric tons of purchased

emission rights (EUAs) valued at €140 million (31 December 2024: 1.2 million metric tons at €79 million) and

363
HELLENiQ ENERGY

Statements of BoD members	Board of Directors' Report	Full Year Financial Statements	Auditors' Report

2.5 million EUAs of free allowance with no value (31 December 2024: 2.4 million metric tons with no value).

Among these, 250 thousand tons are pledged under a derivative agreement set to expire in April 2026, after

which the EU allowances will be released from pledge (31 December 2024: 510 thousand tons).

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HELLENiQ ENERGY

Statements of BoD members	Board of Directors' Report	Full Year Financial Statements	Auditors' Report

9.Investments in Subsidiaries, Associates and Joint Ventures

The amounts represent the Group’s share of the net profit / (losses) from associated companies and joint

ventures accounted for on an equity accounting basis, which are analysed as follows:

Group	As at
	31 December 2025	31 December 2024
Beginning of the period	202,251	404,743
Dividend income	(2,848)	(1,742)
Share of profit / (loss) of investments in associates & joint ventures	(8,365)	(23,956)
Share of other comprehensive income / (loss) of investments in associates	—	825
Disposal of associate	—	(177,619)
Acquisition of  subsidiary	(151,080)	—
Other movements	(1,802)	—
End of the period	38,156	202,251

On 15 July 2025, the Group acquired the remaining 50% stake in Elpedison B.V. becoming the sole shareholder of

the company. The Group previously accounted for it's participation in  Elpedison B.V.  through the equity method

and as such, the consolidated results of Elpedison B.V. until the acquisition date,  were recorded within  “Share of

profit of investments in associates and joint ventures”.

The transaction was accounted for as a business combination in accordance with IFRS 3 par. 42, applying the

step‑acquisition method. The initial consideration amounted to €193 million, which was subsequently adjusted by

€10 million in accordance with relevant SPA clauses and remains subject to further similar revisions until such

time SPA clauses are satisfied.

As a result, the final consideration amounted to €183 million. All identifiable assets acquired and liabilities

assumed were recognized at their respective fair values as of the acquisition date. Based on this allocation, the

Group recognized goodwill of €20 million. The identifiable assets acquired and liabilities assumed are presented in

the table below.

365
HELLENiQ ENERGY

Statements of BoD members	Board of Directors' Report	Full Year Financial Statements	Auditors' Report

Assets	Fair Value Adjusted Assets/Liabilities - Note	Fair value of assets and liabilities
Non-current assets
Property, plant and equipment	6	199,543
Right-of-use assets	7	17,624
Intangibles	8	73,663
Loans, advances and long term assets		22,127
		312,957
Current assets
Inventories		24,680
Trade and other receivables		317,604
Cash and cash equivalents		43,590
		385,874
Total Assets		698,831
Liabilities
Non- current liabilities
Retirement benefit obligations		461
Other non-current liabilities		18,496
Deferred income tax liabilities	19	8,840
Lease liabilities	18	17,624
		45,421
Current liabilities
Trade and other payables		222,499
Income tax payable		9,078
Interest bearing loans and borrowings		108,000
		339,577
Total liabilities		384,998

Calculation of Goodwill according to IFRS 3

Fair value of investment held before acquisition (IFRS 3.42)	151,111
Purchase Consideration	183,014
Fair Value of consideration	334,125
Total identifiable net assets acquired at fair value	313,833
Goodwill	20,293

The balances presented in the table above are reflected in the corresponding notes of the Consolidated Financial

Statements, following the application of consolidation process including intra-group eliminations.

366
HELLENiQ ENERGY

Statements of BoD members	Board of Directors' Report	Full Year Financial Statements	Auditors' Report

The contribution of Enerwave S.A. in Consolidated Statement of Comprehensive Income presented in the table

below:

Amounts in million €	From the acquisition date to the reporting date	as if the acquisition occurred on 1 January 2025
Revenue	716	1,560
Profit after tax	4.1	11.3

The amounts from the acquisition date to the reporting date have been included within the 'Power’ segment (Note

5).

Associates

The Group exercises significant influence over a number of entities, which are also accounted for using the equity

method.

On 30 December 2024, HELLENiQ ENERGY Holdings S.A. announced the completion of the sale of its

participation in DEPA Commercial S.A. to the Hellenic Republic Asset Development Fund S.A., which since then

has been merged with the Hellenic Growthfund. The consideration was € 193,9 million The Group's and

Company's profit from the disposal of DEPA Commercial S.A. is disclosed in Note 26 "Other Operating Income /

(Expenses) and Other Gains / (Losses)".

Other associates

The Group’s subsidiary company, HELLENiQ ENERGY International GmbH, participates in the shareholding of

DMEP Holdco Ltd (48% shareholding). DMEP HoldCo Ltd is incorporated in the UK and ultimately owns 100% of

“OTSM S.A. of Maintenance Compulsory Stocks and Trading of Crude Oil and Petroleum Products” (OTSM). OTSM

is established under Greek law and is fully permitted to provide crude oil and petroleum products stock keeping

and management services. The Group has delegated part of its compulsory stock keeping obligations to OTSM,

reducing its stock holding by approximately 217 kMT (31 December 2024: 227 kMT), at a fee calculated in line with

the legal framework. All Group’s transactions with OTSM are included in Note 35.

An analysis of the financial position and results of the Group’s other associates is set out below:

	% interest		As at
	held		December 2025
		Investment	Assets	Liabilities	Revenues	Profit after tax
Spata Aviation Fuel Company S.A.	33%	1,555	7,164	1,772	11,603	3,819
Athens Airport Fuel Pipeline Company S.A.	50%	4,289	10,011	1,562	4,784	1,429
VLPG Plant	35%	4,582	38,652	25,328	10,402	3,229
DMEP Holdco	48%	360	167,727	151,148	64,597	7,094
DEPA International	32%	27,360	76,109	549	1,150	1,899
	% interest		As at
	held		December 2024
		Investment	Assets	Liabilities	Revenues	Profit after tax
Spata Aviation Fuel Company S.A.	33%	1,545	6,849	1,769	11,085	3,793
Athens Airport Fuel Pipeline Company S.A.	50%	4,425	10,898	2,181	4,977	1,840
VLPG Plant	32%	4,285	38,905	26,879	10,301	3,254
DMEP Holdco	48%	—	236,488	241,532	65,719	(7,749)
DEPA International	35%	26,695	76,615	536	630	4,881

367
HELLENiQ ENERGY

Statements of BoD members	Board of Directors' Report	Full Year Financial Statements	Auditors' Report

There are no contingent liabilities or commitments in relation to the Group’s interest in its associates, other than

those disclosed in Notes 33 and 34.

Joint operations

The Group participates in the following joint operations with other third parties relating to exploration and

production of hydrocarbons in Greece:

• Calfrac Well Services Ltd  - Greece, Sea of Thrace concession

• Energean Hellas LTD - Greece, Block 2, West of Corfu Island.

• Exxon Mobil Exploration and Production Greece (Crete) B.V. - Greece, Block West Crete.

• Exxon Mobil Exploration and Production Greece (Crete) B.V.  - Greece, Block South West Crete.

The jointly controlled operations are still at a exploration phase and do not contribute to the Group’s revenue.

For contractual commitments of the Group for exploration costs refer to Note 34.

Parent Company

The Company’s movement of investment in subsidiaries, associates and joint ventures is as follows:

Company	As at
	31 December 2025	31 December 2024
Beginning of  the year	1,780,538	1,785,115
Increase  /  (Decrease) in share capital of subsidiaries and JV	161,524	81,131
(Impairment) of investments / Reversal of impairment	(13,986)	—
Acquisition of Subsidiary	183,014	(85,708)
Other	(94)	—
End of the period	2,110,996	1,780,538

Management assessed the financial performance of subsidiaries and the future outlook of market conditions, 

concluded that there are no indicators for impairment as at 31 December 2025.

Following the approval of all necessary regulatory authorities in Greece and internationally, the parent company

successfully completed the acquisition of the remaining 50% of the share capital of Elpedison B.V. from Edison

International Shareholdings S.p.A., thereby obtaining full control of Elpedison. The transaction consideration

amounted to €164 million, with additional adjustments of €19 million (total consideration €183 million), arising

from increased cash reserves and differences identified in specific balance sheet items. Certain of these items

remain subject to indemnities for a period of two years following the acquisition.

Following completion of the acquisition, in December 2025 Management approved the liquidation of Elpedison

B.V. with all remaining assets were transferred to its shareholders, including the shares of Enerwave S.A.. In

accordance with IFRS requirements, the new shareholdings was recognised at its fair value. The difference arising

from the derecognition of Elpedison B.V.'s cost of investment and the fair value of the holding in Enerwave S.A. of

€14 million was recorded as an impairment charge in the Company's income statement.

During the year ended 31 December 2025, the parent company participated in share capital increases, principally

in HELLENiQ RENEWABLES S.A. by €134,3 million, ELPEFUTURE by €12,3 million, HELLENiQ UPSTREAM

HOLDINGS S.A. by €16,2 million.

368
HELLENiQ ENERGY

Statements of BoD members	Board of Directors' Report	Full Year Financial Statements	Auditors' Report

        10.Loans, Advances and Long Term Assets

	As at
Group	31 December 2025	31 December 2024
Loans and advances	5,637	5,119
Other long term assets	56,637	151,377
Total	62,274	156,496

"Other long term assets" primarily includes trade receivables due in more than one year as a result of settlement

arrangements and merchandise credit extended to third parties as part of the operation of the marketing

segment, along with amounts that are pledged as collateral for Enerwave's participation in the electricity markets

operated under the Target Model (the EU-wide model for the organisation of the wholesale electricity market).

Trade receivables due in more than one year as a result of settlement arrangements are discounted at a weighted

average rate of 2.65% (31 December 2024: 3.64%) over their respective lives.

Parent Company

	As at
Company	31 December 2025	31 December 2024
Loans and advances	161,500	27,000
Other long term assets	5,674	125,852
Total	167,174	152,852

Loans and advances of the Company include long-term loans given to subsidiaries of the Group, amounting to

€162 million (December 2024: €27 million). The increase relates to the reclassification of an intercompany loan

from short term to long term.

In December 2024, "Other long term assets" included the long term portion of the receivable from the disposal of

DEPA Commercial S.A. (€ 122 million). The short term portion of the receivable as at 31 December 2024 (€ 71

million) was paid within 2025. In addition in 2025, HELLENiQ ENERGY Holdings S.A. entered into an agreement

with a third party whereby it transferred substantially  all risks and rewards associated with the remaining

receivable, in exchange for an upfront cash payment equal to its carrying value at the time of the transaction.

Consequently, the receivable was derecognised with no gain or loss recognised in the period.

11.Inventories

	As at
Group	31 December 2025	31 December 2024
Crude oil	463,935	372,630
Refined products and semi-finished products	679,121	800,688
Petrochemicals	35,036	37,278
Consumable materials and other spare parts	204,047	160,654
- Less: Provision for NRV, consumables and spare parts	(75,380)	(60,081)
Total	1,306,759	1,311,169

No pledged inventories exist as of 31 December 2025.

Under IEA and EU regulations, Greece is obliged to hold crude oil and refined product stocks in order to fulfil the

EU requirement for compulsory stock obligations (90 days stock directive), as legislated by Greek Law 3054/2002.

The responsibility is passed on to all companies, including the HELLENiQ ENERGY  Group, which import and sell in

the domestic market who have the obligation to maintain and finance the appropriate stock levels. Such stocks

are part of the operating stocks and are valued on the same basis. The Group has delegated part of compulsory

stock obligations to OTSM (refer to Note 9).

369
HELLENiQ ENERGY

Statements of BoD members	Board of Directors' Report	Full Year Financial Statements	Auditors' Report

The cost of inventories recognised as an expense and included in Cost of sales amounted to €9 billion (31

December 2024: €10 billion). As at 31 December 2025, the Group recorded a loss from the valuation of inventories

to their net realisable value, amounting to a loss of €12 million (31 December 2024: loss of €2 million).

12.Trade and Other Receivables

	As at
Group	31 December 2025	31 December 2024
Trade receivables	619,503	664,945
- Less: Provision for impairment of receivables	(265,752)	(255,780)
Trade receivables net	353,751	409,165
Other receivables	571,172	521,008
- Less: Provision for impairment of other receivables	(39,934)	(45,148)
Other receivables net	531,238	475,860
Accrued Income and other prepaid expenses	259,381	50,907
Total	1,144,370	935,932

"Other receivables" typically include  amounts paid to obtain the right to challenge imposed fines and duties in

courts as well as VAT and restricted cash. As of 31 December 2025,  payments to appeal against the above

mentioned cases amounted to €173 million (31 December 2024: €122 million),  VAT receivable €177 million (31

December 2024: €91 million) and restricted cash €40 million, including cash related to margin call accounts (31

December 2024: €10 million). 

In addition, €27 million receivable as compensation for indirect cost CO2 in electricity (31 December 2024: €39

million), advances to suppliers of €47 million (31 December 2024: €33 million), as well as €21 million (31 December

2024: € 22 million) regarding the amount payable to the Group's subsidiary ELPET from the Republic of North

Macedonia . As at 31 December 2025, the Group did not have any dividends receivable (31 December 2024: nil).

The increase in the balance of Accrued income and prepaid expenses is attributed to Enerwave's unbilled revenue.

The table below analyses total trade receivables:

	As at
	31 December  2025	31 December  2024
Not past due	299,152	354,972
Past due	320,351	309,973
Total trade receivables	619,503	664,945

The overdue days of trade receivables that were past due are as follows:

	As at
	31 December  2025	31 December  2024
Up to 30 days	18,962	25,942
30 - 90 days	26,167	26,463
Over 90 days	275,222	257,568
Total	320,351	309,973

Regarding trade receivables, an impairment analysis is performed at each reporting date using a provision matrix

to measure expected credit losses (ECLs). The maximum exposure to credit risk at the reporting date is the

370
HELLENiQ ENERGY

Statements of BoD members	Board of Directors' Report	Full Year Financial Statements	Auditors' Report

carrying value of each class of receivable. Collaterals held by the Group include primarily first or second class pre-

notices over properties of the debtor, personal and bank guarantees.

Set out below is the information about the credit risk exposure on the Group's trade receivables using a provision

matrix:

	< 30 days	31 - 90 days	> 91 days	Total
Expected credit loss rate	0.16%	3.66%	96.03%	42.90%
Τotal gross carrying amount	318,114	26,167	275,222	619,503
Expected credit loss	499	958	264,295	265,752

The movement in the provision for impairment of trade receivables is set out below.

	As at
	31 December  2025	31 December  2024
Balance at 1 January	255,780	242,481
Exchange differences	—	(2)
Additional provisions	11,720	13,107
Unused amounts reversed	(1,748)	(180)
Receivables written off during the year as uncollectible	—	—
Other movements	—	374
Balance at 31 December	265,752	255,780

The additional provision for impairment has been included in Selling & Distribution costs in the statement of

comprehensive income.

The movement in the provision for impairment of other receivables is set out below.

	As at
	31 December  2025	31 December  2024
Balance at 1 January	45,148	45,122
Additional provisions	—	26
Unused amounts reversed	(357)	—
Receivables written off during the year as uncollectible	(4,857)	—
Balance at 31 December	39,934	45,148

The additional provision for impairment has been included in Other operating income / (expenses) and other

gains / (losses) in the statement of comprehensive income.

Parent Company

The amount included in Trade and other receivables of the Company as at 31 December 2025 primarily include,

dividend receivable from subsidiaries €68 million (31 December 2024: €101 million), intercompany loan balances

of €18 million which are classified as short term (31 December 2024: €225 million), short term portion disposal of

DEPA Commercial S.A. (31 December 2024: €71 million) and balances receivable from Group entities €39 million 

(31 December 2024: €25 million).

371
HELLENiQ ENERGY

Statements of BoD members	Board of Directors' Report	Full Year Financial Statements	Auditors' Report

13.Cash and Cash Equivalents

Group	As at
	31 December  2025	31 December  2024
Cash at bank and on hand in USD (Euro equivalent)	371,085	218,401
Cash at bank and on hand in Euro	487,166	399,654
Cash and Cash Equivalents	858,251	618,055

The balance of US Dollars included in Cash at bank as at 31 December 2025 was $357 million (euro equivalent

€305 million). The respective amount for the period ended 31 December 2024 was $226 million (euro equivalent

€218 million).

The weighted average effective interest rate as at the reporting date on cash and cash equivalents was:

	As at
	31 December 2025	31 December 2024
Euro	1.56%	2.09%
USD	3.85%	4.15%

14.Share Capital and Share Premium

Group	Number of Shares (authorised and issued)	Share Capital	Share premium	Total
As at 1 January & 31 December 2024	305,635,185	666,285	353,796	1,020,081
As at 31 December 2025	305,635,185	666,285	353,796	1,020,081

All ordinary shares were authorised, issued and fully paid. The nominal value of each ordinary share is €2.18 (31

December 2024: €2.18).

372
HELLENiQ ENERGY

Statements of BoD members	Board of Directors' Report	Full Year Financial Statements	Auditors' Report

15.Reserves

Group		Statutory reserve	Special reserves	Cash flow Hedge Reserve	Tax free & Incentive Law Reserves	Share based payment reserve	Οther reserves	Total
As at 1 January 2024		194,070	86,495	(11,430)	71,335	—	(49,461)	291,010
Changes in the fair value of equity instruments		—	—	—	—	—	146	146
Transfers to statutory and tax reserves		21,612	—	—	—	—	—	21,612
Actuarial gains / (losses) on defined benefit pension plans		—	—	—	—	—	(2,745)	(2,745)
Effective portion of changes in fair value arising from:	23					—
Commodity SWAPs		—	—	14,147	—	—	—	14,147
Interest rate SWAPs		—	—	296	—	—	—	296
Tax effect		—	—	(3,178)	—	—	—	(3,178)
Amounts reclassified to profit or loss	23	—	—	4,525	—	—	—	4,525
Currency translation differences and other movements		—	—	—	—	—	52	52
Share of other comprehensive profit / (loss) of associates		—	—	—	—	—	825	825
As at 31 December 2024		215,682	86,495	4,360	71,335	—	(51,183)	326,690
As at 1 January 2025		215,682	86,495	4,360	71,335	—	(51,183)	326,690
Changes in the fair value of equity instruments		—	—	—	—	—	273	273
Transfers to statutory and tax reserves		13,008	—	—	—	—	—	13,008
Actuarial gains / (losses) on defined benefit pension plans		—	—	—	—	—	(1,191)	(1,191)
Effective portion of changes in fair value arising from:	23
Commodity SWAPs		—	—	(20,655)	—	—	—	(20,655)
Interest rate SWAPs		—	—	1,031	—	—	—	1,031
Virtual Power Purchase Agreements (VPPAs)		—	—	34,812	—	—	—	34,812
Tax effect		—	—	(2,384)	—	—	—	(2,384)
Amounts reclassified to profit or loss	23	—	—	6,251	—	—	—	6,251
Share based payments		—	—	—	—	4,363	—	4,363
Currency translation differences and other movements		—	—	—	—	—	(846)	(846)
As at 31 December 2025		228,690	86,495	23,415	71,335	4,363	(52,947)	361,352

Statutory reserves

Under Greek law, corporations are required to transfer a minimum of 5% of their annual net profit as reflected in

their statutory books to a statutory reserve until this reserve is equal to one third of the outstanding share capital.

This reserve cannot be distributed during the existence of the corporation, but can be used to offset accumulated

losses.

Special reserves

Special reserves primarily relate to reserves arising from tax revaluations in accordance with the relevant

legislation in prior years.

373
HELLENiQ ENERGY

Statements of BoD members	Board of Directors' Report	Full Year Financial Statements	Auditors' Report

Tax free and Incentive Law reserves

These reserves relate to retained earnings that have not been taxed with the prevailing corporate income tax rate

as allowed by Greek law under various statutes and include reserves relating to investments under incentive laws.

These reserves will become liable to tax at the rate prevailing at the time of distribution to shareholders or

conversion to share capital under certain conditions.

Cash flow hedge reserve

The cash flow hedge reserve is used to record gains or losses on derivatives that are designated and qualify as

cash flow hedges and that are recognised in other comprehensive income. Amounts are reclassified to profit or

loss when the associated hedged transaction affects profit or loss.

As at 31 December 2025 , the fair value result in cash flow hedge reserve relates to transactions described in Note

3 for highly probable forecast sales and commodity price and interest rate risk management.

Share - based payment reserve

The Annual General Meeting of Shareholders dated 27 June 2024 approved the establishment of a Long-Term 

Incentive Plan in the form of stock award of Parent Company shares.

The Plan includes two evaluation cycles, each lasting three years. Upon the completion of each cycle, the

achievement of Plan's targets is assessed, and based on this assessment, the entitled shares are determined but

they are gradually granted over the following three years (effectively deferred granting). The evaluation and

vesting of the number of shares to be distributed takes place on 31 of December of the last year of each cycle

based on the achievement of specific targets approved by the Remuneration & Succession Planning Committee,

during 2025 all IFRS 2 conditions were met.

The fair value of the awards was determined at the grant date using a Monte Carlo pricing model appropriate to

the characteristics of the plan. The model incorporates various assumptions (market share beta, risk-free interest

rate, expected share price volatility).

The pricing model provided a weighted average fair value of shares at €9,99. Accordingly, a share based payment

reserve is used to recognize the value of equity settled benefits granted. The estimated total number of shares

awarded will be 588,200.

The final number of shares to be allocated and the corresponding benefit amount are determined based on the

achievement of specific targets. The benefit varies depending on the category of beneficiaries, depending on their

hierarchical level and degree of responsibility.

The number of shares as well as the targets of the 2^nd cycle of the Program will be determined at a later stage.

Other reserves

Other reserves are almost entirely comprised of actuarial losses.

Other reserves include:

(i) Actuarial gains / (losses) on defined benefit plans resulting from a) experience adjustments (the effects

of differences between the previous actuarial assumptions and what has actually occurred) and b) the

effects of changes in actuarial assumptions, applicable for both the Group and the Company.

(ii) Changes in the fair value of investments that are classified as investments in equity instruments,

applicable for the Group.

(iii) Exchange differences arising on translation of foreign controlled entities, which are recognised in other

comprehensive income. The cumulative amount is reclassified to the profit or loss when the net

investment is disposed of, applicable for the Company.

374
HELLENiQ ENERGY

Statements of BoD members	Board of Directors' Report	Full Year Financial Statements	Auditors' Report

Parent Company

   

Company	Statutory reserve	Special reserves	Share- based payment reserve	Other Reserves	Total
As at 1 January 2024	194,070	157,137	—	(58,569)	292,638
Transfers to statutory and tax reserves	21,612	—	—	—	21,612
Actuarial gains / (losses) on defined benefit pension plans	—	—	—	(839)	(839)
As at 31 December 2024	215,682	157,137	—	(59,408)	313,411
As at 1 January 2025	215,682	157,137	—	(59,408)	313,411
Transfers to statutory and tax reserves	13,008	—	—	—	13,008
Share based payments	—	—	4,363	—	4,363
Actuarial gains / (losses) on defined benefit pension plans	—	—	—	(3,336)	(3,336)
As at 31 December 2025	228,690	157,137	4,363	(62,744)	327,446

16.Trade and other Payables

Group	As at
	31 December 2025	31 December 2024
Trade payables	1,258,358	1,185,495
Accrued expenses	444,096	258,095
Other payables	275,625	159,391
Total	1,978,079	1,602,981

Trade payables comprise amounts payable or accrued in respect of supplies of crude oil, products, and services.

Trade payables, as at 31 December 2025 and 31 December 2024, include amounts in respect of crude oil imports

from Iran, which were received between December 2011 and March 2012 as part of a long term contract with

NIOC. Despite repeated attempts to settle the payment for these cargoes through the international banking

system between January and June 2012, it was not possible to do so.  In the period from 16 January 2016 up to 8

May 2018, when sanctions were suspended, the Group successfully made several payments against a significant

part of these amounts. Following the re-imposition of relevant sanctions by the United States, no deliveries of

Iranian crude oil or payments have taken place since 8 May 2018.

Accrued expenses as of 31 December 2025, include an amount of €179 million (31 December 2024: €99 million)

relating to the estimated cost of the CO 2 emission rights (HELLENiQ Petroleum S.A. & Enerwave S.A.), necessary

to meet the Group’s deficit as of 31 December 2025.

Other payables include amounts in respect of payroll related liabilities, social security obligations and sundry

taxes.

375
HELLENiQ ENERGY

Statements of BoD members	Board of Directors' Report	Full Year Financial Statements	Auditors' Report

17.Interest Bearing Loans and Borrowings

Group	As at
	31 December 2025	31 December 2024
Non-current interest bearing loans and borrowings
Committed Credit facilities	1,453,886	1,015,861
Committed Term Loans	588,073	457,408
Eurobonds	444,316	442,964
	2,486,275	1,916,233
Committed term loans (Project Finance)	290,770	253,253
Total non-current interest bearing loans and borrowings	2,777,046	2,169,486
Current interest bearing loans and borrowings
Committed credit facilities	11,783	—
Committed term loans	11,153	862
Uncommitted Revolving credit facilities	178,766	166,050
	201,702	166,912
Committed term loans (Project Finance)	19,399	73,981
Total current interest bearing loans and borrowings	221,101	240,893
Total interest bearing loans and borrowings	2,998,146	2,410,379

Non-current interest bearing loans and borrowings mature as follows:

Group	As at
	31 December  2025	31 December  2024
Between 1 and 2 years	291,579	25,069
Between 2 and 5 years	2,131,615	1,506,524
Over 5 years	353,852	637,894
Total	2,777,046	2,169,486

The respective amounts of contractual (undiscounted) cash flows, which include capital and interest are disclosed

in Note 3.1.

376
HELLENiQ ENERGY

Statements of BoD members	Board of Directors' Report	Full Year Financial Statements	Auditors' Report

The weighted average margins as at 31 December 2025 are as follows:

		As at
Borrowings	Currency	31 December  2025	31 December  2024
Short-term
- Floating Euribor + margin	Euro	1.15%	1.67%
- Floating Libor + margin	US Dollar	1.00%	1.30%
- Floating Belibor + margin	Serbian Dinar	1.50%	—%
- Floating Reference Rate + margin	Bulgarian Lev	0.82%	1.13%
- Fixed coupon	Euro	2.00%	—%
Long-term
- Floating Euribor + margin	Euro	1.12%	1.37%
- Floating Libor + margin	US Dollar	1.00%	—%
- Floating Reference Rate + margin	Bulgarian Lev	—%	0.25%
- Fixed coupon	Euro	1.45%	1.46%

The carrying amounts of the Group's borrowings are denominated in the following currencies:

Group	As at
	31 December 2025	31 December 2024
Euro	2,757,587	2,375,516
US Dollar	204,848	8,971
Serbian Dinar	8,356	—
Bulgarian Lev	27,356	25,892
Total interest bearing loans and borrowings	2,998,147	2,410,379

The Group has centralized treasury operations for the monitoring and management of the funding and liquidity

needs of all group companies. Within this framework, HELLENiQ ENERGY Finance Plc ( "HEF") was established in

November 2005 in the U.K. as a wholly-owned subsidiary of HELLENiQ ENERGY Holdings S.A. to act as the

Group's financing vehicle.

377
HELLENiQ ENERGY

Statements of BoD members	Board of Directors' Report	Full Year Financial Statements	Auditors' Report

Borrowings of the Group net of unamortised finance fees by maturity as at 31 December 2025 and 31 December

2024 are summarised in the table below (amounts in € million):

			Balance as at
	Company	Maturity	31 December 2025	31 December 2024
€30 million RCF Dec 2026	EKO Bulgaria	Dec. 2026	9	8
€200 million RCF Jun 2027	HELLENiQ PETROLEUM S.A.	Jun. 2027	200	199
€400 million Syndicated RCF Jun 2028	HELLENiQ PETROLEUM S.A.	Jun. 2028	398	—
€400 million RCF Jun 2028	HELLENiQ PETROLEUM S.A.	Jun. 2028	228	324
€50 million RCF Jul 2028	EKO ABEE	Jul. 2028	50	50
€40 million RCF Jul 2029	EKO ABEE	Jul. 2029	40	40
€400 million RCF Nov 2030	HELLENiQ PETROLEUM S.A.	Nov. 2030	398	397
€400 million Syndicated RCF Dec 2025	HELLENiQ PETROLEUM S.A.	Dec. 2030	—	—
€85 million RCF Mar 2031	HELLENiQ PETROLEUM S.A.	Mar. 2031	85	—
€400 million May 2029	HELLENiQ PETROLEUM S.A.	May. 2029	398	398
€130 million Syndicated Jul 30	ENERWAVE S.A.	Jul. 2030	129	—
€30 million Syndicated RRF Dec 2037	HELLENiQ ENERGY DIGITAL SINGLE MEMBER S.A.	Dec. 2037	23	11
€50 million Dec 2039	HELLENiQ ENERGY REAL ESTATE S.A.	Dec. 2039	49	50
€450 million Eurobond	HELLENIQ ENERGY FINANCE PLC	Jul. 2029	444	443
€80 million PF Evia - Framework Agreement	HELLENiQ RENEWABLES WIND FARMS OF EVIA SINGLE MEMBER S.A.	Dec. 2039	65	69
€80 million PF Mani- Framework Agreement	HELLENiQ RENEWABLES WIND FARMS OF MANI SINGLE MEMBER S.A.	Dec. 2040	75	79
133 million PF Kozilio 1 - Framework Agreement	KOZILIO ENA SINGLE MEMBER S.A.	Jun. 2042	114	120
€75 million PF KOZILIO PRIME S.A.	KOZILIO PRIME S.A.	Jun. 2042	57	59
€150 million Oct 2030	HELLENiQ RENEWABLES S.A.	Oct. 2030	58	—
€99 million Dec 2027	HELLENiQ RENEWABLES S.A.	Dec. 2027	4	—
Uncommitted revolving credit facilities	Various	Various	179	168
Unamortised fees of undrawn loans	Various	Various	(3)	(4)
Total	0	0	2,998	2,410

Refer to ‘Liquidity Risk Management’ (Note 3.1c) for an analysis of the Group’s refinancing plans regarding the

facilities falling due in 2026.

No loans were in default as at 31 December 2025 (none as at 31 December 2024).

Any unamortised finance fees, relating to loans that were refinanced within 2025 and meeting the criteria to be

treated as extinguishments, in accordance with the Group's accounting policy (Note 2.17), impacted the Group's

statement of comprehensive income.

378
HELLENiQ ENERGY

Statements of BoD members	Board of Directors' Report	Full Year Financial Statements	Auditors' Report

Significant movements in borrowings (excluding any unamortized fees) for the year ended 31 December 2025 are

as follows:

HELLENiQ PETROLEUM S.A.

€85 million New Revolving Credit Facility maturing in March 2031

In March 2025, HELLENiQ PETROLEUM S.A. signed a new €85 million revolving credit facility with six years tenor

maturing in March 2031. The outstanding amount of the facility as of31 December 2025 was €85 million.

€400 million Revolving Credit Facility maturing in June 2028

In August 2025, HELLENiQ PETROLEUM S.A. amended the revolving credit facility of €400 million maturing in

June 2028 so as to have the option to draw it either in EUR or in USD up to the equivalent of €200 million. In

December 2025, HELLENiQ PETROLEUM S.A. amended further the agreement so as to increase the available

amount that can be drawn in USD up to the equivalent of €300 million. The outstanding amount of the facility of

31 December 2025 was EUR 30 million and USD 233.08 million, in total € equivalent 228 million.

€400 million New Syndicated Revolving Credit Facility maturing in December 2030

In December 2025 HELLENiQ PETROLEUM S.A. entered into a new €400 million syndicated revolving credit

facility maturing in December 2030, which has fully refinanced the previous €400 million Syndicated Revolving

Credit Facility maturing in December 2025. There was no outstanding amount under the new  facility as of 31

December 2025.

Enerwave S.A.

€130 million New Syndicated Credit Facility maturing in July 2030

In July 2025, HELLENiQ ENERGY HOLDINGS SA completed the acquisition of Enerwave S.A.. As a result, Enerwave

became a wholly-owned subsidiary and the Group assumed all its assets and liabilities. , including a syndicated

credit facility of €108 million, maturing in October 2025. Enerwave S.A. refinanced this facility with a new

syndicated credit facility of €130 million maturing in July 2030. The outstanding amount of the facility as at 31

December 2025 was €130 million.

HELLENiQ RENEWABLES S.A.

€150 million New Revolving Credit Facility maturing in October 2030

In October 2025 HELLENiQ RENEWABLES S.A. entered into a new €150 million revolving credit facility with five

years tenor maturing in October 2030. The outstanding amount of the new facility as of 31 December 2025 was

€58 million.

€99 million New Credit Facility maturing in December 2027

In December 2025 HELLENiQ RENEWABLES S.A. entered into a new €99 million credit facility with two years’

tenor maturing in December 2027. The outstanding amount of the new facility as of 31 December 2025 was €4

million.

Bilateral facilities

Group companies maintain committed and uncommitted credit facilities with various banks to finance general

corporate needs which are renewed in accordance with the Group's finance needs.

379
HELLENiQ ENERGY

Statements of BoD members	Board of Directors' Report	Full Year Financial Statements	Auditors' Report

The table below presents the changes in Borrowings arising from financing activities:

Group	1 January 2025	Cash flows - borrowings (inflows)	Cash flows - borrowings through acquisition of subsidiary (inflows)	Cash flows - borrowings (outflows)	Cash flows - fees	Current Portion of Long term debt	Reclassification between Current & Non- current	Non cash movements	31 December 2025
Current interest- bearing loans and borrowings	240,893	216,203	—	(204,129)	—	14,425	(46,950)	659	221,101
Non-current interest- bearing loans and borrowings	2,169,486	967,089	108,000	(497,584)	(4,822)	(14,425)	46,950	2,352	2,777,046
Total	2,410,379	1,183,292	108,000	(701,713)	(4,822)	—	—	3,011	2,998,148

Group	1 January 2024	Cash flows - borrowings (inflows)	Cash flows - borrowings through acquisition of subsidiary (inflows)	Cash flows - borrowings (outflows)	Cash flows - fees	Current Portion of Long term debt	Reclassificati on between Current & Non-current	Non cash movements	31 December 2024
Current interest- bearing loans and borrowings	1,158,495	133,833	—	(1,231,693)	—	(7,618)	184,698	3,178	240,893
Non-current interest- bearing loans and borrowings	1,388,011	2,675,999	—	(1,705,821)	(15,186)	7,618	(184,698)	3,563	2,169,486
Total	2,546,506	2,809,832	—	(2,937,514)	(15,186)	—	—	6,741	2,410,379

“Cash flows –fees” column includes the finance fees paid and deferred against loans proceeds. “Non-cash

movements” column includes the amortization of deferred borrowing costs.

Non Recourse Structured Finance Transactions

As of 31 December 2025 a total amount of €310 million (€327 million as of 31 December 2024) of non-recourse

Project Finance Facilities is outstanding for four Group companies (HELLENiQ RENEWABLES WIND FARMS OF

MANI S.A., HELLENiQ RENEWABLES WIND FARMS OF EVIA S.A., KOZILIO ENA SINGLE MEMBER S.A., and

KOZILIO PRIME S.A.). The above-mentioned Group of companies have to comply with a limited number of

financial covenants (applicable only to the respective entities), typical for such type of structured financing

transactions, under the relevant Project Finance documents. Management monitors closely the performance of

these subsidiaries to ensure compliance with the above covenants. The same also applies to the credit facility

granted to HELLENiQ ENERGY REAL ESTATE.

Furthermore, these subsidiaries have provided to the lending banks a market standard comprehensive security

package and securities which is typical for this kind of transactions.

380
HELLENiQ ENERGY

Statements of BoD members	Board of Directors' Report	Full Year Financial Statements	Auditors' Report

18.Lease Liabilities

Set out below are the carrying amounts of lease liabilities and the movements during the period:

Group	Note	31 December  2025	31 December  2024
As at 1 January		225,314	214,556
Additions		57,236	31,793
Acquisition of subsidiary		17,726	—
Derecognition		(1,607)	(2,404)
Modification		22,249	20,451
Interest Cost	27	10,179	9,810
Repayment (capital and interest)		(48,964)	(49,123)
Foreign exchange difference		(213)	(133)
Other		(6,811)	362
As at 31 December		275,109	225,312
Current		41,000	33,482
Non-current		234,109	191,831

Following the acquisition of Enerwave, the ‘Acquisition of subsidiaries’ line includes an amount of €13 million 

primarily for commercial properties.  For further information regarding the identifiable assets and liabilities arising

from the acquisition, refer to  (Note 9).

The following are the amounts recognised in the consolidated statement of comprehensive income:

Group	Note	31 December  2025	31 December  2024
Depreciation expense for right-of-use assets	7	47,390	42,750
Interest expense on lease liabilities	27	10,179	9,810
Expense relating to short-term leases		941	501
Expense relating to leases of low-value assets		146	96
Variable lease payments		1,145	1,180
Total amount recognised in statement of comprehensive income		59,801	54,337

The maturity table of the undiscounted cash flows of the lease liabilities is presented in Note 3.1.

	Less than 1 year	Between 1 and 5 years	Over 5 years	Total
As at 31 December
Lease liabilities	88,254	107,687	138,454	334,395

381
HELLENiQ ENERGY

Statements of BoD members	Board of Directors' Report	Full Year Financial Statements	Auditors' Report

Parent Company

Parent		31 December  2025	31 December  2024
As at 1 January		7,498	9,395
Additions		1,903	746
Derecognition		(97)	(92)
Modification		610	(41)
Interest Cost		263	314
Repayment (capital and interest)		(3,382)	(2,851)
Other		—	26
As at 31 December		6,795	7,497
Current		3,557	2,659
Non-current		3,238	4,838

Parent	Note	31 December  2025	31 December  2024
Depreciation expense for right-of-use assets	7	2,909	2,606
Interest expense on lease liabilities		263	314
Expense relating to short-term leases		142	103
Total amount recognised in statement of comprehensive income		3,314	3,023

19.Deferred Income Tax

Deferred income tax assets and liabilities are offset when there is a legally enforceable right to offset current tax

assets against current tax liabilities and when the deferred income taxes relate to the same fiscal authority.

The amounts as presented in the consolidated statement of financial position are as follows:

	As at
	31 December  2025	31 December  2024
Deferred income tax assets	107,755	101,802
Deferred income tax liabilities	(180,386)	(164,716)
	(72,631)	(62,914)

The movement on the deferred income tax asset / (liability) is as follows:

	As at
	31 December  2025	31 December  2024
As at 1 January	(62,916)	(78,517)
Income statement charge	3,006	19,164
Charged / (released) to equity	(3,996)	(3,514)
Acquisition of subsidiary	(8,840)	—
Other movements	115	(49)
As at 31 December	(72,631)	(62,916)

382
HELLENiQ ENERGY

Statements of BoD members	Board of Directors' Report	Full Year Financial Statements	Auditors' Report

Deferred tax related to the following types of temporary differences:

	As at
	31 December  2025	31 December  2024
Intangible and tangible fixed assets	(240,797)	(218,875)
Inventory valuation	16,546	13,056
Unrealised exchange gains	(258)	(1,742)
Employee benefits provision	34,852	36,255
Provision for bad debts	32,867	30,460
Derivative financial instruments at fair value	(1,938)	(1,803)
Ιnterest cost carried forward (thin capitalisation)	9,682	9,035
Tax losses carried forward	25,649	21,029
Environmental provisions	3,634	4,865
Impairment of investments	25,194	28,055
Unearned profit in stock	659	212
Other temporary differences relating to provisions and accruals	19,184	12,067
Leases (IFRS 16)	2,095	4,468
End of year	(72,631)	(62,916)

Deferred tax assets relating to tax losses carried forward are recognised if it is probable that they can be offset

against future taxable profits. As at 31 December 2025, the Group’s deferred tax assets on tax losses carried

forward amounted to €25,6 million (31 December 2024 : €21,0 million) and, on the basis of the approved business

plan, the Group considers it is probable that these can be offset against future taxable profits. Tax losses can be

carried forward for use depending on tax laws applicable at each tax jurisdiction, in Greece tax losses can be

carried forward for a maximum of five years.

In 2014, thin capitalization rules as per art. 49 of law 4172/2013 were applied for the first time, whereby the net

interest expense is deductible up to 30% of tax EBITDA.  This resulted in a deferred tax asset, which as at 31

December 2025 was €9.7 million (31 December 2024: €9 million).

Following the acquisition of Enerwave S.A, within the line  ‘Acquisition of subsidiaries’ is included an amount of

€14 million as an identifiable  liability  arising from the acquisition.  For further information regarding the

identifiable assets and liabilities arising from the acquisition, refer to  (Note 9).

383
HELLENiQ ENERGY

Statements of BoD members	Board of Directors' Report	Full Year Financial Statements	Auditors' Report

20.Retirement Benefit Obligations

The table below outlines where the Group’s retirement benefit amounts and activity are included in the financial

statements.

	As at
	31 December  2025	31 December  2024
Statement of Financial Position obligations for:
Pension benefits	157,834	168,784
Liability in the Statement of Financial Position	157,834	168,784
	For the year ended
	31 December  2025	31 December  2024
Statement of Comprehensive Income charge for:
Pension benefits	15,792	66,616
Total as per Statement of Comprehensive Income	15,792	66,616
Statement of Other Comprehensive Income charge for:
Pension benefits	1,660	3,722
Tax	(457)	(939)
Total as per Statement of Other Comprehensive Income	1,203	2,783

The amounts recognised in the Statement of Financial Position are as follows:

	As at
	31 December  2025	31 December  2024
Present value of funded obligations	37,857	46,422
Fair value of plan assets	(29,666)	(37,464)
Deficit of funded plans	8,191	8,958
Present value of unfunded obligations	149,643	159,825
Liability in the Statement of Financial Position	157,834	168,784

The Group operates defined benefit pension plans in Greece, Bulgaria, Serbia, North Macedonia, Montenegro and

Cyprus. The level of benefits provided depend on members’ length of service and remuneration. Part of the plans

are unfunded, however there are certain plans in Greece and Cyprus that have plan assets.

384
HELLENiQ ENERGY

Statements of BoD members	Board of Directors' Report	Full Year Financial Statements	Auditors' Report

The movement in the defined benefit obligation is as follows:

	Present Value of Obligation	Fair Value of Plan Assets	Total
As at 1 January 2024	213,110	(36,805)	176,305
Current service cost	9,592	—	9,592
Interest expense/(income)	6,373	(1,206)	5,167
(Gains)/losses on settlements	51,723	—	51,723
Past service costs and (gains)/losses on settlements	134	—	134
Statement of comprehensive income charge (P&L)	67,822	(1,206)	66,616
Remeasurements:
- Return on plan assets, excluding amounts included in Interest (income)/ expense	—	(432)	(432)
- (Gain)/loss from change in demographic assumptions	11	—	11
- Loss/ (Gain) from change in financial assumptions	(1,509)	76	(1,433)
- Experience (gains)/losses	5,576	—	5,576
Statement of comprehensive income charge (OCI)	4,078	(356)	3,722
Benefits paid directly by the group/Contributions paid by the group	(11,834)	(2,366)	(14,200)
Benefit payments from the plan	(3,187)	3,269	82
Contributions paid by employees	—	—	—
Settlement payments from the plan	(63,742)	—	(63,742)
As at 31 December 2024	206,247	(37,464)	168,784
As at 1 January 2025	206,247	(37,464)	168,784
Current service cost	9,478	—	9,478
Interest expense/(income)	6,103	(890)	5,213
(Gains)/losses on settlements	1,076	—	1,076
Past service costs	25	—	25
Statement of comprehensive income charge (P&L)	16,682	(890)	15,792
Remeasurements:
- Return on plan assets, excluding amounts included in Interest (income)/ expense	—	(969)	(969)
- (Gain)/loss from change in demographic assumptions	31	—	31
- Loss/ (Gain) from change in financial assumptions	(7,752)	(222)	(7,974)
- Experience (gains)/losses	10,572	—	10,572
Statement of comprehensive income charge (OCI)	2,851	(1,191)	1,660
Benefits paid directly by the group/Contributions paid by the group	(10,829)	(7,496)	(18,325)
Benefit payments from the plan	(17,372)	17,264	(108)
Contributions paid by employees	—	108	108
Settlement payments from the plan	(10,694)	—	(10,694)
Acquisition of subsidiary	614	—	614
As at 31 December 2025	187,499	(29,669)	157,834

In 2025, the Group implemented a voluntary retirement scheme for approximately 36 of its employees. Costs

related to the voluntary retirement scheme comprise the exit incentives provided to employees to retire before

the conventional retirement age and are recorded within "Retirement Benefit Obligations" in accordance with the

provisions of IAS 19 as it is considered an enhancement in post-employment benefits and is recorded within

"(Gains)/losses on settlements" in the above table.

385
HELLENiQ ENERGY

Statements of BoD members	Board of Directors' Report	Full Year Financial Statements	Auditors' Report

The line" Acquisition of subsidiary" includes the balance of the related liability as at the acquisition date,15 July

2025.

The expected maturity analysis of undiscounted pension benefits is as follows:

Balance at 31 December 2025	Less than a year	Between 1-2 years	Between 2-5 years	Over 5 years	Total
Pension Benefits	19,505	22,481	42,394	171,983	256,363

Plan assets are comprised as follows:

	FY25					FY24
	Quoted	Unquoted	Total	%		Quoted	Unquoted	Total	%
Equity Instruments	1,701	—	1,701	6%		1,972	—	1,972	5%
Debt Instruments
- Government bonds	11,364	—	11,364	38%		13,818	—	13,818	37%
- Corporate bonds	11,936	—	11,936	40%		16,424	—	16,424	44%
Investment funds	2,467	—	2,467	8%		2,664	—	2,664	7%
Real Estate / Property	1,401	—	1,401	5%		1,331	—	1,331	4%
Cash and cash equivalents	800	—	800	3%		1,255	—	1,255	3%
Total	29,669	—	29,669	100%		37,464	—	37,464	100%

The principal actuarial assumptions used were as follows:

	As at
	31 December  2025	31 December  2024
Discount Rate	4.01%	3.33%
Future Salary Increases	2%-2,5%	2-2,5%
Inflation	1.78%	2.00%
Average future working life in years	9.47	8.75

The sensitivity of the defined benefit obligation (DBO) to changes in the weighted principal assumptions is:

	Impact on Defined Benefit Obligation
	Change in assumption	Increase in DBO	Decrease in DBO
Discount Rate	0.50%	(3.56)%	3.92%
Future Salary Increases	0.50%	3.70%	N/A

The above sensitivity analysis is based on a change in an assumption while holding all other assumptions

constant. In practice, this is unlikely to occur, and changes in some of the assumptions may be correlated. When

calculating the sensitivity of the defined benefit obligation to significant actuarial assumptions the same method

(present value of the defined benefit obligation calculated with the projected unit credit method at the end of the

reporting period) has been applied as when calculating the pension liability recognized within the statement of

financial position.

Expected contributions to defined benefit plans for the following year amount to €2,1 million. The weighted

average duration of the defined benefit obligation is 10 years.

386
HELLENiQ ENERGY

Statements of BoD members	Board of Directors' Report	Full Year Financial Statements	Auditors' Report

21.Provisions

The movement for provisions for 2025 and 2024 is as follows:

	Provisions for other liabilities and charges
At 1 January 2024	33,835
Charged / (credited) to the statement of comprehensive income:
- Additional provisions	1,942
- Unused amounts reversed	(480)
- Utilized during year	(1,923)
- Unwinding of discount	15
Other movements / reclassifications	2,858
At 31 December 2024	36,247
As at 1 January 2025	36,247
Charged / (credited) to the statement of comprehensive income:
- Additional provisions	1,134
- Acquisition of subsidiary	4,484
- Unused amounts reversed	(57)
- Utilized during year	(9,211)
- Unwinding of discount	314
Other movements / reclassifications	(575)
As at 31 December 2025	32,336

Long-term provisions as at 31 December 2025 mainly comprise of provision for environmental restoration costs of

€18 million (31 December 2024: €25 million).

22.Other Non-Current Liabilities

	As at
	31 December  2025	31 December  2024
Government grants	32,862	28,632
Other payables	32,494	14,467
Total	65,356	43,099

Government grants

Advances by the Government to the Group’s entities relate to grants for the purchase of property plant and

equipment. Amortisation for 2025 amounted to € 1.2 million (31 December 2024: €0.8 million).

Οther payables

Trade and other payables, non-current are comprised of cash guarantees received from petrol station dealers/

managers of the Group’s retail companies in order to ensure that contract terms and conditions are met and

Enerwave's retail customers' guarantee deposits.

387
HELLENiQ ENERGY

Statements of BoD members	Board of Directors' Report	Full Year Financial Statements	Auditors' Report

23.Derivative Financial Instruments

Derivatives at FVTPL
	31 December  2025					31 December  2024
Derivative type	Notional Amount			Assets	Liabilities	Notional Amount		Assets	Liabilities
	MT'000	Bbls'0 00	Mwh' 000	€	€	MT'000	Bbls'00 0	€	€
Commodity  Swaps - EUAs	—	—	—	—	—	300	—	812	—
Commodity  Swaps - Crude and other oil products	—	2,000	—	—	11	—	4,000	75	—
Commodity options - oil products	—	975	—	3,116	—	—	—	—	—
Commodity forward contracts - EUAs	155	—	—	814	—	—	—	—	—
Contract for difference - Natural Gas	—	—	855	—	2,627	—	—	—	—
Contract for difference - Power	—	—	408	2,850	—	—	—	—	—
Total	155	2,975	1,263	6,780	2,638	300	4,000	887	—
Derivatives designated as cash flow hedges
	31 December  2025					31 December  2024
Derivative type	Notional Amount			Assets	Liabilities	Notional Amount		Assets	Liabilities
	MT'000	Bbls'0 00	Mwh' 000	€	€	MT'000	Bbls'00 0	€	€
VPPAs	—	—	307	34,679	—	—	—	—	—
Commodity  Swaps - Crude and other oil products	—	1,621	—	—	5,552	—	—	7,309	—
Interest rate swaps	—	—	—	321	842	—	—	—	1,940
Total	—	1,621	307	35,000	6,394	—	1,691	7,309	1,940
Total	155	4,596	1,570	41,780	9,032	300	5,691	8,196	1,940

As at 31 December 2025, the Group has entered into two VPPA contracts with remaining lives of 12 and 15 years.

The notional amount for the VPPAs included in the table above, refers to the expected annual projects' hedged

production (post curtailment).

In addition, the Group has entered into three Interest rate swap contracts in relation to respective borrowing

facilities at three of its subsidiaries. As at 31 December 2025, the notional amount hedged under the respective

financial instrument of HELLENiQ RENEWABLES WIND FARMS OF MANI was €38 million ( 31 December 2024:

€40 million)  and its fair value of €321 thousands is included within assets in the table above. The respective

notional amounts for HELLENiQ RENEWABLES WIND FARMS OF EVIA and KOZILIO 1 were €34 million  ( 31

December 2024: €36 million) and  €59 million, respectively  ( 31 December 2024: €62 million), while the

corresponding fair value of €842 thousands loss of the financial instruments is included within liabilities in the

table above.

The Group does not use derivatives as speculative investments. Derivatives that meet the accounting hedging

criteria,  are classified as cash flow hedges; otherwise they are treated as  ‘held for trading’ for accounting

purposes.

The maximum exposure to credit risk at the reporting date is the fair value of the derivative  in the statement of

financial position.

388
HELLENiQ ENERGY

Statements of BoD members	Board of Directors' Report	Full Year Financial Statements	Auditors' Report

The  fair value of a hedging derivative is classified as a non-current asset or liability if the remaining maturity of

the hedged item is more than 12 months and, as a current asset or liability, if the maturity of the hedged item is

less than 12 months.

	31 December  2025		31 December  2024
	Assets	Liabilities	Assets	Liabilities
Non-current portion
VPPAs	32,243	—	—	—
Commodity swaps	—	—	—	—
Interest rate swaps	321	842	—	1,940
	32,564	842	—	1,940
Current portion
VPPAs	2,436	—	—	—
Commodity options	3,116	—	—	—
Commodity forward contracts - EUAs	814	—	—	—
Contract for difference - Power	2,850	—	—	—
Contract for difference - Natural Gas	—	2,627	—	—
Commodity swaps	—	5,563	8,196	—
	9,216	8,190	8,196	—
Total	41,780	9,032	8,196	1,940

The impact of the cash flow hedges on the statement of profit and loss as well as on other comprehensive income

is presented in the table below. The hedging relationships were assessed as highly effective during the period

therefore no hedge ineffectiveness was recognized in profit or loss.

	Total hedging gain/(loss) recognized in OCI	Amounts reclassified to profit or loss
As at 31 December 2025
VPPAs	34,812	132
Commodity  Swaps - Crude and other oil products	(20,655)	(7,794)
Interest rate swaps	1,031	(389)
As at 31 December 2024
Commodity  Swaps - Crude and other oil products	14,147	(6,495)
Interest rate swaps	296	694

Derivatives at fair value through the statement of comprehensive income

Derivatives held for trading mainly include commodity swaps for EUAs (see Note  16). The Group enters into EUA

swaps to limit the impact of the price volatility of emission rights. As a result of the acquisition of Enerwave the

Group now has contracts for difference regarding power and natural gas.

Derivatives designated as cash flow hedges

As of 31 December 2025, non current liabilities include two derivative financial instruments amounting to €0.2 

and €0.7 million respectively, associated with the loans owed by the Group’s subsidiaries  Kozilio 1 and HELLENiQ

Renewables Wind Farms of Evia S.A., while a derivative of €0.3 million associated with HELLENiQ Renewables

Wind Farms of Mani S.A. is included in non current assets. The above mentioned subsidiaries have entered into

derivative transactions to hedge the cash flow risk resulting from changes in the interest rates. In addition, an

amount of €32.2 million related to two VPPA contracts associated with the Group's subsidiaries Kozilio Prime and

389
HELLENiQ ENERGY

Statements of BoD members	Board of Directors' Report	Full Year Financial Statements	Auditors' Report

Ansthall Green Energy are included in non current assets, while €2.5 million are included in current assets (Notes 2

& 3).

During the year ended 31 December 2025 losses transferred to the statement of comprehensive income, relating

to contracts that were settled during the year, amounted to €6.3 million, net of tax (31 December 2024:

€4.5million losses, net of tax).

The remaining cash flow hedges are highly effective and the movement in their fair value, amounting to a gain  of

€12.8 million net of tax as at 31 December 2025, (31 December 2024: €11.3 million gain, net of tax), is included in

the cash flow hedge reserve (see Note 15).

24.Expenses by Nature

	For the year ended
	31 December  2025	31 December  2024
Raw materials and consumables used	9,641,784	10,848,675
Employee costs	368,380	348,226
Depreciation	313,087	309,019
Amortisation	28,138	27,094
Transportation and warehouse costs	199,961	174,990
Production overheads	244,364	280,015
SWAPS gains / (losses)	18,625	4,213
Other expenses	401,811	361,636
Total cost of sales, distribution cost and administrative expenses	11,216,150	12,353,868

"Raw materials and consumables used" is included within Cost of Sales and 87% of the amount pertains to

HELLENiQ Petroleum S.A.

Other expenses mainly comprise items relating to maintenance & site expenses, insurance costs, provision for

impairment of receivables, corporate social responsibility costs, third party services (consultancy & legal)

expenses, ΙΤ costs and advertising and promotion costs.  Where required, comparative amounts have been

reclassified for better presentation purposes.

“SWAPS gains / (losses)” comprise the total amounts included in comprehensive income for derivatives at fair

value through profit or loss whether realized or unrealized and the effect of recycling for derivatives held for

hedging (Note 3 and 23).

Auditor fees

Audit and other fees to EY network for the Group are analyzed in the table below:

	For the year ended
	31 December  2025	31 December  2024
Statutory audit fees	1,910	1,650
Other assurance related services (including tax audit fees)	1,064	1,139
Other non-audit fees	298	313
Total Group fees	3,271	3,102

The statutory audit fees for the Company amounted to € 138 thousand (31 December 2024: €134 thousand) and 

no other non-audit services (31 December 2024: €43 thousand). Other Assurance related fees for the Company

amounted to €309 thousand.

390
HELLENiQ ENERGY

Statements of BoD members	Board of Directors' Report	Full Year Financial Statements	Auditors' Report

Employee costs

Employee costs are set out in the table below:

	For the year ended
	31 December  2025	31 December  2024
Wages and salaries	258,470	239,174
Social security contribution	45,316	44,141
Defined benefit plans	12,778	15,883
Other employment benefits	51,816	49,028
Total	368,380	348,226

Other employment benefits include defined contribution plans provided by the Group, medical insurance,

catering, transportation expenses and one-off bonuses to employees .

25.Exploration and Development Expenses

Explorations costs are expensed as incurred (31 December 2025: €5,6 million and 31 December 2024: €10,7

million) and relate to exploration activities, mainly geological, environmental and other studies in Block 10, Ionian,

Block 2, SW Crete and West Crete Blocks.

In Block 10, a special seismic data reprocessing was successfully completed in 2025, while in both Block 10 and

Ionian Block, an AVO analysis was completed along with internal studies. In the South West Crete block, following

the 3D seismic acquisition and processing of 900 sq.km in 2024, interpretation is ongoing. In the West Crete

block, interpretation of 2D seismic data is also ongoing.

Exploration license costs relating to Block 10, Ionian, Block 2, SW Crete and West Crete Blocks have been

capitalized within intangible assets and are amortised over the term of the exploration period for each block (Note

8).

In addition, in the context of the international tender for the award of exclusive rights for the exploration and

exploitation of hydrocarbons in the offshore areas "Block A2", "South of Peloponnese", "South of Crete 1" and

"South of Crete 2", the JV of Chevron/HELLENiQ submitted bids for all four areas in September 2025. The signing

of the relevant Lease Agreements was completed within February 2026.

391
HELLENiQ ENERGY

Statements of BoD members	Board of Directors' Report	Full Year Financial Statements	Auditors' Report

26.Other Operating Income / (Expenses) and Other Gains /

(Losses)

Group	Note	For the year ended
		31 December 2025	31 December 2024
Other operating income and other gains
Income from Grants		1,176	801
Services to 3rd Parties		6,018	4,858
Rental income		9,816	10,367
Storage Fees		4,589	3,658
Gain on disposal of non-current assets		1,506	189
Insurance compensation		18,015	103,953
Profits on disposal of associate	9, 33	622	14,541
Other		17,366	14,849
Total		59,107	153,216
Other operating expenses and other losses
Loss on disposal of non-current assets		(152)	(855)
Impairment charge on fixed assets	6, 8	(4,000)	(5,647)
Voluntary retirement scheme cost		(2,141)	(52,714)
Corporate social responsibility Initiatives		(693)	(4,949)
Litigation & other provision		(14,315)	(4,044)
Other		(35,807)	(13,523)
Total		(57,107)	(81,731)

Other operating income / (expenses) and other gains / (losses) include amounts which do not relate to the

principal trading activities of the Group.

Insurance compensation relates principally to the settlement of insurance claims mainly pertaining to the

Business Interruption in the Flexicocker and Hydrogen units of Elefsina refinery in January 2023.

Storage fees category mainly relates to the maintenance in OKTA premises of fuels strategic reserves for the

Republic of North Macedonia.

Other category in "other operating expenses and other losses" includes provision for restoration expenses, write-

off of licenses,  one-off expenses in refining industrial complexes  as well as expenses associated with the

acquisition of  Enerwave.

392
HELLENiQ ENERGY

Statements of BoD members	Board of Directors' Report	Full Year Financial Statements	Auditors' Report

Parent Company

Company	For the year ended
	31 December  2025	31 December  2024
Other operating income and other gains
Services to 3rd Parties	333	269
Recharges to Subsidiaries	32,493	26,785
Rental income	565	391
Profit from disposal of associate	906	106,453
Other	895	824
Total	35,193	134,722
Other operating expenses and other losses
Voluntary retirement scheme cost	(360)	(2,287)
Centralised Group expenses	(32,493)	(26,785)
Impairment of subsidiaries	(13,986)	—
Other	(4,515)	(3,055)
Total	(51,354)	(32,128)

Recharges to subsidiaries relate to centralized Group expenses and other administrative expenses, such as legal,

finance and procurement expenses, that the Company incurs which are subsequently invoiced at cost.

In 2024, the category ‘Profit from disposal of associate’ included the gain from the sale of DEPA Commercial S.A.

(net of related expenses), while the amount in the current year relates to an adjustment to the contingent

consideration.

Impairment of subsidiaries relates to Enerwave S.A. (see note 9).

27.Finance Income / (Expense)

Group	For the year ended
	31 December  2025	31 December  2024
Interest income	18,580	13,327
Interest expense	(111,080)	(105,491)
Other finance costs	(17,051)	(26,754)
Lease finance cost	(10,179)	(9,810)
Finance costs -net	(119,730)	(128,728)

Finance costs amounting to €9,9 million (31 December 2024: €10,9 million) have been capitalised (Note 6).

393
HELLENiQ ENERGY

Statements of BoD members	Board of Directors' Report	Full Year Financial Statements	Auditors' Report

28.Currency Exchange Gains / (Losses)

Group consolidated foreign currency exchange losses of €11.9 million reported for the year ended 31 December

2025, mainly relate to unrealized gains arising from the valuation of cash in bank accounts denominated in foreign

currency (mostly USD). The corresponding amount for the year ended 31 December 2024 was a loss of €3.9

million.

29.Income Tax

The income tax (expense) / credit relating to components of comprehensive income, is as follows:

Group	For the year ended
	31 December 2025	31 December 2024
Current tax	(78,774)	(279,683)
Prior year tax	(2,101)	(3,324)
Deferred tax	3,006	19,166
Income tax (expense) / credit	(77,869)	(263,841)

The tax (charge) / credit relating to components of other comprehensive income, is as follows:

		For the year ended
		31 December  2025				31 December  2024
		Before tax	Tax (charge)/ credit	After tax		Before tax	Tax (charge)/ credit	After tax
Share of other comprehensive income of associates		—	—	—		825	—	825
Investment in equity instruments		276	—	276		131	—	131
Cash flow hedges		23,506	(4,453)	19,053		20,243	(4,453)	15,790
Currency translation differences		(844)	—	(844)		49	—	49
Actuarial gains/ (losses) on defined benefit pension plans		(1,660)	457	(1,194)		(3,722)	939	(2,783)
Other comprehensive income		21,278	(3,996)	17,291		17,526	(3,514)	14,012

The corporate income tax rate of legal entities in Greece for the period ended 31 December 2025 is 22% (31

December  2024: 22%).

As at 31 December 2025, deferred tax asset on tax losses carried forward amounted to €25.6 million (31

December 2024: 21,0 million).

In accordance with thin capitalization rules, the net interest expense is deductible up to 30% of tax EBITDA. This

resulted in a deferred tax asset of €9.7 million as of 31 December  2025 (31 December 2024: €9 million).

In accordance with the applicable tax provisions, tax audits in Group companies are conducted as follows:

a. Assurance by Certified Auditors - Tax Compliance Report

Effective from fiscal years ending 31 December 2011 onwards, Greek companies meeting certain criteria can

obtain an “Annual Tax Compliance Report” as provided for by  article 78 of L.5104/2024  and Decision of G.S.P.R

1124/2015 , from their statutory auditor with regards to compliance with tax legislation. The issuance of a Tax

Compliance Report under certain conditions, substitutes the full tax audit by the tax authorities, however the tax

authorities reserve the right of future tax audit taking into consideration the statute of limitation provisions.

All Group companies based in Greece have received unqualified Tax Compliance Reports by their respective

statutory auditor for fiscal years up to 2024 inclusive. The work for the tax certificate of 2025 has started and is in

progress, the management expects that the same will also apply for this year as well.

394
HELLENiQ ENERGY

Statements of BoD members	Board of Directors' Report	Full Year Financial Statements	Auditors' Report

b. Audits by Tax Authorities

The parent company and its most significant subsidiaries are audited by the tax authorities for the following

financial years:

Company name
HELLENiQ ENERGY HOLDINGS S.A. (former HELLENIC PETROLEUM S.A.)		Financial years up to (and including) 2011 and financial years 2014 & 2019
HELLENiQ PETROLEUM  S.A.		Newly established in 2022 following the hive-down of HELLENIC PETROLEUM S.A
EKO S.A.		Financial years up to (and including) 2010
HELLENIC FUELS & Lubricants SA (former HELLENIC FUELS S.A.)		Financial years up to (and including) 2011 and financial year 2019

According to the general provisions, financial years up to (and including) 2019 are time-barred.

It is also noted that EKO S.A. and Hellenic Fuels & Lubricants S.A. (former Hellenic Fuels S.A.) were merged in 2016

(transformation balance sheet as on 31/12/2015).

In January 2022, the demerger of HELLENIC PETROLEUM S.A. (now named HELLENiQ ENERGY Holdings S.A.) was

carried out by way of hive-down of its refining, supply and trading of oil products and petrochemicals sector, and a

new company named HELLENIC PETROLEUM R.S.S.O.P.P. S.A. (now named HELLENiQ PETROLEUM S.A.) as

established.

Notwithstanding the possibility of future tax audits, Group management believes that no additional material

liability will arise as a result of unaudited tax years over and above the tax liabilities and provisions recognized in

the consolidated and Company financial statements as of 31 December 2025 (Note 33).

As of 31 December 2025,the income tax receivables include an amount of €26,2 million (31 December 2024:

€69,4 million) related to prepayment of income taxes for the current financial year. It also includes an amount of

€11 million advanced by the Group, relating to uncertain tax positions (as explained in Note 33) (31 December

2024: €11 million). The timing of the finalization of these disputes cannot be estimated and the Group has

classified these amounts as current assets.

c. Temporary Solidarity Contribution

On 19^th July 2024, Law 5122/2024 was enacted, which provides for the application of temporary Solidarity

Contribution on refining companies’ incremental profits also for the financial year 2023, based on the provisions

of the Council Regulation (EU) 2022/1854. Incremental profits are as per the definitions of the relevant regulation

and law and the applicable rate is 33%. The Temporary Solidarity Contribution for HELLENiQ PETROLEUM S.A.

(and the Group) is calculated at €222.4m (€173.5m net of corporate income tax) and is reflected in the Group's

2024 annual results. The return was submitted in September 2024 and the amount was payable in one

installment on 27 February 2025.

d. Pillar II

Following the international tax developments in the context of Base Erosion & Profit Shifting (BEPS), specific

Model Rules were published from O.E.C.D., while at EU level the Council Directive (EU) 2022/2523 was published,

providing the framework of a minimum global tax rate of 15% (Pillar II) applied to entities located in the Union,

being members of multinational groups or large-scale domestic groups that meet the annual threshold of at €750

million of consolidated revenue. Under this new framework, coming into effect as of 2024, a top-up tax, may be

applied calculated in the difference between the effective tax rate per jurisdiction and the 15% minimum provided

rate.

In Greece where the parent entity of the Group is established, the relevant law 5100/2024 was issued in April

2024. Until today, the relevant legislation was enacted in certain jurisdictions in which the Group has presence,

more specifically, Austria, Bulgaria, Cyprus, Netherlands, Republic of North Macedonia, Romania, Switzerland and

UK, while in parallel analytical guidelines and specific ministerial decisions are expected to be published at

Jurisdictional level, which are required for the implementation of the relevant framework. 

395
HELLENiQ ENERGY

Statements of BoD members	Board of Directors' Report	Full Year Financial Statements	Auditors' Report

The Group applies the amendments of IAS 12 for the exemption in the recognition and disclosure of information

on deferred tax assets and liabilities arising from the provisions of Pillar II, issued in May 2023.

It is pointed out that for jurisdictions in which the framework has not been adopted insofar and/or despite

adoption of the framework the minimum effective tax rate is less than 15%, the relevant obligations are assumed

by the parent company.

The assessment and estimation of the impact in the Group, for the second  year of implementation, was

performed taking into account the available 2025 data, in the time of the preparation of the 2025 financial

statements.

The exercise includes the “Transitional CbCR Safe Harbours” calculations, in order to identify whether the Pillar II

framework is applied or not, in the Group’s operations in the relevant jurisdictions, according to certain criteria/

parameters. The jurisdictions of Cyprus, Montenegro and RNM are not eligible for the application of Transitional

CbCR Safe Harbours, therefore top-up tax applies.

For those jurisdictions, as per the initial assessment based on the latest available 2025 data, the relevant top-up

tax was calculated. The resulting tax liability/exposure is considered immaterial for the Group, amounting to

0.17% of the total pre-tax Group profits. The process is completed with the submission of the top-up tax Return

which is due 15 months following the relevant year-end, i.e. 31 March  2027. The preparation for the

implementation in the countries above is in progress, taking into account the relevant procedures and the level of

adaptation across the jurisdictions where the Group operates.

Numerical reconciliation of Group Income tax expense to prima facie tax payable:

	For the year ended
	31 December  2025	31 December  2024
Profit/(loss) before tax	254,842	326,105
Solidarity Contribution	—	(222,436)
Tax (expense) at Greek corporation tax rate of 22%* (2024: 22%)	(56,065)	(22,807)
Difference in overseas tax rates	3,844	3,535
Tax exempt results of shipping companies	110	77
Gain from DEPA disposal - not subject to tax	137	3,199
Tax on expenses not deductible for tax purposes	(17,221)	(10,598)
Utilization of previously unrecognized tax losses	1,964	—
Tax losses for which no deferred income tax was recognised	(9,720)	(10,254)
Tax on income from associates not subject to corporate tax	(1,840)	(5,270)
Adjustment for prior year taxes	(893)	(3,221)
Solidarity Contribution	—	(222,436)
Other	2,234	4,150
Pillar II	(420)	(214)
Tax (Charge) / Credit	(77,869)	(263,841)
Effective tax rate	31%	81%

*Tax expense calculated at Greek corporation tax rate excludes solidarity contribution.

396
HELLENiQ ENERGY

Statements of BoD members	Board of Directors' Report	Full Year Financial Statements	Auditors' Report

Parent Company

Company	For the year ended
	31 December 2025	31 December 2024
Current tax	—	(2,021)
Prior year tax	(1,060)	(185)
Deferred tax	(596)	(29)
Income Tax (expense) / credit	(1,656)	(2,235)

Numerical reconciliation of the Parent Company's Income tax expense to prima facie tax payable:

	For the year ended
	31 December 2025	31 December 2024
Profit/(loss) before tax	261,864	434,476
Tax (expense) at Greek corporation tax rate of 22%* (2024: 22%)	(57,610)	(95,585)
Tax on expenses not deductible for tax purposes	(631)	(1,009)
Tax on income not subject to tax	1,139	23,419
Adjustments for tax of prior periods	(50)	(107)
Adjustment for Dividend Income not subject to tax	55,497	71,131
Pillar II on behalf of subsidiaries	—	(85)
Tax (Charge) / Credit	(1,655)	(2,235)
Effective tax rate	0.6%	0.5%

30.Earnings / (Losses) per Share

	For the year ended
	31 December 2025	31 December 2024
Earnings per share / (Loss) attributable to the Company Shareholders (expressed in Euro per share):	0.57	0.20
Net income/ (Loss) attributable to ordinary shares  (Euro in thousands)	173,354	59,789
Weighted average number of ordinary shares	305,635,185	305,635,185

Basic earnings / (losses) per share are calculated by dividing the net profit / (loss) attributable to equity holders of

the Company by the weighted average number of ordinary shares in issue during the period, excluding the

weighted average number of treasury shares. As of 31 December 2025 and 31 December 2024 , there were no

treasury shares. Diluted earnings / (losses) per share equal basic earnings (losses) per share.

31.Dividends

At its meeting held on 2 November 2023, the Board of Directors proposed to distribute an interim dividend of

€0.30 per share for the financial year 2023, which amounts to €91.7 million and was paid in January 2024.

At its meeting held on 29 February 2024, the Board of Directors decided to propose a final dividend of €0.60 per

share for the fiscal year 2023, which amounts to €183.4 million. The total dividend for the fiscal year 2023 is

€0.90 per share, amounting to €275.1 million. The final dividend for the financial year 2023 was approved by the

AGM on 27 June 2024 and paid on 17 July 2024.

397
HELLENiQ ENERGY

Statements of BoD members	Board of Directors' Report	Full Year Financial Statements	Auditors' Report

At its meeting held on 14 November 2024, the Board of Directors proposed to distribute an interim dividend of

€0.20 per share for the financial year 2024, which amounts to €61.1 million and was paid on 27 January 2025.

At its meeting held on 27 February 2025, the Board of Directors decided to propose a final dividend of €0.55 per

share for the fiscal year 2024, which amounts to €168.1 million. The total dividend for the fiscal year 2024 is €0.75

per share, amounting to €229.2 million. The final dividend for the financial year 2024 was approved by the AGM

on 19 June 2025 and paid on 9 July 2025.

At its meeting held on 13 November 2025, the Board of Directors proposed to distribute an interim dividend of

€0.20 per share for the financial year 2025, which amounts to €61.1 million and was paid on 26 January 2026.

At its meeting held on 26 February 2026, the Board of Directors decided to propose a final dividend of €0.40 per

share for the fiscal year 2025, which amounts to €122.3 million. The total dividend for the fiscal year 2025 is €0.60

per share, amounting to €183.4 million. The final dividend for the financial year 2025 is subject to approval by the

AGM.

The Board did not approve a change in dividend policy overall and will re-evaluate the payment of an additional

dividend or an additional special dividend during 2026.

Parent Company

Dividend income relates to the dividend received from the below subsidiary of the Company:

• An amount of €245,5 million from the 100% subsidiary company HELLENiQ PETROLEUM S.A., which was

fully paid in July 2025 & January 2026.

• An amount of €5 million from the 100% subsidiary company HELLENiQ ENERGY FINANCE Plc, which was

paid in May 2025.

• An amount of €2 million from the 100% subsidiary company HELLENiQ ENERGY INTERNATIONAL GmbH

which was paid in October 2025.

• An amount of €16 million from the 100% subsidiary company ELPEDISON B.V., which was paid in October

2025.

398
HELLENiQ ENERGY

Statements of BoD members	Board of Directors' Report	Full Year Financial Statements	Auditors' Report

32.Cash Generated from / (used in) Operations

Group		For the year ended
	Note	31 December 2025	31 December 2024
Profit/ (loss) before tax		254,842	326,105
Adjustments for:
Depreciation and impairment of property, plant and equipment and right-of-use assets	6, 7	317,087	313,993
Amortisation and impairment of intangible assets	8	28,138	27,766
Amortisation of grants	26	(1,176)	(801)
Finance costs - net		119,730	128,728
Share of operating profit of associates	9	8,365	23,956
Provisions for expenses and valuation charges		26,837	88,635
Gain from disposal of associate		(622)	(14,541)
Foreign exchange (gains) / losses		11,913	(3,951)
(Gains)/ Losses from discounting of long-term receivables and liabilities		(1,002)	(5,117)
(Gains) / losses on sales of property, plant and equipment		(1,354)	666
		762,758	885,438
Changes in working capital
(Increase) / decrease in inventories		24,379	158,291
(Ιncrease) / decrease in trade and other receivables		(10,949)	(5,194)
Increase / (decrease) in trade and other payables		134,112	(29,099)
		147,542	123,998
Net cash generated from operating activities		910,300	1,009,436

399
HELLENiQ ENERGY

Statements of BoD members	Board of Directors' Report	Full Year Financial Statements	Auditors' Report

Parent Company

Company		For the period ended
	Note	31 December 2025	31 December 2024
Profit/ (Loss) before tax		261,864	434,476
Adjustments for:
Depreciation and impairment of property, plant and equipment and right-of-use assets		3,151	2,737
Amortisation and impairment of intangible assets		3	62
Finance costs / (income) - net		(13,268)	(14,280)
Provisions for expenses and valuation charges		1,185	3,198
(Gain) / loss on disposal of associate		(906)	(106,453)
Dividend Income	31	(268,586)	(323,322)
Impairment of subsidiary		13,986	—
		(2,572)	(3,582)
Changes in working capital
(Ιncrease) / decrease in trade and other receivables		(19,522)	(6,027)
Increase / (decrease) in trade and other payables		2,200	4,784
		(17,322)	(1,243)
Cash generated from / (used in) operating activities		(19,894)	(4,825)

33.Contingencies and Litigation

The Group has contingent liabilities in respect of bank and other guarantees and other matters arising in the

ordinary course of business, the most significant of which are disclosed below:

(a) Business issues

(i) Unresolved legal claims

The Group is involved in a number of legal proceedings and has various unresolved claims pending arising in the

ordinary course of business. Based on currently available information and the opinion of legal counsel,

management believes that the final outcome will not have a significant effect on the Group’s operating results or

financial position and that no additional provisions over and above provisions already reflected in the consolidated

and Company Financial Statements are required.

Municipalities

As at 31 December  2025, the total amounts imposed amount to €126,8million (31 December 2024: €55 million). 

In order to appeal against these, and in accordance with the legislation, the Group has paid an amount of €78

million (31 December 2024: €31 million), which is included in Trade and other Receivables in the annual

consolidated Financial Statements.

During the preceding years, a number of Municipalities proceeded with the imposition of duties and fines relating

to the rights of way occupied by underground pipelines operated by HELLENiQ PETROLEUM S.A. within the

boundaries of each respective municipality. In December 2023, the Municipality of Aspropyrgos, in light of the

Court Decisions rendered, has revoked all acts of imposition of duties and fines for the period 2013 - 2019 and

proceeded to a new assessment for the years 2013 - 2023, resulting in an amount of duties and fines

approximately 77% lower than the revoked one.

The Municipality of Perama has also imposed duties and fines to HELLENiQ PETROLEUM S.A.. In light of the

company's appeals, which have been accepted, the Municipality proceeded to revoke all acts of imposition of

duties and fines for the years 2013 - 2017, and issued  new impositions. The total amount of duties and fines

imposed by the Municipality of Perama as at 31 December 2025 amount to €103.4 million.

400
HELLENiQ ENERGY

Statements of BoD members	Board of Directors' Report	Full Year Financial Statements	Auditors' Report

The Group has exercised all available legal recourse relating to these cases and Group Management have assessed

that it is most probable that the outcome of all appeals will be favorable.

EKO subsidies

HFL S.A. has filed lawsuits before the Athens Administrative First Instance Court (AAFIC) by which it sought

payment by the Greek State of the amounts of €2.6 million and €0.5 million as compensation under Article 105 of

the Introductory Law of the Civil Code, and alternatively as undue enrichment (Articles 104 ff. of the Civil Code), for

the restitution of damages suffered from the illegal omission of state services to pay the rebates, provided by

Article 19 of L. 3054/2002 for the transportation of petroleum products in remote areas during the period from 01

November 2013 until 31 December 2014. The AAFIC rendered its Decisions Nos A16361/2022 and A16359/2022,

rejecting HFL's lawsuits on the basis that some of the relevant petitions for the receipt of the rebates were filed

untimely and others were inadequately substantiated. HFL has appealed the above decisions claiming the

amounts of €1.9 million and €0.1 million respectively, corresponding to the petitions that have been timely filed.

However, given the uncertainty of the outcome of the appeal decisions, the company has raised a provision

amounting to €3.1 million.

HFL has also filed two more lawsuits claiming the amounts of €2.0 million and €0.3 million corresponding to the

rebates of Article 19 of L. 3054/2002 for the time period between 01 January 2015 and 31 August 2015. After the

rendering of Decisions Nos A17827/2022 and A17828/2023 that have rejected the lawsuits on the same

aforementioned grounds, HFL has filed appeals, claiming the amounts of €1.3 million and €0.1 million

respectively, corresponding to the petitions that have been timely filed. However, given the uncertainty of the

outcome of the appeal decisions, the company has raised a provision amounting to €2.3 million.

(i) Guarantees

The Company has provided guarantees in favour of banks and debt holders as security for loans granted by them

to subsidiaries and associates of the Group. The outstanding amount of these as at 31 December 2025 was the

equivalent of €2.4 billion (31 December 2024: €2 billion). All of these amount (31 December 2024: €1,9 billion) is

included  in consolidated borrowings of the Group and are presented as such in the year end consolidated and

Company financial statements.

Αs at 31 December 2025, the Company has also provided guarantees in favour of banks as security for guarantees

issued by them in favour of subsidiaries and associates of the Group amounting to €27 million (31 December

2024: €40 million) and nil (31 December 2024: €11 million) respectively, and no corporate guarantees (31

December 2024: €9 million).  Also, as at 31 December  2025, the intragroup corporate guarantees provided to the

Custom Authorities for the transportation of energy products within the bonded warehouse regime amounted to

€170 million (31 December 2024: €170 million).

(ii) International operations

Τhe Group’s international operations face a number of legal issues related mainly to changes in local permits and

fines imposed by Independent Regulatory Agencies. Such cases include a dispute in connection with the local tank

depots of Jugopetrol AD in Montenegro. The likelihood for an outflow of resources as a result of this case is

assessed as remote. Management believes that no additional material liabilities will arise as a result of the above

case over and above those recognized in the consolidated and Company financial statements.

On the re-opening of the Commission for the Protection of Competition in Cyprus’ investigation against the

Petroleum companies operating there (wholesale), for the period from 1 October 2004 to 22 December 2006, on

15 November 2017 the Commission for the Protection of Competition in Cyprus imposed a fine amounting to €5

million against EKO Cyprus Ltd. On 29 April 2021 the competent Court has sustained the appeal of EKO Cyprus

and has annulled the fine. The Commission for the Protection of Competition has appealed the decision. The

appeal Pre-Hearing was held on 27 October2025, while the Commission for the Protection of Competition

submitted their Statement of Arguments on 23 December 2025 in line with the Pre-Hearing deadline. EKO Cyprus

Limited has submitted within relevant deadline its  Statement of Arguments before the competent Court. The

legal advisors of EKO Cyprus view is that such appeal will be rejected by the competent Court.

(b) Taxation and customs

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HELLENiQ ENERGY

Statements of BoD members	Board of Directors' Report	Full Year Financial Statements	Auditors' Report

The tax framework and practices in Greece, which determine the tax base for the transactions of the Group’s main

entities, may result in inherent uncertainties, due to its complexity and it being subject to changes and alternative

interpretation by relevant authorities at different points in time and across different entities. As a result, there

may be types of expenses or treatments for which a company may be assessed on a different basis than the one

adopted during preparation of its tax return and the financial statements. Based on past experience tax audits

were carried out by tax authorities close to the statute of limitation. In addition, where a tax audit results in a

different view to the one adopted by a Group entity, the process for resolving the issue is usually through a court

of law proceeding, which has many stages and can take a considerable number of years to reach its final and

irrevocable ruling. For an entity to engage in this process, a minimum down payment of 50% of the total tax and

surcharges assessed is required. However, in certain cases, upon the notification of the audit report, the full

amount is shown as overdue in taxisnet, therefore the companies proceed in paying it in full.   

All of the above result in inherent difficulties in the determination and accounting of tax liabilities. As a result,

management aims to determine its policy based on specific legislation available at the time of accounting for a

transaction, obtain specialist legal and tax advice on individual cases, if required, and utilize prior tax audits

experience and rulings, including relevant court decisions. This process ensures that the financial statements

reflect Management’s best estimates for any material tax and customs liabilities.

(i) Open tax years – Litigation tax cases

As disclosed in Note 29, tax audits for the Group’s most important Greek legal entities have been completed by

the Tax Authorities as follows:

Financial years up to and including the year ended 31 December 2019 are time-barred. The Tax audit reports for

HELLENiQ ENERGY Holdings S.A. for years ended 31 December 2010 and 31 December 2011 were received in

December 2017 and they are subject to legal dispute by the Company. In summary, the reports assess additional

taxes of €22.5 million and penalties of €23.5 million, for items relating to stamp duty, various non-deductible

expenses and other income tax adjustments. Following a detailed review of the Tax Audit Report, the Company

has disputed the additional taxes imposed (which are over and above the amounts already included in the

Companies’ tax returns) and proceeded with all possible legal means and actions to appeal against these

additional taxes and surcharges imposed.

Even though the Company disputed the additional taxes and surcharges imposed, it was obliged to pay a

minimum 50% of the assessed amounts (taxes and surcharges) to the Tax Authorities in order to appeal the

results of the tax audits. This was paid within the applicable deadline, while the remaining amounts have been fully

offset by the Authorities, with tax and other State receivables of the Company, within 2018. These amounts are

included in the Income Tax Receivable balance if they relate to income tax, or in Trade and Other Receivables

balance if they relate to other taxes, as the Company assesses that it will succeed in its appeals. As far as

surcharges are concerned, the report has assessed amounts at 120% of the original tax instead of the already

applicable 50%; this is also being legally challenged by the Company.

The relevant decisions of the Athens Administrative Court of Appeals were issued in March 2021, according to

which: various non-deductible expenses and additional charges are annulled and the amount of € 18.2 million was

returned to the Company, whereas, with regards to the stamp duty, the relevant appeals are partially accepted and

the amount of €3.8 million is also returned to the Company.

The Company has filed cassation recourses to the extent that its appeals are not accepted and believes that the

final outcome will be in its favor. The hearing date for the income tax differences is set for February 25^th while for

the stamp duty cases the hearing date is set after postponements for April 1^st 2026.

Within March 2020, a notification for audit was received, for the years 2014 up to and inclusive 2017. The audit is

related to specific tax subjects and the final Tax Audit Report was received in February 2021 without findings.

Moreover, during July 2020, a new notification for full audit was received for the year 2014 regarding all tax

subjects. The audit is finalized and the Tax audit Reports were received in December 2020. The reports assess

additional amounts of €16.2 million, penalties of €8.1 million and surcharges of €9.5 million for alleged stamp

duty, while various non-deductible expenses and other income tax adjustments have no payment impact, since in

2014 the Company has tax losses. Following a detailed review of the Tax Audit Reports, the Company disputes the

additional amounts imposed. In January 2021 the Company followed the relevant administrative procedure

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HELLENiQ ENERGY

Statements of BoD members	Board of Directors' Report	Full Year Financial Statements	Auditors' Report

against the tax assessment paying the minimum required amount of 50% of the total tax and surcharges,

amounting to €16.9 million while the remaining 50% was offset in April 2021, therefore the full charged amount is

now paid. After the implicit rejection of the administrative appeals, the Company has filed judicial appeals in

November 2021. At the hearing that took place on 19 September 2023 the income tax and stamp duty cases were

discussed before the Athens Administrative Court of Appeals. For the stamp duty case, the respective decision

was issued in favor of the Company and the relevant amount of €33.8 million was refunded to the Company, while

for the income tax case, the decision was issued, and the case was brought to the First Instance Court of Athens,

where it was heard on January 28^th 2025, and the decision is expected.

Within April 2025 HELLENiQ ENERGY Holdings received an audit notification for the year 2019. "The final tax

assessment and the tax audit report were received in December 2025. In summary, the additional income tax

imposed is €8.1 mil, including fines and surcharges, related to alleged non-deductible expenses. The company has

assessed the audit report, disputes nearly all the amount imposed and in January 2026, has filed an

administrative appeal, paying 100% of the amounts totaling €8.1 million.

Within December 2023, a tax audit report was received by HELLENiQ PETROLEUM S.A. with regards to receivable

VAT of the 2^nd quarter of 2023, according to which the claimed amount was reduced by €5 million while the

remaining €11 million was refunded to the company. The company has disputed this reduction and filed an

administrative appeal, within the relevant deadlines. The administrative appeal was rejected on May 1^st 2024 and

the company filed judicial appeal on 12 June 2024, the case was heard on the 9^th of February 2026, the decision is

expected to be issued.

Within February 2025, a tax audit report was received by HELLENiQ PETROLEUM with regards to receivable VAT

of the 3^rd quarter of 2024, according to which the claimed amount was reduced by €1.2 mil while the remaining

€19.4 mil was refunded to the company. The company has disputed this reduction and filed an administrative

appeal, within the relevant deadlines. The administrative appeal was rejected on 17^th July 2025.On 18.09.2025 the

company filed a judicial appeal before the Administrative Court of Appeal. The hearing date is expected to be

announced.

The company assesses that it will succeed in its appeals and the relevant amounts will be recovered.

The two main retail subsidiaries in Greece, which merged during 2016, have been audited as follows:

• Hellenic Fuels S.A. (currently HFL S.A.) has been audited up to and including the financial year ended 31

December 2011, while notifications for audit have been received for subsequent years up to and including 31

December 2013, which according to the general provisions are time–barred. Within July 2022, notifications

for audit have been received for the years 2019 and 2020 and within March 2025, another notification for

the year 2021.  The audit for the fiscal year 2019 was finalized in November 2025, The Company proceeded

with filing amended income tax and VAT returns, paying the amounts of €1.5 mil. in income tax and €29 K in

VAT, therefore no findings report was issued.

The audit for the fiscal year 2020 begun in January 2026 while for the fiscal year 2021, is expected to begin.

• The  Tax audit reports for 2010 and 2011 were delivered in December 2017, and assess additional taxes of

€1.6 million and surcharges of €1.9 million for similar reasons as HELLENiQ PETROLEUM S.A.. The process

followed is identical to the one described above for HELLENiQ PETROLEUM S.A. and the subsidiary has

already proceeded with the relevant legal actions.

Following the court hearing, the relevant Decisions were issued during the third quarter of 2019. With regards to

the Stamp duty cases amounting to €3.4 million, the decisions were in favor of the company and the relevant

amounts were refunded to the company. The Authorities have filed cassation recourses for the stamp duty cases, 

which were in favor of the company. The Stamp Duty case of 2010 was heard in June 2024 and the relevant court

decision was issued, rejecting the Authorities' cassation recourses, amounting to €2.7 million. Accordingly, with

regards to the Stamp Duty case of 2011, the hearing took place in December 2022 and the relevant decision was

issued in favor of the company rejecting the relevant cassation recourses of the Authorities amounting to €0.4

million. For the Real Estate tax dispute of 2010 amounting to €0.1 million, which was not in favor, the subsidiary

has filed cassation recourse which was heard on the  8^th of October 2025 and the relevant decision is expected.

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HELLENiQ ENERGY

Statements of BoD members	Board of Directors' Report	Full Year Financial Statements	Auditors' Report

The Authorities have filed cassation recourses for the stamp duty cases of 2011, which were in favor of the

company. The cases were heard in December 2022 and the new court decision was issued in favor of the

company. With regards to the Income Tax, Real Estate and VAT cases of 2011, the Athens First Instance Court

issued decisions in favor of the company and the relevant amounts of €0.4 million plus the equivalent interest,

which were fully refunded to the company.

With regards to the Stamp Duty cases of 2003 and 2004 of BP Hellas, (before the acquisition from the HELLENiQ

ENERGY Group), the decisions of the Supreme Administrative Court were issued in July 2022 and the relevant

cases were remitted to the Administrative Court of Appeals, where they were heard on the 2^nd June 2025.

According to the decision, the  company is entitled. The official decision is expected to be announced.

HFL S.A. (prior to the merger) has been audited up to and including 31 December 2010, while notification for audit

has been received for the fiscal year 2012, which according to the general provisions is time-barred. The most

recent Tax audit reports for 2008, 2009 and 2010 were delivered in February 2018 and assess additional stamp

duty of € 4.1 million and surcharges of € 3.5 million. The process followed is identical to the one described above

for HelleniQ Petroleum S.A. and HFL S.A. has already proceeded with the relevant legal actions.

Following the court hearing, the relevant Decisions were issued during the first quarter of 2020, the decisions

were in favor of the company and the relevant amounts are refunded to the company. Then the Authorities have

filed cassation recourses which were heard and rejected.

As indicated above, even though the Companies dispute the additional taxes and surcharges imposed, they were

obliged to pay a minimum 50% of the assessed amounts (taxes and surcharges) to the Tax Authorities in order to

appeal the results of the tax audits. These were paid within the applicable deadlines, while the remaining amounts

have been fully offset by the Authorities, with tax and other State receivables of the Companies. The amounts paid

and/or offset are included in the annual consolidated statement of financial position as Income Tax Receivable

balance if they relate to income tax or in the Trade and Other Receivable balance if they relate to other taxes, as

the Group assesses that it will succeed in its appeals.

Management believes that no additional material liability will arise either as a result of open tax years or from the

outcome of current litigation cases over and above the tax liabilities and provisions already recognized in the 

condensed consolidated and Company Financial Statements for the year ended 31 December  2025. The Group

has recorded down payments made for taxes and penalties assessed in previous disputes with the tax authorities

in income tax receivable, to the extent that the Group has assessed that the amounts will be ultimately

recoverable.

It is noted that for financial years ended 31 December 2011 up to and including 31 December 2024, the Group’s

Greek legal entities obtained “Annual Tax Compliance Reports” from their Statutory Auditors, as provided for by

article 78 of L.5104/2024 and Decision of G.S.P.R 1124/2015 . The Tax Compliance Reports for all Group entities

are "unqualified". The management expects that the same will also apply for the year ended 31 December 2025.

(ii) Assessments of customs and fines

Customs and stock shortages

In 2008, Customs authorities assessed additional customs duties and penalties amounting to approximately €40

million for alleged “stock shortages” during the years 2001-2005. The Group has duly filed contestations before

the Administrative Court of First Instance, and Management believes that this case will have a positive outcome

when the legal procedure will be concluded.

Notwithstanding the filing of the above contestations, the Customs office withheld an amount of €54 million (full

payment plus surcharges) of established VAT refunds, an action against which HELLENiQ PETROLEUM S.A. filed

two Contestations before the Administrative Courts of Athens and Piraeus. The Administrative Court of Athens

ruled that the withholding effected by the Tax Office was unlawful. The appeal against the Customs Act No

935/2008 amounting at €3.5 million, was heard at first instance, was dismissed and the Company has appealed

to the Supreme Administrative Court against the decision, the hearing was set for 9 June 2021 was postponed to

15 December 2021, then postponed again for 26 October 2022 and then postponed again for 1 March 2023 when

the hearing took place and the relevant decision is expected. In November 2020 the hearing of the Customs Act

404
HELLENiQ ENERGY

Statements of BoD members	Board of Directors' Report	Full Year Financial Statements	Auditors' Report

No 989/2008, amounting at €35.7 million, took place before the Administrative Court of Piraeus, a new hearing

took place on 6 April 2022 and in July 2024 the decision A812/2024 was issued, which qualifies the case as

ordinary customs violation and it upholds the judicial recourse as regards the individuals involved, while it rejects it

as regards the company.

The company retains its position that it has acted in compliance with the relevant legislation and on 14 October

2024 filed cassation recourses before the Supreme Administrative Court for valid reasons. The hearing took place

on 26^th of November 2025, the decision was issued in favor of the company and is expected to be engrossed, the

relevant amount of €35.7 mil. will be refunded to the company.                                                       

The Management of HELLENiQ PETROLEUM S.A. considers that the above amounts will be recovered.

Customs – other

In connection to a series of legal cases concerning alleged customs violations previously adjudicated in Greek

courts, HFL S.A. had filed an appeal to the European Court of Human Rights (ECHR) claiming that the relevant

rulings of the Supreme Administrative Court issued against it were incompatible with provisions of the European

Convention of Human Rights.  The ECHR heard the case in 2025 and, contrary to the Company’s expectations,

issued its judgment in December 2025, dismissing HFL's application. No legal remedy or appeal is available

against this decision. As consequence, during 2025, the Group wrote-off the receivable amounting to 12.2 million

with the corresponding charge included in the Consolidated Statement of Comprehensive Income.

34.Commitments

(a)  Capital commitments

Significant contractual commitments of the Group as at 31 December 2025 amount to:

• €30 million (31 December 2024 : €79 million), which mainly relate to improvements in refining assets.

• €210 million (31 December 2024: nil), which relate to RES projects under construction mainly in Romania

and Greece.

(b)    Exploration costs

Contractual commitments of the Group for exploration costs amount to nil as at 31 December 2025 (31 December

2024: €2 million).

(c)    Letters of Credit

The Group may be requested to provide bank letters of credit to suppliers in order to obtain better commercial and

credit terms. To the extent that such items are already recorded as liabilities in the financial statements there is no

additional commitment to be disclosed. In cases where the underlying transaction occurs after the period end, the

Group is not liable to settle the letter of credit and hence no such liability exists as at the period end. As at the end

of the current year, there were open letters of credit relating to purchase orders in transit of total amount €194

million (31 December 2024: €174 million).

(d)    Put and call option

HELLENiQ PETROLEUM S.A. is counterparty to outstanding put and call option agreements to purchase oil stock

from its associate OTSM. The put and call options may be exercised by either counterparty at any time before

maturity under certain conditions. The value of these two options (put and call) is immaterial due to the fact that

the terms of the agreements are such that the transactions will be at market price resulting in zero payoff at any

time of exercise.

405
HELLENiQ ENERGY

Statements of BoD members	Board of Directors' Report	Full Year Financial Statements	Auditors' Report

35.Related Party Balances and Transactions

Both the consolidated and parent company's statement of comprehensive income include proceeds, costs and

expenses  that  arise from transactions between the Group or the parent company respectively and related

parties. Such transactions are mainly comprised of sales and purchases of goods and services in the ordinary

course of business.

Transactions have been carried out with the following related parties:

a) Associates and joint ventures of the Group which are consolidated under the equity method:

• Athens Airport Fuel Pipeline Company S.A. (EAKAA)

• DEPA International Projects S.A.

• Elpedison S.A., up to 14/07/2025 (Note 9)

• Spata Aviation Fuel Company S.A. (SAFCO)

• D.M.E.P. HOLDCO

• VLPG Plant LTD

Group	For the period ended
	31 December 2025	31 December 2024
Sales of goods and services to related parties
Associates	256,731	278,171
Joint ventures	7,551	14,986
Total	264,282	293,157
Purchases of goods and services from related parties
Associates	292,585	351,014
Joint ventures	104,436	160,185
Total	397,021	511,199
		As at
	31 December 2025	31 December 2024
Balances due to related parties
Associates	16,290	39,098
Joint ventures	—	17,580
Total	16,290	56,678
Balances due from related parties
Associates	24,883	41,512
Joint ventures	—	547
Total	24,883	42,059

Following ELPEDISON B.V.'s acquisition by the Group during 2025, the former ceased to be classified as a related

party. In 2024, the Company had provided guarantees in favour of third parties and banks as security for loans

406
HELLENiQ ENERGY

Statements of BoD members	Board of Directors' Report	Full Year Financial Statements	Auditors' Report

granted by them to Elpedison B.V., with an outstanding amount of €70 million as at 31 December 2024. As at 31

December 2025, no amount remains outstanding under these guarantees.

b) Government related entities which are under common control with the Group due to the shareholding and

control rights of the Hellenic State and with which the Group has material transactions.

• Hellenic Armed Forces

• Road Transport S.A.

• Public Power Corporation Hellas S.A.

• Hellenic Electricity Distribution Network Operator S.A. (HEDNO)

• Hellenic Gas Transmission System Operator

• Independent Power Transmission Operator (IPTO)

• Hellenic Energy Exchange S.A. (HEnEx)

• EnΕx Clearing House Single Member S.A. (EnExClear)

• Renewable Energy Sources Operator & Guarantees of Origin S.A.

During the year ended on 31 December 2025, transactions and balances for the Group with the above government

related entities are as follows:

• Sales of goods and services amounted to €729 million (31 December 2024: €404 million)

• Purchases of goods and services amounted to €384 million  (31 December 2024: €3 million)

• Receivable balances of €86 million (31 December 2024: €34 million)

• Payable balances of €18 million (31 December 2024:  €0.1 million).

c) Key management includes directors (Executive and Non-Executive Members of the board of HELLENiQ

ENERGY Holdings S.A.) and General Managers.

The compensation paid or payable for the year ended on 31 December 2025 to the aforementioned key

management is as follows:

Group	For the period ended
	31 December 2025	31 December 2024
Employee benefits	13,961	12,213
Post-employment benefits	816	956
Total	14,777	13,169

d) The Group participates in the following jointly controlled operations with other third parties relating to

exploration and production of hydrocarbons in Greece:

• Exxon Mobil Exploration and Production Greece (Crete) B.V. (Greece, Block West Crete)

• Exxon Mobil Exploration and Production Greece (Crete) B.V. (Greece, Block South West  Crete)

• Energean Hellas LTD (Greece, Block 2)

• Calfrac Well Services Ltd (Greece, Sea of Thrace concession)

407
HELLENiQ ENERGY

Statements of BoD members	Board of Directors' Report	Full Year Financial Statements	Auditors' Report

Parent Company

Transactions and balances with related parties:

Company	For the period ended
	31 December  2025	31 December  2024
Sales of goods and services to related parties & other income
Group entities	76,909	66,726
Joint ventures	141	269
Total	77,050	66,995
Purchases of goods and services from related parties & other expenses
Group entities	26,500	24,751
Joint ventures	4	7
Total	26,504	24,758
		As at
	31 December  2025	31 December  2024
Balances due to related parties  (Trade and other creditors)
Group entities	26,282	5,407
Joint ventures	—	2
Total	26,282	5,409
Balances due from related parties  (Trade and other debtors)
Group entities	94,297	120,658
Joint ventures	—	57
Total	94,297	120,715

Balances above relate to transactions between the Company and other Group’s companies.

The compensation paid or payable for the year ended on 31 December 2025 to the  key management is as follows:

Company	For the period ended
	31 December 2025	31 December 2024
Employee benefits	10,828	9,526
Post-employment benefits	693	834
Total	11,521	10,360

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HELLENiQ ENERGY

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36.List of Principal Consolidated Subsidiaries and Associates

Included in the Financial Statements

Company Name	Activity	Country Of Registration	Effective Participation Percentage	Method Of Consolidation
Refining & Petrochemicals
HELLENiQ PETROLEUM S.A. (former HELLENIC PETROLEUM R.S.S.O.P.P. S.A.)	Refining / Petrochemicals	GREECE	100%	FULL
DIAXON S.A.	Petrochemicals	GREECE	100%	FULL
Ε.Α.Κ.Α.Α S.A.	Pipeline	GREECE	50%	EQUITY
DMEP HOLDCO LTD	Trade of crude/ products	U.K	48%	EQUITY
HELLENiQ PETROLEUM TRADING SA	Trading	SWITZERLAND	100%	FULL
Marketing
HELLENIC FUELS AND LUBRICANTS INDUSTRIAL AND COMMERCIAL S.A.	Marketing	GREECE	100%	FULL
KALYPSO K.E.A. A.E.	Marketing	GREECE	100%	FULL
ΕΚΟΤΑ KO S.A.	Marketing	GREECE	49%	FULL
EKO IRA MARITIME COMPANY	Marketing / Vessel owning	GREECE	100%	FULL
EKO AFRODITI MARITIME COMPANY	Marketing / Vessel owning	GREECE	100%	FULL
ELPET BALKANIKI S.A.	Holding	GREECE	100%	FULL
VARDAX S.A	Pipeline	GREECE	80%	FULL
OKTA A.D. SKOPJE	Marketing	FYROM	95%	FULL
HELLENiQ ENERGY BULGARIA HOLDINGS LIMITED (former HELLENIC PETROLEUM BULGARIA (HOLDINGS) LTD)	Holding	CYPRUS	100%	FULL
EKO BULGARIA EAD	Marketing	BULGARIA	100%	FULL
HELLENiQ ENERGY SERBIA HOLDINGS LIMITED (former HELLENIC PETROLEUM SERBIA (HOLDINGS) LTD)	Holding	CYPRUS	100%	FULL
EKO SERBIA AD BEOGRAD	Marketing	SERBIA	100%	FULL
EKO CYPRUS LTD	Marketing	U.K	100%	FULL
R.A.M.OIL Cyprus LTD	Marketing	CYPRUS	100%	FULL
EKO LOGISTICS LTD	Marketing	CYPRUS	100%	FULL
HELLENiQ ENERGY CYPRUS HOLDINGS LIMITED (former HELLENIC PETROLEUM CYPRUS HOLDING (HPCH) LTD)	Marketing	CYPRUS	100%	FULL
SUPERLUBE LTD	Lubricants	CYPRUS	100%	FULL
EKO GAS LIMITED (former BLUE CIRCLE ENGINEERING LIMITED)	Marketing	CYPRUS	100%	FULL
VLPG PLANT LTD	Logistics & Distribution of LPG	CYPRUS	32%	EQUITY
JUGOPETROL AD	Marketing	ΜONTENEGRO	54%	FULL
GLOBAL ALBANIA S.A.	Marketing	ΑLBANIA	100%	FULL
SAFCO S.A.	Airport Fueling	GREECE	33%	EQUITY
RES, Power & Gas
HELLENiQ RENEWABLES SINGLE MEMBER S.A.	Energy	GREECE	100%	FULL
ENERGIAKI SERVION S.A.	Energy	GREECE	100%	FULL

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HELLENiQ ENERGY

Statements of BoD members	Board of Directors' Report	Full Year Financial Statements	Auditors' Report

ENERGIAKI PYLOY METHONIS S.A.	Energy	GREECE	100%	FULL
HELLENiQ RENEWABLES WIND FARMS OF EVIA S.A.	Energy	GREECE	100%	FULL
TANAGRA SOLAR ENERGEIAKI S.A.	Energy	GREECE	100%	FULL
S.AETHER ENERGEIAKI S.A.	Energy	GREECE	100%	FULL
HELLENiQ RENEWABLES WIND FARMS OF MANI S.A.	Energy	GREECE	100%	FULL
KOZILIO PRIME S.A.	Energy	GREECE	100%	FULL
FENSOL HOLDING LTD	Energy	CYPRUS	100%	FULL
FENSOL S.M.	Energy	GREECE	100%	FULL
ATEN ENERGY S.A.	Energy	GREECE	100%	FULL
KOZILIO 1	Energy	GREECE	100%	FULL
WINDSPUR S.A.	Energy	GREECE	100%	FULL
HELPE ENERGY FINANCE CYPRUS LIMITED	Energy	CYPRUS	100%	FULL
HELPE RENEWABLES CYPRUS LIMITED	Energy	CYPRUS	100%	FULL
HELLENiQ RENEWABLES CYPRUS LYTHRODONTAS LIMITED	Energy	CYPRUS	100%	FULL
HELLENiQ RENEWABLES CYPRUS AGIA VARVARA LIMITED	Energy	CYPRUS	100%	FULL
HELLENiQ RENEWABLES CYPRUS ALAMINOS LIMITED	Energy	CYPRUS	100%	FULL
HELLENiQ RENEWABLES CYPRUS PACHNA LIMITED	Energy	CYPRUS	100%	FULL
HELLENiQ RENEWABLES CYPRUS POLITIKO LIMITED	Energy	CYPRUS	100%	FULL
HELLENiQ RENEWABLES CYPRUS PAPHOS LIMITED	Energy	CYPRUS	100%	FULL
EKO ENERGY CYPRUS	Energy	CYPRUS	100%	FULL
RES ZEUS ELECTRICITY COMPANY LIMITED	Energy	CYPRUS	100%	FULL
SOLIGHT ELECTRICITY COMPANY LIMITED	Energy	CYPRUS	100%	FULL
FRONTERA ENERGEIAKI S.A.	Energy	GREECE	100%	FULL
SANTIAM INVESTMENT I LTD	Energy	CYPRUS	100%	FULL
SANTIAM INVESTMENT II LTD	Energy	CYPRUS	100%	FULL
SANTIAM INVESTMENT III LTD	Energy	CYPRUS	100%	FULL
SANTIAM INVESTMENT IV LTD	Energy	CYPRUS	100%	FULL
SANTIAM INVESTMENT V LTD	Energy	CYPRUS	100%	FULL
SANTIAM INVESTMENT VI LTD	Energy	CYPRUS	100%	FULL
HELLENiQ RES ROMANIA S.R.L.	Energy	ROMANIA	100%	FULL
HELLENiQ RES ROM ALPHA S.R.L.	Energy	ROMANIA	100%	FULL
HELIOS & WIND SRL	Energy	ROMANIA	100%	FULL
DUO GREEN POWER SRL	Energy	ROMANIA	100%	FULL
ANSTHALL GREEN ENERGY S.R.L	Energy	ROMANIA	100%	FULL
NEAMT GREEN ENERGY SRL	Energy	ROMANIA	100%	FULL
DUO RENEWABLE ENERGY SRL	Energy	ROMANIA	100%	FULL
AKTINA XIROCHORIOU S.A	Energy	GREECE	100%	FULL
GREEN POWER KILKIS S.A	Energy	GREECE	100%	FULL
SOLARPROJECT  STAAT VAST I	Energy	GREECE	100%	FULL
ABO Energy Hellas S.A.	Energy	GREECE	100%	FULL
DECOPENTRA S.A.	Energy	GREECE	100%	FULL
HELIOPOLIS 1 SINGLE MEMBER S.A.	Energy	GREECE	100%	FULL
HELIOPOLIS 2 SINGLE MEMBER S.A.	Energy	GREECE	100%	FULL
HELIOPOLIS 3 SINGLE MEMBER S.A.	Energy	GREECE	100%	FULL
HELIOPOLIS 7 SINGLE MEMBER S.A.	Energy	GREECE	100%	FULL
HELIOPOLIS 8 SINGLE MEMBER S.A.	Energy	GREECE	100%	FULL
HELLENiQ RENEWABLES BULGARIA EOOD	Energy	BULGARIA	100%	FULL
AGRO NV PROPERTIES EOOD	Energy	BULGARIA	100%	FULL

410
HELLENiQ ENERGY

Statements of BoD members	Board of Directors' Report	Full Year Financial Statements	Auditors' Report

ENERWAVE S.A.	Energy	GREECE	100%	FULL
HELLENiQ RΕNEWABLES GREVENA PROJECT MAE	Energy	GREECE	100%	FULL
ENERGY STORAGE PC	Energy	GREECE	100%	FULL
DEPA INTERNATIONAL PROJECTS S.A.	Natural Gas	GREECE	35%	EQUITY
ENERGY FLOW SINGLE MEMBER P.C.	Energy	GREECE	100%	FULL
E&P
HELLENiQ UPSTREAM HOLDINGS S.M. S.A.	E&P of hydrocarbons	GREECE	100%	FULL
HELLENiQ UPSTREAM WEST KERKYRA S.M. S.A.	E&P of hydrocarbons	GREECE	100%	FULL
HELLENiQ UPSTREAM SEA OF THRACE S.M. S.A.	E&P of hydrocarbons	GREECE	100%	FULL
HELLENiQ UPSTREAM IONIO S.M. S.A.	E&P of hydrocarbons	GREECE	100%	FULL
HELLENiQ UPSTREAM KIPARISSIAKOS GULF S.M. S.A.	E&P of hydrocarbons	GREECE	100%	FULL
HELLENiQ UPSTREAM WEST CRETE S.M. S.A.	E&P of hydrocarbons	GREECE	100%	FULL
HELLENiQ UPSTREAM SW CRETE S.M. S.A.	E&P of hydrocarbons	GREECE	100%	FULL
HELLENiQ UPSTREAM S.M S.A.	E&P of hydrocarbons	GREECE	100%	FULL
HELLENiQ UPSTREAM SOUTH PELOPONNESE S.M. S.A.	E&P of hydrocarbons	GREECE	100%	FULL
HELLENiQ UPSTREAM SOUTH CRETE I S.M. S.A.	E&P of hydrocarbons	GREECE	100%	FULL
HELLENiQ UPSTREAM SOUTH CRETE II S.M. S.A.	E&P of hydrocarbons	GREECE	100%	FULL
HELPE PATRAIKOS S.A.	E&P of hydrocarbons	GREECE	100%	FULL
Other
HELLENiQ ENERGY INTERNATIONAL GmbH	Holding	AUSTRIA	100%	FULL
HELLENiQ ENERGY FINANCE PLC (former HELLENIC PETROLEUM FINANCE PLC)	Treasury services	U.K	100%	FULL
HELLENiQ ENERGY CONSULTING S.A.	Consulting services	GREECE	100%	FULL
ASPROFOS S.A.	Engineering	GREECE	100%	FULL
HELLENiQ ENERGY DIGITAL S.A.	IT Services	GREECE	100%	FULL
ELPEFUTURE	Energy	GREECE	100%	FULL
HELLENiQ ENERGY REAL ESTATE S.A.	Real Estate	GREECE	100%	FULL
HELLENIQ ENERGY (UK) LIMITED	Dormant	UK	100%	FULL

During the current period, the Group: 

• completed the acquisition of a new company in Greece, “ABO Energy Hellas S.A.”, and six affiliated entities

“Decopentra S.A.”, “HELIOPOLIS 1 SINGLE MEMBER S.A.”, “HELIOPOLIS 2 SINGLE MEMBER S.A.”,

“HELIOPOLIS 3 SINGLE MEMBER S.A.”, “HELIOPOLIS 7 SINGLE MEMBER S.A.” and “HELIOPOLIS 8 SINGLE

MEMBER S.A.”., which are wholly owned subsidiaries of HELLENiQ RENEWABLES S.M. S.A..

• established a new company in Bulgaria, “HELLENiQ RENEWABLES BULGARIA EOOD”, a wholly owned

subsidiary of HELLENiQ RENEWABLES S.M. S.A..

• completed the acquisition of a new company in Bulgaria, “Agro NV Properties EOOD”, a wholly owned

subsidiary of HELLENiQ RENEWABLES BULGARIA EOOD.

411
HELLENiQ ENERGY

Statements of BoD members	Board of Directors' Report	Full Year Financial Statements	Auditors' Report

• completed the acquisition of a new company in Romania, “ANSTHALL GREEN ENERGY S.R.L”, a wholly

owned subsidiary of HELLENiQ RES ROMANIA S.R.L..

• completed the acquisition of the remaining 50% stake in "ELPEDISON B.V.", which is the parent company of

ENERWAVE S.A. (former ELPEDISON S.A.). In December 2025, the liquidation of "ELPEDISON B.V." was

completed.

• in November 2025, a notification to formally rename Elpedison S.A. to Enerwave S.A. was submitted to  the

General Commercial Registry.

• established three new companies in Greece, "HELLENiQ UPSTREAM SOUTH PELOPONNESE S.M. S.A.",

"HELLENiQ UPSTREAM SOUTH CRETE I S.M. S.A." and "HELLENiQ UPSTREAM SOUTH CRETE II S.M. S.A.",

which are wholly owned subsidiaries of HELLENiQ UPSTREAM HOLDINGS S.M. S.A..

• completed the acquisition of a new company in Romania, “Helios & Wind Energy S.R.L.”, a wholly owned

subsidiary of HELLENiQ RES ROMANIA S.R.L..

• completed the acquisition of a new company in Greece, “ENERGY STORAGE P.C.”, which is the parent

company of "ENERGY FLOW S.M. S.A.". “ENERGY STORAGE P.C.” is  a wholly owned subsidiary of HELLENiQ

RENEWABLES S.M. S.A..

• established a new company in Greece "HELLENiQ Renewables Grevena Project", which is a wholly owned

subsidiary of HELLENiQ RENEWABLES S.M. S.A..

37.Events Occurring after the Reporting Period

On February 16^th 2026, the joint business scheme of Chevron/HELLENiQ ENERGY and the Greek State signed four

Lease Agreements with respect to the granting of exploration and production of hydrocarbons rights in four new

offshore E&P areas (A2, South Peloponnese, South Crete I, South Crete II). Next and final step of the process is the

ratification of the Lease Agreements by the Greek Parliament, which is expected to be finalized by the end of the

first quarter of 2026.

Other than the events already disclosed in Note  31, no other significant events took place after the end of the

reporting period and up to the date of the publication of the consolidated and Company financial statements.

	ERNST & YOUNG (HELLAS) Certified Auditors-Accountants S.A. 8B Chimarras str., Marousi 151 25 Athens, Greece	Tel.: 210 2886 000 ey.com

Independent Auditor’s Report

To the Shareholders of HELLENiQ ENERGY Holdings S.A.

Report on the Audit of the Separate and Consolidated Financial Statements

Opinion

We have audited the accompanying separate and consolidated financial statements of HELLENiQ ENERGY

Holdings S.A. (the “Company”), which comprise the separate and consolidated statements of financial position as at

December 31, 2025, and the separate and consolidated statements of comprehensive income, changes in equity

and cash flows for the year then ended, and notes to the financial statements, including material accounting policy

information.

In our opinion, the accompanying separate and consolidated financial statements present fairly in all material

respects, the financial position of HELLENiQ ENERGY Holdings S.A. and its subsidiaries (“the Group”) as at

December 31, 2025 and their financial performance and their cash flows for the year then ended in accordance with

International Financial Reporting Standards (“IFRS”), as endorsed by the European Union. 

Basis for Opinion

We conducted our audit in accordance with International Standards on Auditing (“ISAs”), as incorporated in Greek

Law. Our responsibilities under those standards are further described in the “Auditor’s Responsibilities for the Audit

of the Separate and Consolidated Financial Statements” section of our report. We remained independent of the

Company and the Group throughout the period of our appointment in accordance with the International Ethics

Standards Board for Accountants’ Code of Ethics for Professional Accountants (“IESBA Code”), as incorporated in

Greek Law and applicable to audits of public interest entities’ financial statements, together with the ethical

requirements that are relevant to the audit of the separate and consolidated financial statements in Greece, and we

have fulfilled our other ethical responsibilities in accordance with these requirements and the IESBA Code. We

believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Key audit matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of

the separate and consolidated financial statements of the current period. These matters and the related risks of

material misstatement were addressed in the context of our audit of the separate and consolidated financial

statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these

matters.

For each matter below, our description of how our audit addressed the matter is provided in that context.

We have fulfilled the responsibilities described in the “Auditor’s Responsibilities for the Audit of the Separate and

Consolidated Financial Statements” section of our report, including in relation to these matters. Accordingly, our

audit included the performance of procedures designed to respond to our assessment of the risks of material

misstatement of the separate and consolidated financial statements. The results of our audit procedures, including

the procedures performed to address the matters below, provide the basis for our audit opinion on the

accompanying separate and consolidated financial statements.

1

A member firm of Ernst & Young Global Limited

Key audit matter	How our audit addressed the key audit matter
Assessing impairment of non-current assets (separate and consolidated financial statements)
At December 31, 2025, the consolidated statement of financial position includes property, plant and equipment of €4.2 billion, Right-of-Use assets of €281 million and investments in associates and joint ventures of €38 million. The statement of financial position of the Company includes investments in subsidiaries, associates and joint ventures of €2.1 billion. Under IFRS, an entity is required to assess at the end of each reporting period whether impairment indicators exist for its assets. Changes in the forecasted crude oil prices, the level of refining margins, the economic activity and the euro to dollar exchange rate, significantly affect the operations and financial position of the Company and the Group and could have a significant impact on the recoverable amounts of their non-current assets. Determining the recoverable amount of an asset or a cash generating unit involves exercise of significant management judgment and estimates. The uncertainties related to global economic developments and the geopolitical tensions, as well as the consequences in the industry due to the energy transition, increase the inherent uncertainty embedded in making estimates about future prices and cash flows. Moreover, significant judgment may be required for the determination of the appropriate level at which the recoverable amount is to be determined, by assessing the lowest level of assets for which there are separately identifiable cash inflows. Given the materiality of balances of non-current assets (property, plant and equipment, right-of-use assets, investments in associates and joint ventures) in the consolidated statement of financial position and in the statement of financial position of the Company (investments in subsidiaries, associates and joint ventures), the inherent uncertainty in making estimates and assumptions in light also of the changing economic environment, we consider non-current assets’ assessment for impairment a key audit matter. The Company’s and Group’s disclosures regarding their accounting policy, judgments and estimates used in the assessment for impairment of their non-current assets are in notes 2.10, 4, 6, 7 and 9 of the separate and consolidated financial statements.	Our work included, but was not limited to, the following procedures: • We evaluated management’s assessment of the potential impairment indicators, focusing on whether indicators exist, including by comparing actual performance to that budgeted, analyzing reasons for any deviations and considering whether these may affect future performance, as well as assessing historical accuracy of management’s budgets and forecasts. • For the assets where impairment indicators were identified, and hence an impairment test performed by management, we assessed with the assistance of our own internal specialists: (i) the assumptions and methodologies used by management to determine the recoverable amount of assets (or cash generating units) and (ii) the level at which the recoverable amount was determined (asset or cash generating unit). • Where impairment tests were performed by the Company and the Group, we used external data, as applicable, in assessing the assumptions and estimates used by management. We compared the estimates used by management to externally available financial data, where available, as well as performed sensitivity analyses for possible reasonable changes to the most significant inputs. • We also assessed the adequacy of the Company’s and the Group’s disclosures in the separate and consolidated financial statements with respect to the above matters.

2

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Key audit matter	How our audit addressed the key audit matter
Recoverability of trade receivables (consolidated financial statements)
Included in the gross balance of trade receivables in Note 12 of the consolidated financial statements as at 31 December 2025 is a total amount of €345 million, relating to the Group’s domestic marketing activities and its electricity and natural gas generation, supply and trading operations. Against this balance, the Group has recognised a total impairment allowance of €130 million as at year‑end. Management assesses the recoverability of trade receivables, and estimates a loss allowance for expected credit losses, considering, among others, its experience with collection trends in the marketing segment and electricity generation, supply and trading sector, the current economic conditions and the securities and collaterals obtained from specific customers. The assessment for impairment of trade receivables requires significant management judgment in assessing the trade debtors’ ability to pay, the expected time of collection, the valuation of collaterals held, and an estimation of future market conditions. Moreover, considering the current economic environment, significant management judgment is required to incorporate in this assessment the potential effects of the inflationary pressures, in assessing any significant increase in credit risk and other forward-looking information. Thus, we have considered the recoverability of trade receivables a key audit matter. The Group’s disclosures regarding trade receivables, the related risks such as credit risk and the aging of trade receivables are included in notes 3.1(b) and 12 of the consolidated financial statements, while note 4 discloses the Group’s significant accounting judgments and estimates.	Our work included, but was not limited to, the following procedures: • We obtained an understanding of the Group’s process to monitor trade receivables, including its credit control procedures and the factors considered in estimating the provision for expected credit losses. We evaluated whether the process is in line with IFRS. • We evaluated the Group’s policy and key assumptions used for recording a provision for expected credit losses on trade receivables, including the valuation of collaterals obtained from specific customers with the involvement of our specialists in the valuation of real estate market. In this process we evaluated whether there are any significant changes to the valuation of collaterals taking into consideration possible effects of inflationary pressures. • We reviewed minutes of the Group’s credit review committee and obtained and assessed legal letters, where applicable, to corroborate management’s assumptions on recoverability of trade receivables. • We also assessed the adequacy of the Group’s disclosures in the consolidated financial statements with respect to the above matters.

3

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Key audit matter	How our audit addressed the key audit matter
Uncertain tax positions (consolidated financial statements)
As disclosed in note 33 of the consolidated financial statements as of December 31, 2025, the Group has certain open legal disputes mainly (but not solely) relating to tax audits by the Greek tax authorities. In addition, the tax authorities reserve the right for future tax audits within the statute of limitation deadlines. The accounting for uncertain tax positions requires significant judgment by management mainly in assessing whether it is probable that the taxation authorities will accept an uncertain tax treatment and how to reflect the effect of uncertainty in determining the related taxable profit (tax loss), tax bases, unused tax losses or unused tax credits. Given the complex and changing tax environment, and the time taken for the judicial process to result in a final position in case of a dispute, high level of management judgment and estimates are involved in assessing uncertain tax positions, thus we considered the uncertain tax positions as a key audit matter. The Group’s disclosures about Uncertain Tax Positions are included in notes 29 and 33 of the consolidated financial statements, while notes 2.18 and 4 refer to the Group’s accounting policies and significant judgments and estimates.	Our work included, but was not limited to, the following procedures: • Together with our professionals specialized in tax matters we updated our prior years’ assessment of the Group’s open tax audits and the relevant legal cases. • We assessed the outcome of tax and legal cases concluded in 2025, comparing to the estimates and assumptions made by management in previous years. • We evaluated management’s estimates for the uncertain tax and related legal positions considering legal advice (from external and internal lawyers) and tax advice received by the Group, as considered necessary. • We also assessed the adequacy of the Group’s disclosures in the consolidated financial statements with respect to the above matters.

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Other information

Management is responsible for the other information in the Annual Financial Report. The other information,

includes the Board of Directors’ Report, for which reference is also made in section “Report on Other Legal and

Regulatory Requirements”, the Statements of the Members of the Board of Directors, and any other information

either required by law or voluntarily incorporated by the Company in its Annual Financial Report prepared in

accordance with Law 3556/2007, but does not include the separate and consolidated financial statements and our

auditor’s report thereon.

Our opinion on the separate and consolidated financial statements does not cover the other information and we do

not express any form of assurance conclusion thereon.

In connection with our audit of the separate and consolidated financial statements, our responsibility is to read the

other information identified above and, in doing so, consider whether the other information is materially

inconsistent with the separate and consolidated financial statements, or our knowledge obtained in the audit, or

otherwise appears to be materially misstated. If, based on the work we have performed, we conclude that there is a

material misstatement of this other information, we are required to report that fact. We have nothing to report in

this regard.

Responsibilities of the Management and Those Charged with Governance for the Separate and Consolidated

Financial Statements

Management is responsible for the preparation and fair presentation of the separate and consolidated financial

statements in accordance with International Financial Reporting Standards as endorsed by the European Union,

and for such internal control as management determines is necessary to enable the preparation of separate and

consolidated financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the separate and consolidated financial statements, management is responsible for assessing the

Company’s and Group’s ability to continue as a going concern, disclosing, as applicable, matters related to going

concern and using the going concern basis of accounting unless management either intends to liquidate the

Company and the Group or to cease operations, or has no realistic alternative but to do so.

The Company’s Audit Committee (Article 44, Law 4449/2017) is responsible for overseeing the Company’s and the

Group’s financial reporting process.

Auditor’s Responsibilities for the Audit of the Separate and Consolidated Financial Statements

Our objectives are to obtain reasonable assurance about whether the separate and consolidated financial

statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s

report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an

audit conducted in accordance with ISAs, as incorporated in Greek Law, will always detect a material misstatement

when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the

aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of

these separate and consolidated financial statements.

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A member firm of Ernst & Young Global Limited

Αs part of an audit in accordance with ISAs, as incorporated in Greek Law, we exercise professional judgment and

maintain professional scepticism throughout the audit. We also:

• Identify and assess the risks of material misstatement of the separate and consolidated financial statements,

whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain

audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a

material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve

collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

• Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are

appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the

Company’s and the Group’s internal control.

• Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates

and related disclosures made by management.

• Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based

on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that

may cast significant doubt on the Company’s and the Group’s ability to continue as a going concern. If we

conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the

related disclosures in the separate and consolidated financial statements or, if such disclosures are

inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date

of our auditor’s report. However, future events or conditions may cause the Company and the Group to cease

to continue as a going concern.

• Evaluate the overall presentation, structure and content of the separate and consolidated financial

statements, including the disclosures, and whether the separate and consolidated financial statements

represent the underlying transactions and events in a manner that achieves fair presentation.

• Plan and perform the group audit to obtain sufficient appropriate audit evidence regarding the financial

information of the entities or business units within the Group as a basis for forming an opinion on the

consolidated financial statements. We are responsible for the direction, supervision and review of the audit

work performed for the purposes of the group audit. We remain solely responsible for our audit opinion.

We communicate with those charged with governance regarding, among other matters, the planned scope and

timing of the audit and significant audit findings, including any significant deficiencies in internal control that we

identify during our audit.

We also provide those charged with governance with a statement that we have complied with relevant ethical

requirements regarding independence, and to communicate with them all relationships and other matters that

may reasonably be thought to bear on our independence, and where applicable, related safeguards.

From the matters communicated with those charged with governance, we determine those matters that were of

most significance in the audit of the separate and consolidated financial statements of the current period and are

therefore the key audit matters.

6

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Report on Other Legal and Regulatory Requirements

1. Board of Directors’ Report

Taking into consideration that management is responsible for the preparation of the Board of Directors’ Report and

the Corporate Governance Statement that is included therein, in accordance with the provisions of paragraph 1,

citations aa, ab and b, of article 154C of Law 4548/2018, which do not include the sustainability statement, on

which we have issued a limited assurance report dated February 26^th, 2026 , based on International Standard on

Assurance Engagements 3000 (Revised), we report that:

a)The Board of Directors’ Report includes a Corporate Governance Statement that contains the information

required by article 152 of Law 4548/2018.

b) In our opinion the Board of Directors’ Report has been prepared in accordance with the legal requirements of

articles 150 and 153 of Law 4548/2018, excluding the requirement of paragraph 5A of article 150 of the same law to

submit a sustainability statement, and the content of the Board of Directors’ report is consistent with the

accompanying separate and consolidated financial statements for the year ended December 31, 2025.

c) Based on the knowledge we obtained during our audit, concerning HELLENiQ ENERGY Holdings S.A.  and its

environment, we have not identified information included in the Board of Directors’ Report that contains a material

misstatement.

2. Additional Report to the Audit Committee

Our opinion on the accompanying separate and consolidated financial statements is consistent with our Additional

Report to the Audit Committee of the Company, in accordance with Article 11 of the EU Regulation 537/2014

3. Provision of Non-audit Services

We have not provided in the Company and its subsidiaries any prohibited non-audit services per Article 5 of the EU

Regulation 537/2014.

Permissible non-audit services provided by us to the Company and its subsidiaries during the year ended December 31,

2025, are disclosed in Note 24 of the accompanying separate and consolidated financial statements.

4. Appointment of the Auditor

We were firstly appointed as auditors of the Company by the Shareholders’ General Assembly on June 23rd, 2017. Our

appointment has been renewed annually by virtue of decisions of the annual general meetings of the shareholders for a

continuous period of 9 years.

5. Rules of Procedure

The Company has in place Rules of Procedure, the context of which is in accordance with the provisions of article 14 of Law

4706/2020.

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Α member firm of Ernst & Young Global Limited

6. Reasonable Assurance report on the European Single Electronic Format

Subject Matter

We have been engaged to perform a reasonable assurance engagement in order to examine the digital files of HELLENiQ

ENERGY Holdings S.A., prepared in accordance with the European Single Electronic Format (“ESEF”), which includes the

separate and consolidated financial statements of the Company and the Group for the year ended December 31, 2025 in

XHTML format and the XBRL file “213800YUBJMZYR1SNG35-2025-12-31-en.zip” with appropriate tagging on the

aforementioned consolidated financial statements, including the explanatory notes, (the “Subject Matter”), and report

about whether the Subject Matter is prepared in accordance with the Applicable Criteria.

Applicable Criteria

The Applicable Criteria for the European Single Electronic Format (ESEF) are defined in the EU Delegated

Regulation 2019/815, as amended by the EU Delegated Regulation 2020/1989 of the European Commission (the

“ESEF Regulation”) and the Interpretative Communication of the European Commission 2020/C 379/01 dated 10

November 2020, as required by Law 3556/2007 and the relevant communications of the Hellenic Capital Market

Commission and the Athens Stock Exchange. 

The Applicable Criteria provide, among others, the following requirements:

• all annual financial reports should be prepared in XHTML format.

• for the consolidated financial statements prepared in accordance with International Financial Reporting

Standards, the financial information included in the statement of comprehensive income, the statement of

financial position, the statement of changes in equity and the statement of cash flows, as well as the financial

information included in the explanatory notes, should be marked-up (XBRL tags and block tag), according to

the Taxonomy of ESEF (ESEF Taxonomy) as applicable. The technical specifications for ESEF, including the

relevant taxonomy, are set out in the ESEF Regulatory Technical Standards.

Responsibilities of Management and Those Charged With Governance

Management is responsible for the preparation and submission of the separate and consolidated financial

statements of the Company and the Group for the year ended December 31, 2025, in accordance with the

Applicable Criteria, and for such internal control as management determines is necessary to enable the preparation

of the digital files that are free from material misstatement, whether due to fraud or error.

Auditor’s Responsibilities

Our responsibility is to issue this report regarding the evaluation of the Subject Matter, based on the work

performed, which is described below in the section “Scope of work performed”.

We conducted our engagement in accordance with the International Standard on Assurance Engagements 3000

(Revised), "Assurance Engagements Other Than Audits or Reviews of Historical Financial Information” (ISAE 3000).

ISAE 3000 requires that we plan and perform our engagement to obtain reasonable assurance for the evaluation of

Subject Matter in accordance with the Applicable Criteria. As part of the procedures performed, we assess the risk

of material misstatement of the information related to the Subject Matter.

We believe that the evidence we have obtained is sufficient and appropriate to provide a reasonable basis for our

conclusion.

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A member firm of Ernst & Young Global Limited

Professional ethics and quality management

We remained independent of the Company and the Group throughout the period of this assignment, and we have complied with

the requirements of International Ethics Standards Board for Accountants’ Code of Ethics for Professional Accountants (IESBA

Code), the ethical and independence requirements of Law 4449/2017 and the EU Regulation 537/2014.

Our audit firm applies the International Standard on Quality Management (ISQM) 1, “Quality Management for Firms that Perform

Audits or Reviews of Financial Statements, or Other Assurance or Related Services engagements”, which requires that we design,

implement and operate a system of quality management including policies or procedures regarding compliance with ethical

requirements, professional standards and applicable legal and regulatory requirements.

Scope of work performed

The assurance engagement we performed is limited to the objectives included in the Decision 214/4/11-02-2022 of the Board of

Directors of the Hellenic Accounting and Auditing Standards Oversight Board and the guiding instructions to auditors in

connection with their assurance engagement on the European Single Electronic Format (ESEF) of public issuers in regulated

Greek markets, as issued by the Institute of Certified Public Accountants of Greece on 14 February 2022, in order to obtain

reasonable assurance that the separate and consolidated financial statements of the Company and the Group prepared by

management comply, in all material respects, with the Applicable Criteria.

Inherent limitations

Our work is limited to the objectives mentioned in the section “Scope of work performed” for obtaining reasonable assurance

based on the procedures described. In this context, the work we performed could not guarantee that all issues that might be

considered material weaknesses would be disclosed.

Conclusion

Based on the procedures performed and the evidence obtained, we express the conclusion that the separate and consolidated

financial statements of the Company and the Group for the year ended  December 31, 2025, in XHTML file format, as well as the

required XBRL file “213800YUBJMZYR1SNG35-2025-12-31-en.zip” with appropriate tagging on the aforementioned consolidated

financial statements, including the explanatory notes, have been prepared and presented, in all material respects, in accordance

with the Applicable Criteria.

Athens, 26 February 2026

The Certified Auditor Accountant

Andreas Hadjidamianou

SOEL R.N. 61391

ERNST & YOUNG (HELLAS)

Certified Auditors – Accountants S.A.

8B Chimarras

151 25 Maroussi, Greece

Company SOEL R.N. 107

Legal Name: ERNST & YOUNG (HELLAS) Certified Auditors-Accountants S.A.

Distinctive title: ERNST & YOUNG

Legal form: Societe Anonyme

Registered seat: Chimarras 8Β, Maroussi, 15125

General Commercial Registry No: 000710901000

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	ERNST & YOUNG (HELLAS) Certified Auditors-Accountants S.A. 8B Chimarras str., Marousi 151 25 Athens, Greece	Tel.: 210 2886 000 ey.com

Independent Practitioner’s Limited Assurance Report on HELLENiQ ENERGY Holdings S.A.

Sustainability Statement 

To the shareholders of HELLENiQ ENERGY Holdings S.A.

We have conducted a limited assurance engagement on the consolidated Sustainability Statement of HELLENiQ

ENERGY Holdings S.A. (hereinafter the “Company”) and its subsidiaries (collectively referred to as the “Group”),

included in the Sustainability Statement section of the consolidated Board of Directors’ Report (hereinafter the

“Sustainability Statement”), for the period from 01.01.2025 to 31.12.2025.

Limited assurance conclusion                 

Based on the procedures we have performed, as described below in the paragraph “Scope of Work Performed”, as

well as the evidence obtained, nothing has come to our attention that causes us to believe that:

• the Sustainability Statement is not prepared, in all material respects, in accordance with article 154 of L.

4548/2018 as amended by L. 5164/2024 and in effect, with which it was incorporated into Greek legislation

the article 29(a) of EU Directive 2013/34/EU;

• the Sustainability Statement does not comply with the European Sustainability Reporting Standards

(hereinafter “ESRS”), in accordance with Regulation (EU) 2023/2772 of the Commission of 31 July 2023 and

Directive (EU) 2022/2464 of the European Parliament and of the Council of 14 December 2022;

• the process carried out by the Company for the identification and assessment of material impacts, risks and

opportunities (the "Process"), as set out in section “IRO-1 - Description of the Processes to Identify and

Assess Material IROs” of the Sustainability Statement, does not comply with "Requirement IRO-1-

Description of the processes to identify and assess material impacts, risks and opportunities" of ESRS 2

"General Disclosures"; 

• the disclosures of section “EU Taxonomy Report” of the Sustainability Statement do not comply with article

8 of EU Regulation 2020/852.

Basis for the conclusion 

The limited assurance engagement was conducted in accordance with International Standard on Assurance

Engagements (ISAE) 3000 (Revised) “Assurance Engagements Other than Audits or Reviews of Historical

Financial Information” (hereinafter “ISAE 3000”).

The procedures in a limited assurance engagement vary in nature and timing from, and are less in extent than for,

a reasonable assurance engagement. Consequently, the level of assurance obtained in a limited assurance

engagement is substantially lower than the assurance that would have been obtained had a reasonable assurance

engagement been performed.

Our responsibilities are further described in the “Practitioner’s Responsibilities” section.

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Professional Ethics and Quality Management

We are independent from the Company and its consolidated subsidiaries, throughout this work and have complied

with the requirements of the Code of Ethics for Professional Accountants issued by the International Ethics

Standards Board for Accountants (IAS Code), the ethics and independence requirements of L.4449/2017 and EU

Regulation 537/2014.

Our firm applies the International Standard on Quality Management (ISQM) 1 “Quality Management for Firms that

Perform Audits or Reviews of Financial Statements, or Other Assurance or Related Services engagements” and

consequently maintains a comprehensive quality management system, which includes documented policies and

procedures regarding compliance with ethical requirements, professional standards, and applicable legal and

regulatory requirements.

We believe that the evidence we have obtained is sufficient and appropriate to provide a basis for our conclusion.

Responsibilities of the Company’s Management for the Sustainability Statement

The Company’s Management is responsible for designing and implementing an appropriate Process to identify

the information reported in the Sustainability Statement in accordance with the ESRS and for disclosing this

Process in section “IRO-1 - Description of the Processes to Identify and Assess Material IROs” of the Sustainability

Statement.

More specifically, this responsibility includes:

• The understanding of the context in which the Group activities and business relationships take place and

developing an understanding of its affected stakeholders.

• The identification of the actual and potential impacts (both negative and positive) related to sustainability

matters, as well as risks and opportunities that affect, or could reasonably be expected to affect, the Group’s

financial position, financial performance, cash flows, access to finance or cost of capital over the short-,

medium-, or long-term.

• The assessment of the materiality of the identified impacts, risks and opportunities related to sustainability

matters by selecting and applying appropriate thresholds and

• The making of assumptions that are reasonable in the circumstances.

The Company’s Management is further responsible for the preparation of the Sustainability Statement, in

accordance with article 154 of L. 4548/2018, as amended with L. 5164/2024 and in force, by which article 29(a) of

EU Directive 2013/34 was incorporated into Greek legislation.

In this context, the Company’s Management is responsible for:

• The compliance of the Sustainability Statement with the ESRS.

• The preparation of the disclosures in section “EU Taxonomy Report” of the Sustainability Statement, in

compliance with Article 8 of EU Regulation 2020/852.

• The design and implementation of such internal controls that management determines are necessary to

enable the preparation of the Sustainability Statement, that is free from material misstatement, whether

due to fraud or error.

• The selection and implementation of appropriate reporting methods and making assumptions and

estimates about individual sustainability disclosures within the Sustainability Statement that are reasonable

in the circumstances.

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The Company’s Sustainability Committee is responsible for supervising the drafting process of the Company’s

Sustainability Statement.

Inherent limitations in preparing the Sustainability Statement

In reporting forward-looking information in accordance with ESRS, the Company’s Management is required to

prepare the forward-looking information on the basis of disclosed assumptions, about events that may occur in

the future and possible future actions by the Group. The actual outcome is likely to be different since anticipated

events frequently do not occur, as expected.

As stated in section “ESRS 2 IRO-1 - Description of the Processes to Identify and Assess Material Climate-Related

IROs” of the Sustainability Statement, the information incorporated in the relevant disclosures is based, among

other things, on climate-related scenarios, which are subject to inherent uncertainty regarding the likelihood,

timing or impact of potential future natural and transient climate-related impacts.

Our work covered the items specified in the “Scope of Work Performed” section to obtain limited assurance based

on the procedures included in the Program, as this is defined in that section. Our work does not constitute an audit

or review of historical financial information, in accordance with applicable International Standards on Auditing or

International Standards on Review Engagements and therefore we do not express any assurance other than those

listed in the "Scope of Work Performed" section.

Practitioner’s responsibilities

This limited assurance report has been drawn up based on the provisions of Article 154C of L. 4548/2018 and

Article 32A of L.4449/2017.

Our responsibility is to plan and perform the assurance engagement to obtain limited assurance about whether

the Sustainability Statement is free from material misstatement, whether due to fraud or error, and to issue a

limited assurance report that includes our conclusion. Misstatements can arise from fraud or error and are

considered material if, individually or in the aggregate, they could reasonably be expected to influence decisions of

users taken on the basis of the Sustainability Statement as a whole.

As part of a limited assurance engagement in accordance with ISAE 3000 (Revised), we exercise professional

judgment and maintain professional scepticism throughout the engagement.

Our responsibilities in respect of the Sustainability Statement, in relation to the Process, include:

• Carrying out risk assessment procedures, including an understanding of the relevant internal control gaps,

to identify risks related to whether the Process, followed by the Group to determine the information referred

to in the Sustainability Statement, does not cover the applicable requirements of the ESRS, but not for the

purpose of providing a conclusion regarding the effectiveness of the internal controls on the Process, and

• Designing and carrying out procedures to assess whether the Process for identifying the information

referred to in the Sustainability Statement is consistent with the description of the Process, as disclosed in

section “IRO-1 - Description of the Processes to Identify and Assess Material IROs” of the said Statement.

Moreover, we are responsible for:

• Performing risk assessment procedures, including an understanding of the relevant internal control mechanisms,

to identify those disclosures that are likely to be materially misstated, whether due to fraud or error, but not for the

purpose of providing a conclusion on the effectiveness of the Group's internal control mechanisms.

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• Designing and carrying out procedures related to those disclosures of the consolidated Sustainability

Statement, in which a material error is likely to occur. The risk of not detecting a material misstatement

arising from fraud is higher than that arising from error, as fraud may involve collusion, forgery, intentional

omissions, misrepresentations or the circumvention of internal control barriers.

Scope of Work Performed

Our work includes performing procedures and obtaining assurance evidence for the purpose of deriving a limited

assurance conclusion and covers only the procedures provided for in the limited assurance program issued by the

ELTE Board of Directors with decision number 262/22.01.2025, as it was formed for the purpose of issuing a

limited assurance report on the Group's Sustainability Statement.

Our procedures were designed to obtain a limited level of assurance on which to base our conclusion and do not

provide all of the evidence that would be required to provide a reasonable level of assurance.

Athens, 26 February 2026

Certified Auditor Accountant

Andreas Hadjidamianou

SOEL R.Ν.: 61391

ERNST & YOUNG (HELLAS)

Certified Auditors Accountants S.A.

Chimarras 8Β

151 25 Maroussi, Greece

Company SOEL R.N.: 107

Legal Name: ERNST & YOUNG (HELLAS) Certified Auditors-Accountants S.A.

Distinctive title: ERNST & YOUNG

Legal form: Societe Anonyme

Registered seat: Chimarras 8Β, Maroussi, 15125

General Commercial Registry No: 000710901000

4

A member firm of Ernst & Young Global Limited