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HELLENiQ ENERGY Holdings S.A.
Annual Financial Report, Financial Year 2023
HELLENiQ ENERGY Holdings S.A.
Annual Financial Report
Financial Year 2023
Companies Registration Number 296601000
Maroussi, February 2024
CONTENTS

1. Statements of Members of the Board of Directors | 5
2. Board of Directors’ Report 202 3 |  | 7
| A. The Company and the Group | 12
| B. Major Events of Financial Year 20 23 | 21
| C. Review per Segment | 39
| D. Corporate Governance Statement | 46
| E. Activity Report of Audit Committee | 80
| F. Strategic Goals and Prospects | 92
| G. Main Risks and Uncertainties for the Next Financial Year | 95
| H. Selected Alternative Performance Measures | 99
| I. Related Party Transactions | 103
| J. Non-Financial Information | 108
| K. Board of Directors Explanatory Report | 157
| L. Appendix | 160
3. Full Year Audited Financial Statements |  | 169
4. 4. Independent Certified Auditor – Accountant’s A udit Report | 277

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Pursuant to the provisions of article 4, par. 2c, Law No. 3556/2007, we
Ioannis Papathanassiou, Chair 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 the parent company HELLENiQ ENERGY Holdings S.A. for 2023, 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 performance, results of operations and
financial position of the parent company HELLENiQ ENERGY Holdings S.A. and of the companies included in the
consolidation taken as a whole, as well as a description of the main risks and uncertainties they face.
Maroussi, 29 February 2024
By authority of the Board of Directors

The Chair of the Board of Directors | The Chief Executive Officer | The Deputy Chief Executive Officer and General Manager Group Strategic Planning & New Activities
Ioannis Papathanassiou | Andreas Shiamishis | Georgios Alexopoulos

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BoD Report Contents

A. The Company and the Group | 12
| A.1 The Group at a Glance | 13
| A.2 HELLENiQ ENERGY (Parent Company) | 14
| A.3 Main Group Activities | 15
B. Main Events of Financial Year 2023 | 21
| B.1 Business Environment | 21
| a)Global Economy | 21
| b)Financial Indicators | 22
| c)Industry Environment | 23
| d)Greek E conomy | 29
| B.2 Business Developments | 30
| a)Financial Highlights | 30
| b)Share Performance | 31
| c)Key Developments | 32
| d)Digital Transformation | 34
| e)Geopolitical Events | 37
| f)Significant Events after the end of the Reporting Period | 38
C. Review per Segment – Performance and Financial Position | 39
| a)Refining, Supply and Trading | 39
| b)Petrochemicals | 39
| c)Marketing | 40
| d)Renewable Energy Sources (RES) | 41

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| e)Power and Gas | 42
| f)Exploration and Production of Hydrocarbons | 44
| g)Electromobility | 45
D. Corporate Governance Statement | 46
| D.1 Corporate Governance Code | 47
| D.2 Deviations from the Corporate Governance Code | 48
| D.3 Other Corporate Governance Practices | 49
| D.4 Main Features of the Systems of Internal Controls and Risk Management | 50
| D.5 Information required per article 10 paragraph 1 of Directive 2004/25/EU on public takeover bids | 54
| D.6 General Meeting and Shareholders’ Rights | 56
| D.7 Composition & Operation of the Board of Directors, Supervisory Bodies and Company Committees | 60
E. Activity Report of Audit Committee | 80
| E.1 Intro duction | 80
| E.2 Purpose of the Committee and its Key Responsibilities | 81
| E.3 Composition of the Committee, Skills and Experience | 83
| E.4 Committee Meetings | 83
| E.5 Financial Reporting & External Audit | 85
| E.6 External Auditors | 86
| E.7 Internal Audit/System of Internal Controls/Regulatory Compliance/ Corporate Governance | 88
| E.8 Sustainable Development Policy | 90
F. Strategic Goals and Prospects | 92
| F.1 Refining, Supply and Trading | 93

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| F.2 Marketing | 93
| F.3 Renewable Energy Sources (RES) | 94
G Main Risks and Uncertainties for the Next Financial Year | 95
| G.1 Financial Risk Management | 96
| G.2 Capital Risk Management | 98
H. Selected Alternative Performance Measures | 99
| H.1 Presentation and Explanation of Use of Alternative Performance Measures | 99
| H.2 Reconciliation of Alternative Performance Measures to the Group’s Financial Statements | 101
I. Related Party Transactions | 103
J. Non-Financial Information | 108
| J.1 HELLENiQ ENERGY Group Business Model | 109
| J.2 EU Taxonomy | 111
| J.3 Health, Safety, Environment and Climate Change | 146
| J.4 Human Resources | 152
| J.5 Society | 154
| J.6 Ethics and Transparency - Code of Conduct | 156
K. Board of Directors’ Explanatory Report | 157
L. Appendix | 160
| L.1 Group Structure | 161
| L.2 BoD Members Resumes | 164

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Introduction
Dear Shareholders,
This Annual Board of Directors’ report of HELLENiQ ENERGY Holdings S.A. (former HELLENIC PETROLEUM
Holdings S.A. hereinafter “HELLENiQ ENERGY” or “Company”), covers the twelve-month period ending
31.12.2023. The report has been prepared in accordance with the relevant provisions of Law 4548/2018, articles
150-154, Law 3556/2007, article 4 and decision 8/754/14.4.2016 of the Hellenic Capital Markets Commission. The
Consolidated and Parent Company Financial Statements have been prepared in accordance with the International
Financial Reporting Standards (IFRS), as endorsed by the European Union.
This report includes a summary of the financial position and results of the Group (HELLENiQ ENERGY) and the
parent company HELLENiQ ENERGY Holdings S.A for the fiscal year 2023., description of significant events that
took place during 2023, a description of anticipated significant risks and uncertainties for the following financial
year, a disclosure of material transactions that took place between the Company and the Group and their related
parties, presentation of qualitative information and estimates relating to the development of operations of the
Company and the Group for the following financial year, as well as presentation of the most significant non-
financial information that may have an impact on the Company and the Group.

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A. The Company and the Group
The Group consists of 72 companies, including the Parent Company, which is listed on the Athens Exchange and
on the London Stock Exchange (through 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
Appendix (Group Structure) of this report.
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
• Marketing (Domestic and International)
• Production and Trading of Petrochemicals
• Electricity Generation (from conventional and renewable energy) & Trading and Natural 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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A1. Group at a Glance

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A.2 HELLENiQ ENERGY (Parent Company)
The Parent Company is listed on the Athens Exchange, while its shares are also traded in the form of GDRs (Global
Depository Receipts) on the London Stock Exchange and its bonds, issued by its subsidiary HELLENiQ ENERGY
Finance Plc (HEF), on the Luxembourg Stock Exchange. Its shareholding structure on 31.12.2023 was:

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A.3 Main Group Activities
The main activities of the Group cover a wide spectrum of the energy sector, rendering HELLENiQ ENERGY one of
the most important energy groups in South-Eastern Europe.
Key points per activity are summarized below:
a) 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.
Activities in Greece
The activities of the subsidiary HELLENIC PETROLEUM R.S.S.O.P.P. 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 65% of the country’s total refining capacity. The three refineries possess a combined storage
capacity of 6.65 million m³ for crude oil and petroleum products.
Each refinery possesses distinctive technical characteristics, which are detailed in the table below. These
characteristics play a significant role in determining their financial performance and profitability.

Refinery | Daily Refining Capacity (Kbpd) | Annual Refining Capacity (mil. MT) | Configuration Type | Nelson Complexity Index
Aspropyrgos | 148 | 7.5 | Cracking (FCC) | 9.7
Elefsina | 106 | 5.3 | Hydrocracking | 12.0
Thessaloniki | 90 | 4.5 | Hydroskimming | 5.8

The international refining environment in 2023 continued to exhibit volatility, albeit to a lesser extent compared to
2022. Both the demand for and production of crude oil were impacted by tensions in Ukraine, the EU's decisions
regarding sanctions against Russia, geopolitical tensions in the Middle East, the decisions made by crude oil
producing nations regarding oil supply, the expansion of global refining capacity due to the operation of new
refineries, and the levels of refinery production, both regionally and globally.
With the exception of higher prices observed during September and October 2023, Brent price remained relatively
stable throughout the year. Prices for natural gas and electricity decreased compared to the particularly high
levels reached in 2022.
Production increased to 14.6 million MT. from 13.0 million MT in 2022, while total sales volume increased to 15.5
million tons (+8.1%). More specifically, exports grew by 19.0%, aviation fuels sales volume increased by 8.8%,
marine fuels sales volume rose by 1.0% and sales volume in the domestic market (excluding heating oil) increased
by 1.0%. Due to the high temperatures that prevailed in 2023, sales of heating oil decreased by 37.7%.
In terms of the refineries’ product mix, middle distillates yield (jet, gasoil and diesel) was shaped at 55%, higher
than 2022, mainly on increased utilization at the Elefsina refinery, with gasoline yield shaping at 22%. Overall, the
proportion of high-added-value products reached 82% while fuel oil yield was reduced to 7%.

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Crude Oil Supply
Crude oil supply is carried out by the Supply & Trading division through a combination of term and spot contracts.
Due to Russia's invasion of Ukraine and the EU sanctions against Russia that followed, the Group halted imports of
Russian crude oil at the end of February 2022 and increased purchases of other grades from the broader region as
well as from Latin America and the Middle East.
In 2023, the primary sources of crude supply were Kazakhstan, Iraq, Libya, Saudi Arabia and Egypt, which
cumulatively accounted for 79% of total crude supplies.
The percentage of intra-refinery transfers of intermediate products and raw materials exceeded 14% of the total
refining feedstock, significantly contributing to the optimization of production, logistics and trading.
Refinery Sales (Wholesale Trading)
HELLENIC PETROLEUM R.S.S.O.P.P. S.A. is engaged in ex-refinery sales of petroleum products to marketing
companies in Greece, including its subsidiary EKO ABEE, as well as to other specific customers, such as the
country’s armed forces, while 50% to 60% of the production is exported. All refined products of the Group comply
with the European standards (Euro VI).
b) Production and Trading of Petrochemicals/Chemicals
Petrochemicals activities comprise the production and marketing of polypropylene, BOPP film and solvents, along
with the trade of imported plastics and chemicals.
Based on its financial contribution, the propylene - polypropylene - BOPP 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 utilised as a raw material in the BOPP film plant in
Komotini.
Approximately 66% of the petrochemicals sales volumes are directed towards the markets of Italy, the Balkans,
the Iberian Peninsula and Turkey, for use as raw materials in local manufacturing.
c) Marketing
The business of Fuels Marketing is divided into Domestic activities, which are carried out through the Greek
subsidiary EKO ABEE, and International activities.
Domestic Marketing
Regarding Domestic Marketing, the Group, via its subsidiary EKO ABEE, engages in the distribution and marketing
of fuels under the EKO and BP brands in Greece. It supplies a total of 1,631 service stations, out of which 220 are
operated by the company itself.
EKO ABEE provides an extensive network for fuel supply in the country. This network consists of 16 facilities for
fuel storage and distribution, 23 refueling stations for aircraft at major Greek airports, 2 plants for LPG bottling,
and 1 site for the production and packaging of lubricants.
Demand in the domestic auto fuels market in 2023 increased due to robust economic activity and strong tourism.
The total consumption for gasoline and diesel increased by 4.2% and 2.4% respectively y-o-y. Heating gasoil
consumption decreased by 32.8% due to the mild weather conditions.
Aviation fuels consumption strengthened due to increased tourism, recording an increase of 7% y-o-y and,
surpassing pre-pandemic levels. Marine fuels consumption also grew as a result of increased coastal and cruise
activity.

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EKO and BP market shares improved for most products, sustaining the Company’s leading position in retail,
industrial fuels, aviation as well as bunkering.
The Group has a contractual agreement with BP plc, which grants it the exclusive rights to use the BP trademarks
for ground fuels in Greece until the end of 2025.
International Marketing
The Group's international business operates through its subsidiaries in Cyprus, Bulgaria, Serbia, Montenegro and
the Republic of North Macedonia. The international network comprises of 323 (2022: 317) petrol stations,
including 25 stations under the brand name of OKTA, a Group subsidiary in the Republic of North Macedonia. In
Cyprus and Montenegro, the local subsidiaries (following the acquisition of pre-existing companies), hold leading
positions in their markets. In Bulgaria and Serbia, the Group’s subsidiaries possess lower market shares.
d) Renewable Energy Sources (R.E.S.)
HELLENiQ RENEWABLES SINGLE MEMBER S.A. (HELLENiQ RENEWABLES) was founded in 2006 and is a fully-
owned subsidiary. HELLENiQ RENEWABLES plans to develop a significant RES assets portfolio over the next few
years, with a target of reaching >1 GW of operating capacity by 2025 and >2 GW by 2030, thus contributing to the
diversification of the Group’s energy portfolio and reducing its environmental footprint through GHG emissions
offsets.
Main projects currently in operation are:
• 1 PV park of 204 MW capacity in Kozani.
• Wind farms with a total capacity of 99 MW in Mani, Evia and Messinia.
• PV parks with a total capacity of 16 MW in Viotia.
• 8 PV parks located at various Group sites, including its 3 refineries, with a total nominal capacity of 21 MW.
• 2 PV parks with a total capacity of 15 MW in Cyprus
The total installed capacity of HELLENiQ RENEWABLES currently stands at 341 MW. This includes 241 MW of
photovoltaic parks and 99 MW of wind parks in Greece, as well as 15 MW of photovoltaic parks in Cyprus.
Furthermore, more than 4.2 GW of projects, mainly PV, wind and energy storage, are currently in various stages of
development.
In accordance with the Group's Health, Safety, and Environment protocols, HELLENiQ RENEWABLES ensures
compliance, reporting, risk management, and accident prevention during both the construction and operational
phases. Each new project is assigned a Safety & Environment (S&E) engineer who oversees relevant matters,
supervises the work, and manages the S&E licensing stage. This engineer is responsible for ensuring the validity
term of the license and any potential renewals.

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e) Power and Gas
The Group's power and natural gas activities relate to the Group’s participations in ELPEDISON BV (50%
HELLENiQ ENERGY, 50% EDISON), DEPA COMMERCIAL and DEPA INTERNATIONAL PROJECTS (35%
HELLENiQ ENERGY, 65% Greek State).
ELPEDISON
Power Generation and Trading
The Group engages in the production, trading and supply of power, as well as the trading and supply of natural
gas, through its 50% participation in the JV Elpedison B.V. (the remaining 50% is held by EDISON International).
ELPEDISON S.A. currently stands as one of the largest independent power producers in Greece, boasting a total
installed capacity of 840 MW of combined cycle gas turbine technology fueled by natural gas (comprising a 420
MW plant in Thessaloniki, operational since 2005, and a 420 MW plant in Thisvi, operational since 2010).
Moreover, ELPEDISON is in the process of developing a new 826 MW combined cycle gas-fired plant in
Thessaloniki.
Natural Gas
In the natural gas sector, ELPEDISON is one of the largest independent private importers and suppliers of natural
gas in Greece, with two-thirds of its total natural gas supplies sourced from direct imports of Liquefied Natural
Gas.
Other Activities
ELPEDISON has expanded its energy services at the retail level by promoting Smart Home and Home Energy
Efficiency Solutions through its retail network, as well as providing charging boxes for Electric Vehicles.
Additionally, activities have commenced for the provision of larger-scale Energy Efficiency Services, targeting
industrial premises, large hotel complexes, and office building complexes. This initiative involves the
establishment of a dedicated Division and the initiation of commercial promotion for these services.
DEPA COMMERCIAL, DEPA INTERNATIONAL PROJECTS
The Group is actively involved in the natural gas sector through its participation in DEPA COMMERCIAL S.A. and
DEPA INTERNATIONAL PROJECTS S.A. (35% HELLENiQ ENERGY, 65% HRADF).
The companies are mainly active in:
DEPA COMMERCIAL
• imports of natural gas through long-term contracts and spot cargoes
• supply of natural gas to large-scale consumers (power generation plants, industries and natural gas supply
companies)
• provision of natural gas supply through ΕPA Attiki to small and medium-scale consumers
DEPA INTERNATIONAL PROJECTS
• international gas transportation projects
Privatization Process for DEPA COMMERCIAL
The sale process of 100% of the share capital of the company "DEPA COMMERCIAL S.A." by HRADF S.A. (65%)
and HELLENiQ ENERGY (35%), which commenced in January 2020 and was suspended in March 2021, was

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officially terminated in October 2023 by HRADF. HELLENiQ ENERGY was among the candidate investment
schemes in a joint venture with EDISON S.A.. DEPA COMMERCIAL's shareholders, i.e. HRADF and HELLENiQ
ENERGY, are examining the conditions prevailing in the domestic and international natural gas markets, while
evaluating alternative options for the utilization of this asset.
f) Exploration and Production of Hydrocarbons
The exploration and production activities of the HELLENiQ ENERGY Group primarily center around Greece
and are outlined as follows:
• A consortium with Calfrac Well Services Ltd (75%) has been established, in which the Group holds a 25%
stake, for the purpose of operating in the Sea of Thrace Concession, located in the North Aegean Sea. The
concession covers a total area of approximately 1,600 sq. km.
• The Group, as the Operator (100%), holds exploration and production rights for the offshore 'Block 10' in the
Kyparissiakos Gulf. In January 2022, a 2D seismic acquisition program covering 1,200 km was carried out as
part of the minimum work program for the initial Exploration Phase. Subsequently, in December 2022, a 3D
seismic acquisition survey was conducted, covering a total area of 2,420 km 2, fulfilling the obligations of the
second Exploration Phase. These seismic operations were executed successfully, with no negative impact on
the environment and with utmost consideration for the local communities. All necessary protective
measures were implemented, in compliance with both EU and national legislation, as well as industry best
practices. The processing and interpretation of the newly acquired 2D seismic data have been completed,
while the processing of the 3D seismic data will be finalized in March 2024, followed by interpretation. On 10
July 2023, the Lessee entered into the second Exploration Phase, which has a duration of three years.
• The Group, as the Operator (100%), holds exploration and production rights for the offshore "Ionian" block in
Western Greece. In February 2022, a 2D seismic acquisition program covering a distance of 1,600 km was
carried out as part of the minimum work program for the initial Exploration Phase. Subsequently, in
December 2022, an additional 3D seismic acquisition was conducted, covering an area of 1,150 km 2, fulfilling
the obligations of the second Exploration Phase. Similar to the aforementioned operations, these seismic
activities were executed successfully, with no negative impact on the environment and with utmost
consideration for the local communities. All necessary protective measures were implemented, in
compliance with both EU and national legislation, as well as industry best practices. The processing and
interpretation of the newly acquired 2D seismic data have been completed, while the processing of the 3D
seismic data is expected to be finalized in March 2024, followed by interpretation in the same year. On 10
July 2023, the Lessee entered into the second Exploration Phase, which has a duration of three years.
• The Group holds a 25% interest in the offshore "Block 2", located west of Corfu island, through a joint
venture with Energean Hellas Ltd. (75%, Operator). In November 2022, the Lessee conducted a 3D seismic
acquisition campaign. The processing of the 3D seismic data has been completed in January 2024.
• The Group holds exploration and production rights, with a 30% interest, in two offshore blocks in Crete,
namely 'West Crete' and 'Southwest Crete', in partnership with ExxonMobil Exploration & Production Greece
(Crete) B.V. (70%, Operator). Between November 2022 and February 2023, a 2D seismic acquisition program
covering a distance of 12,278 km was carried out in the two Cretan lease areas. The processing of the newly
acquired seismic data is currently underway and is expected to be completed at the beginning of 2024,
followed by interpretation.
• The Company has submitted a proposal, in which it acts as the Operator with a 100% stake, for the offshore
'Block 1' in the Ionian Sea, located north of Corfu. The decision of the Competent Authority regarding this
matter is still pending.

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g) Electromobility Services
ElpeFuture, a wholly-owned subsidiary of HELLENiQ ENERGY, operates in the new market as a Provider of
Electromobility Services, a Charging Infrastructure Operator and a Transaction Processing Agent.
ElpeFuture has continued its impressive growth in the fast-charging sector, with a total of seventy (70)
operational fast chargers ranging from 50 to 150 kW power at petrol stations nationwide. Alongside the
ElpeFuture ChargenGo 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.

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B. Main Events of Financial Year 2023
B.1 Business Environment
a) Global Economy 1,2
In the year 2023, there was a continuation of the global economic slowdown. This was primarily caused by
the impact of strict monetary policies, elevated inflation rates, the gradual withdrawal of fiscal support, and
reduced global trade activity due to increased geopolitical risks, particularly arising from renewed tensions in
the Middle East. It is estimated that the global economy grew by 2.6% in 2023, which is lower than the
previous year's growth rate of 3.0%. Looking ahead to 2024, it is expected that the global economic growth
will further decelerate, reaching 2.4%. This projection reflects the persistent tightness in financial
conditions and the ongoing effects of strict monetary policies on global disposable income and trade.
In the advanced economies, the GDP is projected to have experienced a 1.5% increase in 2023, as opposed to the
2.5% growth observed in 2022. In the emerging economies, the GDP is expected to have grown by 4.0% in 2023,
in contrast to the 3.7% growth recorded in 2022. Looking ahead to 2024, economic expansion is forecasted to
reach 1.2% in the advanced economies and 3.9% in the emerging economies. This growth will be driven by a
combination of tight monetary policies, gradual alleviation of inflationary pressures, restrictive financial
conditions, weakened consumer demand, and geopolitically-related supply disruptions.
In the Euro Area, there was a significant deceleration in economic growth during 2023, with an estimated increase
in GDP of 0.4%. This is in contrast to the growth rates of +3.4% in 2022 and +5.9% in 2021. The main cause of this
slowdown was the high energy prices, mainly due to Russia's invasion of Ukraine, which had a negative impact on
both household spending and corporate activity, particularly in the manufacturing sector. Although the economy
showed better resilience than expected in the first half of the year, it experienced weaker-than-expected activity
in the second half. The downturn towards the end of 2023 was a result of a broader weakness in the economy,
which also affected the services sector. The decrease in inflation was accompanied by sluggish growth, reflecting
the adverse supply shocks caused by the previous significant increases in energy prices. In 2024, the economic
growth in the Euro Area is projected to be +0.7%, driven by a reduction in price pressures that should lead to
higher real wages and disposable incomes. However, the delayed effects of previous tightening in monetary policy
are anticipated to restrain domestic demand. The decrease in inflation is expected to contribute to higher real
wages, along with an anticipated acceleration in growth as the lingering effects of previous price shocks dissipate.
In the United States, the economic expansion in 2023 surpassed initial expectations, despite the increase in
borrowing rates and the tightening of credit conditions. Consumer expenditure remained robust, buoyed by
accumulated savings, a strong labor market, and the additional income provided by one-time tax relief measures.
Fiscal policy also contributed to the overall economic activity. However, it appears that the economic growth
weakened in the final quarter of the year due to the lingering impact of restrictive monetary measures, which
should have dampened household spending, especially as temporary measures supporting consumption were
withdrawn. The estimated economic growth for 2023 stands at 2.5%, but it is projected to decelerate to 1.6% in
2024.
In relation to emerging economies, the economic growth of China is projected to be 5.2% in 2023 (compared to
3.0% in 2022). The economic performance in China was generally lackluster in 2023, with a contraction in real
estate investment and slower growth in infrastructure-related investment compared to the average before the
pandemic. The initial boost in consumption following the relaxation of pandemic-related restrictions turned out to
be unexpectedly short-lived. Although private consumption improved somewhat towards the end of the year,
consumer confidence remained weak, and weak external demand negatively affected exports. In Turkey, the
economy expanded by an estimated 4.2% in 2023, as opposed to 5.5% in 2022. After the elections in May 2023,
the central bank implemented significant increases in the policy interest rate, rising from 8.5% in May to 42.5% in
December 2023. Furthermore, regulatory changes slowed down credit expansion, which started to impede
growth. In the second half of 2023, inflation surpassed 60%. Nevertheless, economic activity exceeded previous

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1 Source: World Bank, Global Economic Prospects, January 2024
2 OPEC “Monthly Oil Market Report”, January 2024
expectations, thanks to resilient private consumption and substantial fiscal expenditures following the
earthquakes.
b) Financial Indicators 3
In 2023, the average EUR / USD exchange rate stood at 1.08, compared to 1.05 in 2022, driven by the monetary
and fiscal policies implemented in the United States and the Eurozone, along with the dynamics of inflation,
among other factors.

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3 https://capex.com/en/overview/eurusd-price-prediction
c) Industry Environment 4,5
In 2023, the global demand for oil reached 102.1 million barrels per day (mbpd), which represents an increase of
2.5 mbpd. It is projected that in 2024, the demand will further rise by 2.2 mbpd to reach 104.4 mbpd, driven by the
robust air travel activity, healthy road mobility, and the thriving industrial, construction, and agricultural sectors in
non-OECD countries.
In Europe, oil demand experienced a decline of 0.09 mbpd in 2023, primarily due to the impact of rising inflation
and other macroeconomic challenges. Conversely, in North America, the demand increased by 0.19 mbpd. China
witnessed a significant increase of 1.20 mbpd in oil demand, driven by a strong economic activity and
improvements in both exports and domestic demand.
On a global scale, the oil supply in 2023 rose by 1.4 mbpd compared to the previous year. OPEC's crude oil
production, however, decreased by 0.7 mbpd in 2023 compared to the previous year, while non-OPEC production
increased by 2.1 mbpd. This increase was primarily driven by the largest non-OPEC producers, namely the United
States, Russia, and Latin America.
Throughout the majority of 2023, oil prices traded at lower year-on-year levels. The average price of Brent crude
oil in 2023 was $83 per barrel (bbl), which is 18% lower than in 2022. The downward trend in crude oil prices during
the first half of the year was a result of concerns regarding economic deceleration. However, the volatility of Brent
crude oil prices in the first half of 2023 was significantly lower than in 2022, when prices reached multi-year highs
due to Russia's full-scale invasion of Ukraine. In the second half of 2023, increased geopolitical tensions and
concerns about crude oil demand led to heightened volatility. The year concluded with Brent crude oil prices at
$78/bbl, $4 lower than the beginning of 2023.
Regarding crude oil differentials, the average spread between Brent and WTI shaped at $5.0/bbl in 2023, marking
a decrease of 27% compared to 2022. This decrease was primarily driven by the increased supply from the United
States. In May 2023, Platts announced the inclusion of WTI crude into the Brent complex.

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4 OPEC “Monthly Oil Market Report”, December 2023 and January 2024
5 EIA, Today in Energy, https://www.eia.gov/todayinenergy/detail.php?id=61142

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Benchmark refining margins 6
Refinery throughput is estimated to have grown by 1.6m bpd in 2023. Benchmark margins for Mediterranean
refineries fell vs record-highs reached in 2022 on improved supply-demand balances. However, they remained at
above mid-cycle levels on the back of healthy oil products demand growth, refinery turnarounds, delays in
commissioning of newly-built refineries and supply disruptions. The benchmark Med cracking margin averaged
$8.4/bbl in 2023, $5.3/bbl lower y-o-y, while the benchmark Med Hydroskimming margin averaged $1.9/bbl,
$0.5/bbl lower y-o-y.

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6 Source: Refinitiv, January 2024
Oil product cracks ($/bbl)
Gasoline, HSFO and naphtha cracks increased y-o-y in 2023, while diesel cracks decreased y-o-y vs record-high
levels reached in 2022. More specifically, the gasoline crack shaped at $18.6/bbl in 2023 ($17.1/bbl in 2022), driven
mainly by reduced availability of high-octane blending components while the diesel crack shaped at $26.6/bbl in
2023 ($38/bbl in 2022) as supply-demand balances eased y-o-y, albeit remaining at above mid-cycle levels on the
back of tighter supply of medium sour crude grades, improved demand for air travel and disruptions of exports to
the Med. The HSFO crack averaged $-15.2/bbl in 2023 vs $-29/bbl in 2022 on the back of reduced availability of
medium sour crude grades and reduced Russian flows. The naphtha crack averaged $-14.9/bbl vs $-20.1/bbl in
2022, reflecting changes in the supply-demand balances.

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Natural Gas, electricity and EUA prices 7,8
The prices of natural gas in the European Union experienced a significant decline in 2023 due to various factors
such as warm weather, abundant supply, and high gas inventories. Specifically, the average price of natural gas
(TTF gas price) was €41.1/MWh in 2023 (-69% y-o-y). In July 2023, the price even dropped further to €29.5/MWh.
These fluctuations in natural gas prices had a notable impact on the pricing of electricity in the wholesale market.
In Greece, the Day Ahead Market Clearing Price (DAM MCP) averaged €119.5/MWh (-58% y-o-y). Furthermore, the
price of carbon allowances in the European Union (EUAs) continued to rise during the first nine months of 2023.
On average, the EU carbon prices reached €83.9/tn in 2023, representing a 4% increase compared to the
previous year. This upward trend in carbon prices had consequences for various industries, including power
generation and refining, as it affected their cost base.

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7 Bloomberg, EUA prices, January 2024
8 Electricity prices are based on the DAM MCP, which stands for Day Ahead Market, Market Clearing Price, Source: Energy Exchange Group, January
2024

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d) Greek Economy 9,10
In 2023, the Greek economy experienced a satisfactory growth rate of +2.4% (compared to +5.7% in 2022),
surpassing that of the Eurozone. This growth was primarily driven by improvements in private consumption,
increased investments, and exports of goods and services, despite the challenges posed by high inflation and a
slowdown in international trade. Furthermore, this positive development was accompanied by a gradual reduction
in unemployment and a notable recovery in the domestic economic climate, reaching its highest level in 15 years,
as indicated by the latest measurements from the Institute for Economic and Industrial Research (IOBE).
The recent upgrade of Greece's sovereign credit rating to investment grade, after 13 years of being rated below
investment grade, solidifies the progress that has been achieved. This is also reflected in the narrowing of the
funding spread between Greece and other European countries. Despite the impacts of a restrictive monetary
policy and regional geopolitical tensions, the Greek economy is expected to grow at a faster pace than the
Eurozone in 2024 and the subsequent years. According to the Bank of Greece, the growth rate of the Greek
economy is projected to reach 2.5% in both 2024 and 2025. This growth will be primarily driven by investments,
private consumption, and exports, while inflation is expected to gradually decrease in the coming years, aligning
with the target set by the European Central Bank. Turning to fiscal indicators, the general government's primary
surplus is anticipated to increase to 2.1% of GDP in 2024, while the public debt is projected to stabilize at 152.4%
of GDP.
Regarding energy consumption, preliminary official data reveals that domestic fuel demand in 2023 amounted to
6.6m MT, representing a 3% decrease compared to the previous year. However, the demand for automotive fuels
witnessed an increase of 3.4% (diesel +2.8% and gasoline +4.1%) due to heightened mobility. On the other hand,
there was a significant decline in heating gasoil consumption, which decreased by 32.8% as a result of milder
weather conditions during the winter season.

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

9 IOBE, 3 Months Report on Greek Economy, Issue 4ο/23, January 2024
10 Bank of Greece, Monetary Policy, Interim Report 2023, December 2023
B.2 Business Developments
a) Financial Highlights 11
The main operational and financial Group indicators for 2023 are presented below:

Operational Data | 2023 | 2022
Refinery sales volume (in million metric tons) | 15.4 | 14.3
Marketing sales volume (in million metric tons) | 5.9 | 5.9
Refinery production (in million metric tons) | 14.6 | 13.0
Group employees | 3,646 | 3,519

Financial Data (in million €) | 2023 | 2022
Net sales | 12,803 | 14,508
Reported EBITDA 11 | 1,053 | 1,717
Inventory effect – Loss (gain) 11 | 148 | -102
Other special items 11 | 36 | -14
Adjusted EBITDA 11 | 1,237 | 1,601
Reported net income 11 | 478 | 890
Adjusted net income 11 | 606 | 1,006

The Group's operating profitability (Adjusted EBITDA) came in at €1,237 million (2022: €1,601 million).
A benign international refining environment coupled by the refineries’ strong operational performance on higher
utilization, as well as increased contribution from RES drove performance, offset by normalization of benchmark
refining margins vs 2022 record highs, a stronger EUR and lower contribution from domestic fuels marketing and
petrochemicals.
In FY23, refining production increased by 13% y-o-y to 14.6 million MT and sales volume rose by 8% y-o-y to 15.4
million MT. Adj. EBITDA from domestic Refining, Supply & Trading came in at €1,043 million from €1,388 million
in FY22.
Adjusted net income (as defined in chapter H) amounted to €606 million, lower y-o-y on reduced contribution
from associates. Inventory valuation losses (€148 million against €102 million gains in 2022) due to crude and oil
product price decrease led Reported EBITDA to €1,053 million and Reported net income to €478 million.
Capital expenditure amounted to €291 million and was mainly directed to refineries’ maintenance, environmental,
regulatory and safety projects as well the expansion in RES.

Balance Sheet / Cash Flow (in million €) | 31.12.2023 | 31.12.2022
Total Assets | 8,108 | 8,562
Total Equity | 2,946 | 2,727
Capital Employed 11 | 4,573 | 4,669
Net Debt 11 | 1,627 | 1,942
Net Cash Flows (operating & investing cash flows) | 726 | 397
Capital Investments (Cash Flow) | 291 | 512
Gearing ratio – Net Debt / Capital Employed | 36% | 42%

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11 The selected alternative performance indicators are listed in Chapter H
b) Share Performance
In the year 2023, the Athex Composite Share Price Index experienced a notable increase of 39.1%, surpassing the
majority of international equity benchmark indices. This growth can be attributed to the Greek economy's
performance, which recorded growth rates above the European average. This was supported by increased
investments, higher private consumption, and a thriving tourism sector. Additionally, the upgrade of Greece's
credit rating to investment grade was a particularly positive development.
The shares of HELLENiQ ENERGY Holdings (referred to as the "Company") recorded a decline of 4.1% in 2023,
ultimately closing at €7.28 on 29 December 2023. Throughout the year, the average daily trading volume
amounted to 302,051 shares, with an average price of €7.64. Total shareholders return (including dividends) in
2023 was shaped at 5.5%.
During the Annual General Meeting of the Shareholders held on 15 June 2023, it was decided that a total dividend
of €1.15 per share would be distributed for the financial year 2022. It is important to note that interim dividends
totaling €0.65 per share had already been distributed, resulting in a final dividend of €0.50 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 of 2023, as well as the corresponding period in 2022.

| Average Closing Price | Average Trading Volume
| (€) | (# shares)
| 2023 | 2022 | 2023 | 2022
January | 7.48 | 6.58 | 133,645 | 88,085
February | 8.08 | 6.66 | 126,588 | 114,696
March | 7.63 | 6.97 | 124,235 | 135,292
April | 7.51 | 7.44 | 82,730 | 88,373
May | 7.45 | 6.82 | 108,528 | 93,095
June | 8.08 | 6.68 | 98,718 | 78,566
July | 7.84 | 6.13 | 84,106 | 53,023
August | 8.15 | 6.62 | 73,743 | 80,912
September | 7.56 | 6.46 | 74,172 | 110,461
October | 6.91 | 6.64 | 72,522 | 65,235
November | 7.63 | 6.78 | 165,418 | 93,259
December | 7.32 | 7.44 | 2,693,487 | 153,706

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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 and the average trading volume
in the Company’s shares from 01.01.2023 up until 31.12. 2023:
c) Key Developments
The key business developments were as follows:
• On 31 May 2023, HELLENiQ RENEWABLES acquired 2 PV parks in Cyprus with a total capacity of 15 MW. The
parks are expected to generate over 27,000 MWh of electricity annually. This marked HELLENiQ ENERGY
Group's entry into Cyprus' electricity market and their first investment in RES outside of Greece.
• On 28 July 2023, HELLENiQ RENEWABLES signed a financing framework agreement of up to €766m with
National Bank of Greece and Eurobank for multiple financing arrangements (Project Finance) for renewable
energy projects. The agreement covers existing and new projects in Greece and offers significant committed
capacity, flexibility, and competitive financing terms for HELLENiQ ENERGY Group.
• On 31 July 2023, HELLENiQ RENEWABLES and MYTILINEOS entered into a binding agreement for 4 PV
parks in Romania. The parks have a total capacity of 211 MW and the projects will start operating from 1Q24
to 3Q25. HELLENiQ RENEWABLES also signed a Framework Agreement for up to 600 MW capacity in
Romania.
• On 16 August 2023, HELLENiQ RENEWABLES participated in Greece's first tender for energy storage
system (ESS) projects. All three ESS projects of HELLENiQ RENEWABLES were included in RAWEW's list of
eligible projects. The projects have a total capacity of 100 MW and a guaranteed storage capacity of 200
MWh. On 30 August 2023, HELLENiQ RENEWABLES acquired a PV portfolio in Kozani with a capacity of up
to 180 MW. The projects will start commercial operations gradually from 1Q24 to 3Q24.
• On 30 October 2023, HELLENiQ RENEWABLES executed a binding agreement for the acquisition of a PV
portfolio in Cyprus with a capacity of 26 MW.

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• On 7 December 2023, HELLENiQ ENERGY announced that on 07.12.2023, following a letter sent by its
shareholders, Hellenic Republic Asset Development Fund S.A. ("HRADF") and Paneuropean Oil & lndustrial
Holdings S.A. ("POIH"), was informed of their decision to dispose of certain of their shares in the Company on
a pro-rata basis, through an international private placement, in accordance with the provisions of the HRADF
Law and the HRADF’s updated Asset Development plan. On 8 December 2023, HELLENiQ ENERGY
announced that, pursuant to a joint notification received on 08.12. 2023 by its shareholders, HRADF and
POIH, was informed of the pricing of the international private placement, through an accelerated bookbuilt
offering in the context of their decision to dispose of part of their shares in the Company. The HRADF and
POIH agreed to sell in total 33,619,870 existing ordinary shares in HELLENiQ ENERGY, equivalent to 11.0% of
the existing ordinary share capital in HELLENiQ ENERGY at a price of EUR 7.00 per share. HRADF sold
13,128,317 Shares in the Transaction and, following completion of the Transaction, held 31.2% of HELLENiQ
ENERGY's issued share capital; and POIH sold 20,491,553 Shares in the Transaction and, following
completion of the Transaction, held 40.4% of HELLENiQ ENERGY's issued share capital. The settlement of
the Transaction took place on 12.12.2023. HELLENiQ ENERGY did not receive any proceeds from the
Transaction.
• On 28 December 2023, an Extraordinary General Meeting (“EGM”) of the Shareholders of the Company was
held. The EGM approved the amendment of paragraph 2 section (a) and paragraph 11 of article 20 (Election-
Composition- Replacement of the members of the Board of Directors) of the Articles of Association of the
Company in order to provide that the Hellenic Republic shall have the right to appoint three (3) members to
the Company’s Board of Directors if it holds, either directly or indirectly through the “Hellenic Republic Asset
Development Fund S.A.”, a percentage below the per cent (35%) but above the twenty five per cent (25%) of
the shares with voting rights of the Company.

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d) Digital Transformation
HELLENiQ ENERGY's Horizon Program, a critical component of our broader Group transformation strategy
(VISION 2025), continues its successful course and upgrades the way our people work, contributes to
performance improvement efforts and expands its footprint in new areas of business activity.
So far, over 100 digital initiatives have been in progress or already completed across the organization, involving
more than 500 people into various working groups, leveraging over 1,500 hours of specialized training.
Furthermore, it yields significant benefits in the area of safety and risk management efficiency, while also
contributing to the reduction of the environmental footprint and fostering 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 4 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.
In 2023, a large number of digital initiatives were implemented at the refineries to support daily operations.
Indicatively:
• Optimizing the Refinery Supply Chain through effective management of loading points (Berths mgt) and
related planning
• Introducing a digital Mass Balance platform

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• Expanding the energy consumption monitoring and management system, including the addition of new
units
• Upgrading the operating framework and digitalizing safety procedures through a specialized platform and
advanced mobile devices for field use
• Developing advanced tools for various crude oil types selection, using machine learning models, considering
their compatibility with deployed equipment and specifications.
• Introducing a digital platform to support Shutdown Turnaround Optimization planning and management
• Analyzing historical mechanical equipment and operations data to formulate a tailored preventive
maintenance strategy and an efficiently plan and manage logistical resources
• Internally developing specialized tools for simulating and optimizing operating parameters in critical refinery
units in real time
Moreover, several initiatives were undertaken in Enterprise Functions, Retail and Digital Core, including:
• Implementing automation and data analysis models to save time, minimize the risk of human error, and
enhance the productivity and operation of Corporate Divisions.
• Establishing a new Group Digital Core, which involves transitioning the central enterprise resource
management systems (SAP ERP) to a single, modern system with advanced capabilities (S4HANA), along
with deploying a new Human Resources system.
• Completing the digitization of Group Procurement to optimize the operation of Group procurement
processes.
• Introducing a new Treasury Management system.
• Continuously evolving the Loyalty System for Retail entities, covering commercial activities in Greece and
subsidiaries.
• Launching the Digital Academy, which provides training and digital upskilling opportunities for all
employees, supported by a state-of-the-art educational content platform.
Additionally, HELLENiQ ENERGY was selected as one of the first 500 companies globally to participate in an Early
Access Program focused on introducing artificial intelligence tools in the digital work environment, offering new
productive possibilities (Productivity GenAI).

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The Digital Transformation program was launched 4 years ago, with the cumulative investment of €50 million,
resulting in tangible financial benefits. Specifically, the cumulative financial benefit has exceeded €60 million and
it is estimated to reach €160 million by the end of 2025. Additionally, the estimated annualized benefit from 2025
onwards is expected to exceed €50 million.
In 2024, numerous new initiatives and projects have already been scheduled, with the objective of further
advancing the Digital Transformation and contributing to safety, competitiveness, and the adoption of best
practices. These efforts aim to simplify and harmonize operations, enhance the working experience of our
employees, as well as strengthen our partnership with customers and partners.
Indicatively, during 2024, we have planned for the following:
• Digitization of our customer service and communication channel via the e-EKO program
• Expansion of digital solutions across all Group businesses (including Renewable Energy Sources and e-
Mobility)
• Incorporate new technology trends and AI tools via a structured plan into our solutions portfolio (Business &
Productivity GenAI)
• Finalization of a centralized Data management Strategy, employed towards end-to-end, cross-functional
solutions.
e) Geopolitical Events
Following Russia’s invasion of Ukraine in 2022 and the imposition of sanctions by the EU, the USA and other
countries, exports of crude oil, oil products and natural gas mainly to Europe were reduced and flows were
redirected, impacting the global energy markets. In 2023, a series of geopolitical events unfolded, further
exacerbating tensions in the Middle East and subsequently impacting the transportation of raw materials and
finished goods. While the direct impact on physical supply has been relatively minimal, the recent conflict in the
Red Sea has caused disruptions in supply and necessitated longer trade routes. Consequently, the cost of
reorganizing trade flows has increased. In light of these circumstances, the Company has made the security of
supply a top priority. As a responsible entity, we closely monitor the evolving situation and make necessary
adjustments to our operations as required.

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f) Significant Events after the end of the Reporting Period
Other than the events disclosed in Notes 17 and 31 of the financial statements, no significant events occurred
after the end of the date of submission of this report.

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C. Review per Segment – Performance
and Financial Position
The key developments and financial indicators for each of the Group main activities are:
a) Refining, Supply and Trading
Financial results and operational indicators:

Financial Results (in million €) | 2023 | 2022
Sales | 11,442 | 13,087
Adjusted EBITDA 15 | 1,043 | 1,388
Operational indicators |  |
Sales Volume (000s MT) | 15,438 | 14,273
HELPE system benchmark refining margin (Year Average) | $8.7/bbl | $10.7/bbl

Key points for Refining, Supply and Trading in 2023:
• Volatility in refining margins, with strong margins in 1Q and 3Q 2023.
• Significant changes of the processed crude mix, due to the continuous efforts of optimization and, also, due
to zero imports of Russian grades.
• Uninterrupted and prompt supply of all refineries with semi-finished products, the supply of which had been
negatively affected already since February 2022.
• Successful completion of planned maintenance at all refineries.
b) Petrochemicals
Financial Data and key operational indicators:

Financial Results (in million €) | 2023 | 2022
Sales | 302 | 380
Adjusted EBITDA 15 | 43 | 74
Operational indicators |  |
Sales Volume (000s MT) | 276 | 262
PP benchmark margin (€/tn) | 261 | 425

Key points for Petrochemicals in 2023:
• The Petrochemicals’ global business environment was sluggish in 2023, with demand remaining at very low
levels, negatively affecting the benchmark margins.
• Polypropylene production reached 243 thousand MT and propylene production from the Aspropyrgos
refinery 181 thousand MT. The significant integration, between units, contributed to Petrochemicals'
profitability despite deteriorating international margins and adverse conditions.
• In this high competitive and volatile environment, the adjusted EBITDA of the Petrochemical sector reached
€43 million.

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c) Marketing
Financial results and operational indicators:

Financial Results (in million €) | 2023 | 2022
Sales | 5,206 | 6,296
Adjusted EBITDA 15 | 111 | 135
Operational Indicators |  |
Sales Volume (000s MT) - Total | 5,889 | 5,933
Sales Volume (000s MT) - Greece | 3,865 | 3,959
Fuel stations - Greece | 1,631 | 1,655
Fuel stations - International | 323 | 317

Key points for the Domestic Marketing activities in 2023:
• High share of differentiated fuels (98 & 100 octane gasoline, premium auto diesel) in the petrol stations’
total motor fuels sales.
• Increase in gasoline, auto diesel and heating gasoil market shares.
• Continuous development and enrichment of EKO Smile loyalty program with customer-centric and
competitive offers/services.
• Launch of BPme loyalty program.
• Emphasis on the development of company-operated petrol stations.
• Continuous strengthening and upgrading of the EKO brand.
• Expansion of the “net-zero energy network” program (net-zero emissions in the energy consumption of the
company-operated stations) through the installation of solar panels at petrol stations.
• Leading position in aviation and marine fuels was sustained.
Key points for the International Marketing activities in 2023:
• Profitability in 2023 decreased compared to 2022, mainly due to unfavorable local and international market
conditions impacting unit margins, despite the increase in fuel demand which was mainly driven by the
abolishment of all COVID-19 restrictive measures. Profitability was further impacted by the increase in
operational expenses, associated mostly with increased volumes, inflationary pressures and higher number
of petrol stations.
• In Cyprus improved sales volume, as well as increased wholesale unit margins resulted in profitability
improvement. At the end of 2023, EKO Energy Cyprus Ltd commenced trading, through an agreement with
the two photovoltaics parks, which are under the Group’s ownership, currently in operation in Nicosia, with a
total capacity of 15 MW.
• In Montenegro, the profitability was lower compared to 2022 mainly due to lower unit margins, as a result of
operational changes, and the increase in operational expenses associated to a large extent with higher
volumes, despite the increase in non-fuel revenue.

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• In the Republic of North Macedonia, profitability decreased compared to 2022 as a result of reduced unit
margins despite increased volumes due to products shortage in the wider region.
• In Bulgaria, profitability fell compared to 2022, mainly due to the reduction in retail unit margins and
volumes, associated with local market conditions as well as the increased operational expenses related to
the increase in the number of Petrol Stations in operation, despite increased wholesale volumes and non-
fuel revenue.
• In Serbia, profitability increased compared to 2022 mainly due to higher retail unit margins, despite the
decrease in sales volume and increased operational expenses following changes in local legislation.
d) Renewable Energy Sources (RES)
Financial results and operational indicators:

Financial Results (in million €) | 2023 | 2022
Sales | 53 | 37
Adjusted EBITDA 15 | 42 | 29
Operational Indicators |  |
Volumes Generated (GWh) | 658 | 472
Installed Capacity (MW) | 356 | 341

Key points for RES in 2023:
• The annual electricity production of the projects under operation exceeded 658 GWh during 2023 resulting
into a CO 2 emission avoidance of over 350,000 tons p.a..
• In July 2023, HELLENiQ RENEWABLES entered into a binding agreement with MYTILINEOS for the
construction and acquisition (upon achieving commercial operation) of a portfolio of 4 photovoltaic (PV)
parks in Romania, with an aggregate capacity of 211 MW. The projects are in an advanced stage of
development and are expected to enter commercial operation gradually, from 4Q23 to 3Q25. In addition,
HELLENiQ RENEWABLES signed a Framework Agreement with another counterparty for the development
of a portfolio of PV parks with an aggregate capacity of up to 600 MW in Romania.
• On 30 August 2023, HELLENiQ RENEWABLES executed a binding agreement with LIGHTSOURCE
RENEWABLE ENERGY GREECE HOLDINGS (UK) LIMITED for the acquisition (upon the start of commercial
operations) of a PV portfolio in Kozani with an aggregate capacity of up to 180 MW, of which over 50% is
contracted on a long-term basis. The projects are expected to start commercial operations gradually, from
1Q24 to 3Q24.
• HELLENiQ RENEWABLES participated in the first tender held in Greece for the granting of investment and
operating aid to energy storage system (ESS) projects. HELLENiQ RENEWABLES’ all three (3) ESS projects,
with a total capacity of 100 MW and a guaranteed storage capacity of 200 MWh, were included in
Regulatory Authority for Energy, Waste and Water (RAEWW)’s list of eligible projects.
• Finally, the Heads of Terms were finalized and the steering committee was established for the
implementation of offshore wind parks projects in Greece in a 50-50 partnership with RWE Renewables
GmbH.

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e) Power and Gas
The Group's power and natural gas activities relate to the Group’s participation in ELPEDISON BV (50%
HELLENiQ ENERGY, 50% EDISON) and DEPA COMMERCIAL and DEPA INTERNATIONAL PROJECTS (35%
HELLENiQ ENERGY, 65% Hellenic Republic Asset Development Fund - HRADF).
The contribution of Power and Gas activities to the financial results of HELLENiQ ENERGY Group, according to the
companies' provisional financial statements, amounted to €4m in 2023 vs €120m in 2022.
ELPEDISON
ELPEDISON’s financial results during 2023 were reduced compared to the same period in 2022, with a
contribution of €19 million to HELLENiQ ENERGY Group’s profits vs €62 million in 2022. Domestic demand for
electricity was reduced by 3.3% y-o-y to 49.5 TWh, mainly due to milder weather conditions as well as the intense
price volatility evidenced in the electricity market (source: ADMIE).
Power Generation
During 2023, in the power generation sector the participation of natural gas-fired units in the Greece’s energy mix
decreased to 30% vs 35% in 2022, mainly due to an increase in the production costs as well as the further
penetration of RES (43% share of RES vs 39% in 2022). ELPEDISON’s power plants produced 2.2 TWh of
electricity throughout the year.
Positive factors were:
i. the gradual de-escalation of international natural gas prices (indicative price of TTF gas standing at
€52/MWhg, compared to €132/MWhg in 2022), driven by an abundance of natural gas reserves,
temperate weather conditions and the change in consumer behavior due to the crisis
ii. the increased profitability in the day-ahead market coming from increased demand for flexible units in
the balancing market because of the further penetration of RES
On the contrary, unfavorable factors were:
i. the higher average price of CO 2 allowances, at €83.9/tn for the period under review (2022: €81.0/tn),
contributed to the increase in production costs.
ii. decreased operational availability of ELPEDISON's Thisvi and Thessaloniki plants, due to scheduled as
well as ad-hoc maintenance for lengthy periods throughout the year.
iii. temporary interventions in the national regulatory framework in response to the energy crisis, which
affected competitiveness. More specifically:
• Greek Government imposed mechanisms to return part of Day-Ahead and Intraday Market
Revenues. These measures, that lasted until December 31, 2023, imposed price caps on the
remuneration prices of electricity producers. Concerning gas-fired stations, the cap was set at
the sum of the operational costs (fuel, CO 2 emission rights and variable operation and
maintenance costs). Market clearing revenue in excess of the cap was withheld by the Market
Operator (EnEx) and directed to the national energy transition fund to finance tariff reduction
through subsidies.
• Greek Government imposed a special levy on natural gas used for electricity production. While
initially set at €10/MWhg (Law 4986/2022, 01.11.2022), this measure was later amended to a
5% levy on the TTF month-ahead price (Law 5027/2023). It is expected to be revoked in the first
quarter of 2024.

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In this volatile environment, the Company managed to maintain its competitiveness, mainly through the
optimization of the natural gas supply mix, but also by effectively utilizing its production units’ flexibility.
Retail electricity market
In the retail electricity market, ELPEDISON's market share reached 6.2% (2022: 6.1%, Source: Hellenic Energy
Exchange), driven by an increase in the retail supply sales volume and expansion of its customers portfolio, mainly
in Low Voltage (residential customers), amid increased competition from alternative electricity suppliers. The
number of end customers grew by 3.1%, to approximately 332,000 and electricity sales volume amounted to 3.1
TWh.
It is noteworthy that in the retail market, pursuant to a Ministerial Decree, since August 2022 ex-post price
adjustment clauses (indexation) were temporarily abandoned. Suppliers were obliged to offer fixed monthly tariffs
for customers and publish them on the 20 th day of the month ahead. Throughout the duration of this measure,
customers could change supplier without bearing any cost for early departure. These measures were effective
from August 2022 up to December 2023, and resulted in increased risk for the supply companies.
Natural Gas Sector
During 2023, ELPEDISON reinforced its presence in the natural gas supply market, significantly expanding its
clientele and enhancing its commercial development as an integrated energy provider. In the retail market, the
number of final customers grew from approximately 27,000 to 29,600, while sales volume amounted to 1.1 TWh.
The most significant upcoming actions include:
• In the power generation sector, in 2023, ELPEDISON obtained all the required permits and licenses for the
new high-efficiency 826 MW combined cycle unit in Thessaloniki, and completed all preliminary field
preparation work. The new unit, fueled by natural gas, will be constructed using advanced technology to
ensure high operational efficiency and significantly reduce CO 2 emissions compared to ELPEDISON’s
current power plant portfolio and even more compared to Greece’s generation mix, contributing to the
sustainable development of the country. The combustion technology being adopted may also allow for the
use of hydrogen as a fuel. The investment is currently in the final phase of project development.
• In relation to the electricity supply sector, ELPEDISON aims to achieve profitable growth by focusing on the
Low Voltage market. This will enable the company to expand its presence in a segment that offers
sustainable long-term growth, achieved through the implementation of a high level of digitalization. The
growth strategy will be supported by the introduction of innovative products and services, the development
of distribution channels, and an increase in marketing efforts.
• ELPEDISON has submitted an application to amend its Independent Natural Gas System License for the new
LNG terminal, known as Thessaloniki FSRU. The proposed amendment includes the enhancement of the
marine infrastructure by adding a second FSU tanker, which is a floating LNG storage unit.
• It will further optimize the natural gas supply chain and maintain diversification in natural gas sources
through direct imports of LNG and pipeline gas. The company aims to exploit additional opportunities in this
regard.
• ELPEDISON is also evaluating the potential growth in the renewable energy generation sector by developing
its own small-scale distributed power generation systems dedicated to customers, as well as
electrochemical storage projects. The company holds a license for a 30 MW/60 MWh plant near its Thisvi
site.
Lastly, in 2023, ELPEDISON embraced its Environmental, Social, and Governance (ESG) strategy, laying the
foundation for achieving net-zero carbon emissions across all operational aspects by 2050. This comprehensive
strategy involves strategic investments in existing high-efficiency power plants and the development of new
units, complemented by state-of-the-art carbon capture technologies. Additionally, the company envisions the

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development of low- and zero-carbon infrastructure to offer innovative products and services that effectively
reduce customers' carbon footprint.
Elpedison actively participates in two EU-funded research initiatives under the Horizon Europe funding program.
The first project, HiRECORD, focuses on testing an innovative CO 2 capture technology through a pilot installation
in one of its power plants. The second project, COREu,aims to facilitate the implementation of a carbon capture
and storage (CCS) value chain by testing the compression, transportation, and storage of captured CO 2.
DEPA COMMERCIAL
Domestic natural gas demand in 2023 amounted to 50.91 TWh, lower by 10.1% y-o-y (2022: 56.65 TWh), primarily
due to mild weather conditions resulting in a significant decline in consumption by residential consumers (2023:
11.19 TWh; -8% y-o-y). Power producers continued to have the highest consumption accounting for 68% of
domestic demand. However, the corresponding decrease in electricity demand resulted in a 17% drop in natural
gas consumption by this sector (2023: 34.54 TWh). On the other hand, industrial consumption saw a significant
increase of 84% compared to 2022 (2023: 5.18 TWh). This rise was attributed to intense market volatility
following the Russian invasion of Ukraine, causing natural gas prices to gradually regain their competitiveness.
In terms of natural gas imports (2023: 67.71 TWh; -21%), the sanctions imposed on Russian natural gas meant
that the Revithoussa LNG Terminal (Agia Triada entry point) remained the primary gateway for natural gas into
Greece. Revithoussa accounted for 44% of total imports (2023: 29.49 TWh), although there was a decrease
compared to 2022 (-23%) due to the overall decrease in demand. A total of 41 LNG cargoes from 7 countries were
unloaded at Revithoussa, with the USA still being the largest LNG importer in Greece, representing 38% of the
total cargoes. Gas imports through pipelines also experienced a decrease (terminals of N. Mesimvria, Sidirokastro,
and Kipi, 2023: 38.22 TWh, -21%).
The decline in natural gas exports in 2023 was noteworthy, as they experienced a decrease of 44% (2023: 16.69
TWh). This decline was primarily observed in the Sidirokastro interconnection point to Bulgaria, as well as in Nea
Mesimvria and the TAP pipeline towards Italy (Source: DESFA).
In this volatile and competitive business environment, efficient commercial policy and an effective portfolio and
contract mix management did not fully compensate for the significant decline in demand and, consequently, in
gas prices. As a result, commercial activity and profitability of DEPA COMMERCIAL were reduced, resulting in a
reduced contribution to the profits of HELLENiQ ENERGY Group, compared to 2022, amounting to €-15m.
f) Exploration and Production of Hydrocarbons
• In February 2022, a 2D Seismic Acquisition of 1,200 kilometers was successfully conducted in the lease area
of Kyparissiakos Gulf "Block 10". Furthermore, on 6 January 2023, the acquisition of 3D seismic data,
encompassing an area of 2,450 square kilometers, was accomplished. The project was executed with
utmost consideration for the local communities and adhered to all the necessary protective measures in
accordance with EU and national legislation, as well as industry best practices. It is anticipated that the
processing of the 3D data will be finalized by early March 2024.
• In January 2023, the 2D seismic processing of 1,600 kilometers was completed within the Ionian Block.
Moreover, on 12 December 2023, a 3D seismic acquisition of 1,150 square kilometers was concluded. By
March 2024, the processing of the 3D data is expected to be finalized.
• Within the offshore area known as 'Block 2', situated west of Corfu Island, where ENERGEAN HELLAS Ltd
(75%) operates and HELLENiQ USPTREAM WEST KERKYRA S.A. holds the remaining 25% interest, a 3D
seismic acquisition spanning 2,212 square kilometers was successfully completed in November 2022. The
processing of the newly obtained data was completed in January 2024.

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• In the offshore regions of 'West Crete' and 'South West Crete', ExxonMobil Exploration & Production Greece
(Crete) B.V serves as the Operator with a 70% working interest, while HELLENiQ UPSTREAM West Crete and
HELLENiQ UPSTREAM South West Crete hold a 30% working interest. A 2D Multiclient seismic acquisition
covering 12,278 kilometers was accomplished in February 2023. The processing of the 2D data is currently
underway and is expected to be finalized in early 2024, followed by interpretation by the end of the year.
Also in March 2024, the acquisition of new 3D data in the area of SW Crete (Multiclient) is planned, as well as
environmental studies in the 2 areas in the following period.
g) Electromobility Services
• Seventy (70) 50-150 kW fast chargers operate at EKO & BP fuel stations, at motorway service stations and
urban-type fuel stations. Two hundred and forty nine (249) charging points of 22 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 fast chargers at EKO & BP fuel stations and Points of Interest
throughout the country is ongoing.

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D. 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 2023 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/980/18.9.2020, 1/891/30.9.2020 as amended and in force, 2/905/3.3.2021, circular 60/18.9.2020), L.
3556/2007, L. 4374/2016, the ATHEX Exchange Rulebook, the provisions of article 44 of L. 4449/2017 (Audit
Committee), as amended by article 74 of L. 4706/2020 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.
Under the provisions of paragraph 1 of article 4 of Law 4706/2020, the Board of Directors has undertaken an
assessment of the implementation and effectiveness of the Company's Corporate Governance System as of 31
December 2023. As part of this evaluation, the Board of Directors of the Company, among others, has assigned
also to ERNST & YOUNG (HELLAS) Certified Auditors – Accountants S.A. to evaluate the sufficiency and
effectiveness of the Company's Corporate Governance System. This assessment was conducted in accordance
with the assurance procedures outlined in decision number I΄73/08b/14.02.2024 of the Institute of Certified
Public Accountants, following the International Standard on Assurance Engagements (ISAE) 3000 (Revised), titled
"Assurance Engagements Other than Audits or Reviews of Historical Financial information". From the evaluation,
no material weakness have been identified in the Company's Corporate Governance System.

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D.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 2023, the Company complied with the provisions of the above Code, with the deviations stated below in
paragraph D.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.

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D.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). Chair of the Remuneration and Nomination Committee (Special Practice 2.3.9) | 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. The Chair of the Nomination Committee is also Chair of the Remuneration and Succession Planning Committee. On account of the provision in the Articles of Association regarding the appointment of BoD members by the Greek State, the current BoD which was elected in June 2021 includes four (4) independent non-executive members. Three of these members were elected on the BoD for the first time.The member that was elected as (joint) Chair of the two Committees is the only independent member that was a member of the Remuneration and Succession Planning Committee also during the previous BoD’s term of office, i.e., at the time of his election, he has served as a member of the Committee for a period exceeding one year, as provided in the Code. (Special Practice 2.4.7).
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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D.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 D.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 the Group
and their objective is to support the work of the 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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D.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 on ad-hoc risk assessment, 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.
Regulatory Compliance Service
The Regulatory Compliance Services forms part of the ICS; administratively, it is reporting to the Chief Executive
Officer and functionally to the Audit Committee. By its reports 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.
Risk Monitoring and Management Division
Following the conclusion of the corporate transformation, a Risk Monitoring and Management Division is
expected to be formed and operate. Administratively, the Division will be supporting 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 drafted Bylaws sets out , among others, the powers and responsibilities of the principal job
positions promoting the adequate separation of powers within the Company. 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
REFINING, SUPPLY AND SALES OF OIL PRODUCTS AND PETROCHEMICALS”, as key Company subsidiaries,
adopted bylaws on 15.7.2021 and 20.1.2022, respectively.

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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 posted on the Company’s website and its revised version is expected to be applied
in 2024, capitalizing on its nearly a decade’s operation results. In 2024 the Policy for the protection of persons
who report breaches of Union law (Whistleblowing) is also expected to be applied, according to the provisions of
the L. 4990/2022, which ratifies the EU Directive 2019/1937. According to the provisions of L. 4808/2021, which,
inter alia, ratify Convention 190 of the International Labor Organization on eliminating violence and harassment in
the world of work and proceeds to adopting relevant measures and provisions, the Policy against Violence and
Harassment was put into effect at the Group’s companies.
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) and the appropriate
policies and procedures for the protection of the privacy of personal data processed by the Group. DPO is
administratively reporting to the Chief Executive Officer and, functionally, to the BoD. By utilizing the experience
gained from the 5 – year operation of the Personal Data Protection Office, all the policies for the protection of
Personal Data are under review.
b) Information systems’ controls
Given that the financial reporting processes are highly dependent on information systems, the Group has
undertaken a series of actions aimed at the effective operation of controls, in order to ensure the completeness
and accuracy of financial records.
More specifically, the Group has appointed a Chief Information Security Officer who is in charge of managing the
Information Security Framework, reflecting Management’s commitment as well as the information security
principles that govern the Group. At the same time, the Group IT and Digital Transformation General Division is
responsible for the implementation and enforcement of information security safeguards, in cooperation, where
required, with external partners.
The Group has selected a multi-layered approach for the protection of its information, having developed a series
of strategic interventions, adopting state-of-the-art technologies and top-tier information systems, through
which compliance with all the required regulatory frameworks and directives (e.g. Personal Data Protection
Regulation, NIS Directive - Law 4577/2018) is ensured.
Moreover, the Group has developed an adequate monitoring and control framework for its information systems,
through the execution of multiple audits, annually, both by internal and external parties. Information systems’
access control mechanisms follow the “Least Privilege” principle, while different levels of strong authentication
mechanisms have been defined depending on the criticality of the applications, in order to reduce the risk of
accidental or intentional data alteration. At the same time, mechanisms for recording and monitoring log files
(audit trails) have been enabled in the Group's information systems.
Finally, the Group has implemented technical arrangements through which the provision of IT services is ensured
in case of unexpected events that could cause loss of system availability.
c) Financial statements and financial reports’ preparation process (financial reporting)
controls
As part of the process for preparing the Company’s financial statements, specific controls are in place and operate,
which are related to the use of tools and methodologies that are generally accepted, based on international

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practices. Some of the main areas whereby controls related to the Company’s financial reports and financial
statements operate are the following:
Setup – Allocation of Duties
• The assignment of duties and authorities both to the Company’s senior Management, as well as to its middle
and lower management officers, ensures the effectiveness of the Internal Audit System, while safeguarding
the requisite segregation of duties.
• Appropriate staffing of the financial services with individuals having the requisite technical expertise and
experience to carry out the duties assigned to them.
Accounting monitoring and financial statements’ preparation procedures
• Uniform policies and monitoring of the accounting departments, which include, definitions, accounting
principles used by the Company and its subsidiaries as well as guidelines for preparing the financial
statements and financial reports.
• Automatic checks and verifications conducted among the various information systems, while special
approval is required regarding accounting treatment of non-recurring transactions.
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 is in place, whereat the authorities assigned to the Company’s various officers to
execute certain transactions or acts (e.g. payments, receipts, legal acts, etc.) are set out.
d) Results of the Internal Audit System’s evaluation process in accordance with article
14, par. 3 section j and par. 4 of L. 4706/2020 and the relevant decisions of the
Capital Market Commission’s Board of Directors
The Company, by decision of its BoD, assigned to Mr. Yannis Pierros, Certified Auditor-Accountant SEE (project
leader registered with the Institute of Certified Public Accountants in Greece (SOEL) with Registration Number
3505), partner in the auditing firm Ernst & Young (Greece) Certified Auditors Accountants S.A. the assessment of
the adequacy and effectiveness of the Internal Audit System of the Company and its significant subsidiaries,
HELLENIC PETROLEUM SINGLE-MEMBER SOCIETE ANONYME REFINING, SUPPLY AND SALES OF OIL
PRODUCTS AND PETROCHEMICALS and HELLENIC FUELS AND LUBRICANTS SINGLE MEMBER INDUSTRIAL
AND COMMERCIAL S.A., with reference date of 31 December 2022, in accordance with the provisions of section j
of par. 3 and par. 4 of article 14 of L. 4706/2020 and decisions 1/891/30.09.2020 & 2/917/17.6.2021 of the Capital
Market Commission’s Board of Directors.
The assurance was carried out in accordance with the audit program included in the decision of the Hellenic
Accounting and Auditing Standards Oversight Board (HAASOB), number 040/2022 and the International

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Standard on Assurance Engagement 3000 "Assurance Engagements other than Audits or Reviews of Historical
Financial Information".
In March, 2023 the report for the evaluation regarding the assessment of the adequacy and effectiveness of the
Company’s Internal Audit System and its significant subsidiaries was issued and no material weaknesses of the
Company’s Internal Audit System and its significant subsidiaries were reported. The Company submitted the
respective report to Hellenic Capital Market Commission as per the provisions of the respective regulation. The
Company is implementing improvement proposals related to non-material weaknesses identified.

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D.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 L of this Report, per article 4 par. 7 of L.
3556/2007.

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D.6 General Meeting and Shareholders’ Rights
The General Meeting of the Company’s shareholders is its supreme organ 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 record date; that is, at the start of the fifth (5 th) day prior to the date of the General Meeting.
The shareholding capacity is evidenced through the Company’s electronic connection with the records of
depository (Hellenic Exchanges S.A.). This electronic certificate must be received by the Company three days
ahead of the date set for the General Meeting, at the latest.
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.

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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.
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.

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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.
9. On request by Shareholders representing 1/20 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 Investor Relations and Corporate Announcements Department is responsible for updating and keeping the
Company’s shareholders’ registry, for servicing, as well for providing valid, prompt, accurate and equal information
to shareholders and supporting them in exercising their rights.
The Company, having 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. Publication of the above
information is made in a way that ensures fast and equal access to it by investors.
All relevant publications/announcements are available, on both the Athens Exchange and the Company’s websites
and are notified to the Hellenic Capital Market Commission.
The Investor Relations Division caters for making available the published company editions (Annual Report,
Annual and Half-Year BoD Report, Prospectuses) to all stakeholders, ensuring the investment community’s
correct and equal information on issues concerning the Company and the Group, as well as the Company’s
communication with the competent authorities (Hellenic Capital Market Commission and Athens Exchange,
London Stock Exchange – secondary listing though Global Depositary Receipts - and Luxembourg Stock Exchange
regarding bonds).

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Decisions of the General Meeting of the Company's shareholders on significant
matters taken in 2023:
The Extraordinary General Meeting held on 28 December 2023, upon a request from the shareholder HRADF in
accordance with the provisions of Article 141, paragraph 1, of Law 4548/2018, approved the amendment of Article
20 (Election – Composition – Replacement of members of the Board of Directors) of the Company's Articles of
Association. The amendment provides that the Greek State shall have the right to appoint three (3) members to
the Company's Board of Directors if it holds, either directly or indirectly through HRADF a percentage below 35%
but above 25% of the Company’s voting shares.
Dialogue with the stakeholders and management of their interests
Over time, the Company has invested on the timely and open dialogue with its stakeholders, using different
communication channels for each stakeholders’ group, based on the idea of flexibility and facilitation of
understanding their respective interests.
More specifically, for those stakeholders (social partners) related to the broader, as well local communities, the
Company’s collaboration is continuous and implemented through constant and substantive dialogue.
More information regarding the stakeholders, dialogue and reciprocal communication / interaction with the
Company are set out in the Non-Financial Information in this report, in the Annual Report, as well as in the
Sustainability Report.

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D.7 Composition & 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. The Greek State has the right to appoint four (4) members to the Board of
Directors on behalf of HRADF if it holds a percentage above 35% of the voting shares of the Company. According
to the recent amendment of the Articles of Association, the right is narrowed to the appointment of three (3)
members if the Greek State 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). The remaining members of the BoD
are elected at the General Meeting, without the participation of the HRADF (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.
On 30.6.2021, the Ordinary General Meeting of Shareholders appointed the existing BoD for a three-year term
(which in any case is extended until the date of the Ordinary General Meeting for the year 2024) along with the
appointment of the BoD’s non-e xecutive members.

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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 sixteen (16) times in the year 2023. In two (2) instances,
the minutes of the BoD Meetings were drafted and signed by all members without a BoD meeting taking place
previously, in accordance with the provisions of Article 94 of Law 4548/2018.

BoD Composition | Capacity | Participation in BoD meetings in 2023 (total 18) | Start of participating in the BoD | Number of Company shares
Ioannis Papathanassiou | Chair – Non-executive member | 18/18 | 2019 | 0
Andreas Shiamishis | Chief Executive Officer – Executive Member | 18/18 | 2013 | 0
Georgios Alexopoulos | Deputy Chief Executive Officer - Executive Member | 18/18 | 2016 | 5,000
Iordanis Aivazis | Senior Independent Director, independent non-executive member | 18/18 | 2019 | 0
Theodoros-Achilleas Vardas | Non-executive member | 18/18 | 2003 | 5,396
Nikolaos Vrettos | Independent non-executive member | 18/18 | 2021 | 0
Anastasia (Νatasha) Martseki | Non-executive member | 18/18 | 2021 | 0
Alexandros Metaxas | Non-executive member | 18/18 | 2019 | 0
Lorraine Scaramanga | Independent non-executive member | 18/18 | 2021 | 0
Panagiotis (Takis) Tridimas | Independent non-executive member | 18/18 | 2021 | 0
Alkiviades Psarras | Non-executive member | 18/18 | 2019 | 0

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 | Function | Number of Shares
Ioannis Apsouris | Group Legal Services General Manager | 50
Georgios Dimogiorgas | Refineries General Manager | 8,000
Aggelos Kokotos | Group Internal Audit General Manager | 1,086
Leonidas Kovaios | Group IT & Digital Transformation General Manager | 0
Konstantinos Panas | Oil Products Supply & Trading General Manager | 100
Alexandros Tzadimas | Group Human Resources & Administrative Services General Manager | 0
Vasileios Tsaitas | Group CFO | 3,000

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BoD members’ experience and basic skills are presented in the
following table:

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Roles and responsibilities of the BoD
The BoD is the Company’s supreme governing body and, chiefly, it formulates its strategy and supervises and
controls its assets’ management. The composition and functions of the members of the BoD are determined by
Law and the Company’s Articles of Association. 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;
14. Is updated and decides on any other development affecting the Company’s status and operation.

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The Board of Directors’ Strategy Day
In 2023, the Strategy Day of the BoD was established, featuring an annual meeting on strategic issues outside the
formal limits of the Board of Directors so that its members have the time needed to discuss major strategic
initiatives related to the development of the Company and the Group.
The first Strategy Day was held on 21.02.2023 and focused on updating the Group's Vision 2025 strategy and
identifying key levers for its implementation.
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, as well as 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 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.
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 not members of another legal entity’s governing, management or
supervisory body, with the following exceptions:

First & Last Name | Function | Participation in another company
Andreas Shiamishis | Chief Executive Officer | BoD member/ Hellenic Federation of Enterprises (SEV) BoD Chair / SEV SUDEV (VIAN)
Iordanis Aivazis | Senior Independent Director, Independent Non- Executive Member | Chair of the Special Liquidations Committee / Bank of Greece
Nikolaos Vrettos | Independent Non-Executive Member | BoD member “nanoSaar A.G.”
Anastasia Martseki | Non-executive member | BoD member (Independent non-executive) “Fourlis Trade Estates REIC” BoD member (Independent non-executive) ”Athens Water Supply and Sewerage Company (EYDAP) S.A.”
Lorraine Scaramanga | Independent Non-executive member | BoD member “Eurobank Private Bank Luxembourg” BoD member (Independent non-executive) “ Athens International Airport S.A.” (since 07.02.2024) General Partner & Manager of the limited partnership “L. Scaramanga & Co LTD”
Panagiotis Tridimas | Independent Non-executive member | Executive member of the General Council / Hellenic Financial Stability Fund

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.

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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 2023,
the company's independent non-executive members met twice on 18.5.2023 and on 28.9.2023.
BoD Chair
The BoD Chair, 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 Chair’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 Chair, when he is absent or impeded.
Chief Executive Officer
The Chief Executive Officer is the senior governing body and legal representative of the Company and is
responsible for all its business segments and all its operations. The Group Internal Audit General Division reports
administratively to the Chief Executive Officer.
Independent Director
In May 2023, the BoD appointed one of its independent members as the "Senior Independent Director" with the
following responsibilities:
i. supports the Chair of the BoD,
ii. coordinates the effective communication between the Chair and the BoD members ,
iii. chairs the meetings of the non-executive members of the BoD and the procedure concerning the
evaluation of the Chair by the BoD members.
Mr. Iordanis Aivazis, the most senior among the independent non-executive members of the BoD (Mr. I. Aivazis
has been a non-executive member of the Board since August 2018 and an independent non-executive member
since June 2021), was appointed as the Senior Independent Director.
Concise curricula vitae of the BoD members are set out in the Annex to the present 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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Audit Committee
According to its Operation Regulation in force, may either be a committee of the BoD, exclusively comprised
of non-executive members thereof, or an independent committee, comprised of non-executive BoD
members and third parties or third parties only. The type of the Committee, the term of office, the number
and functions of its members 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.
On 30 June 2021, the Ordinary General Meeting of the Company’s shareholders, decided, following the election of
the members of the Company’s new BoD, that the Audit Committee is a BoD committee, comprised of three non-
executive and, in their majority, independent, in the meaning of the provisions of L. 4706/2020, members thereof
with a three-year term of office and authorized the BoD to appoint them after ascertaining the fulfillment of the
criteria and conditions of article 44 of L. 4449/2017.
The Committee’s members have sufficient knowledge of the sector in which the Company operates. At least (1)
Committee member, which is independent in the meaning of the provisions of article 9 of L. 4706/2020, has
documented adequate knowledge and experience in auditing or accounting. This member mandatorily attends
the Committee’s meetings concerning the approval of financial statements.
Pursuant to the above decision and taking into account the specific committee’s vital role in creating a strong
corporate governance model, the BoD appointed Iordanis Aivazis, Lorraine Scaramanga and Panagiotis Tridimas,

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all independent non-executive members thereof, as members of the Audit Committee, after ascertaining that
they meet all the criteria of article 44 of L. 4449/2017 and of article 9 of L. 4706/2020, as, collectively, they have
adequate knowledge of the sector in which the Company operates and one of them, Ms. Lorraine Scaramanga, has
adequate knowledge and experience in accounting, auditing and finance (non-practicing certified auditor) and
that the Audit Committee, by this composition thereof, can fulfill the duties and obligations set out in par. 3 of
article 44 of L. 4447/2017.
The Company’s Audit Committee, at its meeting of 1 st July 2021, was formed into body, electing Ms. Lorraine
Scaramanga as its Chairwoman.
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.
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 16th 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.

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For 2023, the Audit Committee, exercising its responsibilities, met nineteen (19) times , discussing all matters
falling within its areas of competence, with its main focus on the following: (a) External Audit and Financial
Reporting process, (b) Internal Audit, (c) Assessment of the adequacy of the Internal Audit System, (d)
Organizational matters of the Committee and (e) Other matters related to the mandate of the Committee. The
main activities addressed included:
• Reviewing and discussing with the external auditors the timetable and planned approach to the statutory
audit of the financial statements (Company and consolidated) for the fiscal year 2023, 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 external auditors) the annual financial statements for the year ended 31.12.2022 and the semi-annual
report for the period ended 30.6.2023 and briefing the Board of Directors on the results of the audit. The
Audit Committee also reviewed, discussed with management and reported to the Board of Directors on, the
unaudited quarterly financial results for the periods ended 31.03.2023 and 30.09.2023.
• 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 2022 (Management letter)
and monitoring progress in addressing recommendations raised.
• Reviewing and discussing the results of the first triennial external evaluation of the System of Internal
Controls of the Company and its material subsidiaries in accordance with article 14 par. 3 (j) of Law
4706/2020 and the decision 1/891/30.9.2020 of the Capital Market Commission, and monitoring progress
in addressing ”Non-significant findings”.
• Monitoring the effectiveness of the Company’s Group Internal Audit General Division ‘GIAGD’ and approving
the Internal Audit Plan, the Budget and the Training Plan for the year 2023. It also approved a new IT Control
Strategy developed in collaboration with an external consultant for implementation by GIAGD.
• Quarterly and ad hoc meetings with the Internal Audit General Manager and GIAGD managers to discuss
operational and organizational issues of GIAGD, internal audit reports, quarterly activity and progress
reports with the key findings; the BoD was informed of said reports, including the key findings and manner
of addressing them.
• Approving the appointment of an external firm to conduct an External Quality Assessment (EQA) of GIAGD
in accordance with IPPF Standards and discussing the results of the EQA with GIAGD.
• Approving the appointment of an external firm to support the implementation of a new Audit Risk
Assessment methodology by GIAGD.
• Assessing the performance of the GIAGD Head and approving the salary review of the GIAGD’s General
Manager’s remuneration (in a joint meeting with the Remuneration and Succession Planning Committee).
• Approval of the annual plan of the Regulatory Compliance Officer and receiving semi-annual updates on its
activities.
• Conducting an assessment of the performance of the external auditors and, based on the satisfactory
experience to date, recommending EY’s re-election as the audit firm to conduct the audit for the fiscal year
2023 (7 th consecutive year following a relevant tender procedure in 2017).
• Approving the remuneration of the external auditors.
• Approving all requests for non-audit service to be provided by the statutory auditors after satisfying itself
that the services in question are permissible (under relevant legislation) and that the level of fees do not
impair the auditors’ independence.

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• Submitting periodic reports on the Audit Committee’s activities to the Board of Directors.
• Submitting its Activity Report for the year 2022 to the Board of Directors and subsequently to the Ordinary
General Meeting of 15 th June 2023.
Upon unanimous acceptance of the Audit Committee’s recommendation by the Board of Directors, EY’s re-
election for conducting the statutory audit in the year 2023 was approved by the Ordinary General Meeting of
Shareholders of 15 June 2023.
All Committee’s members attended all meetings during 2023 and all decisions were unanimous. It is at the
discretion of the Committee to invite, whenever deemed appropriate, other members of the BoD, or other key
persons from inside and outside the Company, to inform it and / or attend a specific meeting or specific items of
the agenda. The CEO, the Group CFO, the General Manager of Internal Audit, the Director of Financial
Consolidation, the Senior Group Manager of Taxation and Customs Affairs, the Compliance Officer, as well as the
statutory auditor, are regularly invited to the Committee meetings, at the Committee Chair's initiative.
Remuneration and Succession Planning Committee
The Remuneration and Succession Planning Committee consists of three (3) non-executive members of the
Board of Directors, two of whom are independent. The Chair of the Committee is the Senior Independent Director
Mr. Iordanis Aivazis. The other members are Mr. Theodoros-Achilleas Vardas, non-executive member and Mr.
Nikolaos Vrettos, independent non-executive member of the BoD.
During 2023, the Remuneration and Succession Planning Committee held seven (7) meetings, including one (1)
joint meeting with Audit Committee, with all committee members attended the meetings. The agenda of the
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 2022.
• Salary adjustments of Managerial level Officers for 2023, based on Executive’s remuneration policy.
• Variable Pay of Managerial level Officers for 2022.
• Update of Variable Remuneration policy for 2023.
• Overview of proposed Mid-Term Incentive Plan (MTIP).
• Supervision and approval of the succession plan of Top Management Officers.
• Update of benefits for Managerial level Officers (pension & medical plans)
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).
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.

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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.
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 Chair 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, is, in acting according to the criteria stated in the Company’s
suitability policy, 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.
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.
The Nomination Committee conducted meetings on 21.02.2023 and 04.04.2023 with the participation of all its
members. The tasks of the Committee and the subject matter of these meetings were to monitor the process of
the first collective evaluation of the BoD and its Committees, as well as of the individual assessment of its
members performed by an external consultant. The evaluation process concluded in early April 2023 and the
results were presented on a dedicated meeting to the BoD on 06.04.2023. A concise description of the evaluation
process and its findings is included in "Evaluation of the Board of Directors & its Committees / Individual
Assessments" section.
The Nominations Committee reviewed the fulfillment of the independence criteria of all independent non-
executive members of the BoD for the year 2023 during its meeting on 29.01.2024 and informed the BoD in order
to establish the fulfillment of the independence criteria of its members in question.
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

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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
Chair and its members Georgios Alexopoulos (Deputy CEO, executive BoD member), Theodoros – Achilleas Vardas
(non-executive BoD member) and Nikolaos Vrettos (independent non-executive BoD member). It is noted that,
the composition of the Strategy and Risk Management Committee of the Company is the same with the
corresponding Strategy and Risk Management Committee of "HELLENIC PETROLEUM Single-Member Societe
Anonyme Refining, Supply and Sales of Oil Products and Petrochemicals" ("HELPE R.S.S.O.P.P. S.A."), being the
most significant subsidiary of the Company since the latter’s establishment, for efficiency reasons. The
Committee met three times in 2023: on 29.06.2023, 24.10.2023 and 29.10.2023, on the renewal of the all-risk
insurance contract and the cyber insurance contract, respectively. At the meeting of 29.11.2023, the Committee
was briefed on the transportation insurance contracts of the Group and VARDAX as well as on the progress of the
compensation process for damages incurred at the Elefsina refinery during the years 2017-2023.
Sustainability Committee
Having incorporated sustainable development in its strategic vision (Vision 2025), the major issue of transitioning
to a low-carbon emissions economy is set at the core of the Company’s future actions and the Company’s vision
for health, safety and the environment is “Zero Impact – Zero Damage”, as a condition for sustainable
development.
The Committee’s mission is to assist the BoD in strengthening the Company’s long-term commitment to create
value in all three pillars of Sustainable Development (economy, environment and society) and to supervise the
implementation of responsible and ethical business conduct, on matters regarding the Environment-Society and
Governance (ESG).
The Committee is responsible for supervising the definition of the stakeholders and the mode of communicating
with such, in respect of understanding their interests, for identifying the Company’s substantial issues, for
implementing the sustainability policy and the undertakings included in it, as well as for offering guidelines as to
individual aspects / pillars for implementing said policy (such as health and safety, the environment and climate
change, the society) and the risks related to them. The Company’s and the Group companies’ commitments refer
to the health, safety, environment and sustainability policy, which is included in the Company’s Bylaws.
The composition of the Committee consists of: Andreas Shiamishis, Chief Executive Officer, as the Committee’s
Chair and its members: Georgios Alexopoulos (Deputy CEO, executive BoD member), Ioannis Papathanassiou
(Chair - non-executive BoD member), Nikolaos Vrettos (independent non-executive BoD member) and Anastasia
Martseki (non-executive BoD member).
The Committee’s composition, including members that are common with those of the Strategy and Risk
Management Committee and with the Chief Executive Officer as Chair, shows the importance which the Company
attributes to sustainable development, which constitutes a key pillar for implementing Vision 2025, aiming
principally at redefining the ESG strategy and the targets in respect of greenhouse gases reduction.
The Committee met twice during 2023, on 14 March and on 28 July. During the first meeting of the year, the main
topic for discussion was the Study for the strategy and operation of the Group regarding Sustainable
Development and ESG related topics. During the second meeting, the results of the aforementioned study were
presented and the proposed changes were approved, which included the creation of a new organizational
structure, as well as the introduction of a new governance model for Sustainable Development/ESG related topics,
with specific roles and responsibilities for all involved organizational units of the Group.

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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 foreign) 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.
Executive Committee composition:

Chair | HELLENiQ ENERGY Holdings S.A. CEO, Andreas Shiamishis
Vice-Chair | 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 Panas
Refineries General Manager | Georgios Dimogiorgas
International Retail Director | Konstantinos Karachalios
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
Head of Group HSE and Sustainable Development Division | Antonios Mountouris

BoD & Committees Evaluation / Individual Assessments
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.
The first such evaluation was conducted with the support of KPMG and completed in April 2023 focusing on the
collective capabilities of the Board of Directors as a body, the Committees, and the individual capabilities of its
members.
Between February and March 2023, members of the BoD were invited to respond to evaluation questionnaires
(collective/individual and self-evaluation) concerning the BoD, its members and the corporate secretary. A
specialized electronic platform was used for such purpose. Similarly, members of each committee answered
questionnaires related to the specific committee in which they participate. The Nomination Committee identified
the evaluation parameters and confirmed the questionnaires. Each questionnaire included closed-type questions,
with open-ended questions and the option for each participant to provide additional comments/thoughts at the
end.
The overall assessment questionnaires for each of the BoD and its committees covered three main evaluation
sections: (i) composition - including size, composition and structure; (ii) role and responsibilities; and (iii)

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organization and functioning. The BoD was evaluated by its 11 members and each committee was assessed by its
respective members.
Individual evaluation questionnaires were developed in four main evaluation categories: (i) technical knowledge
and experience, (ii) participation, contribution and independence of judgment, (iii) corporate governance and (iv)
monitoring of strategy, expression of opinions, and reputation. The Chair, the CEO and the executive member of
the BoD were both self-evaluated and evaluated by the other members of the BoD. Non-executive members were
self-evaluated, and the corporate secretary both self-evaluated and evaluated by all BoD members.
The overall conclusion from the assessment indicate that the BoD consists of members with the necessary
interpersonal characteristics, abilities, experience, integrity and diversity for the effective performance of their
duties. Good collaboration among members and well-documented preparation of agenda items were also
highlighted. Improvement suggestions included the need for better scheduling of committees’ meetings, the
development of an annual training program for BoD members, functional issues of the Strategic Planning and
Risk Management Committees, and strengthening of the participation of non-executive BoD members.
The results of the BoD's assessment were discussed on a special BoD meeting 06.04.2023. Following the
assessment, the Company initiated various actions, such as assigning the task of "Study of ESG Strategy and
Operation" to an external advisor for the evaluation of the Group’s structure and operation, as well as for the
planning of the Group’s operational structure in ESG matters. On risk management, the Company is also working
in collaboration with an external consultant in order to establish a Risk Management Organizational Unit, which
will develop and implement the relevant framework. Lastly, the BoD adopted the role of Senior Independent
Director to further enhance the participation and impact of non-executive Board members and the 2024 meeting
schedule/calendar of the BoD committees has been set in the begging of the year.
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 fully aligned with the applicable provisions of the Greek legislation concerning
the corporate governance of sociétés anonymes and, in particular, the provisions in article 3 of Law 4706/2020, in
Circular 60/2020 of the Hellenic Capital Market Commission, as well as to the Company’s Articles of Association.
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, HRADF S.A.),
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

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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".
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 and, specifically, at least of the mandatory by Law twenty five percent
(25%) of the total BoD members. In case of fraction, this percentage is rounded to the previous whole
number.
• 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, disability, 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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Selected diversity data regarding 2023 are set out below:
BoD Composition
HELLENiQ ENERGY Group data Table (31.12.2023)

| Managerial level officers | Other staff
Men | 300 | 2,604
Women | 107 | 635
<30 years old | 1 | 130
30-50 years old | 165 | 1,960
>50 years old | 241 | 1,149
Doctorate (Ph.D) | 28 | 36
Post-graduate degree | 179 | 316
University degree | 174 | 439
Polytechnic degree | 15 | 626
High School graduate or lower education level | 11 | 1,822

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 Policy was approved by a decision of the Extraordinary General Meeting of the Company’s shareholders, dated
20 December 2019, and was amended by a decision of the Ordinary General Meeting of shareholders of 30 th June
2021.
The Remuneration Policy aims at determining the remuneration framework in a manner that succeeds in
complying with the existing legislative framework and the BoD members’ Remuneration Policy and in
strengthening the transparency as regards the determination and payment of the BoD members’ remuneration of
any nature, in a way that is easy to understand, clear and comprehensible.

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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.
• 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 Chair’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 approved by the G.M., in
accordance with the provision of par. 1 of article 109 of L. 4548/2018, following a relevant Committee
recommendation, which will be in line with terms of the market regarding respective positions. Moreover, in any
case, it shall not exceed the level of remuneration of the first grade (Grade 1) of Managerial Level Officers, as this is
recommended by the Committee and approved by the BoD from time to time.
The BoD members’ gross remuneration (before taxes and other deductions), as approved at the Company’s latest
G.M. on 15.06.2023, is set out on the table attached as Annex A to the Policy. Furthermore, it is noted that the BoD
members may receive remuneration in the form of a share in the fiscal year’s profits.
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 gas card (EKO CARD) for transportation expenses, with monthly consumption of up to 100 liters.

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• 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.
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 (Remuneration
Policy).
Sustainability Policy
The Company has incorporated sustainable development in its strategic planning and has committed itself via the
health, safety, environment and sustainability policy, which aims at a safe and accident-free, economically
sustainable operation that respects the environment and society, in accordance with the United Nations’ 17
Sustainable Development Goals (SDGs). At the heart of the Company’s planning lies the major issue of
transitioning to a low-carbon emissions economy and the Company’s vision for health, safety and the
environment is “Zero Negative Impact – Zero Damage”, as a precondition for sustainable development. The
Company’s and the Group Companies’ commitments are stated in the health, safety, environment and
sustainability policy, which forms part of the Company’s Bylaws.
The Company publishes a Sustainability Report on an annual basis, following recognized sustainability reference
standards, such as the GRI Standards, the ESG Reporting Guide of the Athens Exchange (Athex), as well as the
adoption of principles of the United Nations’ Global Compact, with the relevant progress report (Global Compact
Communication on Progress - CoP).
The substantial non-financial issues concerning the Company’s long-term sustainability, as well as the manner of
addressing them, are summarized in the Non-Financial Reporting (J.) and described in greater detail in the annual
Sustainability Report. These issues are related to the broader pillars of health, safety, environment and climate
change and society, in general.
As regards the health and safety and environmental issues affecting local communities, too, the Group, due to the
nature of its activities, faces a number of risks in its day-to-day operations, regarding the use of hazardous and
flammable substances and technical challenges at production and distribution facilities (including oil and other
products) of special complexity and major size. Inability to manage the above risks could have grave impact on the
Group’s operation and financial position, including administrative sanctions, or/and inability to conduct the
activities. As regards the investigation of risks concerning health, safety and environment issues, the Group uses a
series of handling procedures, at the equipment’s designing and operation, for managing and containing them
and monitors them through Key Performance Indicators (ΚΡΙs). At the same time, it actively participates in
international organizations for measuring and comparing key indexes with the European oil and chemical industry,

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as well for transposing and incorporating best practices, in order to improve its performance on issues of health,
safety and the environment.
More information regarding the Policy and its content is available at the Company’s website, under the Bylaws
(Internal Regulation).
BoD members’ compensation for their participation in BoD and Committees’ meetings in 2023
For fiscal period 01.01.2023 – 31.12.2023, 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 2022) has been drawn up in
accordance with article 112 of Law 4548/2018, as well as with the Company’s Remuneration Policy that was
approved on 30.09.2021. It was discussed at the Company’s Annual Ordinary General Meeting, dated 15 June
2023, where shareholders representing 88.31% of the share capital attended, while the percentage of votes “IN
FAVOR” amounted to 97.67% of the shareholders present.
The remuneration paid to the Company’s BoD members for the fiscal period 1.1.2022-31.12.2022 include both a
fixed as well as a variable part, aiming at aligning them to the Company’s business growth and effectiveness.
The 2022 remuneration report is available through the Company’s website, while the respective report for 2023
will be posted following its approval in June 2024.
No stock options were granted during the 2023 fiscal period and no stock award plan is in force.

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E. Activity Report of Audit Committee
E.1 Introduction
Dear Shareholders,
The Audit Committee (the “Committee”) of “HELLENiQ ENERGY” (the “Company”) is pleased to present its report for the
year 2023 in accordance with the provisions of article 44 par. 1(h) of Law 4449/2017 (as amended by article 74 of Law
4706/2020) to the General Meeting of Company’s shareholders. T his 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 2023, as outlined in its
Terms of Reference, as well as the activities regarding the financial statements of 2023, which were published in
2024. Moreover, this report describes the Company’s sustainability policy.
Our work plan is initially determined early in the year with the objective of ensuring all areas falling within our
responsibility are addressed. Modifications to our plan may be implemented as the year progresses, depending
upon developments.
In executing our plan for 2023, key points of focus included:
• Consideration of the impact of macroeconomic and geopolitical developments on the Company's business,
as well as climate-related matters and the implications for the financial statements, including going concern,
asset impairment and accounting for emissions.
• Monitoring the Group’s refinancing activities.
• Overseeing the effectiveness of the Group Internal Audit General Division (GIAGD) including matters related
to staffing and organization. This included appointing an external assessor to conduct an External Quality
Assessment (EQA) of GIAGD in accordance with IIA Standards (which confirmed conformance with the
Standards), approving a new IT Control strategy developed in collaboration with an external consultant, as
well as approving and monitoring an external assignment for the development of a new risk assessment
methodology for GIAGD.
• Reviewing and discussing the results of the first triennial external evaluation of the Company’s System of
Internal Controls under Law 4706/2020, which concluded that there were "no material weaknesses" and
monitoring progress in addressing “Non-significant findings” identified, as well as actions taken to address
internal control recommendations raised by the external auditors in their Management Letters.
In 2024, apart from continuing to monitor the impact of macroeconomic and geopolitical developments on
the business, other priorities include:
• Monitoring, in collaboration with the Sustainability Committee, the project plan initiated in 2023 for the
implementation of the new CSRD European Sustainability Reporting Standards (ESRS), effective from the
financial year 2024.
• Monitoring progress in achieving Vision 2025 commitments.
• Following up on the results/effectiveness of GIAGD’s recently implemented Audit Risk Methodology and the
introduction of the new Risk Taxonomy across the organization (in collaboration with the Risk and Strategy
Committee on the establishment of the new Risk and Compliance function).

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E.2 Purpose of the Committee and Key Responsibilities
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:
• Monitoring the procedure and conduct of the statutory audit of the annual financial statements.
• Monitoring the financial reporting process.
• Reviewing the annual financial statements, semi-annual and quarterly condensed financial statements prior
to their approval by the BoD and submitting recommendations or proposals to the BoD as considered
appropriate.
Β) External Audit Process
The Committee submits proposals to the BoD on issues arising from the statutory audit, explaining:
• 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.
• The Committee’s role in the above process.
• The selection, appointment and remuneration of the auditing firm/statutory auditor for the purpose of
recommending its appointment by the Annual General Meeting of Shareholders ("Annual General Meeting")
to ensure the independence, objectivity and effectiveness of its operation, as well as its periodic rotation in
accordance with the current regulatory framework.
C) The Effectiveness of Internal Control Systems, Risk Management, Regulatory
Compliance, Corporate Governance and the General Internal Audit Group Division
The Audit Committee monitors, examines and evaluates:
• The design adequacy and operational effectiveness of the Company’s policies, procedures and control
activities. This evaluation pertains to both the internal control system and the risk assessment and
management, in relation to financial reporting.
• The assurance and compliance of the design adequacy and operational effectiveness of the corporate
governance system.
The Committee reports to the BoD on how it discharges its responsibilities and provides recommendations to the
BoD.
Further information on the Committee’s responsibilities is provided in its Terms of Reference, which has been
approved by the BoD and is available at: BoD Committees.

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The main responsibilities of the Committee cover the following:

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Ε.3 Composition of the Committee, Skills and Experience
The Annual General Meeting of the Company's shareholders of 30 June 2021 decided that the Committee will be a
committee of the BoD, as defined by the provisions of article 9 of Law 4706/2020, consisting of three (3) non-
executive and in their majority independent members. In this context, the BoD on 30.06.2021 appointed three of
its independent members as members of the Committee. The three (3) appointed members are Lorraine
Scaramangas (Chair), Iordanis Aivazis and Panagiotis Tridimas.
The members comprising the Audit Committee have, collectively, sufficient knowledge of the sector in which the
Company operates. Furthermore, one of the members has proven significant expertise and experience in the field
of auditing or accounting, within the meaning of the provisions of article 9 of Law 4706/2020.
Brief CVs of the Committee's members can be found in Section L of this Report.
The tenure of office of the Committee's members is in alignment with the term of the office of the BoD, which is
three years. The tenure of office of this Committee shall expire on 30.06.2024.
The Committee is supported by an Audit Committee Secretary and other staff from within the organization.
Additionally, it may engage external consultants in the discharge of its responsibilities.
Ε.4 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.
• The Committee has opted to hold frequent meetings of varying duration spread over the year, to enable it to
dedicate sufficient time to the items on its annual agenda. During 2023, the Committee held nineteen (19)
meetings, including one joint meeting with the Remuneration and Succession Planning Committee, covering
all of the areas falling within its responsibilities. The Committee also participated in a joint informative
session with members of the Sustainable Development Committee. The attendance at the meetings was
very satisfactory, with all of the Committee members attending each meeting. Depending on the subject
matter of the meeting, Senior Management and the external auditors of the Company are invited to attend.
Furthermore, the Head of GIAGD is invited to all Committee meetings, except for the meetings where the
Head's remuneration is discussed. The Committee members also held frequent discussions/informal
meetings in between scheduled meetings.
• The Committee also held two (2) meetings with Management and the external auditors in 2024 to discuss
the 2023 annual financial statements and the results of the audit, as well as holding a discussion with the
external auditors without the Management’s presence.
• All of the Committee’s decisions were taken unanimously.
• In 2023 the performance of the Audit Committee was assessed as part of the overall self-assessment of the
BoD and its committees.
• The members participated in various conferences and development activities during 2023. The Board
Strategy Day which included presentations from Management and external experts, provided an excellent
forum to receive briefings on industry developments and the implications for the Company's business and
strategy.

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• The Committee submitted quarterly 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.
• Minutes were kept of all Audit Committee meetings setting out the issues discussed and approvals of the
members. The minutes are maintained on the Group’s Board Management portal.
Content allocation of meetings in 2023

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Ε.5 Financial Reporting & External Audit
The Committee was involved throughout the financial statement preparation process holding meetings with
the Company’s Management and external auditors, as well as carrying out its own review of the financial
statements and management information.
Meetings with Company’s Management
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 developments; progression of energy crisis)
• Assessment of the need for impairment of assets
• Updates on the treatment of the Solidarity Contribution on 2022 profits
• Group's operations financing
• 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)

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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 2023
• 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 reviewed the Consolidated and Company financial reports and other management
information provided in relation to the financial reports. With respect to the Non-Financial ESG information, the
Committee confirmed that the disclosures were also shared with the Sustainability Committee for review and also
that, such disclosures were reviewed by EY’s sustainability team in the context of the audit of 2023 Annual
Financial report.
Financial Statements 2022
• 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 of actions taken by
Management
Ε.6 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 2022 audit, as well as considering feedback from the
Management, the Committee decided to propose to the BoD the reappointment of EY as auditors for 2023, for a
seventh term.
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.

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• 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)
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 2023, 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.
The Committee also approved an updated Auditor Independence Policy.

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E.7 Internal Audit/System of Internal Controls/Regulatory
Compliance/Corporate Governance
The Committee met seven (7) times during the year 2023 to review and discuss the activities of the GIAGD
and regulatory compliance.
The matters discussed/addressed by the Committee included:
Internal Audit
Risk Assessment and Audit Plan
• The results of the annual risk assessment process conducted by the Group Internal Audit Division and the
review and approval of the proposed annual audit plan and the three-year plan, as well as the budget and
training plan of the GIAGD for the year 2023.
• The organizational structure, as well as the staffing requirements of the department, including the steps
being taken to enhance/develop the information system (IS) skills of the department, including the approval
of a new IT Control Strategy developed in collaboration with an external consultant for implementation by
GIAGD.

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• The approval of the appointment of an external firm to support the implementation of a new audit Risk
Assessment Methodology by GIAGD for 2023, (which was utilized for the 2024 Audit Plan approved in
2024).
Internal Audit
• The findings of internal audit reports (regular and special investigations), as well as Management’s
responses/actions.
• The progress in addressing high risk findings (discussed on a quarterly basis), as well as other findings
(reviewed every six months).
• The progress of internal audit assignments and the Audit Plan status communicated through quarterly
Activity Reports.
• The results of the first triennial external evaluation of the Company’s System of Internal Controls
undertaken in accordance with Law 4706/2020, as well as the status of actions taken to address “Non-
Significant Findings” which are monitored on a quarterly basis.
• The progress in implementing the new audit management software acquired by GIAGD in 2022, including
staff training.
• The activity report of the Quality Assurance and Improvement Program for the year 2022.
• GIAGD’s training and participation in conferences/committees.
Independence
• The Committee received confirmation of the Independence of the General Director for the year 2023 and
the Declaration of Confidentiality and Avoidance of Conflict of Interest for 2023 by all members of GIAGD.
Furthermore, the Committee also carried out an evaluation of the General Director's performance for the
year 2022 and held a joint meeting with the Remuneration and Succession Planning Committee, regarding
the annual review of the General Director’s remuneration.
Assessment of the Internal Audit Department
• The Committee approved the appointment of an Assessor to carry out an External Quality Assessment of
GIAGD, which is required every five (5) years in accordance with the IPPF Standards and the Terms of
Reference of GIAGD.
• The assessment was completed in September 2023 and the report was discussed with the Committee and
subsequently presented to the BoD in November 2023.
• The assessment report concludes that GIAGD is “Generally Compliant” with the IPPF Standards showing an
improvement in overall compliance with the Standards since the previous assessment.
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 2022, including recommendations relating to the Organization and
operation of the Compliance function. The Committee also approved the proposed activities for 2023.

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• The Committee discussed with the Head of GIAGD the results of four (4) regulatory compliance audits
conducted by GIAGD in collaboration with an external audit firm.
Cyber Security
• The Committee held three (3) meetings with the Cyber Security Officer and was briefed by the Cyber
Security Officer and IT General Director on projects/initiatives to protect the Group's information and
systems and the status of audit recommendations.
Ε.8 Sustainable Development Policy
The incorporation of sustainable development into the Company's strategic planning is a fundamental aspect of
its operations. The Company has made a commitment to prioritize health, safety, environment and sustainability
through its policy. This policy aims to ensure a safe and accident-free operation that is economically sustainable,
while also respecting the environment and society, in accordance with the United Nations’ 17 Sustainable
Development Goals (SDGs).
Central to the Company’s planning lies the major task of transitioning to a low-carbon emissions economy and the
Company’s vision for health, safety and the environment is “Zero Negative Impact – Zero Damage”, as a
precondition for sustainable development. The Company’s and the Group Companies’ commitments are stated in
the health, safety, environment and sustainability policy, which is an integral part of the Company’s Bylaws.
The Company publishes a Sustainability Report on an annual basis, following recognized sustainability reference
standards, such as the GRI Standards, the ESG Reporting Guide of the Athens Exchange (Athex), as well as the
adoption of principles of the United Nations’ Global Compact, with the relevant progress report (Global Compact
Communication on Progress - CoP).

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The substantial non-financial issues concerning the Company’s long-term sustainability, as well as the manner of
addressing them, are summarized in the Non-Financial Information - ESG section of these report (J.). These issues
are further elaborated upon in the Sustainability Report. They encompass various aspects including the broader
pillars of health, safety, environment and climate change and society, in general.
As regards the health and safety and environmental issues, which also affect local communities, the Group, due to
the nature of its activities, faces a number of risks in its day-to-day operations. These risks include the use of
hazardous and flammable substances and technical challenges at production and distribution facilities (including
oil and other products) of special complexity and substantial scale.
Inability to manage the above risks could have a significant impact on the Group’s operation and financial position,
including administrative sanctions, or/and inability to conduct its activities.
With regards to the investigation of risks concerning health, safety and environment issues, the Group uses a
series of handling procedures, at the equipment’s designing and operation. These procedures are implemented to
effectively manage and mitigate these risks and monitors them through Key Performance Indicators (ΚΡΙs).
Simultaneously, it actively participates in international organizations for measuring and comparing key indexes
with the European oil and chemical industry, as well for transposing and incorporating best practices, in order to
improve its performance on issues of health, safety and the environment.
More information regarding the Policy and its content is available at the Company’s website, under the Bylaws
(Internal Regulation).
Maroussi, 28 February 2024
Lorraine Scaramanga Iordanis Aivazis Panagiotis Tridimas

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F. Strategic Goals and Prospects
The Group intends to play a key role in the energy transition in the East Med region, by maximizing returns in
its core business and developing a diversified energy portfolio, while, at the same time, reducing its
environmental footprint.
The implementation of our strategic plan, Vision 2025 leverages on major market trends and focuses on the
improvement of our existing businesses as well as the development of new activities.
Specifically, our energy transition strategy capitalizes on:
a. the expected increase in energy demand in the upcoming years, with a continued strong demand for oil
products over the next decade,
b. the transition towards a low-carbon economy driven by electricity demand and RES,
c. the positive macro-economic environment in Greece on the back of increased investments, above-
European-average GDP growth and improvement in the sovereign credit rating.
Following the completion of the first phase of the Vision 2025 strategic plan, the Group focuses on four
pillars:
a. promoting operational excellence across all businesses,
b. developing new activities to evolve its position in the energy market, such as biofuels, electromobility
and alternative energy,
c. accelerating targeted portfolio development in RES and storage in Greece and internationally, while also
enhancing commercial capabilities,
d. improving the operating model by incorporating risk management best practices, expanding the digital
transformation’s implementation scope and reducing the carbon footprint in our core operations.
Our strategy aims to utilize our cash flows to further improve our core activities’ performance and accelerate
investments in the energy transition to grow our profitability and increase the contribution from more sustainable
businesses.

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F.1 Refining, Supply and Trading
After three years of intense volatility affected by the COVID-19 pandemic and the energy crisis that intensified
following Russia's invasion of Ukraine, the global oil markets in 2023 evidenced a gradual normalization of the
crude oil prices, with refining margins maintaining high levels, albeit lower than the previous year's record-highs.
This was the result of supply/demand balances normalizing, despite the implementation of sanctions on Russian
product exports and OPEC's decision to reduce production levels. Additionally, geopolitical developments in the
Middle East partially realigned trade flows.
The production and sales of HELLENiQ ENERGY's Refining, Supply and Trading business increased in 2023, while
profitability was positively affected on the back of high refining margins.
The Group seeks to strengthen its competitiveness through substantially improving the environmental footprint
of its processes, the energy used and the products produced as well as the competitiveness and the production of
petrochemicals and sustainable fuels.
Specifically, the strategy focuses on further strengthening the competitiveness of the Refining, Supply and
Trading business through the following initiatives:
a. Projects to enhance energy efficiency by reducing energy consumption and environmental footprint,
through investments in co-generation units and increased use of energy from RES, as well as
decarbonization projects, including the installation of blue/green hydrogen units.
b. Investments in high-performance projects in the high-complexity industrial units, with an emphasis on
the production of high value-added products, biofuels and petrochemicals.
c. Operations improvement as part of the Group's digital transformation program, through upgraded
production planning, supply optimization and synergy realization among our refineries.
d. Prioritizing safety by focusing on training, implementing standards and enhancing procedures.
F.2 Marketing
Domestic Marketing
The business plan for Domestic Marketing over the next five years encompasses a comprehensive set of actions
designed to enhance competitiveness, while also adapting to the evolving demands of customers and the
challenges posed by the economic environment. Simultaneously, there will be a strong focus on energy efficiency
and digital transformation across all operations.The following areas will receive particular attention:
• Continuously enhancing the customer experience and service through the introduction of new competitive
non-fuel services.
• Enriching loyalty reward programs (ΕΚΟ-BP) to facilitate interaction with consumers, with a particular
emphasis on personalized service, communication and the implementation of a multi-brand loyalty
strategy.
• Developing new services at petrol stations that cater to the digital needs and expectations of consumers.
• Promoting the development of electric mobility by addressing the comprehensive needs of modern
motorists.

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International Business
The strategic objective of achieving growth in Southeast European markets remains a top priority. This entails
maintaining a leading position in both Cyprus and Montenegro, improving the profitability of OKTA and
continuously expanding into the markets of Bulgaria and Serbia through targeted network growth and supply
chain optimization. In alignment with the Group's "Vision 2025", significant emphasis has been placed on the
transition to green energy.
F.3 Renewable Energy Sources (RES)
HELLENiQ RENEWABLES aims to accelerate the RES portfolio development in the forthcoming years, with a
target of achieving an installed capacity of more than 1 GW by 2025 and more than 2 GW by 2030, from 356 MW
at the end of 2023. These projects will primarily be developed in Greece, as well as in other countries, with an
existing presence in Cyprus and Romania.
The aforementioned objectives will be accomplished through both organic means, utilizing the Company's
existing portfolio of projects under development, which totals over 4.2 GW (comprising photovoltaic, wind and
storage projects), as well as through strategic acquisitions.
Furthermore, subsequent to its participation in the initial tender conducted in Greece for the allocation of
investment and operational support to energy storage system (ESS) projects, resulting in the selection of three
Electric Energy Storage Stations (EESS) with a collective capacity of 100 MW, HELLENiQ RENEWABLES intends to
participate in the forthcoming third Competitive Process, upon its announcement by the Regulatory Authority for
Energy, Waste and Water (RAEWW).

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G. Main Risks and Uncertainties for the
Next Financial year
The major financial risks for the next financial year are discussed below in relation to key areas. The global
economy's trajectory in 2024 is a major risk due to ongoing geopolitical tensions, monetary policy adjustments by
most central banks, changes in consumers' disposable income, volatility in energy markets and the speed and
direction of the energy transition. These parameters directly and indirectly impact the demand for petroleum
products in the European refining industry, fluctuations in crude oil and product prices, the euro/US dollar
exchange rate, fluctuations in CO 2 emissions rights 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 and adjusts its operations accordingly.
In 2023, there was a partial de-escalation of the energy crisis that had already commenced in the aftermath of the
COVID-19 pandemic in the second half of 2021 and intensified in the following year. The prices of crude oil, natural
gas, and electricity normalized to a certain extent compared to the record highs reached in 2022, while CO 2
emissions rights remained relatively stable.
Several factors contributed to these developments, including:
a. changes in the supply/demand balances of crude oil and petroleum products, which were also
influenced by sanctions imposed on Russia and OPEC's decisions on crude oil production levels,
b. changes in natural gas supply/demand balances, which were affected by sanctions on Russia, increased
availability of LNG cargoes and related infrastructure, as well as weather conditions,
c. changes in electricity prices, which were affected by raw material prices and the energy mix,
d. political and business decisions favoring the accelerated development of alternative fuels and
renewable energy sources, along with the gradual substitution of conventional fuels in the long term.
e. the increase of the benchmark interest rates of the major central banks, resulting in an increase in the
base rates (Euribor).
It is important to note that following Russia's invasion of Ukraine, several of Russia's trading partners, including
the European Union, implemented economic and trade sanctions. The Group has already completely replaced
Russian crude oil (which accounted for 15-17% of its refineries' total feed in the second half of 2021) with other
crude grades, while expanding partnerships with alternative suppliers.
The Group closely monitors developments and, through the implementation of its Vision 2025 program, navigates
the energy transition through a series of initiatives. These initiatives aim to enhance the efficiency of its core
activities, facilitate the development of new and more sustainable forms of energy, and reduce its environmental
footprint.

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G.1 Financial Risk Management
Financial Risk Factors
The Group's operations primarily focus on oil refining, petrochemicals, fuels marketing, exploration and
production of hydrocarbons, 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 CO 2 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.
Product price risk management is conducted by the Commercial Risk Management Service, which is consists of
senior executives from the trading and financial departments. The financial risks, on the other hand, are managed
by the financial services division of the Group, in accordance with the authorized framework approved by the BoD.
The most significant risks and uncertainties are discussed below.
a) 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 primarily 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.
(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 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 Platts 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. The Group aims to hedge a portion of its exposure to changes in the price of crude oil,
products and refining margins, depending on prevailing market conditions.
(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, significant
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

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its cost of capital and is significantly higher than current interest rates. Additionally, a portionof the loans used to
finance investments (Eurobonds) 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 increase in
the number of CO 2 emission allowances that must be acquired through the market in the coming years, along with
the rise in the price of these 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
by returns that surpass benchmark margins, providing a significant competitive advantage in the Mediterranean
region.
(b) 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 wholesale
customers, including outstanding trade receivables from clients in Greece and internationally. The Credit Control
Department, in collaboration with external credit rating agencies where necessary, conducts credit checks for all
customers.
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.
(c) 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.

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G.2 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 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 strives 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. This is done through the issuance of Eurobonds by its London-based
subsidiary, HELLENiQ ENERGY FINANCE plc, which are listed on the Luxembourg stock exchange.
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.
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 review of the capital
structure by business sector.

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H. 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.
H.1 Presentation and Explanation of Use of Alternative Performance
Measures
Reported EBITDA
Reported EBITDA are defined as earnings/(loss) before interest, taxes, depreciation and amortization, and are
calculated by adding back depreciation and amortization to operating profit.
Adjusted EBITDA
Adjusted EBITDA are 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 are intended to provide an approximation of the operating cash flow projection (before any
Capex) in an environment with stable oil and products 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.

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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.

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H.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 Profit after tax
million € | 2023 | 2022
Operating Profit/(Loss) -IFRS- | 736.2 | 1,412.6
Depreciation & Amortization -IFRS- | 317.0 | 304.8
Reported EBITDA | 1,053.2 | 1,717.4
Inventory effect | 148.4 | -102.1
Other special items* | 35.7 | -13.9
Adjusted EBITDA | 1,237.3 | 1,601.4
Profit/(loss) for the period attributable to owners of the parent -IFRS- | 477.7 | 889.5
Taxed Inventory effect | 116.2 | -81.3
Taxed other special items** | 27.9 | -26.5
Special items below EBITDA*** | -16.3 | 224.2
Adjusted Net Income | 605.6 | 1,006.0
Calculation of Net Debt, Capital Employed and Gearing ratio |  |
million € | 2023 | 2022
Borrowings LT -IFRS- | 1,388.0 | 1,433.0
Borrowings ST -IFRS- | 1,158.5 | 1,409.3
Cash & Cash equivalents -IFRS- | 919.5 | 900.2
Investment in equity instruments -IFRS- | 0.5 | 0.4
Net Debt | 1,626.5 | 1,941.8
Equity -IFRS- | 2,946.4 | 2,727.4
Capital Employed | 4,572.9 | 4,669.2
Gearing ratio (Net Debt / Capital Employed) | 36% | 42%

* Main items include:
a) for 2023: (€23m) expenses associated with one-off bonus to employees, other incentives and early retirement
schemes, (€13m) for litigation provisions, (€11m) for Corporate Social Responsibility initiatives benefiting hospitals
and groups affected by floods in the wider region of Thessaly, (€5m) in support for the Elefsina municipality,
(€4m) for decontamination and other costs, (€4m) valuation adjustments on balance sheet items, (€5.6m) for
other special expenses and €30m income from compensation from indirect CO 2 cost in electricity.
b) for 2022: (€6m) for COVID-19 related expenses, (€10m) for expenses associated with voluntary retirement
schemes and other special payroll expenses, (€43m) expenses for valuation adjustments on balance sheet items
(receivables, inventories, fixed assets), (€33.1m) expenses for other special items. These expenses are offset by
€74m in income from the profit gained from assets held for sale, €22m in income from legal cases and €10m in
income related to the profit from the sale of fixed assets.
** Includes all special items after the effect of applicable tax rate.

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***Mainly included for 2023: (€13.7m) DEPA Commercial tax receivable write-off, a partial tax reversal provision
associated with the 2022 solidarity contribution amounting to €28.7m and €1.3m other special items. As for
2022: provision for the temporary solidarity contribution of (€237m) (after tax), BOTAS arbitration gain of €29m,
litigation provision of (€8m) (after tax).

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I. Related Party Transactions
(L. /434/3.7.2007 Art. 3)
The statement of comprehensive income includes revenues, expenditures, and costs that result from
transactions between the Group and related parties. These transactions primarily consist of sales and
purchases of goods and services in the normal 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 Commercial S.A. (ex Public Gas Corporation of Greece S.A. – DEPA S.A.)
• DEPA International Projects S.A.
• Elpedison B.V.
• Spata Aviation Fuel Company S.A. (SAFCO)
• D.M.E.P. HOLDCO
• VLPG Plant LTD

Group | For the period ended
(Amounts in €000) | 31 December 2023 | 31 December 2022
Sales of goods and services to related parties |  |
Associates | 464,767 | 101,444
Joint ventures | 13,999 | 10,141
Total | 478,766 | 111,585
Purchases of goods and services from related parties |  |
Associates | 415,752 | 151,535
Joint ventures | 158,913 | 182,990
Total | 574,665 | 334,525
Balances due to related parties |  |
Associates | 15,961 | 13,925
Joint ventures | 15,627 | 926
Total | 31,588 | 14,851
Balances due from related parties |  |
Associates | 23,175 | 12,997
Joint ventures | 277 | 15,226
Total | 23,452 | 28,223

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The Company has provided guarantees in favor of third parties and banks as security for loans granted by them to
ELPEDISON B.V. The outstanding amount of these as at 31 December 2023 was €75 million (31 December 2022:
€107 million).
Dividend income amount of €1.9 million for 2023 relates to the dividend declared by the associate company DEPA
Commercial S.A. (Note 31).
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.
• Lignitiki Megalopolis S.A. (up to 01.06.2022 when the entity was fully absorbed by PPC S.A.)
• Lignitiki Melitis S.A. (up to 01.06.2022 when the entity was fully absorbed by PPC S.A.)
• Hellenic Distribution Network Operator S.A. (HEDNO)
During the year ended 31 December 2023, transactions and balances with the above government related
entities are as follows:
• Sales of goods and services amounted to €418 million (31 December 2022: €625 million)
• Purchases of goods and services amounted to €4 million (31 December 2022: €3 million)
• Receivable balances of €101 million (31 December 2022: €106 million)
• Payable balances of €0.1 million (31 December 2022: €0.1 million)
c. c) Key management includes directors (Executive and Non-Executive Members of the board of
HELLENiQ ENERGY Holdings S.A.) and General Managers. Where required, comparative amounts have
been amended to better reflect the nature of the compensation earned.
The compensation paid or payable for the year ended on 31 December 2023 to the aforementioned key
management is as follows:

Group | For the period ended
(Amounts in €000) | 31 December 2023 | 31 December 2022
Short-term employee benefits | 8,096 | 7,590
Post-employment benefits | 6,228 | 1,012
Termination benefits | — | 134
Total | 14,324 | 8,736

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d. The Group participates in the following jointly controlled operations with other third parties relating to
exploration and production of hydrocarbons in Greece:
• Energean Italy S.p.A. (Greece)
• Calfrac Well Services Ltd (Greece, Sea of Thrace concession)
• Energean Hellas LTD (Greece, Block 2)
• 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)
For transactions and balances with related parties of the Parent Company see Note 35.

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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.
Borrowings of the Group net of unamortized finance fees by maturity as at 31 December 2023 and 31 December
2022 are summarized in the table below (amounts in € million):

|  |  | Balance as at
| Company | Maturity | 31 December 2023 | 31 December 2022
€100 million RCF 2023 | HELPE R.S.S.O.P.P. S.A. | March 2023 | — | 100
€150 million RCF 2023 | HELPE R.S.S.O.P.P. S.A. | October 2023 | — | 150
€200 million RCF 2024 | HELPE R.S.S.O.P.P. S.A. | February 2024 | 200 | —
€100 million RCF 2024 | HELPE R.S.S.O.P.P. S.A. | October 2024 | — | 100
€599 million Eurobond | HELLENiQ ENERGY FINANCE PLC | October 2024 | 598 | 596
€30 million RCF 2024 | EKO Bulgaria | December 2024 | 8 | 11
€400 million RCF May 2025 | HELPE R.S.S.O.P.P. S.A. | May 2025 | 241 | 348
€400 million Syndicated RCF Dec 2025 | HELPE R.S.S.O.P.P. S.A. | December 2025 | 193 | 292
€200 million RCF 2026 | HELPE R.S.S.O.P.P. S.A. | February 2026 | 145 | —
€400 million Syndicated RCF Jun 2028 | HELPE R.S.S.O.P.P. S.A. | June 2028 | 186 | 339
€400 million RCF Nov 2028 | HELPE R.S.S.O.P.P. S.A. | November 2028 | 381 | 279
PF Evia 2 | HELLENiQ RENEWABLES WIND FARMS OF EVIA S.A. | December 2030 | — | 17
PF Evia1 | HELLENiQ RENEWABLES WIND FARMS OF EVIA S.A. | June 2032 | — | 10
PF Mani 1 | HELLENiQ RENEWABLES WIND FARMS OF MANI S.A. | July 2037 | 24 | 29
PF Mani 2 | HELLENiQ RENEWABLES WIND FARMS OF MANI S.A. | July 2037 | 32 | 34
PF Evia - Framework Agreement | HELLENiQ RENEWABLES WIND FARMS OF EVIA S.A. | December 2039 | 73 | —
PF Kozilio 1 - Framework Agreement | KOZILIO 1 | June 2042 | 126 | —
€30 million Syndicated RRF Dec 2037 | HELLENiQ ENERGY DIGITAL S.A. | December 2037 | 11 | 3
Uncommitted revolving credit facilities | Various | Various | 329 | 534
Total |  |  | 2,547 | 2,842

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No loans were in default as at 31 December 2023 (none as at 31 December 2022).
All loans that were refinanced within 2023 met the criteria to be treated as extinguishments, and in accordance
with the Group's accounting policy (Note 2.17), with any unamortized finance fees impacting the Group's
statement of comprehensive income.
The table below presents the changes in Borrowings arising from financing activities:

Group | 1 January 2023 | 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 2023
| €000 | €000 | €000 | €000 | €000 | €000 | €000 | €000 | €000
Current interest- bearing loans and borrowings | 1,409,324 | 348,902 | — | (1,226,191) | (400) | 26,930 | 595,923 | 4,007 | 1,158,495
Non-current interest- bearing loans and borrowings | 1,433,029 | 1,170,504 | — | (583,054) | (7,201) | (26,930) | (595,923) | (2,415) | 1,388,010
Total | 2,842,353 | 1,519,406 | — | (1,809,245) | (7,601) | — | — | 1,592 | 2,546,505

Group | 1 January 2022 | 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 2022
| €000 | €000 | €000 | €000 | €000 | €000 | €000 | €000 | €000
Current interest- bearing loans and borrowings | 1,474,494 | 380,553 | — | (454,273) | — | — | — | 8,550 | 1,409,324
Non-current interest- bearing loans and borrowings | 1,516,530 | 658,142 | 63,941 | (800,324) | (5,000) | — | — | (261) | 1,433,029
Total | 2,991,024 | 1,038,695 | 63,941 | (1,254,597) | (5,000) | — | — | 8,288 | 2,842,353

“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.
In accordance with the non-recourse Project Finance Facilities’ Agreements amounting to €255 million as of 31
December 2023, ( 31 December 2022: €91 million) signed by three subsidiaries of the Group (HELLENiQ
RENEWABLES WIND FARMS OF MANI S.A., HELLENiQ RENEWABLES WIND FARMS OF EVIA S.A. and KOZILIO 1),
the three companies have to meet certain financial covenants typical for such types of borrowings, applicable only
to the respective entities.
Management monitors the performance of these subsidiaries to ensure compliance with the above covenants.
Furthermore, these subsidiaries have provided to the banks securities standard for this type of transactions.

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J. Non-Financial Information
HELLENiQ ENERGY Group implements its Sustainable Development Strategy across all its activities and is
committed through its corresponding Policies. The fundamental aspects of this strategic decision are
encapsulated in the principles of secure, incident-free and economically viable operation, with respect to
both the environment and society. The Group publishes its annual Sustainability Report, which serves to
increase transparency, enhance communication and provide comprehensive information to its stakeholders
regarding the Group's business performance from three different perspectives: economic, environmental
and social.

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J.1 HELLENiQ ENERGY Group's Business Model
HELLENiQ ENERGY Group is one of the leading groups in the energy sector in Southeast Europe, with operations
in 6 countries and activities in refining, supply and trading of petroleum products, production and sale of
petrochemicals, fuels marketing of petroleum products in Greece and internationally. The group is also involved in
the exploration and production of hydrocarbons, as well as the production and sale of electricity from renewable
energy sources. Additionally, it is also active in the electricity and natural gas sectors through its equity
participations in Elpedison and DEPA Commercial.
In 2023, net sales amounted to €12.8bn and Group Adjusted EBITDA to €1,237m.
The main focus of the group's business lies in downstream oil activities. Its business model is characterized by
vertical integration and diversification, which contribute to value creation. The fuels marketing and
petrochemicals businesses complement the returns from refining margins, thereby enhancing the group's
earnings potential. Furthermore, the group's vertical integration between the propylene unit at the Aspropyrgos
refinery and the petrochemical plant in Thessaloniki significantly increases its overall financial contribution.
The Group’s three coastal refineries operate as a single, integrated system. Crude oil purchases, production
scheduling and sales forecasting are conducted for the Group’s refining system on a centralized basis, with the
objective of optimizing profitability, while considering prevailing (Eastern Mediterranean/Southeast Europe) crude
oil and product prices, as well as domestic demand. The group's refining complexity allows for high conversion of
intermediate products (SRAR, VGO) and flexibility in crude slate and processing levels. This flexibility serves as a
key competitive advantage, enabling higher profitability compared to benchmark margins throughout the
economic cycle.
The group's refining margin performance is driven by several factors:
• crude slate optimization: access and flexibility to process a variety of crude oil grades, which allows the
Group to capture market discounts in feedstock.
• efficient refining operations: density escalation, as a result of high white products yield, improved yield
performance, as well as realization of synergies among the refineries (mainly in the form of intra-refinery
flows of intermediates for upgrading to high-value products).
• commercial/wholesale premia: competitive logistical and trading capabilities, supported by its supply,
storage and distribution infrastructure, enable the Group to achieve superior returns against regional Platts
pricing.
The Group seeks to enhance its refining competitiveness, through substantial improvement of the environmental
footprint through various initiatives and investments. These include energy efficiency projects, CO 2 emissions
reduction, the supply of electricity with a lower carbon footprint, biofuels production and recycling technologies.
The domestic fuels marketing business benefits from significant infrastructure facilities, providing it with a
favorable position in both the mainland and retail markets of Greek islands. It also has a presence in geographically
dispersed airport facilities, with a network of over 1,600 service stations. Moreover, the group maintains a
significant fuels marketing presence in Southeast Europe, specifically in Cyprus, Serbia, Bulgaria, Montenegro, and
the Republic of North Macedonia, through a network of more than 300 service stations.
The Group’s exploration and production activities are focused on Greece through an exploration portfolio in six
offshore areas, either independently or in collaboration with leading companies in the sector.
As part of its strategy update and implementation, the group aims for strong growth in new activities. This
includes expanding its presence in renewable energy sources, power generation, and natural gas businesses. The
group also seeks to explore new opportunities associated with the energy transition, with the objective of
improving its environmental footprint and reducing its dependence on international oil product pricing.

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The initiatives encompass the following:
• Developing a substantial renewable energy portfolio, with a target of achieving an installed capacity
exceeding 1 GW by 2025 and surpassing 2 GW by 2030.
• Reducing the refineries’ CO 2 footprint through various energy efficiency and autonomy projects, as well as
large decarbonization projects, such as blue/green hydrogen. Concurrently, the Group will assess selected
investment opportunities in the conversion units at the refineries and the expansion of biofuels' production.
• Strengthening the Group’s position in power generation and fuels marketing as well as in the electricity and
natural gas wholesale and retail business by broadening the rang of products and services offered across the
energy spectrum and capitalizing on the Group's advantageous position within the petroleum products
value chain.
In addition, the Group implements an extensive digital transformation program, with more than 70 individual
initiatives. The majority of these initiatives are focused on the core activity, with the objective of achieving cost
savings and enhancing profitability. The initiatives concentrate on areas such as production optimization, asset
and energy management, performance management, and the hydrocarbon supply chain and procurement,
among others.

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J.2 EU Taxonomy
In December 2019, the European Union (EU) presented 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.
EU Taxonomy Overview
The ‘Fit for 55’ package aims to translate the ambitions of the Green Deal into a legal obligation, according to
which the EU member states commit to reduce the net greenhouse gas (GHG) emissions by at least 55% by 2030,
compared to 1990 levels. In order to meet the emission targets and other environmental objectives, the EU,
through the “Taxonomy Regulation” (Regulation (EU) 2020/852) established the framework for the creation of
the EU Taxonomy of environmentally sustainable economic activities. The common classification system is a tool
to define the environmental performance of economic activities across a wide range of industries, helping
investors, companies and financing providers turn to a low-carbon, resilient and resource-efficient economy.
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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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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