Annual report 2021

Contents
PetroNor E&P in brief ..........................................................4
CEO letter ..............................................................................8
Portfolio ...............................................................................10
Reserves ..............................................................................16
ESG report .......................................................................... 23
Corporate governance ...................................................... 30
Board of Directors ............................................................. 36
Management ...................................................................... 38
Board of Directors’ report ............................................... 43
Financial statements .........................................................62
Contact .............................................................................. 117

Business Model
OUR MISSION
Our mission is to generate
shareholder value by leveraging
the technical and commercial
skillset of the Company to
enhance its reserve base,
production and cash ow.
PetroNor E&P is committed
to the highest standards of
corporate governance, to
safely and eciently deliver
operational excellence.
OUR VISION
Our strategic vision is to steadily
build the company into a full
cycle, Africa-focused exploration
and production company with
an emphasis on producing and
developing assets with upside
potential. To reect growth
ambitions, the Board has set a
revised target of achieving 2P
reserves in excess of 100 MMbbl
and net production in excess of
30,000 barrels of oil equivalent
per day (boepd) by the end of
2024. In addition, the goal is to
drill two high impact exploration
wells by the end of 2023.
OUR WORK
We are an independent oil and
gas exploration and production
company with multiple licences
in countries in West Africa –
Republic of Congo, Guinea-
Bissau, Senegal, The Gambia
and Nigeria. The Company has
amassed a diverse and high-
quality portfolio comprising
economically-robust
production, development
upside, and high-impact
exploration in the MSGBC basin.
PetroNor E&P in brief
PetroNor E&P ASA, listed on the Oslo Stock Exchange (PNOR), is an
independent oil and gas company led by an experienced board and
management team, with substantial experience in oil and gas exploration,
appraisal, development and production.
PETRONOR E&P ASA ANNUAL REPORT 20214 About PetroNor E&P

EBITDA (USD million)
61.9
2020: 34.0
2P Reserves (MMbbl)
20.6
2020: 20.2
EBIT (USD million)
57.3
2020: 29.3
2C Contingent Resources (MMbbl)
12.3
2020: 14.1
Net prot (USD million)
21.1
2020: 11.2
The process to
redomicile from
Australia to Norway
was completed
successfully and
PetroNor E&P ASA
listed on Oslo Stock
Exchange on 28
February 2022.
PNGF Sud
commenced the 17
well inll programme
in November 2021
with four inll wells
on Litanzi. Net
PetroNor production
from PNGF Sud
during the year was
3,705 bopd.
PNGF Sud resource to
reserves conversion
for development
decision of Tchibeli NE.
Aje transaction
received regulatory
approval in Nigeria,
completion expected
to take place in Q2
2022.
Current phase of
Gambia A4 licence
extended to 18
October 2022.
Gross proceeds of
NOK 391 million
were raised through
the March share
placement and
subsequent oering
in September
2021. Following the
capital raise and
subsequent oering,
PetroNor’s issued
and outstanding
share capital was
1,326,991,006
ordinary shares of no
par value.
PetroNor has
increased its indirect
ownership in PNGF
Sud from 10.5 per
cent to 16.83 per cent
through increasing
its shareholding in
Hemla E&P Congo
and Hemla Africa
Holding.
PetroNor completed
the acquisition of
the highly attractive
exploration portfolio
in the West African
margin through
the entry in the
Esperança and
Sinapa licences
in Guinea-Bissau
following the
acquisition of
SPE Guinea-
Bissau AB from
Svenska Petroleum
Exploration AB.
Highlights 2021 and
subsequent events
PETRONOR E&P ASA ANNUAL REPORT 2021 5About PetroNor E&P

Overview of our business
1 Republic of Congo (Brazzaville)
In 2020 PetroNor held a 10.5 per cent indirect
participation interest in the licence group of PNGF
Sud (Tchibouela II, Tchendo II and Tchibeli-Litanzi
II) through Hemla E&P Congo SA.
On 25 January 2021, the indirect participation
interest in the venture increased to 11.9 per
cent after 9,900 shares in Hemla E&P Congo
awarded by the court in Congo were registered
for the benet of the Company.
On 12 March 2021, a transaction to increase the
indirect participation interest in the venture
to 16.83 per cent by acquisition of the non-
controlling interest shares in Hemla Africa
Holding AS. The transaction was approved by an
Extraordinary General Meeting held 4 May 2021.
The Group holds a right to negotiate, in good
faith, along with the contractor group of PNGF
Sud, the terms of the adjacent licence of PNGF
Bis. If the Group is able to secure entry into
a production sharing contract, the Group
expects to be granted a 23.6 per cent indirect
interest in PNGF Bis.
2 Nigeria
In 2019, PetroNor acquired a 13.1 per cent
economic interest in Aje Field through two
transactions with Panoro Energy ASA and
Yinka Folawiyo Petroleum. In January 2022, the
acquisition was granted formal governmental
consent, which has allowed PetroNor to
re-engage nancial and industrial partners with
a target to mature the project towards a nal
investment decision (FID).
3 The MSGBC Basin
GUINEA-BISSAU
78.57 per cent interest of the Sinapa (Block 2)
and Esperança (Blocks 4A and 5A) is held by
the Group through the purchase of PetroNor
E&P AB (previously SPE Guinea Bissau AB) from
Svenska Petroleum Exploration AB in November
2020. The transaction was formally approved by
Guinea-Bissau in April 2021.
THE GAMBIA
In September 2020, under the terms of the
settlement agreement, a new A4 licence was
awarded providing a 90 per cent interest and
operatorship of the A4 licence to the Group. The
remaining 10 per cent interest of the new licence
is held by the government of The Gambia.
This ‘farm-out’ phase of the licence was
extended by the government of The Gambia
until 18 October 2022. Continuation past this
date requires a rm well commitment and
bonus payment.
SENEGAL
In Senegal, African Petroleum Senegal Ltd.
reserve its rights to a 90 per cent operated
interest in the ROP and SOSP licences with
the National Oil Company, Petrosen, holding
the remaining 10 per cent. The Company is in
arbitration with the government of Senegal to
protect its interests in the licences.
PRODUCTION
DEVELOPMENT
EXPLORATION
PETRONOR E&P ASA ANNUAL REPORT 20216 About PetroNor E&P

20.6 mmbbl
Net 2P
reserves
~3.7k bopd
Net oil
production
31.3 MMbbl
Net 2C
resources
(of which Aje
represents
19.0)
>2.3 bnbbl
Net unrisked
prospective
resource
Key metrics
2
1
3
PETRONOR E&P ASA ANNUAL REPORT 2021 7About PetroNor E&P

Chief executive ocer:
Stepping up
2021 was the year when a global pandemic and a severe drop in oil price were replaced
by increased geopolitical tension, a global energy crisis and a sharp increase in the
oil price. For PetroNor, 2021 was a year marked by strong operational performance
and preparations for becoming a listed company on the main list of the Oslo Stock
Exchange.
By the end of 2021, the world economy had
experienced a sharp increase in the demand for
energy, as more and more countries reduced
the strict infection control measures that were
introduced to limit Covid-19. This fuelled the world
economy with optimism as the pandemic gradually
began to let go. At the beginning of 2022, the energy
crisis became even worse due to Russia’s aggressive
invasion in Ukraine.
For PetroNor, the combination of strong markets,
organic growth and solid operational performance
resulted in strong revenue growth and solid
earnings in 2021.
FOCUSING ON SAFETY AND COMPLIANCE
On 16 December, the board asked me to assume
the CEO role of PetroNor on an interim basis to
maintain continuity of the business while my
predecessor is under investigation in Norway for
alleged corruption. I was, until then, a non-executive
member of the board, and had previously been
the CEO for African Petroleum and PetroNor until
February 2020.
Økokrim, the National Authority for Investigation
and Prosecution of Economic and Environmental
Crime in Norway, has conrmed that the
investigation is currently focused on individuals and
that neither PetroNor nor any company is under
investigation.
The Company takes anti-corruption and the matter
at hand very seriously. As a natural early step, a
Compliance Action Plan to further implement our
compliance program has been developed and
approved by the board in 2022, building on the
work that the company has previously undertaken
in preparation for the successful redomicile of the
company to Norway. This eort has involved an
update of our Code of Conduct and related policies
consistent with the Norwegian legislation, best
practice and governance model. The action plan
includes provision for dedicated resources for
compliance, increased focus on governance, and
independent audit of compliance going forward.
I would like to extend my thanks to the PetroNor
team for the way they have handled this situation.
I am grateful for the support and professionalism
which they have all shown in this challenging time
for the company.
PRODUCTION WITH HIGH MARGINS AND
HIGH POTENTIAL
The key strategy of PetroNor is, in addition to
developing existing assets and organic growth, to
acquire additional oil and gas licences and pursue
acquisition opportunities. The company holds
exploration and production assets oshore West
Africa.
PetroNor’s indirect ownership interest in the
oshore PNGF Sud production licences in Congo
is the Company’s core production licence. The
operator of the licences is Perenco, a world-class
operator of mature assets in emerging markets,
which holds a 40 per cent interest in the PNGF Sud
licences.
In February 2021, PetroNor increased its indirect
ownership in PNGF Sud from 10.5 up to 16.83
per cent. We successfully completed a capital
raise of NOK 340 million to fund the acquisition
of additional ownership in PNGF Sud and to fund
the PetroNor share of costs for the next phase of
drilling. In addition, we raised NOK 51 million in a
subsequent share oering in Q3 2021.
STRONG ESG PROFILE WITH AJE
In October 2019, PetroNor entered into an
agreement with Panoro Energy for the acquisition
of 45 per cent holding interests in Oshore Mining
Lease no. 113 oshore Nigeria, containing the
Aje oil and gas eld. After more than two years
of waiting, we nally, in January 2022, received
consent from the Nigerian government for the
transaction.
PETRONOR E&P ASA ANNUAL REPORT 20218 CEO letter

The Aje eld has a strong ESG prole. It is focused
on producing and commercialising gas, and has
the potential to provide low emission energy
corresponding to ve per cent of the total power
production of Nigeria.
Aje will at re-development become a signicant
contributor to the CO
2
emission reduction for
Nigeria.
OUTLOOK
In February 2022, the world was shocked and
saddened by the acts of war taking place in Ukraine.
While the human suering is clearly our main
concern, we must also acknowledge that economic
sanctions towards Russia and the economic
uncertainty may have an impact on our business
and our markets going forward. This in spite of the
immediate eects in increasing oil and gas prices.
We have several ongoing and identied M&A
initiatives. We are actively looking for value accretive
transactions to meet our production target goal
of 30,000 boepd by end 2024. The company has a
supportive strategic shareholder in Petromal, which
owns a 36 perc ent share of the Company , and is
part of National Holding in Abu Dhabi. Petromal will
support in providing access to further growth capital
if the right accretive opportunities are identied.
An important milestone for PetroNor was the
redomicile from Australia to Norway and the
listing on the main list of Oslo Stock Exchange on
28 February 2022. I believe that this will enhance
the Company’s prole with investors, business
partners, suppliers and customers, facilitate a
more diversied shareholder base and allow for
a more liquid market for the shares. These are all
important factors for PetroNor’s future growth and
value creation.
Sincerely,
Jens Pace
Interim CEO PetroNor E&P
– The key strategy of PetroNor is, in addition to
developing existing assets and organic growth, to
acquire additional oil and gas licences and pursue
acquisition opportunities.
PETRONOR E&P ASA ANNUAL REPORT 2021 9CEO letter

Production:
Congo-Brazzaville
The Republic of Congo (Congo Brazzaville) is a leading producer of crude oil,
representing around 90 per cent of the exports of the country. The majority of the
production in Congo is located oshore, approximately half of which taking place in
deep water.
Congo Brazzaville is an established oil producing
country and a core country for PetroNor, both for
production and for regional development.
PNGF Sud is operated by Perenco, a world leading
specialist in low-cost optimisation of mature
production assets like PNGF Sud.
The reserves have increased year-on-year and
the production has continued to grow and the
operating cost has been signicantly reduced, all
achieved through improving maintenance routines
and eld integrity in a stepwise and prudent
manner.
The licence partnership has now embarked on a growth
plan to drill more than 17 new wells with a three-year
investment program of some USD 350 million.
PNGF SUD
Licence overview
Since the entry of the new contractor group in 2017,
low-cost incremental improvements via workovers,
surface production process improvements, structural
integrity, and HSE improvements have resulted in year
by year growth in both production and reserves.
Licence activity
The average gross PNGF production was 20,636 bopd
in 2021 with a continued low lifting cost of $10.4/bbl.
The continuous and low cost workover programme
continued successfully in 2021, albeit hampered by
Tchendo
Litanzi
Tchibouela
Tchibouela east
Louissima
Lusom
Suem
Tchibeli
Tchibeli
NE
Net interest:
16.8%
Producing wells:
67
2P Reserves
(net) (MMbbl):
20.6
2C Resources
(net) (MMbbl):
12.3
Accumulated
produced
1 January 2022
(MMbbl):
Gross
468
Numbers above
are 20.6 mmbbl
and 12.3 (without
Aje, and 31.3
including Aje).
PETRONOR E&P ASA ANNUAL REPORT 202110 Portfolio

Covid-19 and logistical issues arising from diculties
getting surface and subsurface production equipment
into the country in Q2 and in part of Q3. The logistics
improved through Q3 and were fully normalised in
Q4. At the end of 2021, the number of active producers
increased to 67. The debottlenecking programme with
its focus on total liquids will continue in 2022 and will be
strengthened by further initiatives on power generation
and intra-eld power handling.
In November 2021, the licence partners started drilling
the previously announced but six-month delayed (due
to Covid-19) inll drilling programme, starting with
the four wells on Litanzi. The drilling programme has
been expanded to include jack-up installation and
development drilling of two producers on Tchibeli NE
to follow the Litanzi wells. Tchibeli resources for this
development will be converted to reserves, accelerating
the PNGF production prole. Inll and development
drilling now comprises 17 sanctioned wells. The gross
development programme including new platforms and
intra-eld pipelines, production debottlenecking and
power handling is expected to amount to approximately
USD 350 million (gross) and will result in a signicant
production increase for the PNGF Sud licence.
These reserves and resources are results of a successful
workover and inll drilling planning programme in all the
PNGF elds. The remaining 2P reserves have more than
doubled since 1 January 2017. Taking account of the 60
per cent increase in PetroNor equity and production in
the period, the reserves have increased by a factor of 3.8.
Reserves growth through inll drilling 2021-23
Litanzi
■
Jackup acquired and modied with simple
processing – oil and water to Tchendo.
■
Two inll producers and two inll injectors
targeting upswept fault terraces.
■
Estimated reserves of 7.5 MMbbl.
■
Total estimated CAPEX of USD 105 million gross
(14 USD /bbl) yielding attractive economics.
Tchibeli NE
■
Jackup acquired.
■
A two well development programme is planned.
■
Estimated reserves of 9.6 mmbo.
■
Total investment programme ~ USD 90 million or
less than 10 USD/bbl.
Tchendo
■
Wellhead platform installed with 14 available
slots for inll drilling of which seven have been
sanctioned, following drilling of Tchibeli in 2023
■
Initially seven wells with probable seven to follow.
■
Estimated reserves of ~8.8 mmbo
■
Total cost of USD 96 million including
infrastructure and wells. The total cost for
infrastructure and 14 wells is 9 USD/bbl.
Tchibeli
■
A four well inll programme has been sanctioned
and will follow some time after the Tchibeli NE
drilling 2022.
■
Two inll producers and two injectors are
planned.
■
Estimated reserves of ~7 mmbo
■
Development CAPEX of USD 53 million or ~7.5
USD/bbl.
PNGF BIS
Licence overview
Located North-West of PNGF Sud, PNGF Bis licence
contains two discoveries, Louissima and Loussima SW.
The two discoveries are proven by three wells drilled
between 1985 and 1991. The partnership has a right
to negotiate the licence on given terms, which would
enable PetroNor to receive a 23.6 per cent indirect
participation in PNGF Bis.
The three discovery wells tested from 1,150 to 4,700
bopd of light, good quality oil. Perenco has recently
made a detailed reinterpretation, 3D modelling and
facilities study for the Loussima SW discovery, yielding
>100 MMbbl of in-place resources and a possible tie-
back to PNGF Sud via pipeline.
AGR Petroleum Services warrants 2C resources of 29
MMbbl including verication of the tie-back scenario
given above.
0
5
10
15
20
25
30
35
■
Tchibouela
■
Tchibouela East
■
Tchendo
■
Tchibeli Albien
■
Tchi NE
■
Litanzi Albien
Jan
2020
Mar
2020
May
2020
Jul
2020
Sep
2020
Nov
2020
Jan
2021
Mar
2021
May
2021
Jul
2021
Sep
2021
Nov
2021
Jan
2022
Mar
2022
May
2022
Jul
2022
Sep
2022
Nov
2022
PETRONOR E&P ASA ANNUAL REPORT 2021 11Portfolio

West African
Gas Pipeline
Lagos
OML-113
Ogo
Aje
Seme
50 km
Nigeria
Gameroon
Benin
Togo
Development:
Nigeria
Nigeria is one of the most petroleum rich nations in the world. Nearly all of the
coutry’s primary reserves are concentrated in and around the Niger Delta. Nigeria is
one of the few major oil producting nations still capable of increasing its oil output.
Aje Production was created as a joint venture
between PetroNor and the operator Yinka Folawiyo
Petroleum (“YFP”), and will lead the technical and
management eorts in the next phase of the Aje
eld development.
The Aje Project targets production of gas,
condensate, LPG, and electricity which will replace
approximately 500MW currently generated by diesel
power and also provide 10 per cent of the country’s
cooking gas. As such, it has an attractive ESG prole
consistent with PetroNor’s values and longer-term
goals.
OML-113 (AJE FIELD)
In January 2022, PetroNor received from
the Nigeria Upstream Petroleum Regulatory
Commission (NUPRC replacing the DPR) the
approval for the transaction between Panoro
Energy and PetroNor related to the acquisition
of a 13.1 per cent interest in the Aje Field. This
transaction is thus on schedule to be completed
with Panoro within the second quarter of this year.
An SPV has been setup with the operator Yinka
Folawiyo Petroleum where PetroNor is technically
responsible for the upcoming development of the
Aje gas discovery.
Licence overview
The Aje Field was discovered after drilling of the
Aje-1 well in 1996. The OML-113 block covers 835 km²
with water depths ranging from 100 m to 1,500 m.
Five wells have been drilled; oil production is from
Turonian and Cenomanian age reservoirs. Overlying
2P Economic
interest:
13.1%
2C Economic
interest:
17.4%
PETRONOR E&P ASA ANNUAL REPORT 202112 Portfolio

the Turonian oil rim is a signicant gas-condensate
discovery which has not been developed.
Forward plan
The Aje eld is located close to the Lagos shores
of Nigeria, a populated area in dire need of
aordable electrical power. It is estimated that
Nigeria produces electrical power from some 20-30
million diesel generators around the country and
the Lagos area alone has a population exceeding
27 million people. The Aje eld constitutes a
signicant gas discovery which has the potential of
supplying cleaner, reliable and more aordable gas
to power to this region of the country. Additional
LPG products extracted from the gas yields cooking
gas for the local area replacing wood burning for
cooking.
According to the UN sustainability goals, gas is
an important transition fuel for Africa. Thus, in
addition to closing down existing gas aring in the
eld and piping additional gas to shore, this is in
sum a particularly ESG friendly project in these
parts of the world.
Development plans for the Aje gas condensate
and additional oil have progressed signicantly
and given proper engagement with the licence
partners, the plan is to proceed toward an FID
involving changeout of the existing FPSO, drilling
further gas and oil development wells, and building
a 30 km pipeline to shore to a receiving LPG plant
close to the export compressor station of the West
African Gas Pipeline (WAGP). Condensate and oil
will be produced and ooaded oshore while
otake agreements will include gas sales and
swap arrangements for gas and LPG products. The
existing FPSO will be removed from the eld as it
has reached the end of economic eld life and does
not have the proper ratings for gas development.
Aje development plans are being nalised and
will be presented to the joint venture partners
following the Nigerian government’s approval of
the transactions.
The development plans will target the gas,
condensate and oil in a low-risk development
plan. Wet gas will be brought to shore for further
processing and extraction of LPG Gas.
The consent from the Nigerian Upstream
Petroleum Regulatory commission has allowed
PetroNor to re-engage nancial and industrial
partners with a target to mature the project
towards and FID later in 2022. The Nigerian
government encourages stop-aring programs and
the country is in dire need of electrical power.
The landmark
Lagos bridge in
Nigeria.
PETRONOR E&P ASA ANNUAL REPORT 2021 13Portfolio

50 km
SOSP
A4
Block 2
(Sinapa)
Block 4A
(Esperança)
Shelf edge
Shelf edge
Block 5A
(Esperança)
ROP
Guinea-
Bissau
Net working interest:
78.6%
Area in km
2
:
4,963
Operator:
PetroNor
E&P AB
Net unrisked mean
case prospective
resources (bbl):
0.3Bn
The
Gambia
Net working interest:
90.0%
Area in km
2
:
1,376
Operator:
PetroNor E&P
Gambia Ltd
Net unrisked
prospective
resources (bbl):
2.0Bn
PETRONOR E&P ASA ANNUAL REPORT 202114 Portfolio

Exploration:
The MSGBC Basin
PetroNor has amassed a highly attractive exploration portfolio across the MSGBC
(Mauritania-Senegal-The Gambia-Guinea- Bissau-Conakry) basins.
Following acquisition of the Sinapa (Block 2) and
Esperança (Blocks 4A and 5A) licences oshore
Guinea Bissau in May 2021, through the purchase
of SPE Guinea Bissau AB from Svenska Petroleum
Exploration. PetroNor assumed operatorship
and an interest of 78.57 per cent of the two
licences with 78.57 per cent in each. In total, they
cover an area of 4,963 km², and, are located on a
highly prospective trend in the MSGBC. The two
prospects, Atum and Anchova are commercially
attractive low risk prospects with net unrisked,
combined summed mean recoverable prospective
resources of 306 MMbbl for Upper and Lower
Albian targets (PetroNor estimate).
PetroNor has completed interpretation of 3D
seismic data and is seeking Partners with a view of
participating in a combined Guinea-Bissau – The
Gambia drilling campaign in 2023.
The purchase of SPE Guinea Bissau AB from
Svenska Petroleum Exploration AB received
formal governmental approval in late April 2021.
Subsequently, in May 2021, PetroNor assumed
operatorship of the Sinapa (Block 2) and Esperança
(Blocks 4A and 5A) licences through the renamed
Svenska subsidiary acquired, PetroNor E&P AB. The
current Exploration phases of the Guinea-Bissau
licences were extended for three years in October
2020 and are valid until October 2023.
PetroNor intends to build on the work of the
previous operator, and re-initiate planning
for drilling of the Atum-1X well, to test a highly
attractive and material prospect on the Sinapa
licence called Atum/Anchova in 2023. These
prospects are analogous to the Sangomar eld
in Senegal. Long lead items required for drilling
operations have been secured and a number of
pre-drill studies completed. Well planning can be
recommenced at short notice.
Recently reprocessed seismic has been interpreted
as part of the ongoing evaluation of both licences.
The whole portfolio will be re-evaluated across
both licences including the Sinapa-2 discovery.
THE GAMBIA
Licence overview
In September 2020, the Company was awarded
a new 30-year lease for the A4 licence with
terms based on the newly developed Petroleum,
Exploration and Production Licence Agreement –
PEPLA model. Prior Sunk costs associated with
A4 will be carried into the new agreement for tax
breaks and an enhanced commercial model. The
Government of The Gambia extended the longstop
date of the A4 licence until 18 October 2022.
PetroNor has completed interpretation of 3D
seismic PSDM data (TGS Jaan 3D) and is seeking
a partner to join the Company in drilling one
exploration well in this highly attractive acreage
that is on trend with the Sangomar eld, 40 km to
the North in Senegal. PetroNor aims to participate
in any future well at an equity level of 30-50
per cent and hopes to drill in 2023 as part of a
combined drilling campaign with Guinea-Bissau.
SENEGAL
Licence overview
The Senegal Oshore Sud Profond and Rusque
Oshore Profond licences were awarded to the
Company in 2011.
In July 2018, the Company registered arbitration
proceedings with the International Centre for
Settlement of Investment Disputes (ICSID) (case
ARB/18/24) to protect its interests in the licences.
The arbitration proceedings were halted between
May 2020 and April 2021 to allow discussions
between the parties to try and reach a mutually
benecial solution, disappointingly to no avail.
The Company remains condent in its legal position
and awaits a nal arbitration decision.
Senegal
Net working interest:
90.0%
Area in km
2
:
15,796
Operator:
African
Petroleum
Senegal Ltd
Net unrisked prospective
resources (bbl):
1.8Bn
PETRONOR E&P ASA ANNUAL REPORT 2021 15Portfolio

Annual statement of reserves
PetroNor’s classication of reserves and resources complies with the guidelines
established by the Oslo Stock Exchange and are based on the denitions set
by the Petroleum Resources Management System (PRMS-2007), sponsored by the
Society of Petroleum Engineers/ World Petroleum Council/ American Association of
Petroleum Geologists/ Society of Petroleum Evaluation Engineers (SPE/PRMS) from
2007 and 2011.
Reserves are the volume of hydrocarbons that are
expected to be produced from known accumulations:
■
On Production
■
Approved for Development
■
Justied for Development
Reserves are also classied according to the
associated risks and probability that the reserves
will be produced.
1P Proved reserves represent volumes that will
be recovered with 90 per cent probability.
2P Proved + Probable reserves represent volumes
that will be recovered with 50 per cent
probability.
3P Proved + Probable + Possible volumes will be
recovered with 10 per cent probability.
Contingent Resources are the volumes of
hydrocarbons expected to be produced from
known accumulations:
■
In planning phase
■
Where development is likely
■
Where development is unlikely with present
basic assumptions
■
Under evaluation
Contingent Resources are reported as 1C, 2C, and
3C, reecting similar probabilities as reserves.
DISCLAIMER
The information provided in this report reects
reservoir assessments, which in general must be
recognised as subjective processes of estimating
hydrocarbon volumes that cannot be measured in an
exact way.
PETRONOR E&P ASA ANNUAL REPORT 202116 Annual statement of reserves

It should also be recognised that results of recent
and future drilling, testing, production, and new
technology applications may justify revisions
that could be material. Certain assumptions on
the future beyond PetroNor’s control have been
made. These include assumptions made regarding
market variations aecting both product prices and
investment levels. As a result, actual developments
may deviate materially from what is stated in this
report.
The estimates in this report are based on third
party assessments prepared by AGR Petroleum
Services AS (“AGR”) in April 2022 for PNGF Sud and
PNGF Bis.
PETRONOR ASSETS PORTFOLIO
The Group holds exploration and production assets
in Africa through subsidiaries and joint ventures,
namely the oshore PN GF Sud production
licences in the Republic of Congo, the Sinapa
(Block 2) and Esperança (Blocks 4A and 5A) licences
oshore Guinea-Bissau, the A4 licence oshore
The Gambia. The Group reserves its rights to the
Rusque Oshore Profond and Senegal Oshore
Sud Profond licences oshore Senegal, which are
currently in arbitration. Further, following receipt of
in-country governmental approval from the Nigeria
Upstream Petroleum Regulatory Commission
(NUPRC replacing the DPR) for the Aje Transaction,
the Group will hold indirect interests in the OML-
113 which includes the Aje Field oshore Nigeria.
This transaction is not yet completed and is not part
of this Annual Statement of Reserves (“ASR”).
The exploration assets in Guinea-Bissau, The
Gambia and Senegal only constitute prospective
resources, and are therefore not considered part
of this ASR.
PNGF Sud:
Oshore Congo Brazzaville, operator Perenco,
PetroNor 16.83 per cent
PNGF Sud is a development and exploitation licence
comprising three (3) production licence agreements
(Tchibouela II, Tchendo II and Tchibeli-Litanzi
II), which contain ve oil elds: Tchibouela Main,
Tchibouela East, Tchendo, Tchibeli and Litanzi.
PetroNor E&P’s indirect subsidiary, HEPCO, holds
a 20 per cent (16.83 per cent net to PetroNor)
non-operated interest in the PNGF Sud licences
oshore Congo. The operator of the licences is
Perenco which holds a 40 per cent interest in the
PNGF Sud licences.
Eective since 1 January 2017, the ownership of
the licences has an expiry date after 20 years plus
a 5-year extension period.
Since granting of the licences, Perenco with
partner support has been committed to strict HSE
compliance while growing production, improving
maintenance routines and eld integrity in a
stepwise and prudent manner.
In November 2021, the 17 well inll programme
commenced on PNGF Sud with four inll wells
on Litanzi. Production is expected to ramp up
signicantly in 2022 in response to the drilling
programme.
In March and April 2022, AGR performed a full
Competent Persons Report (CPR) covering the
Reserves (1P, 2P and 3P) and Resources (1C, 2C and
3C) in both PNGF Sud and PNGF Bis. The above
gures were evaluated at 31 December 2021.
Gross production during 2021 was 7.53 MMbbls
of oil and 1.0 Bcf of gas. This corresponds to an
average of 20,636 bopd and 2.7 mmscfd.
As per the PRMS/SPE guidelines, only the portion
of gas is contributing to power generation (on
Tchibouela only) and is included in the overall
reserves in the AGR CPR. The gas is being used
centrally in the eld complex as fuel for power
generating turbines which is subsequently
transmitted to the individual eld platforms via
electrical power cables. For the purpose of this
report, the numbers quoted below as MMbbls do
not include the oil equivalent gas but are included
in the appendix reserves and resource tables.
PETRONOR E&P ASA ANNUAL REPORT 2021 17Annual statement of reserves

This PetroNor ASR uses as the basis the Reserves
and Resources from the 2022 AGR CPR yielding
Reserves and Resources as per 31 December 2021.
As the only product sold is oil, the text below will
mainly refer to oil and term these with the unit
MMbbls.
At 31 December 2021, AGR evaluated that gross
1P Proved Reserves yield 84.9 MMbbls in all of
the PNGF Sud elds in the Cenomanian, Turonian,
Senonian and Albian reservoirs. Gross 2P Proved
plus Probable Reserves at PNGF Sud amounted
to 122.2 MMbbls in the same reservoirs. Gross 3P
Proved plus Probable plus Possible Reserves at
PNGF Sud amounted to 154.8 MMbbls.
Gross 1C Resources yield 20.6 MMbbls in all of
the PNGF Sud elds in the Cenomanian, Turonian,
Senonian and Albian reservoirs. Gross 2C
Resources at PNGF Sud amounted to 32.7 MMbbls
in the same reservoirs. Gross 3C Resources at
PNGF Sud amounted to 58.4 MMbbls.
These evaluations yield 1P Proved Reserves net to
PetroNor of 14.3 MMbbls, 2P Proved plus Probable
Reserves net to PetroNor of 20.6 MMbbls and 3P
Proved plus Probable plus Possible Reserves net to
PetroNor of 26.6 MMbbls.
Additional potentially recoverable resources net
to PetroNor are approximately 3.5 MMbbls 1C, 5.5
MMbbls 2C and 9.8 MMbbls 3C.
These Reserves and Contingent Resources are
PetroNor’s net volumes before deductions for
royalties and other taxes, reecting the production
and cost sharing agreements that govern the
assets.
PNGF Bis:
Oshore Congo Brazzaville, operator Perenco,
PetroNor 23.6 per cent
Located North-West of PNGF Sud, PNGF Bis
licence contains two discoveries, Louissima and
Loussima SW. The two discoveries are proven by
three wells including DST’s drilled from 1985-1991.
The primary potential is identied in the pre-salt
Vanji formation with promising DST rates, but the
exploration and appraisal wells also include an oil
column in the post-salt Senji fm (not tested).
The contractor group of PNGF Sud has not yet
secured the rights to carry out petroleum activities
on PNGF Bis however a likely scenario comprises
a long-term test production period with a rented
jack-up with a purchase option and an 11 km
pipeline tie-back to one of the existing Tchibouela
process platforms is a likely scenario. This would
allow cost recovery of the investments during
the test production and allows upscaling the
production levels with additional producers as
resources are matured to reserves.
Net to PetroNor 1C Contingent Resources yield
5.3 MMbbls in the Loussima SW Vanji and Senji fm.
Net 2C at PNGF Bis Loussima SW amounts to 6.8
MMbbls in the same reservoirs. Net 3C amounts to
8.4 MMbbls.
MANAGEMENT DISCUSSION AND ANALYSIS
PetroNor uses the services of AGR Petroleum
Services for third party verications of its reserves
and resources.
All evaluations are based on standard industry
practice and methodology for production
decline analysis and reservoir modelling based
on geological and geophysical analysis. The
following discussions are a comparison of the
volumes reported in previous reports, along with
a discussion of the consequences for the year-end
2021 ASR:
PNGF Sud
During all the years from 2017 to 2020, production
levels have grown from the initial c. 15,000 bopd
when Perenco and partners took over. This
has materialized through revitalizing existing
producers via replacements or upsizing of Electrical
Submersible Pumps (ESP’s), acidising, clean up
or reperforating wells or converting wells from
the Cenomanian to the Turonian (less depleted)
formations. Signicant surface debottlenecking is
also taking place, projects ranging from improved
power generation, gas-lift compressor upgrades,
pump replacements and other surface process
improvements. Production from Tchibeli has been
PETRONOR E&P ASA ANNUAL REPORT 202118 Annual statement of reserves

routed to Tchendo by installing a new pipeline
to avoid third party processing taris previously
paid to the Nkossa FPSO. These brick-by-brick
improvements have yielded a production level
during 2021 of 20,636 bopd, slightly down from
2020 due to Covid-related delays. The production
improvements alone have yielded more than
a 100 per cent reserves replacement each year
at a cost of less than 1 USD/bbl. In addition to
this, signicant inll drilling potential has been
identied in all elds and justied for investment,
so far in three of these, the Litanzi, Tchendo and
Tchibeli. The start of inll drilling has in 2021 also
been delayed by Covid-19 to a drilling start in
November, however, signicant investments were
made in 2020-2021 for inll drilling infrastructure
to accommodate otake, process and well slots. An
inll drilling program was decided for the Litanzi
eld in 2019 and in 2020 for Tchendo and Tchibeli.
Development drilling of the Tchibeli NE discovery
was further sanctioned in 2021. Consequently the
2C resources in these elds have been converted to
2P reserves. Development of 3D static and dynamic
models has been and will continue to form the
basis of further inll drilling programmes on PNGF
Sud. As part of the commitment to inll drilling,
signicant 2C resources have been transferred to
2P reserves on Litanzi, (in 2019), Tchendo, Tchibeli
and further in Tchibeli NE. The inll potential in
Tchibouela has been maintained with a signicant
2C potential as well as a slight increase in the 2C
resources in Tchibouela East.
In summary for all elds, the conversion of 2C
to 2P and increase in 2P reserves between 2020
and 2021 constitutes ca 9.5 MMbbls. With gross
produced volumes during 2021 of 7.53 MMbbls, this
represents a reserve replacement ratio of 126 100
per cent.
PNGF Bis
Once investment decisions are made on the
Loussima SW project these reserves may become
reserves approved for development. The 2C
resources in PNGF Bis have been rearmed by AGR
as part of this years’ reserves and resource audit
without change to the numbers. It is expected that
these discoveries will have priority following the
inll drilling programmes in PNGF Sud.
Given a successful Loussima SW, a similar
development potential is also likely for the
Loussima Discovery.
ASSUMPTIONS
(MMbbls)
2021 – 2P Reserves
Balance (gross AGR, PNGF Sud – 31.12.2021) 122.2
Balance 31.12.2021 – 2P net, PNGF Sud 20.6
2P and 2C Reserves and Resources Status
Balance 31.12.2021 – 2P/2C gross, PNGF Sud 154.9
Balance 31.12.2021 – 2P/2C net, PNGF Sud 26.1
Balance 31.12.2021 – 2P/2C gross, Sud+Bis 183.8
Balance 31.12.2021 – 2P/2C net, Sud+Bis 32.9
PetroNor’s total 1P Reserves at the end of 2021
amounted to 14.3 MMbbls. PetroNor’s 2P Reserves
amount to 20.6 MMbbls and PetroNor’s 3P
Reserves amount to 26.61 MMbbls. This reects
the 6 April 2022 reserve report for the PNGF Sud
eld, conducted by AGR Petroleum Services AS and
production since the eld start-up.
PetroNor’s Contingent Resource base includes
discoveries of varying degrees of maturity towards
development decisions. By the end of 2021,
PetroNor’s assets contain a total 2C volume of
approximately 12.3 MMbbl.
29 April 2022
JENS PACE
Interim CEO
PETRONOR E&P ASA ANNUAL REPORT 2021 19Annual statement of reserves

RESERVES AND RESOURCES PER 31 DECEMBER 2021 (AGR CPR DATED 6 APRIL 2022)
Gross Reserves (developed or under development)
1P 2P 3P
Oil
mmbo
Gas
bcf
Boe
mmboe
Oil
mmbo
Gas
bcf
Boe
mmboe Oil mmbo
Gas
bcf
Boe
mmboe
100% PNGF Sud
Tchibouela 45.28 11.32 47.30 57.30 16.72 60.28 69.23 24.76 73.64
Tchibouela East 1.40 1.40 1.87 - 1.87 2.35 2.35
Tchendo 19.19 - 19.19 26.42 - 26.42 34.06 - 34.06
Tchibeli 7.00 - 7.00 17.00 - 17.00 25.63 - 25.63
Tchibeli NE 4.94 - 4.94 9.57 - 9.57 14.62 - 14.62
Litanzi 7.08 - 7.08 10.01 - 10.01 12.16 - 12.16
Subtotal 84.89 11.32 85.50 122.17 16.72 123.28 158.06 24.76 160.12
100% PNGF Bis
Loussima (Bis) - - - - - - - - -
Total 84.89 11.32 85.50 122.17 16.72 123.28 158.06 24.76 160.12
Gross Contingent Resources (undeveloped)
1P 2P 3P
Oil
mmbo
Gas
bcf
Boe
mmboe
Oil
mmbo
Gas
bcf
Boe
mmboe Oil mmbo
Gas
bcf
Boe
mmboe
10.50% PNGF Sud
Tchibouela 13.60 8.90 15.19 21.20 13.80 23.66 34.10 22.30 38.07
Tchibouela East 1.61 - 1.61 2.34 - 2.34 5.06 - 5.06
Tchendo 5.40 - 5.40 9.14 - 9.14 19.20 - 19.20
Tchibeli - - - - - - - - -
Tchibeli NE - - - - - - - - -
Litanzi - - - - - - - - -
Subtotal 20.61 8.90 22.20 32.68 13.80 35.13 58.36 22.30 62.34
14.70% PNGF Bis
Loussima (Bis) 22.40 - 22.40 28.90 - 28.90 35.80 - 35.80
Total 43.01 8.90 44.60 61.58 13.80 64.03 94.16 22.30 98.14
PETRONOR E&P ASA ANNUAL REPORT 202120 Annual statement of reserves

Net PetroNor Reserves (developed or under development)
1P 2P 3P
Oil
mmbo
Gas
bcf
Boe
mmboe
Oil
mmbo
Gas
bcf
Boe
mmboe Oil mmbo
Gas
bcf
Boe
mmboe
16.83% PNGF Sud
Tchibouela 7.62 1.90 7.96 9.64 2.81 10.15 11.65 4.17 12.39
Tchibouela East 0.24 - 0.24 0.32 - 0.32 0.40 - 0.40
Tchendo 3.23 - 3.23 4.45 - 4.45 5.73 - 5.73
Tchibeli 1.18 - 1.18 2.86 - 2 . 8 6 4.31 - 4.31
Tchibouela East 0.83 - 0.83 1.61 - 1.61 2.46 - 2.46
Litanzi 1.19 - 1.19 1.69 - 1.69 2.05 - 2.05
Subtotal 14.29 1.90 14.63 20.56 2.81 21.06 26.60 4.17 27.34
16.83% PNGF Sud
Loussima (Bis) - - - - - - - - -
Total 9.05 1.90 14.63 20.56 2.81 21.06 26.60 4.17 27.34
Net PetroNor Contingent Resources (undeveloped)
1P 2P 3P
Oil
mmbo
Gas
bcf
Boe
mmboe
Oil
mmbo
Gas
bcf
Boe
mmboe Oil mmbo
Gas
bcf
Boe
mmboe
16.83% PNGF Sud
Tchibouela 2.29 1.5 2.56 3.57 2.32 3.98 5.74 3.75 6.41
Tchibouela East 0.27 - 0.27 0.39 - 0.39 0.85 - 0.85
Tchendo 0.91 - 0.91 1.54 - 1.54 3.23 - 3.23
Tchibeli - - - - - - - - -
Tchibouela East - - - - - - - - -
Litanzi - - - - - - - - -
Subtotal 3.47 1.5 3.74 5.50 2.32 5.91 9.82 3.75 10.49
14.70% PNGF Bis
Loussima (Bis) 5.28 - 5.28 6.81 - 6.81 8.44 - 8.44
Total 8.75 1.5 9.01 12.31 2.32 12.72 18.26 3.75 18.93
PETRONOR E&P ASA ANNUAL REPORT 2021 21Annual statement of reserves

PETRONOR E&P ASA ANNUAL REPORT 202122 ESG report

ESG report 2021:
Creating value in a
sustainable manner
PetroNor strongly believes that the ability to create long-term, lasting value rests
on maintaining high standards of governance, sustainable business practices and
operations. The Company is committed to acting responsibly, and endeavours to
enrich the local communities in which it operates.
Part of PetroNor`s vision is to create value for
the shareholders in a sustainable manner where
due regard is given to economical, social and
environmental issues. The Company values of
honesty, integrity and transparency are leading
the Company as it is working towards a vision of
improving the future and the aim of sustainable
resource development in all operations.
AN OUTLOOK ON THE OIL AND GAS
INDUSTRY
The theme of the energy transition has gained
momentum through the last year. Further climate
change poses tangible risks to the planet and
humanity. PetroNor is embracing the topic,
but also sees that the transition poses its very
own immediate risk to the environmental and
socioeconomic development of the countries and
people in Africa.
It is well known that hundreds of millions of Africans
do not have access to reliable electricity and the
continent will not be transitioning to a greener
economy at the same pace as more developed
nations. As such, the Company believes that credible
operators such as PetroNor have a key role to play
in enabling a smooth and steady transition that
enables the continent to continue to benet from its
natural resources until a more viable and sustainable
solution is ready. Given our strong network and
growing reputation as a responsible operator, we are
positioning ourselves as a partner of choice, and will
be engaging with governments and International Oil
Companies to see how we can help them deliver on
their respective agendas.
According to the UN sustainability goals, gas is an
important transition fuel for Africa. PetroNor’s Aje
transaction seeks to close down existing gas aring
in the eld and pipe gas to shore creating a lower
carbon solution for the region.
STAKEHOLDER ENGAGEMENT AND
MATERIALITY
The integrity of the capital markets is based on full
and fair disclosure of information. The Company
treats all shareholders equally and seeks to provide
consistent and transparent information to ensure
fair treatment of all stakeholders.
Environmental impact
As an operator of oshore concessions, it is the duty
of PetroNor to minimise any adverse impact on the
environment. It is the Company`s policy to manage
all activities in a responsible manner, in accordance
with the principles of sustainable development. The
environmental policy provides a framework for
decision making and project implementation. In that
regard, PetroNor strives to conduct all operations in
an environmentally responsible manner.
The synergies between the Company`s business
model and the latest technologies developed in
the oshore of the Norwegian Continental Shelf
allow for the maximum commercial outcome
with the least environmental impact.
Handling climate change
PetroNor recognises that climate change is of
increasing political importance, and through
regulation could have a material impact on the
Group’s business. The Company always aims to
minimise any adverse impact on the environment.
Further, rising climate change concerns have led
and could lead to additional legal and/or regulatory
measures which could result in project delays
or cancellations, a decrease in demand for fossil
fuels, and additional compliance obligations, each
of which could materially and adversely impact the
Company’s costs and/or revenues. For example,
sustained lower oil and gas prices or price declines
may inter alia lead to a material decrease in net
production revenues.
PETRONOR E&P ASA ANNUAL REPORT 2021 23ESG report

Climate risk will be an important aspect of nancial
and internal control going forward, as well as short-
and long-term strategic planning and business
development. In 2022, PetroNor will integrate
climate risk to its risk management system.
Reducing environmental impact
PetroNor seeks to minimize any adverse impact
on the environment. Environmental Social Impact
Assessments (ESIA) are carried out prior to all
major activities and the Company communicates
the results to all government agencies and other
relevant stakeholders. Further, PetroNor will
ensure that environmental management plans are
in place and that their implementation is regularly
monitored.
The Company will continually review and
update procedures regarding protection of
the environment to ensure they are valid and
appropriate. Further, contingency plans are in place
to swiftly mitigate any potential damage to the
environment.
To the best of the Company's knowledge, all
operations have been conducted within the
limits set by approved environmental regulatory
authorities. The Company is aware of its
environmental obligations with regards to its
exploration activities and ensures that it complies
with the relevant environmental regulations when
carrying out any exploration work.
During 2021, there have been no signicant known
breaches of the environmental regulations in place
for the Company’s exploration licences.
SOCIAL IMPACT
Protecting Human Rights
PetroNor is committed to conducting business in
a manner which respects human rights as set out
in the UN Universal Declaration of Human Rights
and seeks business partners and contractors
who follow equivalent standards. The Company
has a zero-tolerance approach to modern slavery
and child labour in any part of the organization
and supply chains. All workers shall be ensured
safe, secure and healthy working conditions. The
workplace shall be free from any form of harsh or
inhumane treatment.
PetroNor’s customers, contractors,
subcontractors and suppliers shall not engage in
or use child labour. Applicable national laws shall
be complied with, and only workers who meet the
applicable minimum legal age requirement shall
be employed.
PetroNor management must ensure that all
PetroNor Representatives are treated fairly. It is
the responsibility of the management to monitor
practices and attitudes that may lead to acts of
harassment in the workplace.
We expect our business partners and suppliers to
comply with applicable laws, respect internationally
recognized human rights and adhere to our ethical
standards when conducting business with or on
behalf of PetroNor. The Company`s standard
services agreement obliges the contractor to
comply with the Company`s Code of Conduct
where standards regarding human rights are
declared.
In November 2021, the Company updated its Know
Your Supplier Policy to help make sure that it only
does business with rms and individuals that share
its standards for compliance and integrity.
PetroNor must refuse to do business with and
provide no assistance to those who engage in
illegal conduct related to PetroNor’s business.
During the year, there were no cases identied
in the company nor its supply chains that were in
violation of human rights.
A healthy and safe work environment
Health and Safety policies are essential for
PetroNor. The Company`s objective for health,
environment, safety, and quality (HSEQ) is zero
accidents and zero unwanted incidents in all
activities.
The oil and gas assets located in West Africa imply
frequent travel, and the Company seeks to ensure
adequate safety levels for employees travelling.
With its non-operated licences, PetroNor is
dependent on the eorts of the operators with
respect to achieving physical results in the eld.
However, PetroNor has chosen to take an active role
in all licence committees with the conviction that
high safety standards are the best means to achieve
successful operations. Through this involvement,
PetroNor can inuence the choice of technical
solutions, vendors and quality of applied procedures
and practices.
The Group’s operations have been conducted by the
operators on behalf of the licencees, at acceptable
HSE standards and the operator of PNGF Sud is
reporting regularly on all key HSE indicators.
No accidents that resulted in loss of human lives or
serious damage to people or property have been
reported in 2021.
PETRONOR E&P ASA ANNUAL REPORT 202124 ESG report

Time lost due to employee illness or accidents was
negligible. Employee safety is of the highest priority,
and the Company is continuously working towards
identifying and employing administrative and
technical solutions that ensure a safe and ecient
workplace.
Investing in local communities
The Company has a strong focus on CSR as well as
an ethical code of conduct. The Company founders
have established a separate CSR project, Power to
Educate, and is supporting the CSR projects in the
subsidiary in the Republic of Congo as well as the
projects organized by the Operator in the PNGF
Sud licence group. During 2020, the Company
registered as a supporting company with the
Extractive Industries Transparency Initiative, EITI.
PetroNor aims to work closely alongside local
partners to improve the lives of the communities in
which it operates. To ensure the Company`s eorts
are sustainable, corporate social investments are
primarily focused on project work in the following
key areas:
■
Power to Educate: A program and platform that
aims at substituting rewood with LPG, Solar
and Wind solutions for domestic power usage.
■
Human capacity development: Ter tiary
Technical Capacity Development. Primary &
Secondary School Education Scholarships.
■
Access to quality health: Training Local Health
and Medical Professionals. Investments in
Medical Equipment and Health Facilities.
PETRONOR E&P ASA ANNUAL REPORT 2021 25ESG report

Equality and diversity
PetroNor values each member of the team and is
committed to providing an environment recognised
for its positive energy, equality and professionalism,
and will treat everyone with fairness, respect
and dignity. Further, PetroNor aims to maintain a
work environment with equal opportunities for all
based on performance; irrespective of gender, age,
religion, ethnicity, sexual preference, political belief,
disability, or any other protected status.
The Company is an equal opportunity employer,
with an equality concept integrated in its human
resources policies. A diversied work environment
is embraced, and the Group’s personnel policies
promote equal opportunities and rights and
prevent discrimination based on gender, ethnicity,
colour, language, religion or belief. All employees
are governed by PetroNor’s Code of Conduct,
to ensure anti-discrimination and a good work
environment across a workforce representing a
multitude of nationalities.
PetroNor is a knowledge-based Group in which
a majority of the workforce has earned college
or university level educations; or has obtained
industry-recognized skills and qualications
specic to their job requirements. Employees are
remunerated exclusively based upon skill level,
performance and position.
During 2021, the monthly average number of
employees and long-term consultants was 35.
Proportion of local West African employees:
Actual Objective
Sta 61% 50%
Board Nil +20%
Proportion of women
Actual Objective
Sta 36% +20%
Executive management team Nil +20%
Board
1)
50% +40%
1) Prior to the redomicile of PetroNor to Norway the percentage of the board that were female was 29 per cent.
PETRONOR E&P ASA ANNUAL REPORT 202126 ESG report

Harassment and intimidation
Courtesy and respect are important aspects of a
sound work environment and business dealings.
PetroNor does not tolerate discrimination of
colleagues or others aected by its business and
will not tolerate any verbal or physical conduct that
may lead to the harassment of others, disrupts
others work performance or creates a hostile work
environment. The Company expect all employees
to treat everyone they come into contact with
through work or work-related activities in a
respectful manner.
There were no reported instances of harassment or
intimidation during 2021.
CORPORATE GOVERNANCE
The main objective for PetroNor’s corporate
governance is to develop a strong, sustainable
and competitive company in the best interest of
the shareholders, employees and society at large,
within the laws and regulations of the respective
country.
The Company has implemented corporate
values, ethical guidelines and guidelines for
corporate social responsibility. These values and
guidelines are described in PetroNor’s Code of
Conduct with further details in internal policies.
In accordance with the Norwegian Accounting
Act, the Company annually reports on matters
relating to environmental and social issues, labour
environment, equality and non- discrimination, the
compliance with human rights, and the combat of
corruption and bribery.
The Board of Directors and management aim for a
controlled and protable development and long-
term creation of growth through well-founded
governance principles and risk management.
The Board will give high priority to nding the
most appropriate working procedures to achieve,
inter alia, the aims covered by these Corporate
Governance guidelines and principles.
PetroNor’s Board of Directors are responsible for
establishing the Corporate Governance framework
of the Company. Further, PetroNor Code of Practice
for Corporate Governance (the “Code”).
HSE management
To avoid negative impact on the environment,
local communities and the workforce. The
Company integrates technical, economic and
HSE considerations into decision making and
operational processes to achieve long- term
sustainability of the business and to reduce risk.
The Company strives for continuous improvement
as lessons learned from past operations are
incorporated into business practices going forward.
The Company endeavours to comply with
international and local HSE standards. The health,
safety and welfare of all personnel involved and of
the general public is the highest priority.
All employees and business partners are
encouraged to speak up and stop any work if they
feel it is or could be unsafe for life, health, or the
environment. They are also encouraged to report
any instances of unsafe practices and/or any
dangerous working situations.
In 2021, there were no matters identied in
the Company that were in violation of HSE
management.
Code of Conduct
PetroNor shall conduct business with integrity,
respecting the cultures, dignity and rights of
individuals everywhere it operates. The Company
shall always strive to maintain high ethical
standards and conduct its business in a way that
makes people proud to work for PetroNor. Further,
PetroNor shall strive to ensure that activities also
create local growth in a sustainable manner in each
of the countries in which it operates, both through
local partnerships and competence transfer.
The Code of Conduct is based on PetroNor’s
fundamental principles of business ethics. It
summarizes the company`s values and standards
and further describes what is expected of both
the company and its employees. The Company
expects all representatives to comply with the
Code of Conduct. PetroNor also expects all
business partners, joint venture partners and
suppliers to act in a manner that is consistent
with the principles of the Code of Conduct.
Further, compliance with national, regional, and
international laws and regulations is mandatory for
all our activities.
The Code of Conduct is part of the overall
framework of environmental, social and
governance (ESG) and is of strategic importance to
the business. It has been approved by the Board of
Directors and is to be revised from time to time to
reect the activities as the Company develops and
as laws and regulations may change. The Code of
Conduct is available on the Company`s website.
Anti-corruption
It is PetroNor’s policy to conduct all of its business
in an honest and ethical manner. The Company
takes a zero-tolerance approach to bribery
PETRONOR E&P ASA ANNUAL REPORT 2021 27ESG report

and corruption and is committed to acting
professionally, fairly and with integrity in all its
business dealings and relationships The Company
complies with all applicable anti-corruption laws
and regulations.
It is strictly illegal to engage in any activity
considered as bribery or corruption. PetroNor and
its directors have zero tolerance for any form of
bribery, corruption, fraud, dishonesty or deception.
PetroNor’s representatives must not accept, make,
seek or oer bribes or monetary advantages of any
kind. This includes money, benets, entertainment
or services or any material benet to or from public
ocials or other business partners, which are given
with the intent of gaining improper business or
personal gain.
The current shareholders and all of PetroNor’s
representatives are required to comply with
Norwegian laws, the UK Bribery Act and the US
FPCA and local laws in the jurisdictions where we
conduct business.
PetroNor`s Anti-Bribery and Corruption policy can
be found on the Company`s website.
The Company is aware of an ongoing investigation
by Økokrim, the National Authority for
Investigation and Prosecution of Economic and
Environmental Crime in Norway, regarding alleged
corruption. The investigation is focused on
individuals, and neither PetroNor nor any company
has been charged with legal oense.
Whistle blower mechanism
PetroNor believes in openness and transparency
for all its business dealings and activities. Illegal
or unethical matters may negatively impact the
work environment and the business in general. It is
important that the Company deals with such matters
properly, and all PetroNor representatives, current
City of Banjul in
The Gambia.
PETRONOR E&P ASA ANNUAL REPORT 202128 ESG report

and former, who have concerns about any aspect of
our business are encouraged to raise them and to
disclose any information which relates to improper,
unethical or illegal conduct in the workplace.
Every PetroNor representative has a right and
an obligation to raise their concerns about our
business including matters such as:
■
Potential breaches of law
■
Breach of ethical norms and internal guidelines
■
Harassment or discrimination in the workplace
■
Conditions that may endanger life or health
Whistleblowers must not suer any detrimental
treatment from either the Company or colleagues
as a result of raising a genuine concern. An
independent disclosure service is available at:
https://petronor.integrity.complylog.com/.
No cases were reported during the year.
Responsibility for ESG
The Board will evaluate the Group's vision and
strategy at least on a yearly basis.
The Board has the overall responsibility for the
management and supervision of the activities in
general. The CEO is responsible for the Company’s
daily operations and ensures that all necessary
information is presented to the Board.
The Board decides the strategy of the Company
and is the nal decision in new projects and/or
investments.
PETRONOR E&P ASA ANNUAL REPORT 2021 29ESG report

Statement on corporate
governance in PetroNor E&P
PetroNor E&P ASA (“PetroNor” or “the Company”, and with its subsidiaries; the
“Group”) aspires to ensure condence in the Company and the greatest possible value
creation over time through ecient decision making, clear division of roles between
the shareholders, the management and the Board of Directors (“the Board”) as well as
adequate communication.
PetroNor seeks to comply with all the requirements
covered in The Norwegian Code of Practice for
Corporate Governance (the “Code”). The latest
version of the Code of 14 October 2021 is available
on the website of the Norwegian Corporate
Governance Board, www.nues.no. The Code is
based on the “comply or explain” principle, in that
companies should explain alternative approaches
to any specic recommendation. The Company also
seeks to comply with the Oslo Stock Exchange Code
of Practice for Investor Relation (IR) of 1 July 2019.
1: IMPLEMENTATION AND REPORTING ON
CORPORATE GOVERNANCE
The main objective for PetroNor’s Corporate
Governance is to develop a strong, sustainable
and competitive company in the best interest of
the shareholders, employees and society at large,
within the laws and regulations of the respective
country. The Board of Directors (the Board) and
management aim for a controlled and protable
development and long-term creation of growth
through well-founded governance principles and
risk management.
PETRONOR E&P ASA ANNUAL REPORT 202130 Corporate governance

The Board will give high priority to nding the
most appropriate working procedures to achieve,
inter alia, the aims covered by these Corporate
Governance guidelines and principles.
The Code comprises 15 points. The Corporate
Governance report is available on the Company’s
website www.petronorep.com.
2: BUSINESS
PetroNor is a full cycle oil and gas exploration
and production company listed on the Oslo Stock
Exchange with the ticker PNOR. PetroNor holds
exploration and production assets in Africa.
The Company’s business is dened in the Articles of
Association §3, which states:
“The company’s business is to invest in companies
and entities that are involved in the energy industry
and the oil and gas industry worldwide, as well as
investment activities and other related activities”
The Company is focused on growing production
and reserves by leveraging existing assets to
capitalise on new venture opportunities combined
with targeted high impact exploration. With
strategic and long-term large shareholders
from Abu Dhabi and Norway, PetroNor will look
to capitalise on the industry experience and
government relations in these jurisdictions.
PetroNor’s vision is to:
■
Become a leading full-cycle E&P company.
■
Use our experience and competence in
enhancing value in projects in Africa to the
benet of the countries we operate in and the
shareholders of the Company.
■
Create values for the shareholders in a
sustainable manner where due regards are
given to economical, social and environmental
issues. The Board will evaluate the Group's
vision and strategy at least on a yearly basis,
also including input from shareholders not
directly represented in the Board of Directors.
The oil and gas exploration and production industry
is a high-risk-high-reward industry where PetroNor
is exposed to the uctuations in the oil price, risks
involved in petroleum production as well as drilling
of production, appraisal and exploration wells. The
Company will seek opportunities across its core
region but may opportunistically invest outside of
its core area.
PetroNor will aim to steadily build and increase
its reserve base while using free cash ow to
pursue dened exploration targets in selected and
highly prospective basins with a view to delivering
signicant value to its shareholders from high
impact wells whilst being a good corporate citizen
and promoting excellence in operations and
innovation.
PetroNor has implemented corporate values,
ethical guidelines and guidelines for corporate
social responsibility. These values and guidelines
are described in PetroNor’s Code of Conduct
with further details in internal policies. In
accordance with the Norwegian Accounting
Act, the Company annually reports on matters
relating to environmental and social issues, labour
environment, equality and non-discrimination, the
compliance with human rights, and the combat of
corruption and bribery.
The Board of Directors evaluates the Company’s
objectives, strategies and risk proles yearly.
3: EQUITY AND DIVIDENDS
The oil and gas E&P business is highly capital
dependent, requiring PetroNor to be suciently
capitalised. PetroNor’s Board of Directors will
ensure that the Company at all times has an equity
capital at a level appropriate to its objectives,
strategy and risk prole. The Board needs to be
proactive in order for PetroNor to be prepared for
changes in the market.
Mandates granted to the Board to increase the
Company’s share capital or to purchase own shares
will normally be restricted to dened purposes
and are normally limited in time to the following
year’s annual general meeting. Any acquisition
of PetroNor-shares will be carried out through
a regulated marketplace at market price, and
the Company will not deviate from the principle
of equal treatment of all shareholders. If there
is limited liquidity in the Company’s shares at
the time of such transaction, the Company will
consider other ways to ensure equal treatment of
all shareholders. Mandates granted to the Board
for issue of shares for dierent purposes will each
be considered separately by the general meeting.
Payment of dividends will be considered in the
future, based on the Company’s capital structure
and dividend capacity as well as the availability of
alternative investments.
4: EQUAL TREATMENT OF SHAREHOLDERS
PetroNor has one class of shares representing one
vote at the annual general meeting. The Articles of
Association contains no restriction regarding the
right to vote.
PETRONOR E&P ASA ANNUAL REPORT 2021 31Corporate governance

Any decision to deviate from the principle of equal
treatment by waiving the pre-emption rights of
existing shareholders to subscribe for shares in the
event of an increase in share capital will be justied
and disclosed in the stock exchange announcement
of the increase in share capital. Such deviation
will be made only in the common interest of the
shareholders of the Company.
Transactions in PetroNor shares will be made over
the stock exchange or by other means at market
prices. If there is a limited liquidity in the PetroNor
shares, the Board will consider other ways of
dealing with equal treatment of shareholders when
making transactions in the PetroNor shares
5: SHARES AND NEGOTIABILITY
The shares of PetroNor are listed on the Oslo Stock
Exchange. There are no restrictions on ownership,
trading or voting of shares in PetroNor’s Articles of
Association.
6: GENERAL MEETINGS
PetroNor’s annual general meeting is to be held by
the end of June each year.
The Board will take necessary steps to ensure that
as many shareholders as possible may exercise
their rights by participating in general meetings
of the Company, and to ensure that general
meetings are an eective forum for the views
of shareholders and the Board. The company
shall arrange the general meetings so that the
shareholders can attend by electronic means,
unless there is a reason to refuse.
An invitation and agenda (including proxy) will be
sent out no later than 21 days prior to the meeting
to all shareholders in the Company. The invitation
will also be distributed as a stock exchange
notication. The invitation and support information
on the resolutions to be considered at the general
meeting will furthermore normally be posted on
the Company’s website www.petronorep.com no
later than 21 days prior to the date of the general
meeting.
The recommendation of the Nomination
Committee will normally be available on the
Company’s website at the same time as the notice.
PetroNor will ensure that the resolutions and
supporting information distributed are suciently
detailed and comprehensive to allow shareholders
to form a view on all matters to be considered at
the meeting.
According to Article 7 of the Company’s Articles of
Association, registrations for the Company’s annual
general meeting must be received at least ve
calendar days before the meeting is held.
The Chairperson of the Board, as well as the
Company auditor and CEO of the Company, shall
be present at the general meetings, unless the
circumstances preclude such. The chairperson
of the Nomination Committee as well as other
directors should attend the general meetings. An
independent person to chair the general meeting
will, to the extent possible, be appointed. Normally
the general meetings will be chaired by the
Company’s external corporate lawyer.
Shareholders who are unable to attend in person
will be given the opportunity to vote by proxy.
The Company will nominate a person who will
be available to vote on behalf of shareholders
as their proxy. Information on the procedure for
representation at the meeting through proxy will
be set out in the notice for the general meeting. A
form for the appointment of a proxy, which allows
separate voting instructions for each matter to
be considered by the meeting and for each of
the candidates nominated for elections will be
prepared. Dividend, remuneration to the Board and
the election of the auditor, are among the matters
that will be decided at the annual general meeting.
After the meeting, the minutes are released on the
Company’s website.
7: NOMINATION COMMITTEE
According to Article 8 of the Company’s Articles of
Association, the company shall have a nomination
committee of up to three members, to be elected
by the general meeting. The nomination committee
shall present proposals to the general meeting
regarding (i) election of the chair of the Board,
directors and any deputy members, and (ii) election
of members of the nomination committee. The
nomination committee shall also present proposals
to the general meeting for remuneration of the
Board and the nomination committee, which is
to be determined by the general meeting. The
general meeting shall adopt instructions for the
nomination committee. Due to the Company's
current shareholder composition, the Nomination
Committee will not necessarily be independent
of the major shareholders and the company will
continuously consider this matter and whether to
later propose a more independent appointment of
the Nomination Committee.
PETRONOR E&P ASA ANNUAL REPORT 202132 Corporate governance

8: BOARD OF DIRECTORS – COMPOSITION
AND INDEPENDENCE
The composition of the Board ensures that the
Board represents the common interests of all
shareholders and meets the Company’s need for
expertise, capacity and diversity. The members of
the Board represent a wide range of experience
including upstream E&P industry, oil service,
energy politics and nance. The composition of the
Board ensures that it can operate independently
of any special interests. Members of the Board
are normally elected for a period of two years.
Recruitment of members of the Board may be
phased so that the entire Board is not replaced
at the same time. The General Meeting elects
the Chairperson and deputy chairperson (if
any). The Company’s website and annual report
provide detailed information about the directors'
expertise and independence. The Company has
a policy whereby the members of the Board are
encouraged to own shares in the Company, but
to dissuade from a short-term approach which is
not in the best interests of the Company and its
shareholders over the longer term.
The Board is to be composed of at least 2
members who are independent of the Company's
major shareholders, and more than half of the
members are to be independent of the Company's
management and material business relations.
The Board held a total of eight meetings in 2021.
The attendance rate for the Members of the Board
can be found in the Board of Directors’ report on
page 62.
9: THE WORK OF THE BOARD AND
SUB-COMMITTEES
The Board has the overall responsibility for the
management and supervision of the activities in
general. The CEO is responsible for the Company’s
daily operations and ensures that all necessary
information is presented to the Board.
The Board decides the strategy of the Company
and is the nal decision in new projects and/or
investments. The Board’s instructions for its own
work as well as for the executive management have
particular emphasis on clear internal allocation
of responsibilities and duties. The Chairperson
of the Board ensures that the Board’s duties
are undertaken in ecient and correct manner.
The Board has established separate rules of
procedures for its work. Such rules of procedure
also address how the Board and management shall
deal with agreements with related parties, and in
particular whether independent valuations of such
agreements should be obtained. In addition, the
Board will report on such agreements in its annual
report.
The Board shall stay informed of the Company’s
nancial position and ensure adequate control
of activities, accounts and asset management.
The director’s experience and skills are crucial to
the Company both from a nancial as well as an
operational perspective.
An annual schedule for the Board meetings is
prepared and discussed together with a yearly plan
for the work of the Board. The Board will consider
evaluating its performance and expertise annually.
The Company has guidelines to ensure that
members of the Board and executive personnel
notify the Board if they have any material direct or
indirect interest in any transaction entered into by
the Company. Should the Board need to address
matters of a material character in which the
Chairperson is or has been personally involved, the
matter will be chaired by an independent member
of the Board to ensure a more independent
consideration.
The Board has established an Audit & Risk
Committee and a Remuneration Committee as
Association, of the Board.
The Audit & Risk Committee shall consist of at
least three members appointed by and among the
Board. All members of the Audit & Risk Committee
must be non-executive directors, a majority
of the members should be independent of the
management and the Company, and there must
be adequate accounting and nance competence
among the members of the committee. The Audit
& Risk Committee's role is to supervise the Group's
accounting and nancial performance, as well
as ensuring that adequate internal control and
reporting requirements exist. The role is further
detailed in a separate Audit & Risk Committee
Charter.
The Remuneration Committee shall consist of up to
three members appointed by and among the Board.
All members shall be independent of the
management. The Remuneration Committee’s
role is to assist and advise the Board on matters
relating to the remuneration of the Board and
management, as well as salary, bonus and benet
policies for the employees in general. The role
is further detailed in a separate Remuneration
Committee Charter.
PETRONOR E&P ASA ANNUAL REPORT 2021 33Corporate governance

10: RISK MANAGEMENT AND INTERNAL
CONTROL
Financial and internal control, as well as short-
and long-term strategic planning and business
development, all according to PetroNor’s business
idea and vision and applicable laws and regulations,
are the Board’s responsibilities and the essence of
its work. This emphasises the focus on ensuring
proper nancial and internal control, including risk
control systems.
The Board approves the Company’s strategy
and level of acceptable risk, as documented in
the guiding tool “Risk Management” described
in the relevant note in the consolidated nancial
statements in the Annual Report.
The Board carries out an annual review of the
Company’s most important areas of exposure to
risk and its internal control arrangements.
For further details on the use of nancial
instruments, refer to relevant note in the
consolidated nancial statements in the Annual
Report and the Company’s guiding tool “Financial
Risk Management” described in relevant note in
the consolidated nancial statements in the Annual
Report.
11: REMUNERATION OF THE BOARD OF
DIRECTORS
The remuneration to the Board will be decided by
the Annual General Meeting each year.
PetroNor is a diversied company, and the
remuneration will reect the Board’s responsibility,
expertise, the complexity and scope of work as well
as time commitment.
The remuneration to the Board is not linked to
the Company’s performance and share options
shall not be granted to directors. Remuneration in
addition to normal director’s fee will be specically
identied in the Annual Report.
Members of the Board normally do not take on
specic assignments for the Company in addition to
their appointment as a member of the Board. Any
exemptions shall be claried with the full board.
12: REMUNERATION OF THE EXECUTIVE
PERSONNEL
The Board has established guidelines for the
remuneration of the executive personnel. The
guidelines will be presented to the Annual General
Meeting each year and shall set out the main
principles applied in determining the salary and
other remuneration of the executive personnel.
The guidelines ensure convergence of the nancial
interests of the executive personnel and the
shareholders. The guidelines shall be clear and
transparent and contribute to the Company's
strategy, long term interests and nancial viability.
The remuneration shall, both with respect to the
chosen kind of remuneration and the amount,
encourage addition of values to the Company and
contribute to the Company’s common interests –
both for the management as well as the owners.
Remuneration based on performance will normally
be capped upwards.
13: INFORMATION AND COMMUNICATIONS
The Company has established guidelines for
the Company’s reporting of nancial and other
information. The Chairperson and CEO are
authorised by the Board to speak to, or be in
contact with the press.
The Company publishes an annual nancial
calendar including the dates the Company plans to
publish the quarterly and interim updates and the
date for the annual general meeting. The calendar
can be found on the Company’s website and will
also be distributed as a stock exchange notication
and updated on Oslo Stock Exchange’s website.
The calendar is published at the end of the scal
year, according to the continuing obligations for
companies listed on the Oslo Stock Exchange.
All information to shareholders is published
simultaneously on the Company’s website and to
appropriate nancial news media.
PetroNor normally makes four quarterly
presentations per year to shareholders, potential
investors and analysts in connection with
quarterly earnings reports or trading updates.
The quarterly presentations are held through
webinars to facilitate participation by all interested
shareholders, analysts, potential investors and
members of the nancial community. A question-
and-answer session is held at the end of each
presentation to allow management to answer the
questions of attendees. A recording of the webinar
presentation is retained on the Company’s website
www.petronorep.com for a limited number of days.
The Company also makes investor presentations
at conferences in Norway and internationally. The
information packages presented at such meetings
are published simultaneously on the Company’s
website.
PETRONOR E&P ASA ANNUAL REPORT 202134 Corporate governance

14: TAKE-OVERS
PetroNor has established the following guiding
principles for how the Board will act in the event
of a take-over bid. In a bid situation, the Board
shall help to ensure that shareholders are treated
equally, and that the company’s business activities
are not disrupted unnecessarily. The Board shall
ensure that shareholders are given sucient
information and time to form a view of relevant
oers.
Today, the Board does not hold any authorisations
as set forth in Section 6-17 of the Securities Trading
Act, to eectuate defence measures if a takeover
bid is launched on PetroNor.
The Board may be authorised by the general
meeting to acquire its own shares but will not be
able to utilise this in order to obstruct a takeover
bid, unless approved by the general meeting
following the announcement of a takeover bid.
As a rule, the Company will not enter into
agreements with the purpose to limit the
Company’s ability to arrange other bids for the
Company’s shares unless it is clear that such
an agreement is in the common interest of the
Company and its shareholders. As a starting point,
the same applies to any agreement on the payment
of nancial compensation to the bidder if the bid
does not proceed. Any nancial compensation
will as a rule be limited to the costs the bidder
has incurred in making the bid. The Company will
generally seek to disclose agreements entered into
with the bidder that are material to the market’s
evaluation of the bid no later than the time of the
publishing of the announcement that the bid will
be made.
In the event of a take-over bid for the Company’s
shares, the Board will not exercise mandates or pass
any resolutions with the intention of obstructing the
take-over bid unless this is approved by the general
meeting following announcement of the bid.
If an oer is made for the Company’s shares, the
Board will issue a statement evaluating the oer
and making a recommendation as to whether
shareholders should or should not accept the
oer. The Board will also arrange a valuation with
an explanation from an independent expert. The
valuation will be made public no later than at
the time of the public disclosure of the Board’s
statement. Any transactions that are in eect a
disposal of the Company’s activities will be decided
by a general meeting.
15: AUDITOR
The auditor will be appointed by the general meeting.
The Board has appointed an Audit & Risk
Committee as a sub-committee of the Board, which
will meet with the auditor regularly. The auditor
shall on an annual basis submit an additional
report to the audit committee in which it declares
its independence and explains the results of the
statutory audit carried out by providing a range of
information about the audit.
The auditor will send a complete Management
Letter/Report to the Board – which is a summary
report of risks faced by the business. The auditor
participates in meetings of the Board that deal with
the annual accounts, where the auditor reviews
any material changes in the Company’s accounting
principles, comments on any material estimated
accounting gures and reports all material matters
on which there has been disagreement between
the auditor and the executive management of the
Company.
In view of the auditor’s independence of the
Company’s executive management, the auditor is
also present in at least one Board meeting each
year at which neither the CEO nor other members
of the executive management are present. The
Board shall on an annual basis review the internal
control procedures jointly with the auditor,
including weaknesses identied by the auditor and
assess proposals for improvement.
PetroNor places importance on independence and
has established guidelines in respect of retaining
the Company’s external auditor by the Company’s
executive management for services other than the
audit.
The Board reports the remuneration paid to the
auditor at the Annual General Meeting, including
details of the fee paid for audit work and any fees
paid for other specic assignments.
PETRONOR E&P ASA ANNUAL REPORT 2021 35Corporate governance

EYAS ALHOMOUZ
Chairman of the Board
Qualications:
Mr Alhomouz graduated from Brigham Young
University in Provo, UT with a degree in Chemical
Engineering and from the Colorado School of Mines,
in Golden, CO with a master's degree in Mineral
and Energy Economics.
Experience:
Mr Alhomouz has a strong experience from the oil
and gas sector covering the US, North Africa, and
the GCC. He began his career with Schlumberger
Oileld Service as a wireline engineer in Midland,
Texas. From there he went on to work for Cromwell
Energy in Denver, Colorado, as international
business development manager. Then, as a COO
and nancial director of Prism Seismic, he oversaw
the growth of the Colorado based consulting and
oil and gas software development rm and later
the acquisition of the company by Sigma Cubed,
where, post-acquisition of Prism Seismic, he went
on to serve as a director of business development,
Middle East. Mr. Alhomouz's career then took him
to Qatar as a general manager of Jaidah Energy, an
Omani-Qatari owned company servicing the oil
and gas sector in Qatar. Mr. Alhomouz is currently
the CEO of Petromal Sole Proprietorship LLC, a
subsidiary of National Holding in Abu Dhabi.
Mr Alhomouz is not independent of the main
shareholding.
JOSEPH ISKANDER
Director
Qualications:
Mr Iskander holds a Degree in Accounting and
Finance with high distinction from Helwan
University, Egypt.
Experience:
Mr Iskander brings over 20 years of experience
in the nancial services industry, covering
asset management, private equity, portfolio
management, nancial restructuring, research,
banking, and audit. He began his career at Deloitte
& Touche (Egypt) as an Auditor. Mr. Iskander served
as Non-Executive Director on the boards of EFG
Hermes in Egypt, Oasis Capital Bank in Bahrain,
Sun Hung Kai & Co in Hong Kong, Qalaa Holdings in
Egypt, Emirates Retakaful in UAE, Marn Laiki Bank
in Cyprus and Marn Investment Group in Greece.
Mr. Iskander headed the research team at Egypt’s
Prime Investments and was earlier an investment
advisor at Commercial International Bank (CIB).
He then went on and joined Dubai Group as an
investment manager in 2004 and has worked on
a range of M&A transactions, advisory services,
asset management, and private equity transactions
with a collective value in excess of USD 8 billion.
Mr. Iskander was managing director of asset
management at Dubai Group and the former head
of research at Dubai Capital Group until 2009. He
joined Emirates International Investment Company
in July of 2017 as the director of private equity
spearheading and managing EIIC’s investments.
EIIC is a subsidiary of National Holding in Abu
Dhabi.
Mr Iskander is not independent of the main
shareholding.
Board of Directors
PETRONOR E&P ASA ANNUAL REPORT 202136 Board of Directors

INGVIL SMINES TYBRING-GJEDDE
Director
Qualications:
Ms Smines Tybring-Gjedde graduated from BI
Norwegian Business School with a Masters degree
in Management Programs, with strong focus on
interaction, and leadership, and strategy.
Experience:
Experienced former Norwegian minister of national
public security with overall responsibility of public
safety, emergency planning, and cybersecurity.
Mrs Tybring Gjedde was also minister of Svalbard
and the Norwegian polar regions. Before her
position as minister, she served as deputy
minister in the Ministry of Petroleum and Energy
for 4 years, with a portfolio of exploration policy,
development, operations, exploration activity,
the Ministry's contact with other petroleum-
producing countries and international forums, in
addition to the government's national climate
policy, global environmental issues, and the
government's CCs full-scale project. Mrs Tybring
Gjedde has a demonstrated history of working in
the O&G, energy, and renewable industry in private
and state-owned companies in various leading
positions for more than 20 years.
Ms Smines Tybing-Gjedde is an independent director.
GRO KIELLAND
Director
Qualications:
Mrs Kielland holds an MSc in Mechanical
Engineering from the Norwegian University of
Science and Technology (NTNU).
Experience:
Mrs Kielland has over 30 years of experience having
held a number of leading positions in the oil and
gas industry both in Norway and abroad, among
others as CEO of BP Norway. Her professional
experience includes work related to both
operations and eld development, as well as HSE.
Mrs Kielland is an independent director.
PETRONOR E&P ASA ANNUAL REPORT 2021 37Board of Directors

JENS PACE
Interim Chief Executive Ocer
Qualications:
Mr Pace holds a BSc in Geology and Oceanography
from the University of Wales and an MSc in
Geophysics from Imperial College, London, UK.
Experience:
Mr Pace is a highly regarded geoscientist, who has
had a successful career at BP Exploration Operating
Company Limited (“BP”), and its heritage company
Amoco (UK) Exploration Company, spanning over
30 years. Mr Pace has held senior positions at BP
for over 10 years, gaining substantial exploration
and production experience in Africa, namely
Algeria, Angola, Congo, Gabon and Libya, having
also extended experience in Europe, Russia and
Trinidad. He has contributed to a number of BP’s
exploration discoveries over his career, and has
managed a very large and active exploration
portfolio for BP in Africa. Additionally, Mr Pace has
gained highly sought-after experience in the areas
of eld development and as a commercial manager,
dealing with national oil companies and African
governments.
Following the merger with PetroNor E&P Ltd
(Cyprus) on 30 August 2019, Mr Pace resigned as
Chief Executive Ocer of PetroNor E&P Limited
(Australia) on 29 February 2020, but remains on
the Board of the Australian company as a Non-
Executive Director.
Executive Management
PETRONOR E&P ASA ANNUAL REPORT 202138 Executive Management

CLAUS FRIMANN-DAHL
Chief Technical Ocer
Qualications:
Mr Frimann-Dahl holds a a BSc in Petroleum
Engineering from Texas A&M University and an MSc
from the University of Trondheim (NTH).
Experience:
Mr. Frimann-Dahl has 30 years’ experience from
the oil and gas industry, with managerial and
technical roles. His experience covers operational
roles with Phillips Petroleum, Norsk Hydro and
Hess in the North Sea Norway and Denmark,
Russia, Egypt and the US. He was the co-founder of
Ener Petroleum which was later acquired by Dana
Petroleum and KNOC.
MICHAEL BARRETT
Exploration Director
Qualications:
Mr. Barrett has a BSc in Geology & Geophysics
from Durham University and a MSc in Petroleum
Geology & Geophysics from Imperial College, Royal
School of Mines.
Experience:
Mr. Barrett has over 30 years global exploration
experience from his career at Chevron Corporation,
and more recently at Addax/Sinopec International
and African Petroleum.Mr. Barrett has held a
variety of technical roles covering exploration and
new ventures, and was part of Chevron’s global
Exploration Review Team, specialising in Play and
Prospect risk assessment, volumetric analysis,
commercial evaluation and portfolio management.
Mr. Barrett also brings added strength to the team
with his background in quantitative geophysics,
stratigraphic interpretation workows and 3D
visualisation.
Continues on next page 
PETRONOR E&P ASA ANNUAL REPORT 2021 39Executive Management

EMAD SULTAN
Strategy and Contracts Manager
Qualications:
Mr. Sultan holds a BSc Mechanical Engineering
degree from the University of Washington.
Experience:
Mr. Sultan has 20 years of international exploration
and production experience. He has held multiple
operation and marketing management positions
with international oil eld services companies.
He has also worked in a number of technical,
contracting and strategy management roles with
major oil and gas operators.
CHRISTOPHER BUTLER
Group Financial Controller
Qualications:
Mr. Butler is a Fellow of the Institute of Chartered
Accountants in England and Wales and has a BSc in
Physics from Warwick University.
Experience:
Mr. Butler has over 16 years of nancial and
corporate experience from positions in public
practice, oil & gas and mining spread over Africa,
Asia and Europe, with roles that included nancial
reporting, contract negotiations, M&A, due
diligence, treasury and system implementations.
Executive management
PETRONOR E&P ASA ANNUAL REPORT 202140 Executive Management

PETRONOR E&P ASA ANNUAL REPORT 2021 41Executive Management

PETRONOR E&P ASA ANNUAL REPORT 202142 Board of directors’ report

Board of Directors’ report
PetroNor exited the year having attained solid revenue growth driven by strong
market conditions with production improving as forecasted. The share placement and
subsequent oering strengthened the Group's balance sheet. PetroNor successfully
redomiciled to Norway and up-listed to the main list of the Oslo Stock exchange, giving
shareholders access to a more liquid market for shares. With the self-funded Inll
drilling programme in Congo progressing as planned and the recent approval of the
Aje transaction, PetroNor is well positioned to full its ambitious growth strategy from
both its existing portfolio and new opportunities.
The board of directors' report is presented for
PetroNor E&P ASA (“PetroNor” or the “Company”)
for the year ended 31 December 2021.
DIRECTORS & COMPANY SECRETARY
the names of Directors of the ultimate parent entity
of the Group in oce during the nancial year and
until the date of this report are as follows. Directors
were in oce for this entire period unless otherwise
stated.
PetroNor E&P Limited Role Appointed Resigned
E Alhomouz Non-Exec Chair - -
J Iskander Non-Exec Director - -
J Pace Non-Exec Director 1 March 2020 -
I Smines Tybring-Gjedde Non-Exec Director 29 May 2020 -
G Kielland Non-Exec Director 1 February 2021 -
A Neuling Non-Exec Director 6 April 2020
R Steinepreis Non-Exec Director 6 April 2020
G Ludvigsen Executive Director 29 May 2020 31 January 2021
A Hicks Company Secretary - -
The names of the directors of PetroNor E&P ASA,
since incorporation to the end of the nancial year
2021, are as follows:
PetroNor E&P ASA Role Appointed Resigned
E Alhomouz Chair of the Board 1 October 2021 -
J Iskander Director 8 October 2021 -
J Pace Director 1 October 2021 9 February 2022
I Tybring-Gjedde Director 1 October 2021 -
G Kielland Director 1 October 2021 -
OVERVIEW OF THE BUSINESS
The board of directors’ report for the PetroNor group
comprises PetroNor E&P ASA (“ the parent company
“) and all subsidiaries and associated companies.
PetroNor E&P ASA, is a Norwegian publicly
listed liability company with its head oce in
Oslo, Norway. We are an independent oil and
gas exploration and production company with
our portfolio of assets in countries oshore West
Africa (Republic of Congo, The Gambia, Guinea-
Bissau, Senegal and Nigeria).
The Company holds, through its Congo subsidiary,
2P reserves of 20.6 MMbbls and a production
PETRONOR E&P ASA ANNUAL REPORT 2021 43Board of directors’ report

averaging around 3,473 bopd as of year-end
2021.In addition, PetroNor holds a portfolio
of exploration licences in Guinea-Bissau, The
Gambia and Senegal with net unrisked prospective
resources of approximately 4 billion barrels of
oil (from multiple prospects, based upon ERC
Equipoise Competent Persons Report Letter March
2015 and management updates).
The asset portfolio as described in the Portfolio
section is supported by sta in Norway, the UK,
the UAE and multiple locations in Africa. The
management team at PetroNor has in-depth
industry experience from the oil and gas upstream
industry. Together they have built a broad network
of industry contacts, and developed strong
relationships with governments, institutions and
trusted partners fostered over many years of
valued collaboration.
Strategic Platform
PetroNor is a full cycle, Sub-Saharan oriented E&P
company focused on growing production and
reserves by leveraging existing assets to capitalise
on new venture opportunities combined with
targeted high impact exploration.
With strategic and long-term shareholders from
Abu Dhabi and Norway, PetroNor will look to
capitalise on industry experience and government
relations in these jurisdictions.
Business Model
PetroNor will aim to steadily build and increase
its reserve base while using free cash ow to
pursue dened exploration targets in selected and
highly prospective basins with a view to delivering
signicant value to its shareholders from high
impact wells whilst being a good corporate citizen
and promoting excellence in operations and
innovation.
The Board aims to build a substantial oil and gas
company within three years with a target reserves
base of 300 mmboe and production of 30,000
barrels of oil equivalent per day.
PETRONOR E&P ASA ANNUAL REPORT 202144 Board of directors’ report

The synergies between PetroNor’s business
model and the latest technologies developed in
the oshore of the Norwegian Continental Shelf
allow for the maximum commercial outcome
with the least environmental impact. The transfer
of technology and excellence to the Company’s
partners or host countries ensures long term
collaborations and development.
PetroNor looks at creating value through
application of cutting edge and smart technology
but always aims to strike the right balance between
innovations and proven technology. PetroNor E&P
gives special interest to IOR (improved oil recovery)
for improved and ecient operations.
The Company’s area of focus is on Sub-Saharan
Africa and, more specically, proven and producing
assets in the region with development and IOR
potential.
We leverage on our background and experience
from Abu Dhabi, as well as from the oil and gas
industry in Norway, the country with the highest
oil recovery rate in the world, in our operations.
The PetroNor team has a proven track record from
both IOR in the North Sea, as well as from direct,
day-to-day, on the ground operations in Africa. The
Company’s at structure and assumed strict focus
on execution and delivery enable it to move rapidly
to take advantage of opportunities.
With many years of experience working on the
Norwegian continental shelf, the management and
technical sta are able to apply and utilise cutting
edge industry innovations and technologies to
PetroNor's projects globally in order to maximise
their potential value. With access to the Norwegian
equity market with sophisticated investors in the
energy sector coupled with a strong cornerstone
investor from Abu Dhabi, the Company is well
positioned to access capital both for smaller and
larger transaction opportunities.
IMPORTANT EVENTS
■
PNGF Sud commenced the 17 well inll
programme in November 2021 with four inll
wells on Litanzi. Net PetroNor production from
PNGF Sud during the fourth quarter was 3,705
bopd.
■
PNGF Sud resource to reserves conversion for
development decision of Tchibeli NE.
■
Aje transaction received regulatory approval in
Nigeria, completion expected to take place in
Q2 2022.
■
Gambia A4 licence was extended to 18 October
2022.
■
Gross proceeds of NOK 391 million were raised
through the March share placement and
subsequent oering in September 2021.
■
PetroNor has increased its indirect ownership in
PNGF Sud up to 16.83 per cent through increasing
is shareholding in Hemla E&P Congo and Hemla
Africa Holding.
■
PetroNor completed the acquisition of the highly
attractive exploration portfolio in the West
African margin through the entry in the Esperança
and Sinapa licences in Guinea-Bissau following
the acquisition of SPE Guinea-Bissau AB from
Svenska Petroleum Exploration AB.
PRINCIPAL ACTIVITY
The Company’s principal activity during the year
was oil and gas exploration and production.
REVIEW OF OPERATIONS
Corporate
Økokrim charges
On 15 December 2021, the National Authority for
Investigation and Prosecution of Economic and
Environmental Crime (Nw.: Økokrim) in Norway
announced in a press release that they had entered
the Company's premises in Oslo in relation to
suspicion of a criminal oence committed by
individuals related to the Group, including its
previous CEO and his business partner who
together hold shares in the Company. On the same
day, the Group announced that it had no reason to
believe that there were any suspicions against itself.
Hangar
previously built
by Comapny
in Banjul, The
Gambia.
PETRONOR E&P ASA ANNUAL REPORT 2021 45Board of directors’ report

On the subsequent day, Økokrim announced
that the investigations were related to the
individuals in question on suspicion of corruption
concerning undisclosed projects in Africa, in
addition to conrming that no charges had been
brought against the Group or other companies.
The Company takes anti-corrution and the
matter at hand seriously and adopted a series
of remediation steps. The individuals charges
by Okokrim in December were removed from
business operations.
On 16 December 2021, Jens Pace was appointed
interim CEO of PetroNor E&P Ltd. and on 9 February
2022, Mr. Pace stepped down from his position as
Director of PetroNor E&P ASA following his election
as interim CEO of the Norwegian company.The
Board engaged independent legal counsel to support
their governance and compliance steps, initiating
an independent fact nding process, to identify any
misconduct, to analyse the causes of the underlying
conduct, and setting up a seperate board sub-
committee to support the Board with the matter
at hand. These measures are designed to assure
the further implementation of an eective anti-
corruption and compliance programme, founded on
its existing code of conduct, governing documents
and related policies. The Board will instigate any
other remedial action deemed relevant to the
situation. The measures taken by the company are
led by the Board sub-committee which does not
comprise any persons subject to the charges or any
investigations.
Corporate restructuring
On 7 October 2021, PetroNor E&P Limited and
PetroNor E&P ASA entered into an agreement
whereby shares in PetroNor E&P Limited
(previously listed on Euronext Expand) were
swapped for shares in PetroNor E&P ASA as part
of the process to redomicile the Company from
Australia to Norway. Subsequently, PetroNor E&P
ASA submitted its application for its shares to be
listed on Oslo Stock Exchange.
On 29 November 2021, an extraordinary general
meeting was held in PetroNor E&P Ltd by order of
the Supreme Court of Western Australia where
the shareholders of the Company approved the
proposed Scheme of Arrangement.
Following the shareholders’ approval, PetroNor E&P
Ltd received the nal approval from the supreme
court of Western Australia on 17 February 2022,
followed by delisting of its shares from Euronext
Expand on 24 February 2022 in conjunction with
the listing of PetroNor E&P ASA.
Following the 1 to 1 share swap, PetroNor E&P ASA
began trading on Oslo Stock Exchange 28 February
2022.
Following the successful redomicile of the Company,
the two Australian Directors and the Company
secretary were not reappointed to PetroNor E&P
ASA to streamline the Board and management
structure.
Following these changes, the Board consists of
four Directors, two of which are considered to be
independent.
The key strategy of the Group is, in addition to
developing existing assets and organic growth, to
acquire additional oil and gas licences and pursue
acquisition opportunities. The Group continuously
considers such opportunities.
PETRONOR E&P ASA ANNUAL REPORT 202146 Board of directors’ report

Asset overview
Republic of Congo – PNGF Sud
The Company has three production licence
agreements (Tchbouela II, Tchendo II, and Tchibeli-
Litanzi II), which cover ve oil elds located in
80-100 m water depths approximately 25 km o the
coast of Pointe-Noire: TM, TE, T, TL. The complex
oil eld was discovered in 1979, commenced
production in 1987, and is called PNGF Sud.
Since granting of the licences in January 2017,
Perenco, with partner support has been committed
to strict HSE compliance while growing production,
improving maintenance routines and eld integrity
in a stepwise and prudent manner. This led to an
increase in gross production from c. 15,000 bopd
in January 2017 to an average production in 2021 of
20,636 bopd.
Production is expected to further ramp up
signicantly in 2022 in response to the 17 well inll
programme commenced on PNGF Sud in November
2021 with four inll wells on Litanzi.
The PNGF Sud elds are developed with eight
wellhead platforms and currently produce from 67
active production wells, with oil exported via the
onshore Djeno terminal. With its long production
history, substantial well count and extensive
infrastructure, PNGF Sud oers well diversied and
low risk production and reserves with low break-
even cost.
In March and April 2022, AGR Petroleum prepared
a Competent Person’s Report (“CPR”) whereby the
reserves were calculated as at 31 December 2021.
Congo - PNGF Sud.
PETRONOR E&P ASA ANNUAL REPORT 2021 47Board of directors’ report

Using the CPR and adjusting for 2021 production,
as well as transferring Tchibeli NE from resources
to reserves (as announced on 7 December 2022) as
at 31 December 2021:
Participation Interest 16.83%
1P reserves (MMbbls) 14.3
2P reserves (MMbbls) 20.6
PetroNor’s contingent resource base includes
discoveries of varying degrees of maturity
towards development decisions. At the end of
the year, PNGF Sud contains a total 2C volume of
approximately 15.5 MMbbls assuming a 16.83 per
cent participation interest.
PNGF Sud ended the year with a Q4 production
of 22,016 bopd (net 3,705), constituting the
highest quarterly production of the year. Q2
and Q3 were aected by COVID-19 and logistical
challenges getting workover and production
equipment into the country. The average
production for the year was 20,636 bopd (net
3,473). Production is expected to ramp up
signicantly in 2022 in response to the agreed
17-well inll drilling programme started in
November 2021 with four wells on the Litanzi
eld.
The current indirect participation interest is 16.83
per cent following transactions during 2021.
Republic of Congo – PNGF Bis
PNGF Bis is located next to PNGF Sud and contains
two discoveries from 1985-1991 (Loussima SW and
Loussima). The Company and its PNGF Sud partners
have a right to negotiate the licence agreement.
The three discovery wells tested from 1,150 to
4,700 bopd of light, good quality oil. Perenco has
made a detailed reinterpretation, 3D modelling
and facilities study for the Loussima SW discovery,
yielding >100 MMbbl of in-place resources and a
possible tie-back to Tchibouela.
AGR Petroleum Services warrants 2C resources of
28.9 MMbbl including verication of the tieback
scenario given above.
Nigeria – Oml-113 / The Aje Field
As announced on 27 January 2022, the Nigeria
Upstream Petroleum Regulatory Commission
(formerly the Nigerian Department of Petroleum
Resources) provided its consent to PetroNor’s
acquisition of Panoro’s ownership interest in
Oil Mining Lease no. 113 (“OML 113”) oshore
Nigeria, containing the Aje oil and gas eld, and
for the transfer of OML 113 to Aje Production
AS (“Aje Production”). The ownership of Aje
Production is to be shared between the OML 113
operator, Yinka Folawiyo Petroleum (“YFP”) and
PetroNor on the basis of a 55 per cent and 45 per
cent shareholding respectively, with PetroNor
assuming the role of the technical operator.
As previously announced, following completion of
the transaction, Panoro’s intention is to declare a
special dividend and distribute to its shareholders
USD 10 million equivalent in PetroNor shares in
order for Panoro shareholders to retain a direct
listed exposure to Aje / OML 113.
Also in 2019, PetroNor entered into separate
agreements with the OML 113 operator to create a
holding company to exploit the substantial gas and
liquids reserves at Aje. The regulatory process for
this agreement was aligned with the transaction
and was approved concurrently.
PetroNor and Panoro have also taken the
opportunity to review the deferred contingent
element of the transaction, reecting the changed
macro-economic background since the original
announcement in 2019.
Under the amended terms, once PetroNor recovers
all of its costs related to future investments to bring
Aje gas into production, the Company is to pay to
Panoro an additional consideration USD 0.10 per
1,000 cubic feet, USD 0.05 per 1,000 cubic feet lower
than under the original agreement. The additional
consideration, initially capped at USD 25 million, is
capped at USD 16.67 million under the amended
terms.
The consent from the Nigeria Upstream Petroleum
Regulatory Commission has allowed PetroNor to
re-engage nancial and industrial partners with a
target to mature the project towards an FID.
PetroNor continues work to update the eld
development plan (“FDP”) to expedite gas
development and engaged with potential o takers
and partners. PetroNor is now engaging with the JV
partners in these eorts to progress the venture.
Exploration the MSGBC Basin
The Gambia – A4
In September 2020, PetroNor E&P Gambia Ltd was
awarded a new 30-year lease for the A4 licence. The
award was part of a settlement agreement with
the government of The Gambia connected to the
arbitration of the A1 and A4 licences previously
issued in 2006.
The terms of the new licence are based on the newly
developed Petroleum, Exploration and Production
Licence Agreement (PEPLA). PetroNor E&P Gambia
PETRONOR E&P ASA ANNUAL REPORT 202148 Board of directors’ report

Ltd will be able to carry approved prior sunk costs
associated with A4 into the new agreement.
The PEPLA is a royalty plus tax system valid for
30 years with an option of a 10-year extension.
The initial six years exploration period is divided
into three periods of two years during which
exploration activities are to be completed. Post
discovery, the licence moves into an exploration/
appraisal phase where the commercial potential
of the discovery is ascertained and a development
decision taken, followed by a development and
subsequent production phase.
The government of The Gambia extended the
longstop date of the ‘farm-out’ phase of the A4
licence until 18 October 2022.
The A4 licence is located oshore within the
Mauritania-Senegal-Gambia-Bissau-Conakry
Basin. Hydrocarbons are proven throughout the
basin, the most local and notable is the 460Mmbbl
Sangomar eld, 30 km to the North in Senegal.
PetroNor continues to seek partners to drill one
exploration well in this highly attractive acreage
and aims to participate in any future well at an
equity level of 30-50 per cent.
Guinea-Bissau – 2 and 4A & 5A
In early May 2021, the Company completed the
purchase of SPE Guinea Bissau AB from Svenska
Petroleum Exploration AB. The licences have
been recently extended for three years and are
valid until 2 October 2023 maintaining the same
attractive scal terms.
Svenska Petroleum Exploration AB was in the
advanced stages of planning for the drilling of
the Atum-1X well to test the Atum prospect prior
to delays in gaining partner approvals due to
the disputed presidential elections in late 2019
early 2020. Long lead items required for drilling
operations have been secured and a number of
pre-drill studies completed. Well planning can be
recommenced at short notice.
The Atum-1x well will test a highly attractive and
material prospect on the Sinapa licence. Recently
reprocessed seismic data has been interpreted as
part of the ongoing evaluation of both licences and
as preparation to drilling.
Senegal – Rop & Sosp
In July 2018, the Company’s subsidiary African
Petroleum Senegal Limited registered arbitration
proceedings with the International Centre for
Settlement of Investment Disputes (ICSID) (case
ARB/18/24) to protect its interests in the Senegal
Oshore Sud Profond and Rusque Oshore
Profond blocks. On 5 April 2021, the Company
announced that the arbitration proceedings for
the Group’s interests in Senegal were to resume
despite numerous progressive meetings with the
relevant authorities to reach a mutually benecial
solution during the halt in proceedings during 2020
and Q1 2021.
FINANCIAL REVIEW
The Board of Directors (the “Board”) conrms that
the annual nancial statements have been pre-
pared pursuant to the going concern assumption,
and that this assumption was realistic at the
balance sheet date. The going concern assumption
is based upon the nancial position of the Group
and the development plans currently in place. The
Group recognises that in order to fund on-going
operations and pursue organic and inorganic
growth opportunities it will require additional
funding. This funding may be sourced through
joint venture equity or share issues or through
debt nance. Per the detailed disclosure in
Note 2 to the consolidated nancial statements
conditions exist which indicate a material
uncertainty that may cast a signicant doubt about
the entity’s ability to continue as a going concern
and, therefore, that it may be unable to realise its
assets and discharge its liabilities in the normal
course of business. This nancial report has
been prepared on the going concern basis which
assumes the continuity of normal business activity
and the realisation of assets and the settlement
of liabilities in the normal course of business. The
underlying business of the Group created a net
prot after tax of USD $ 21.1 million for the year
ended 31 December 2021, with strong production
from the Congo assets generating 3,614bopd in
rst quarter of 2022. As at 31 December 2021 the
Group had a cash balance of USD 31.8 million
(2020 USD 14.1 million). The Company has entered
into a new otake agreement with a new partner,
listed the Company on the main Oslo Børs and
continued to host data rooms for potential
partners to join the Company on its exploration
portfolio, demonstrating that the business has
continued to operate eectively, and businesses
are willing to engage with the Company.
This has enabled the directors to form the opinion
that the Company will be in a position to continue
to meet its liabilities and obligations for a period of
at least twelve months from the date of signing this
report.
This nancial report does not include any
adjustments relating to the recoverability and
classication of recorded asset amounts or to the
amounts and classication of liabilities that might
PETRONOR E&P ASA ANNUAL REPORT 2021 49Board of directors’ report

be necessary should the Group not continue as a
going concern.
The following nancial review is based on the
nan cial statements of PetroNor E&P Limited
and its sub sidiaries. The statements have been
prepared in accordance with International Financial
Reporting Standards (IFRS) as adopted by the EU as
well as Norwegian accounting legislation .
In the view of the Board, the Statement of Compre-
hensive Income, Statement of Changes in Equity ,
statement of Financial Position and Cashow pro-
vide satisfactory information about the operations,
nancial results and position of the Group and the
Parent company at 31 December 2021.
The consolidated nancial statements are
presented in US dollars.
Consolidated statement of comprehensive income
Key consolidated income statement gures
For the year ended 31 December
Amounts in USD million 2021 2020
Revenue from sales of petroleum products 57.6 40.6
Assignment of tax oil 33.1 17.1
Assignment of royalties 15.8 9.8
Revenue 106.5 67.5
EBITDA 61.9 34.4
Net prot/(loss) 11.0 11.2
Quantity of oil lifted (barrels) 831,089 993,574
Average selling price (USD per barrel) 69.31 40.90
Quantity of net oil produced after royalty, cost oil and tax oil (barrels) 821,536 999,522
The Directors are pleased to report that favourable
market conditions and the on-going corporate
focus on cost control have resulted in EBITDA of
USD 34.4 million for the year.
The Group generated a net prot for the year of
USD 21.1 million (2020: USD 11.2 million). These
gures are due to an improving global market price
for oil and to steady production from PNGF Sud
These gures are due to the steady oil production
of the PNGF Sud during the quarter and throughout
the year that have come about from the workover
program. In fact, since the Group rst entered the
licences in 2016, it has seen a 37 per cent increase
in the gross eld production and the OPEX reduced
by 56 per cent from 25.0 USD/bbl to less than 11
USD/bbl in the same timeframe.
During 2021, there were only 7 liftings of oil, with a
16.4 per cent decrease on the 993,574 barrels lifted
in 2020. Increased oil prices during 2021 resulted
in the Group achieving higher revenues over lower
volumes. The Group achieved an average selling
price of USD 69.31/bbl for the year, compared to
the 41.0 USD/bbl in 2020. As a consequence, the
group reports USD 106.5 million in revenue, a 57.6
per cent increase on 2020 USD 67.5 million.
With the acquisition of the licences interests in
Guinea-Bissau and the extension of The Gambia
licence, exploration expenses for the year were
USD 2.3 million. Under PetroNor’s accounting
policy, seismic data costs are expensed and not
capitalised to intangible assets.
Throughout the year, the Group maintained cost
disciplined. The administrative expense in 2021 of
USD 13.1 million were higher than in 2020 (USD 12,4
million), however this included third party costs
of USD 1.4 million in business development costs
(USD 0.7million 2020). This year, the Group incurred
non-recurring third-party costs of approximately
USD 0.4 million relating to the redomicile project.
The Company believes that the redomicile will
streamline the Group’s corporate structure and
reduce corporate overheads. Listing on the Oslo
Stock Exchange will enhance the Group's prole
with investors, business partners, suppliers and
customers; giving the Group better access to
capital markets. The move gives shareholders
access to a more liquid market for shares and will
facilitate a more diversied shareholder base and
additional investors.
Financial position, nancing and equity
The Group continues to build the strength of
the balance sheet with condensed statement of
nancial position below.
PETRONOR E&P ASA ANNUAL REPORT 202150 Board of directors’ report

Condensed consolidated balance sheet
At 31 December
Amounts in USD million 2021 2020
Current assets 51.8 27.1
Non-current assets 73.4 51.9
Total assets 125.2 79.0
Current liabilities 39.2 26.4
Non-current liabilities 20.2 30.3
Total liabilities 59.4 56.7
Net assets 65.8 22.3
Capital and reserves attributable to owners of the parent 59.3 7.9
Non-controlling interests 6.5 14.4
Total equity 65.8 22.3
With the extension of the A4 licence in The Gambia
during the year, the Group retained USD 3.5 million
of intangible licence costs on the balance sheet.
The past costs of the former A4 licence are allowed
to be carried over to the new licence, the past cost
pool is far in excess of the carrying value of the
asset as at 31 December 2021. Historic expenditure
on the Guinea-Bissau licences had been impaired
prior to acquisition by PetroNor, in accordance
with PetroNor accounting policies only those
costs relating directly to the licences have been
capitalised to intangible assets.
The level of material inventories has increased
to USD 5.7 million in 2021 versus USD 2.9 million
last year. This reects the acquisition of materials
with the Guinea-Bissau licence with the venture
planning to progress to drilling. The level of
materials carried in Congo has also increased by
USD 0.9 million due to the inll drilling programme
in progress at year-end.
The level of trade receivables is high when compared
to the 2020 closing position. This is due to a lifting on
the PNFG Sud assets occurring late in the year.
The capital programme on-going at year-end on
the Congo assets has led to a high level of trade
payables of USD 22.0 million 2021 (USD 5.2 million
2020). The level of liabilities to related parties has
been substantially reduced in 2021 with USD 3.4
million at year-end (USD 11.7 million 2020) This is
the result of the unwinding for the MGI related
party loan.
The Asset Retirement Obligation (“ARO”), a
provision of USD 26.8 million cash is presented as a
Non-Current Asset in a change to the presentation
since 2020. Although in 2019, the contractor group
agreed to refund previous surplus cash set aside
for the ARO back into the operating cash pool. The
current cash projection does not anticipate the
same situation in the short term.
Funding
On 11 March 2021, PetroNor successfully raised
NOK 340 million of new equity through a private
placement of 309,090,909 new shares in the
Company (PetroNor E&P Limited). The placement
generated NOK 187.4 million (USD 22.1 million) in
cash and NOK 152.6 million
(USD 18.0 million) as in-kind consideration for
contingent acquisition of all of Symero Limited's
(“Symero”) shares in Hemla Africa Holding AS
(“HAH”) (the “Symero Transaction”). The private
placement was divided into two tranches: Tranche 1
("Tranche 1") consisting of oer shares worth NOK
92.8 million have been allocated to existing and new
investors, including Petromal. The remaining oer
shares have been subscribed by and allocated to
Symero (for an amount equal to NOK 152.6 million
(USD 18 million) ("Tranche 2a") and Petromal (for an
amount equal to NOK 94.6 million) in order to retain
its ~38.28 per cent ownership ("Tranche 2b").
The net cash proceeds from the private placement
are being used to nance drilling of inll wells and
other increased oil recovery initiatives on PNGF Sud
and general corporate purposes.
During the year, the Company repaid USD 5.8
million of the short-term debt facility of USD 15.0
million from Rasmala (London and Dubai based
investor group).
In Q3 2020, the subsidiary company Hemla Africa
Holding AS paid a USD 3.9 million dividend to
minority interest and related party Symero Ltd
(“Symero”). An amount equal to the dividend was
immediately loaned to the Company by Symero with
interest rates matching those already provided by
the external nancing from Rasmala, and no security
was provided for the loan. The maturity date is
matched to the USD 15 million facility from Rasmala.
The Group exits the year with a reduction in the
level of debt on the balance sheet of USD 5.8 million.
PETRONOR E&P ASA ANNUAL REPORT 2021 51Board of directors’ report

These debts mature towards the end of 2022 and are
accordingly classied as current liabilities.
Cash Flow
Net cash ow generated from the funding activities
described in the preceding paragraph generated
USD 20.4 million.
The adjusted net cash ows from operations were
USD 23.4 million (2020 negative USD 2.9 million)
Investing activities consumed USD 20.6 million (2020
USD 7.6 million) with incremental contributions to
the ARO being USD 5.6 million (2020 6.6 million)
The Group exits the accounting period with a cash
balance of USD 31.8 million.
Parent company results
At the presentation date of the nancial statements,
the parent entity of the Group was PetroNor E&P
ASA, a company domiciled in Norway.
The Company reported a loss for the period of USD
six thousand to be transferred from other equity.
The company was incorporated on 1October 2021
and so has had limited activity over the period.
The company’s nancial activities were purely
corporate. Going forward, it corporate costs related
to the remuneration for the board and legal and
professional services will incur.
Dividends paid or recommended
During the year, no dividend was paid or
recommended.
RISK FACTORS
Operational Risk Factors
The Group participates in oil and gas projects in
countries in West Africa with emerging economies,
such as Congo Brazzaville, Nigeria, The Gambia,
Senegal and Guinea-Bissau.
Oil and gas exploration, development and
production activities in such emerging markets
are subject to signicant political and economic
uncertainties that may include, but are not limited
to, the risk of war, terrorism, expropriation,
nationalisation, renegotiation or nullication of
existing or future licences and contracts, changes in
crude oil or natural gas pricing policies, changes in
taxation and scal policies, imposition of currency
controls and imposition of international sanctions.
Travel bans, asset freezes or other sanctions may
be imposed and have historically been imposed on
countries in which the Group operates.
The jurisdictions in which the Group operates
may also have less developed legal systems than
more established economies which could result
in risks such as (i) eective legal redress in the
courts of such jurisdictions, whether in respect of
a breach of law or regulation, or in an ownership
dispute, being more dicult to obtain; (ii) a higher
degree of discretion on the part of governmental
authorities; (iii) the lack of judicial or administrative
guidance on interpreting applicable rules and
regulations; (iv) inconsistencies or conicts
between and within various laws, regulations,
decrees, orders and resolutions; or (v) relative
inexperience of the judiciary and courts in such
matters. In certain jurisdictions the commitment
of local business-people, government ocials and
agencies and the judicial system to abide by legal
requirements and negotiated agreements may be
more uncertain, creating particular concerns with
PETRONOR E&P ASA ANNUAL REPORT 202152 Board of directors’ report

respect to the Company’s licences and agreements
for business. These may be susceptible to revision
or cancellation and legal redress may be uncertain
or delayed. There can be no assurance that joint
ventures, licences, licence applications or other
legal arrangements will not be adversely aected
by the actions of government authorities or others
and the eectiveness of and enforcement of such
arrangements in these jurisdictions cannot be
assured
The jurisdictions in which the Group has operations
have a low score on the Transparency International's
Corruption Perception Index, which implies that
these countries are perceived as jurisdictions where
there is a higher risk of corruption. The Group's
current assets are located in Congo, the Gambia,
Senegal and Guinea-Bissau. In addition, the Group
has entered into a denitive agreement to acquire
assets in Nigeria (which is subject to completion).
The Group may also target acquisitions in other
countries in Africa. The production sharing or other
licencing contracts in such jurisdictions may provide
for payments to the governments and/or national
oil companies (farm-in fees, signature bonuses,
taxes, training budgets, equipment budgets, carry
of certain expenditures etc.). Furthermore, the
Group has a number of consultants working for
it in the area. Although the Group believes all its
consultancy agreements are entered into on clear
and transparent terms, there is a risk that agents
or other persons acting on behalf of the Group may
engage in corrupt activities without the knowledge
of the Group. Under applicable laws relating to
the Group's assets, local participation is or may be
required in the oil and gas sector, but it may prove
dicult to always receive nal conrmation as to
who the ultimate owners and aliations of such
local partners are. Through the Group's investigation,
it has not been possible to substantiate ultimate
ownership and aliations of all, current local
partners in Congo and there can be no assurance
that there are no government aliations within
the ultimate shareholders of the local partners in
Congo. Corrupt practices of third parties or anyone
working for the Group or any of its aliated parties,
or allegations of such practices, may have a material
adverse eect on the reputation, performance,
nancial condition, cash ow, prospects and/or
results of the Group.
While the Økokrim personal investigation into
individuals associated with the Company continues
without resolution, business partners may be
required to perform enhanced KYC procedures on
PetroNor before they can engage with the Group.
This may cause delays to new operations or even
stop possible relationships depending on the risk
proles of individual businesses.
Business risk factors
The Group's business, results of operations, value
of assets, reserves, cash ows, nancial condition
and access to capital depend signicantly upon,
and may be adversely aected by, the level of oil
and gas prices, which are highly volatile.
The Group's revenues, cash ow, reserve
estimates, protability and rate of growth depend
substantially on prevailing international and local
prices of oil and gas. Prices for oil and gas may
uctuate substantially based on factors beyond
the Group's control. Consequently, it is impossible
to accurately predict future oil and gas price
movements. Oil and gas prices are volatile and
have witnessed signicant changes in recent years,
for many reasons including, but not limited to,
PETRONOR E&P ASA ANNUAL REPORT 2021 53Board of directors’ report

changes in global and regional supply and demand,
geopolitical uncertainty, availability of equipment
and new technologies, weather conditions and
natural disasters, terrorism as well as global and
regional economic conditions. Sustained lower
oil and gas prices or price declines may inter alia
lead to a material decrease in the Group's net
production revenues.
Currently, all of the Group’s production comes
from elds in the PNGF Sud asset in Congo
Brazzaville. The Aje Transaction, if completed,
will add a producing asset in Nigeria. Under any
circumstance, the Group’s operations and cash
ow will be restricted to a very limited number of
elds. If mechanical or technical problems, storms,
shutdowns or other events or problems aect
the current or future production of the current
producing assets of the Group, or new elds
coming into production, it may have direct and
signicant impact on a substantial portion of the
Group’s production and hence the Group’s revenue,
prots and nancial position as a whole.
Rising climate change concerns have led and could
lead to additional legal and/or regulatory measures
which could result in project delays or cancellations,
a decrease in demand for fossil fuels and additional
compliance obligations, each of which could
materially and adversely impact the Group's costs
and/or revenues.
In general, the Group's operations are subject to
risks which are typical for the oshore oil and gas
industry, all of which may have a material adverse
eect on the Group's operations, cash ow and
nancial position, including but not limited to risks
relating to:
■
Extension of existing licences and permits,
including whether any extensions will be subject
to onerous conditions;
■
delays, cost ination, potential penalties
and regulatory requirements with respect
to exploration, development projects and
production of hydrocarbons, which may lead
to hydrocarbon production being restricted,
delayed or terminated due to a number of
internal or external factors;
■
decommissioning obligations and activities
which will incur costs that may be in excess of
expectations and budgets;
■
third-party operators and partners and conicts
within a licence group, such as the publicly know
disputes within the Aje group;
■
capacity constraints and cost ination in the
service sector and lack of availability of required
services and equipment;
■
legal disputes and legal proceedings the Group
may be involved in in order to defend or enforce
any of its rights or obligations under its licences,
agreements or otherwise, which may be costly
and time consuming;
■
legal charges against individuals who are related
to the Company, i.e. the ongoing prosecution
against persons who are major shareholders
of- and related to the Company, which may lead
to reputational damage and as a result of such
complications related to the Group's dealing
with third parties and the authorities and its
raising of debt and equity nancing;
■
restricted or limited access to necessary
infrastructure or capacity booking for the
transportation of oil and gas;
■
restrictions with respect to otake of oil and
gas, including currency exchange regulations
delaying or preventing timely settlement, o
taker credit risks as well as hostilities or acts of
terrorism or war preventing otake or impeding
otake and further production of crude;
■
restrictions in the ability to sell or transfer
licence interests due to regulatory consent
requirements, provisions in its joint operating
agreements including pre-emption rights, if any,
or applicable legislation;
■
extremely complex and stringent regulations
concerning health, safety and environment
issues; and
■
capsizing, environmental pollution to sea and air
and other maritime disasters.
Financial risk factors
The overall risk management program seeks
to minimise the potential adverse eects of
unpredictable uctuations in nancial markets on
nancial performance, i.e., risks associated with
currency exposures and debt servicing. Financial
instruments such as derivatives, forward contracts
and currency swaps are continuously being
evaluated for the hedging of such risk exposures.
Due to the international nature of its operations,
the Group is exposed to risk arising from currency
exposure, primarily with respect to the Norwegian
Kroner (NOK), and the Great British Pound (GBP).
The Group's activities are and will continue to
be capital intensive. The Group expects future
investments into existing and new hydrocarbon
assets to be served by cash-ow from ongoing
operations. However, it is also expected that
the Group will look to raise debt to part-fund
future growth. Such debt may not be timely
available, or only be available at terms which are
unattractive or makes investments less protable
than rst expected. Restrictions in raising, or the
PETRONOR E&P ASA ANNUAL REPORT 202154 Board of directors’ report

unavailability of, debt may prevent the Group from
growing as planned and may make the Group to
forego or lose attractive opportunities, which in
turn could have a negative impact on the Group's
nancial position and future prospects.
SHARE CAPITAL
PetroNor E&P ASA is listed on the Oslo Stock
Exchange where it trades under the ticker symbol
PNOR. At 31 December 2021, the Company’s share
capital consisted of 1,326,991,006 ordinary shares,
with 99.7 per cent of the Company’s ordinary
shares admitted for trading on Oslo Euronext
Expand (Norway). At an extraordinary general
meeting on 23 February 2022, PetroNor E&P ASA
issued new shares in a ratio of 1:1 to the existing
shareholders of PetroNor E&P Limited.
The Company has one class of shares in issue,
and in accordance with the Norwegian Public
Limited Companies Act, all shares in that class
provide equal rights in the Company. Each of the
shares carries one vote. The shares are freely
transferrable. The Articles of Association do not
provide for any restrictions on the transfer of
shares, or a right of rst refusal for the shares.
Share transfers are not subject to approval by the
Board of Directors. The shares are registered in
book-entry form with the VPS and have ISIN NO 001
1157232.
PETRONOR E&P ASA ANNUAL REPORT 2021 55Board of directors’ report

At 26 April 2022, the Company had 4,032
shareholders and 1,326,991,006 shares. The table
below shows the 20 largest shareholders in the
Company:
# Shareholder Number of shares Per cent
1 Petromal LLC
1
481,481,666 36.28%
2 Symero Ltd 138,763,636 10.46%
3 NOR Energy AS
2
135,070,623 10.18%
4 Ambolt Invest AS 87,583,283 6.60%
5 Gulshagen III AS
3
45,000,000 3.39%
6 Gulshagen IV AS
3
45,000,000 3.39%
7 Energie AS 27,000,650 2.03%
8 Nordnet Livsforsikring AS 22,760,494 1.72%
9 Enga Invest AS 15,772,775 1.19%
10 Nordnet Bank AB 15,027,953 1.13%
11 ENG Group Sopar S.A. 10,000,000 0.75%
12 Pust For Livet AS 8,697,609 0.66%
13 Omar Al-Qattan 7,645,454 0.58%
14 Leena Al-Qattan 7,645,454 0.58%
15 UBS Switzerland AG 6,462,993 0.49%
16 Danske Bank A/S 5,974,026 0.45%
17 Sandberg JH AS 5,653,951 0.43%
18 Avanza Bank AB 3,960,244 0.30%
19 Geir Håkon Dahle 3,803,877 0.29%
20 Knutshaug Invest AS 3,386,161 0.26%
Subtotal 1,076 ,862,113 81.15%
Others 250,128,793 18.85%
Total 1,326,991,006 100.00%
1 Non-Executive Chair, Mr. Alhomouz is the CEO of Petromal LLC.
2 NOR Energy AS is a company controlled jointly by Mr. Søvold and Mr. Ludvigsen through indirect benecial interests.
3 Gulshagan III AS and Gulshagan IV AS are companies controlled by Mr. Søvold through an indirect benecial interest.
Options
Unissued Shares under Option
At the date of the publishing of this report there are
1,176,070 unissued ordinary shares with an exercise
price of NOK 7.75 each and an expiry date of 31
May 2022.
In the current year, no ordinary shares were issued
on the exercise of options (2020: nil).
Interests in Shares & Options
As at the date of this report:
■
Interim CEO Mr Pace holds 1,465,524 shares.
■
Board Chair Mr Alhomouz has no personal
interests in shares and options, but has
inuence over 481,481,666 shares as the CEO of
signicant shareholder Petromal LLC.
No other current directors hold shares or options.
Position at resignation date:
On 31 January 2021, NOR Energy AS held
233,555,857 shares when Mr Ludvigsen resigned
as a Director. Furthermore, Mr Ludvigsen held
45,000,000 shares through an indirect benecial
interest in Nedi Hagan AS. In addition, 15,000,000
shares were held by Pust For Livet AS, a company
controlled by immediate family of Mr Ludvigsen.
On 16 December 2021, NOR Energy AS held
139,555,857 shares and Symero Ltd held
138,763,636 shares when Mr Søvold was replaced
as CEO. Furthermore, Mr Søvold held 90,000,000
shares through an indirect benecial interest in
Gulshagen III AS and Gulshagen IV AS.
Meetings of directors
The number of directors' meetings (including
committees) of PetroNor E&P Limited, held during
the period where each director held oce during
the nancial year and the number of meetings
attended by each director is as follows:
PETRONOR E&P ASA ANNUAL REPORT 202156 Board of directors’ report

Audit Committee Meetings Directors’ Meetings
Eligible to attend Attended Eligible to attend Attended
Current
E Alhomouz - - 8 8
J Pace 1 1 8 8
J Iskander 1 - 8 3
A Neuling 1 1 8 8
R Steinepreis - - 8 8
I Smines Tybring-Gjedde - - 8 7
G Kielland - - 8 8
In addition to meetings of directors held during the
year, due to the number and diversied location of
the directors, a number of matters are authorised
by the board of directors via circulating resolutions.
During the current year, 17 circulating resolutions
were authorised by the board of directors. There
were no Remuneration Committee or Continuous
Disclosure Committee meetings during the year,
as any relevant matters were discussed during the
Directors’ Meetings.
The number of directors' meetings of PetroNor E&P
ASA held during the period where each director
held oce during the nancial year and the
number of meetings attended by each director was
as follows:
Directors’ Meetings
Eligible to attend Attended
Current
E Alhomouz 2 1
J Pace 2 2
J Iskander 2 1
I Smines Tybring-Gjedde 2 1
G Kielland 2 2
Indemnifying directors and ocers
The Group has taken out an insurance policy to
indemnify the directors and ocers of the Group
against liability when acting for the Group.
ESG
PetroNor is required to report on its corporate
responsibility and selected related issues under
§3-3a and §3-3c of the Norwegian Accounting Act.
The detailed reporting on all relevant topics can be
found in the separate ESG report, which is included
in this Annual Report on page 23.
CORPORATE GOVERNANCE
Good corporate governance provides the
foundation for long-term value creation, to the
benet of shareholders, employees and other
stakeholders. The board of directors of PetroNor
has established a set of governance principles in
order to ensure a clear division of roles between
the board of directors, the executive management
and the shareholders. The principles are based
on the Norwegian Code of Practice for Corporate
Governance.
PetroNor EP& ASA is subject to annual corporate
governance reporting requirements under
section 3-3b of the Norwegian Accounting Act and
the Norwegian Code of Practice for Corporate
Governance, cf. section 7 on the continuing
obligations of stock exchange listed companies.
The Accounting Act may be found (in Norwegian) at
www.lovdata.no. The Norwegian Code of Practice
for Corporate Governance, which was last revised
on 14 October 2021, may be found at www.nues.no.
PetroNor revised its Code of Conduct due to the
change in legal legislation as a consequence of
installing a Norwegian entity as the new parent
Company of the Group. The full policy is available
on the Company website. The annual statement on
corporate governance for 2021 has been approved
by the board and can be found on page 30 in this
annual report.
RESEARCH AND DEVELOPMENT
The Group made no investments in research and
development in 2020 or 2021.
PETRONOR E&P ASA ANNUAL REPORT 2021 57Board of directors’ report

PETRONOR E&P ASA ANNUAL REPORT 202158 Board of directors’ report

PAYMENTS TO GOVERNMENTS
This country-by-country report has been
developed to comply with the legal requirements
in the Norwegian Security Trading Act
("Verdipapirhandelloven") § 5-5a. The detailed
regulation can be found in the regulation "Forskrift
om land-for-land rapportering".
In 2021, the Company was engaged in extracting
activities encompassed by the legislation above in
the following countries: Republic of Congo, Nigeria,
The Gambia, Guinea-Bissau and Senegal. This
report discloses relevant payments to governments
for extractive activities in the countries above,
in addition to some contextual information as
required by the regulation in the "Forskrift om
land-for-land rapportering".
Basis for preparation
The report includes direct payments to
governments from subsidiaries, joint operations
and joint ventures. In some cases, however, certain
payments to governments may be made by an
operator on behalf of a partnership. This is often
the case for area fees. In such cases, the Company
will report their paying interest share of the
payment made by the operator.
Denitions
Government - In the context of this report, a
government means any national, regional or local
authority of a country. It includes a department,
agency or undertaking controlled by that authority.
Project - For this reporting a project is dened as an
investment in a concession agreement.
Licence fees - Typically levied on the right to use
a geographical area for exploration, development
and production, and include rental fees, area
fees, entry fees, severance tax, concession fees
and other considerations for licences and/or
concessions. Administrative government fees that
are not specically related to the extractive sector,
or to access extractive resources, are excluded.
Materiality - As per the "Forskrift om land-for-land
rapportering" payments made as a single payment,
or as a series of connected payments that equal or
exceed Norwegian Kroner (NOK) 800.000 during
the year are disclosed.
Reporting currency - Payments to governments
are converted from the functional currency of each
legal entity into the presentation currency, United
States Dollars (USD). The payments for entities
whose functional currencies are other than USD
are converted into USD at the foreign exchange
rate at the average annual rate.
Payments to governments and contextual
information
The consolidated overview below discloses the sum
of the Company's payments to governments in
each individual country where extractive activities
are performed, per country/project.
Payments per project
In USD thousand Royalties Oil tax Other amounts Total
PNGF Sud 15,760 33,102 1,227 50,089
Total Congo 15,760 33,102 1,227 50,089
A4 Nil Nil 500 500
Total The Gambia Nil Nil 521 500
Sinapa Nil Nil 299 299
Esperanca Nil Nil 291 291
Total Guinea-Bissau Nil Nil 590 590
Other amounts includes’ payroll and other local
taxes
As the Company is waiting for Government
approval of the Aje transaction, no payments were
made in relation to this project during 2021.
Due to the arbitration status of the ROP and SOSP
licences in Senegal, no payments were made in
relation to these projects during 2021.
Legal entities by country
As per the "Forskrift om land-for-land rapportering"
it is required that the Company report on certain
contextual information at a corporate level. This
includes information on localisation of subsidiary,
employees per subsidiary and interests paid or
payable to other legal entities within the Group.
PETRONOR E&P ASA ANNUAL REPORT 2021 59Board of directors’ report

Active legal corporate structure of the Group
during 2021 is set out below:
In USD thousand
Main country of
operations EEs
1)
Interest paid or payable
to a group entity
Australia
PetroNor E&P Ltd United Kingdom 2 -
Cyprus
PetroNor E&P Ltd Cyprus 1 1,563
Norway
PetroNor E&P ASA Norway - -
PetroNor E&P AS Norway 3 -
Hemla Africa Holding AS Norway - -
Republic of Congo
Hemla E&P Congo SA Republic of Congo 3 1,182
United Kingdom
PetroNor E&P Services Ltd United Kingdom 4 -
Nigeria
PetroNor E&P Ltd Nigeria 4 -
Cayman Islands
Petroleum E&P Gambia Ltd The Gambia 3 -
African Petroleum Senegal Ltd Senegal - -
Senegal
African Petroleum Senegal SAU Senegal 2 -
Sweden
PetroNor E&P AB Guinea-Bissau 1 -
1) Average number of employees’ during the year
SIGNIFICANT CHANGES IN THE
STATE OF AFFAIRS
Just before the year-end, the Company refreshed
its Code of Conduct and associated policies in
anticipation of becoming subject to the laws and
regulations of Norway with the redomicile project
and intention to move the listing to the main Oslo
Stock Exchange.
SIGNIFICANT EVENTS AFTER THE
BALANCE DATE
On 23 February 2022: PetroNor E&P ASA
announced that at an extraordinary general
meeting of the Company, the PetroNor E&P ASA
had issued 1,326,991.006 ordinary shares as
part of the implementation of the Scheme of
Arrangement and listing of its shares on the Oslo
Stock Exchange main list. PetroNor E&P ASA’s
issued capital is 1,326,991,006 shares. On 25
February 2022, PetroNor E&P ASA announced
that the Financial Supervisory Authority of
Norway (Nw. Finanstilsynet) had approved a
prospectus prepared by the Company for listing
of all its outstanding shares on Oslo Stock
Exchange. On 28 February 2022 PetroNor E&P
ASA’s shares were listed and began trading on
Oslo Stock Exchange.
In January 2022, PetroNor received the consent
from the Nigeria Upstream Petroleum Regulatory
Commission (formerly the Nigerian Department
of Petroleum Resources) for the transactions
signed in 2019. Through the two transactions
signed in 2019, the Company acquired a 13.1 per
cent economic interest in the Aje Field through
two transactions with Panoro and YFP. This
consent has allowed PetroNor to reengage
nancial and industrial partners with a target to
mature the project towards an FID. It is expected
that this will complete in April 2022.
A CPR update prepared by AGR Petroleum Services
AS on the Company’s PNGF Sud asset in Congo was
released on 6 April 2022. The update represented
an increase of approximately 2 per cent and 4 per
cent for 2P and 2C respectively on a gross basis.
On 11 April 2022 PetroNor announced that they
had signed a pre-payment sales agreement
with ADNOC Trading during the quarter and
has invoiced against entitlement production.
Furthermore, PetroNor announced that it had
received a notication from Økokrim that the
Company's Chairman of the Board, Mr. Eyas
Alhomouz (US citizen), had been made subject to
PETRONOR E&P ASA ANNUAL REPORT 202160 Board of directors’ report

the ongoing investigations carried out by Økokrim
and been given the status as suspect, and that the
U.S. Department of Justice had opened a separate
investigation into these allegations, based on
information from Økokrim.
At the beginning of 2022, Russia’s invasion of
Ukraine deepened the energy crisis and led to an
immediate eect in increasing oil and gas prices.
Economic sanctions towards Russia and the
economic uncertainty may have an impact on our
business and our markets going forward.
Except for the above, the Company has not
identied any events with signicant accounting
impacts that have occurred between the end of the
reporting period and the date of the publishing of
this report.
LIKELY DEVELOPMENTS AND EXPECTED
RESULTS
As the inll drilling program for Litanzi and Tchendo
gains momentum, the Company looks forward
to seeing the impact of this signicant three year
CAPEX investment program on the production
levels of the PNGF Sud licence as these new wells
come into operation.
The Company will continue to seek partners for its
high equity exploration portfolio to share in the
value creation through the drill bit.
After the recent hearing in Paris for the arbitration
matter associated with the Senegalese licences, a
decision is expected from the Tribunal in the later
half of the year. Unless the matter is resolved by
the parties independently of ICSID before then.
The Board wishes to thank the sta, consultants,
services providers and shareholders for their
continued commitment to the Company.
DECLARATION BY THE BOARD OF
DIRECTORS AND CEO
We hereby conrm that, to the best of our
knowledge, the consolidated annual nancial
statements for 1 January to 31 December 2021
have been prepared in accordance with applicable
accounting standards and that the information in
the nancial statements give a true and fair view of
the assets, liabilities, nancial position and prot or
loss of the company. We conrm that the nancial
statements give an accurate and fair view of the
development, prot and position of the company,
as well as a description of the principal risks and
uncertainties it is facing.
Oslo, Norway, 29 April 2022
The board of directors and CEO – PetroNor ASA
Eyas Alhomouz Gro Kielland Joseph Iskander Ingvil Smines
Tybring-Gjedde
Jens Pace
Chair Director Director Director Interim CEO
PETRONOR E&P ASA ANNUAL REPORT 2021 61Board of directors’ report

Consolidated statement of comprehensive income ...................................................................... 64
Consolidated statement of nancial position ................................................................................. 65
Consolidated statement of changes in equity ................................................................................. 66
Consolidated statement of cash ows ...............................................................................................67
Notes to the consolidated nancial statements ............................................................................ 68
Note 01 Corporate information.........................................................................................................................................68
Note 02 Basis of preparation .............................................................................................................................................68
Note 03 Signicant accounting judgements, estimates and assumptions ...............................................................69
Note 04 Revenue .................................................................................................................................................................70
Note 05 Cost of sales ...........................................................................................................................................................70
Note 06 Other operating income ......................................................................................................................................70
Note 07 Exploration expenses ..........................................................................................................................................70
Note 08 Administrative expenses .....................................................................................................................................71
Note 09 Finance expense ...................................................................................................................................................72
Note 10 Tax expense ...........................................................................................................................................................72
Note 11 Earnings per share ................................................................................................................................................72
Note 12 Inventories .............................................................................................................................................................73
Note 13 Trade and other receivables ...............................................................................................................................73
Note 14 Cash and cash equivalents ..................................................................................................................................74
Note 15 Segment information ...........................................................................................................................................74
Note 16 Property, plant, and equipment.........................................................................................................................74
Note 17 Intangible assets ...................................................................................................................................................75
Note 18 Leases .....................................................................................................................................................................76
Note 19 Trade and other payables....................................................................................................................................76
Note 20 Loans and borrowings .........................................................................................................................................77
Note 21 Provisions ...............................................................................................................................................................77
Note 22 Share capital ..........................................................................................................................................................78
Note 23 Reserves .................................................................................................................................................................79
Note 24 Related party transactions .................................................................................................................................80
Note 25 Acquisition of subsidiaries .................................................................................................................................85
Note 26 Risk management .................................................................................................................................................86
Note 27 Financial instruments – Fair values ...................................................................................................................89
Note 28 Commitments and contingencies ......................................................................................................................89
Note 29 Events subsequent to reporting date ...............................................................................................................89
Note 30 Summary of accounting policies ........................................................................................................................90
Financialstatements
PetroNor E&P Limited
PETRONOR E&P ASA ANNUAL REPORT 202162 Financial statements

Company statement of comprehensive income – Petronor E&P ASA ....................................... 100
Company statement of nancial position – PetroNor E&PASA .................................................101
Company statement of changes in equity – PetroNor E&PASA ..................................................101
Company statement of cash ow – PetroNor E&P ASA ................................................................102
Notes to the nancial statements – PetroNor E&P ASA .............................................................. 103
Note 01 Corporate information.......................................................................................................................................103
Note 02 Basis of preparation ...........................................................................................................................................103
Note 03 Employee benet expenses ..............................................................................................................................103
Note 04 Auditors’ remuneration .....................................................................................................................................104
Note 05 Cash and cash equivalents ...............................................................................................................................104
Note 06 Equity ....................................................................................................................................................................104
Note 07 Risk management ...............................................................................................................................................104
Note 08 Financial instruments – Fair values .................................................................................................................105
Note 09 Commitments and contingencies ....................................................................................................................105
Note 10 Group arrangements and redomicile process .............................................................................................105
Note 11 Summary of signicant accounting policies ..................................................................................................109
Note 12 Financial instruments ........................................................................................................................................109
Note 13 Events after the reporting period ....................................................................................................................110
Statement of Directors’ responsibility ............................................................................................. 111
Auditor’s report ....................................................................................................................................111
Glossary and denitions .....................................................................................................................114
Corporate directory .............................................................................................................................115
Financialstatements
PetroNor E&P ASA
Disclosure of results for PetroNor E&P Limited
Following the completion of a scheme of
arrangement on 24 February 2022, PetroNor E&P
ASA replaced PetroNor E&P Ltd as the parent
company of the Group. This arrangement will be
treated as a continuation of the original Group
for accounting purposes. PetroNor E&P ASA have
chosen to voluntarily include in their annual report
the Consolidated Financial Statements, for the year
ended 31 December 2021, of PetroNor E&P Limited
for completeness of information.
PETRONOR E&P ASA ANNUAL REPORT 2021 63Financial statements

Consolidated statement of comprehensive income
For the year ended 31 December
Amounts in USD thousand Note 2021 2020
Revenue 4 106,463 67,5 43
Cost of sales 5 (34,585) (25,885)
Gross prot 71,878 41,658
Other operating income 6 866 45
Exploration expense 7 (2,270) -
Administrative expenses 8 (13,131) (12,376)
Prot from operations 57,343 29,327
Finance expense 9 (3,041) (2,606)
Foreign exchange gain/(loss) (56) 1,507
Prot before tax 54,246 28,228
Tax expense 10 (33,102) (17,078)
Prot/(loss) for the year 21,14 4 11,150
Other Comprehensive income:
Exchange losses arising on translation of foreign operations (364) (1,050)
Total comprehensive income/(loss) 20,780 10,100
Prot/(Loss) for the year attributable to:
Owners of the parent 12,314 2,373
Non-controlling interest 8,830 8,777
Total 21,14 4 11,150
Total comprehensive income/(loss) attributable to:
Owners of the parent 12,208 1,417
Non-controlling interest 8,572 8,683
Total 20,780 10,100
Earnings per share attributable to members:
Basic prot/(loss) per share (USD cents) 11 1.06 0.24
Diluted prot/(loss) per share (USD cents) 11 1.06 0.24
The accompanying notes form part of these consolidated nancial statements.
PETRONOR E&P ASA ANNUAL REPORT 202164 Financial statements – PetroNor E&P Limited

Consolidated statement of nancial position
At 31 December
Amounts in USD thousand Note 2021 2020
ASSETS
Current assets
Inventories 12 6,227 3,578
Trade and other receivables 13 13,820 9,397
Cash and cash equivalents 14 31,755 14 ,113
Total 51,802 27,088
Non-current assets
Property, plant and equipment 16 39,397 23,483
Intangible assets 17 7,172 6,935
Right-of-use assets 18 44 212
Other receivables 12 26,837 21,260
Total 73,450 51,890
Total assets 125,252 78,978
LIABILITIES
Current liabilities
Trade and other payables 19 29,996 22,238
Lease liability 18 58 170
Loans and borrowings 20 13,079 4,000
Total 4 3,133 26,408
Non-current liabilities
Loans and borrowings 20 - 14,912
Lease liability 18 - 55
Provisions 21 16,302 15,307
Total 16,302 30,274
Total liabilities 59,435 56,682
NET ASSETS 65,817 22,296
Issued capital and reserves attributable to owners of the parent
Share capital 22 62,115 17,735
Reserves 23 (1,421) (956)
Retained earnings 23 (1,390) (8,853)
Total 59,304 7,926
Non-controlling interests 24a 6,513 14,370
TOTAL EQUITY 65,817 22,296
The accompanying notes form part of these consolidated nancial statements.
The consolidated nancial statements were approved and authorised for issue by the Board of Directors on 29 April 2022.
PETRONOR E&P ASA ANNUAL REPORT 2021 65Financial statements – PetroNor E&P Limited

Consolidated statement of changes in equity
Amounts in USD thousand Note
Share
capital
Foreign
currency
translation
reserve
Retained
earnings
Non-
controlling
interest Total
For the year ended 31 December 2021
Balance at 1 January 2021 17,735 (956) (8,853) 14,370 22,296
Prot for the year - - 12,314 8,830 21,144
Other comprehensive income - (106) - (258) (364)
Total comprehensive loss for the year - (106) 12,314 8,572 20,780
Issue of capital 22 45,943 - - - 45,943
Share issue costs 22 (1,563) - - - (1,563)
Acquisition of equity interest from NCI - (359) (4,851) (16,429) (21,639)
Balance at 31 December 2021 62,115 (1,421) (1,390) 6,513 65,817
For the year ended 31 December 2020
Balance at 1 January 2020 17,735 - (11,226) 14,749 21,258
Prot/(loss) for the year - - 2,373 8,777 11,150
Other comprehensive income - (956) - (94) (1,050)
Total comprehensive loss for the year - (956) 2,373 8,683 10,100
Transactions with owners in their capacity as
owners:
Issue of capital 22 - - - - -
Dividends paid during the year 23, 24a - - - (9,062) (9,062)
Balance at 31 December 2020 17,735 (956) (8,853) 14,370 22,296
The accompanying notes form part of these consolidated nancial statements.
PETRONOR E&P ASA ANNUAL REPORT 202166 Financial statements – PetroNor E&P Limited

Consolidated statement of cash ows
For the year ended 31 December
Amounts in USD thousand Note 2021 2020
Cash ows from operating activities
Prot for the year 54,246 28,228
Adjustments for:
Depreciation and amortisation 4,422 4,475
Amortization of right-of-use asset 168 169
Unwinding of discount on decommissioning liability 995 934
Net foreign exchange dierences (364) (1,050)
Total 59,467 32,756
(Increse)/Decrease in trade and other receivables (8,062) 729
Increase in advance against decommissioning cost 13 (5,577) (6,614)
Increase in inventories 12 (2,649) (345)
(Decrease)/increase in trade and other payables 7,758 (12,363)
Cash (used in)/generated from operations 50,937 (18,593)
Income taxes paid 10 (33,102) (17,078)
Net cash ows from operating activities 17,835 (2,915)
Investing activities
Purchases of property, plant and equipment 16 (19,759) (4,615)
Purchases of intangible assets 17 (814) (3,007)
Net cash ows from investing activities (20,573) (7,62 2)
Financing activities
Issue of ordinary shares 22 27,9 43 -
Proceeds from loans and borrowings 20 (1,563) 18,912
Repayment of loans and borrowings 20 (5,833) (12,941)
Repayment of principal portion of lease liability 18 (159) (131)
Repayment of interest portion of lease liability 18 (8) (19)
Dividends paid to non-controlling interest - (9,062)
Net cash (used in)/from nancing activities 20,380 (3,241)
Net increase/(decrease) in cash and cash equivalents 17,642 (13,778)
Cash and cash equivalents at beginning of year 14,113 27,891
Cash and cash equivalents at end of year 14 31,755 14 ,113
The accompanying notes form part of these consolidated nancial statements.
PETRONOR E&P ASA ANNUAL REPORT 2021 67Financial statements – PetroNor E&P Limited

Notes to the consolidated nancial statements
Note 01 Corporate information
The consolidated nancial statements of PetroNor E&P Limited
and its subsidiaries (together the “Group”) for the year ended
31 December 2021 was authorised for issue in accordance with
a resolution of the Directors on 29 April 2022.
PetroNor E&P Limited is a ‘for prot entity’ and is a company
limited by shares incorporated in Australia. During 2021 its
shares were publicly traded on the Oslo Euronext Expand
under ticker PNOR, a regulated marketplace of the Oslo Stock
Exchange, Norway, and subsequently delisted on 24 February
2022. On 28 February 2022, under a scheme of arrangement,
PetroNor E&P ASA replaced PetroNor E&P Ltd as the top
company of the Group. As at the date of this report PetroNor
E&P ASA is now the ultimate parent entity for the Group. The
consolidated nancial statements of PetroNor E&P ASA will
be accounted as a continuity of the Group. The consolidated
nancial statements of PetroNor E&P Limited have been
prepared for inclusion in the annual report of PetroNor E&P
ASA. The shares of PetroNor E&P ASA are now traded on the
main list of Oslo Stock Exchange, which is the main regulated
marketplace in Norway. The principal activities of the Group
are the exploration and production of crude oil.
Note 02 Basis of preparation
CHANGE IN ACCOUNTING POLICY
Petronor E&P Limited’s consolidated nancial statements
have been prepared in accordance with International Financial
Reporting Standards (IFRS) which have been adopted by the EU.
The consolidated nancial statements have been prepared on
a historical cost basis, and on the basis of uniform accounting
principles for similar transactions and events under otherwise
similar circumstances. The accounts of PetroNor E&P Limited
were historically prepared in accordance with the requirements
of the Australian Corporations Act of 2001, Australian
Accounting Standards and other authoritative pronouncements
of the Australian Accounting Standards Board, which also
complies with International Financial Reporting Standards
(IFRS). There is no requirement for comparative restatement. It
is important to note that In the previous year the consolidated
nancial statements complied with IFRS as issued by the
International Accounting Standards Board.
The consolidated nancial statements are presented in United
States Dollars, which is also the functional currency for the
Company and all material subsidiaries, and all values are
rounded to the thousand dollars unless otherwise stated.
GOING CONCERN
The consolidated nancial statements have been prepared on
a going concern basis. Under the going concern assumption,
an entity is ordinarily viewed as continuing in business for the
foreseeable future. The Group recognises that in order to fund
on-going operations and pursue organic and inorganic growth
opportunities it will need additional funding. This funding may
be sourced through joint venture equity or share issues or
through debt nance.
As at the signing date of this report, the pooling agreement
between two third parties necessary to enable the new
otaker to lift rst quarter 2022 oil production is believed
to be close to completion. The Group is currently advancing
potential contingency arrangements to improve working capital
should further signicant delays to completion of the pooling
agreement and lifting schedule eventuate. As at the date of this
report it is not yet clear whether any such arrangement
will be necessary and no new binding arrangements have been
entered into. Global macroeconomic factors are considered
to be strongly in the Company’s favour at present with high
demand leading to high oil prices, and the Board is condent
a solution to any short-term working capital requirements will
be implementable as necessary.
There are outstanding amounts due to related party
shareholders Petromal and NOR Energy for the remaining cash
consideration of the 2019 reverse takeover transaction of USD
1.3 million and USD 2.1 million respectively. Plus, the Group has
a USD 3.9 million debt facility with related party shareholder
Symero that is due to be repaid in November 2022, and a USD
5.6 million debt facility with Rasmala that will be repaid in equal
instalments up to November 2022 (Note 20). In addition the
Group has material potential capital commitments associated
with its exploration portfolio as detailed in Note 28 Settlement
of the borrowings detailed above would leave the Group debt
free . However, the Group plans to renance and consolidate
its various debt positions before the year-end, to provide
additional working capital and strengthen its balance sheet.
While it is acknowledged that the recent Økokrim investigation
as detailed in Note 28 Commitments and Contingencies may
complicate renancing initiatives and extend timetables , the
Board is condent that renancing measures will be able to be
completed as necessary.
These conditions indicate a material uncertainty that may
cause signicant doubt about the entity’s ability to continue
as a going concern and, therefore, that it may be unable to
realise its assets and discharge its liabilities in the normal
course of business. These consolidated nancial statements
have been prepared on the going concern basis which assumes
the continuity of normal business activity, the realisation of
assets, and the settlement of liabilities in the normal course of
business.
The underlying business of the Group created a net prot after
tax of USD 21.1 million for the year ended 31 December 2021,
with strong production from the Congo assets generating
3,614 bopd in the rst quarter of 2022. At 31 December 2021,
PETRONOR E&P ASA ANNUAL REPORT 202168 Financial statements – PetroNor E&P Limited

the Group had a cash balance of US 31.8 million. The Company
has entered into a new otake agreement with a new partner,
listed the Company on the main of Oslo Stock Exchange,
continued to host data rooms for potential partners to join
the Company on its exploration portfolio, demonstrating that
the business has continued to operate eectively, and that
businesses are willing to engage with the Company.
This has enabled the directors to form the opinion that the
Company will be in a position to continue to meet its liabilities
and obligations for a period of at least twelve months from the
date of signing this report.
These consolidated nancial statements do not include any
adjustments relating to the recoverability and classication of
recorded asset amounts or to the amounts and classication
of liabilities that might be necessary should the Group not
continue as a going concern.
Note 03 Significant accounting judgements, estimates and assumptions
The Directors evaluate estimates and judgements
incorporated in the consolidated nancial statements
based on historical knowledge and best-available current
information. Estimates assume a reasonable expectation of
future events and are based on current trends and economic
data, obtained both externally and within the Group.
The management has identied the following critical
accounting policies for which signicant judgements, estimates
and assumptions are made. Actual results may dier from
these estimates under dierent assumptions and conditions
and may materially aect nancial results or the nancial
position reported in future periods.
Further details of the nature of these assumptions and
conditions may be found in the relevant notes to the nancial
statements.
HYDROCARBON RESERVE AND RESOURCE ESTIMATES
Hydrocarbon reserves are estimates of the amount of
hydrocarbons that can be economically and legally extracted
from the Group’s oil and gas properties. The Group estimates
its commercial reserves and resources based on information
compiled by appropriately-qualied persons relating to the
geological and technical data on the size, depth, shape and
grade of the hydrocarbon body and suitable production
techniques and recovery rates. Commercial reserves are
determined using estimates of oil and gas in place, recovery
factors and future commodity prices, the latter having an
impact on the total amount of recoverable reserves and the
proportion of the gross reserves which are attributable to the
host government under the terms of the Production-Sharing
Agreements. Future development costs are estimated using
assumptions as to the number of wells required to produce
the commercial reserves, the cost of such wells and associated
production facilities, and other capital costs. The current long-
term Brent oil price assumption used in the estimation of
commercial reserves is USD 70/bbl. The carrying amount of oil
and gas properties and licences at 31 December 2021 are shown
in Note 16 and 17.
The Group estimates and reports hydrocarbon reserves in
line with the principles contained in the Society of Petroleum
Engineers (SPE) Petroleum Resources Management Reporting
System (PRMS) framework. As the economic assumptions used
may change and as additional geological information is obtained
during the operation of a eld, estimates of recoverable
reserves may change. Such changes may impact the Group’s
reported nancial position and results, which include:
■
The carrying value of oil and gas properties aected by
changes in estimated future cash ows, Note 16;
■
Depreciation and amortisation charges in the statement of
prot or loss and other comprehensive income where such
charges are determined using the Unit of Production method,
or where the useful life of the related assets change, Note 16);
■
Provisions for decommissioning where changes to reserves
estimates aect expectations about when such activities will
occur and what the associated costs of these activities will be,
Note 21.
TAXES
The Group operates in several tax jurisdictions, and
consequently, its income is subject to various rates and rules
of taxation. As a result, the Company’s eective tax rate
may vary signicantly depending upon the protability of
operations in the dierent jurisdictions.
The Group recognises the net future tax benet related to
deferred income tax assets to the extent that it is probable
that the deductible temporary dierences will reverse in the
foreseeable future. Assessing the recoverability of deferred
income tax assets requires the Group to make signicant
estimates related to expectations of future taxable income.
Estimates of future taxable income are based on forecast cash
ows from operations and the application of existing tax laws
in each jurisdiction, to the extent that future cash ows and
taxable income dier signicantly from estimates. The ability
of the Group to realise the net deferred tax assets recorded
at the date of the statement of nancial position could be
impacted.
Additionally, future changes in tax laws in the jurisdictions in
which the Group operates could limit the ability of the Group
to obtain tax deductions in future periods.
Additional information on the accounting policy for taxes is
explained further in Note 10 and 30M.
DECOMMISSIONING COSTS
Decommissioning costs will be incurred by the Group at the
end of the operating life of some of the Group’s facilities and
properties. The Group assesses its retirement obligation at
each reporting date. The ultimate decommissioning costs are
uncertain and cost estimates can vary in response to many
factors, including changes to relevant legal requirements, the
PETRONOR E&P ASA ANNUAL REPORT 2021 69Financial statements – PetroNor E&P Limited

emergence of new restoration techniques or experience at
other production sites. The expected timing, extent and amount
of expenditure can also change, for example in response to
changes in reserves or changes in laws and regulations or their
interpretation. Therefore, signicant estimates and assumptions
are made in determining the provision for decommissioning
costs. As a result, there could be signicant adjustments
to the provisions established which would aect future
nancial results. The provision at reporting date represents
the management's best estimate of the present value of the
future decommissioning costs required. Additional information
is provided in Note 21. All hydrocarbon related activities are
related to investments in jointly controlled arrangements. Even
if the investments are not jointly controlled they are accounted
for in the same way. Please see detailed disclosure in Note 30
describing the treatment of joint operations.
Note 04 Revenue
Amounts in USD thousand 2021 2020
Revenue from contracts from customers
Revenue from sales of petroleum products
1
57,601 40,635
Other Revenue
Assignment of tax oil 33,102 17,078
Assignment of royalties 15,760 9,830
Total Revenue 106,463 67,543
Quantity of oil lifted (barrels) 831,089 993,574
Average selling price (USD per barrel) 69.31 40.90
Quantity of net oil produced after royalty, cost oil and tax oil (barrels) 821,536 999,522
1
All revenue from the sales of petroleum products in 2021 is generated from a single customer and recognised and transferred at a point in time. Invoices are
due for settlement thirty days from the Bill of Lading, the point at which crude oil had been loaded onto vessel for shipment. All Group revenue is derived
from production in the Republic of Congo from the PNGF Sud oshore asset.
Note 05 Cost of sales
Amounts in USD thousand 2021 2020
Operating expenses 4,385 11,357
Royalty 15,760 9,830
Depreciation and amortisation of oil and gas properties 14,302 4,429
Closing oil inventory 137 269
Total 34,585 25,885
Note 06 Other operating income
Amounts in USD thousand 2021 2020
Other 865 45
Total 865 45
Note 07 Exploration expenses
Amounts in USD thousand 2021 2020
Seismic data acquisition 2,270 -
Total 2,270 -
PETRONOR E&P ASA ANNUAL REPORT 202170 Financial statements – PetroNor E&P Limited

Note 08 Administrative expenses
Amounts in USD thousand Note 2021
2020
Employee benet expenses 8A 5,435 5,108
Termination benets - 795
Legal and professional expenses 3,10 6 3,121
Corporate social responsibility 1,500 900
Provision for diversied investment 1,051 662
Travelling expenses 218 282
Oce rent 36 87
Depreciation and amortisation 36 46
Amortisation on right-of-use assets 168 169
Other expenses 1,581 1,206
Total 13,131 12,376
8A. EMPLOYEE BENEFIT EXPENSES
Amounts in USD thousand 2021 2020
Salaries 4,792 4,486
Short-term non-monetary benets 304 319
Dened contribution pension cost 41 104
Social-security contributions and similar taxes 297 199
Total 5,434 5,108
PetroNor is required to have an occupational pension
scheme in accordance with the Norwegian law on required
occupational pension (“Lov om obligatorisk tjenestepensjon”).
The Norwegian subsidiary that employs sta PetroNor E&P
Services AS contributes to an external dened contribution
scheme and therefore no pension liability is recognised in the
statement of nancial position.
Under the Pensions Act 2008, every employer in the UK
must put certain sta into a workplace pension scheme and
contribute towards it . PetroNor E&P Services Limited, the
subsidiary that employs sta in the UK, contributes to an
externally dened contribution scheme. As such, no pension
liability is recognised in the statement of nancial position in
relation to the Company’s UK based employees.
There are currently no share-based payment incentive
schemes in place for employees.
The cost of non-cash benets to employees is disclosed as
short term non-monetary benets above.
The average number of employee man-years for the year is
nineteen.
8B. AUDITORS’ REMUNERATION
Amounts in USD thousand 2021 2020
Paid or payable to BDO
Audit review of nancial reports
BDO Audit (WA) Pty Ltd 40 90
BDO Network rms 90 76
Total 130 166
Other non-assurance services
BDO related practices 12 40
Total 12 206
Paid or payable to other audit rms
Audit or review of nancial reports 138 40
Other non-assurance services 141 120
Total 279 160
Fees, excluding VAT, to the auditors are included in administration expenses.
PETRONOR E&P ASA ANNUAL REPORT 2021 71Financial statements – PetroNor E&P Limited

Note 09 Finance expense
Amounts in USD thousand Note 2021 2020
Unwinding of discount on decommissioning liability 21 995 934
Loan structuring fee - 150
Finance cost on lease liabilities 17 8 19
Interest on loan 19 2,038 1,493
Other interest - 10
Total 3,041 2,606
Note 10 Tax expense
Amounts in USD thousand 2021 2020
Petroleum revenue tax expense
Current income tax charge 33,102 17,078
Total tax expense reported in the consolidated statement of comprehensive income 33,102 17,078
The income tax expense is only related to the subsidiary in
Congo and represents the assignment of tax oil on the revenue
from sales of petroleum products, Note 4. There was no
income tax expense in the other subsidiaries’ jurisdictions nor
in the parent’s jurisdiction as these companies are in taxable
loss position in both 2021 and 2020. Average eective tax rate
for the year was 31 per cent (2020: 25 per cent) based on gross
revenue of the Group.
Deferred tax assets have not been brought to account in
respect of tax losses and unrecognised capital allowances
because at 31 December 2021, it was uncertain when future
taxable amounts would be available to utilise those temporary
dierences and losses. At 31 December 2021, the carried
forward gross tax loss is USD 116 million (2020: USD 110
million).
Note 11 Earnings per share
Amounts in USD thousand 2021 2020
Prot / (loss) attributable to ordinary shareholders
Prot / (loss) from continuing operations attributable to the ordinary equity
holders used in calculating basic / diluted prot per share 12,314 2,373
Prot / (loss) attributable to the ordinary equity holders used in
calculating basic / diluted prot per share 12,314 2,373
Weighted average number of ordinary shares outstanding during the
period used in the calculation of prot / (loss) per share
Basic 1,161,827,723 971,665,288
Diluted 1,160,438,253 974,229,968
Options on issue are considered to be potential ordinary shares
and have been included in the determination of diluted loss
per share only to the extent to which they are dilutive. There
are 1,389,470 options at 31 December 2021 (2020: 1,389,470).
The implementation of the redomicile scheme of arrangement
whereby PetroNor E&P ASA became the parent entity for the
Group resulted in a one for one share swap, accordingly, this
change does not aect the earnings per share calculation.
PETRONOR E&P ASA ANNUAL REPORT 202172 Financial statements – PetroNor E&P Limited

Note 12 Inventories
Amounts in USD thousand 2021 2020
Crude oil inventory 554 689
Materials and supplies 5,673 2,889
Total 6,227 3,578
Crude oil inventory is valued at cost of USD 22.84 per bbl (2020: USD 17.79 bbl).
The crude oil inventory and the material and supplies
inventory are valued at the lower of cost and net realisable
value. Cost is determined using the weighted average method.
Net realisable value is the estimated selling price, less
applicable selling expenses. The cost of inventory includes all
costs related to bringing the inventory to its current condition,
including processing costs, labour costs, supplies, direct
and allocated indirect operating overhead and depreciation
expense, where applicable, including allocation of xed and
variable costs to inventory.
Note 13 Trade and other receivables
Amounts in USD thousand Note 2021 2020
Recoverability less than one year
Trade receivables 13,431 5,408
Due from related parties 24d - 3,639
Other receivables 389 350
Total 13,820 9,397
Recoverability more than one year
Advance against decommissioning cost
1
26,837 21,260
Total 26,837 21,260
1
In addition to the booking of decommissioning cost asset and liability, the contractors group and the Congolese Government have decided to set up funds
for the decommissioning cost in an escrow account which is managed by the operator. The advances of the funds for the year are made on the basis of an
average rate of USD 3.68 per barrel produced (2020: USD 3.70 per barrel). Although the JV partnership in 2019 agreed to refund previous surplus cash set
aside for the decommissioning cost back into the operating cash pool, the current cash projection does not anticipate the same situation in the next 12
months. Refer to Note 21 for further details on the decommissioning liability.
The Group measures the provision for impairment for trade
receivables and amounts due from related parties at an
amount equal to lifetime ECL. The ECL on trade receivables
and amounts due from related parties are estimated using a
provision matrix by reference to past default experience of
the debtor and an analysis of the debtor’s current nancial
position, adjusted for factors that are specic to the debtor’s
general economic conditions and forward looking elements of
the industry in which the debtors operate and an assessment
of both the current as well as the forecast direction of
conditions at the reporting date. The trade receivables of USD
13.4 million is due from one customer only which is not past
due yet. The Group considered whether there had been a
signicant increase in credit risk on its trade receivables and
amounts due from related parties and estimates that no ECL
is required as at 31 December 2021.
PETRONOR E&P ASA ANNUAL REPORT 2021 73Financial statements – PetroNor E&P Limited

Note 14 Cash and cash equivalents
Amounts in USD thousand 2021 2020
Cash in bank 31,755 14 ,113
Total 31,755 14 ,113
Note 15 Segment information
For management purposes, the Group is organised into one
main operating segment, which involves exploration and
production of hydrocarbons. All of the Group's activities are
interrelated, and discrete nancial information is reported
to the chief operating decision maker as a single segment.
Accordingly, all signicant operating decisions are based upon
analysis of the Group as one segment. The nancial results
from this segment are equivalent to the nancial statements
of the Group as a whole.
The Group only has one operating segment, being exploration
and production of hydrocarbons.
The analysis of the location of non-current assets is as follows:
Amounts in USD thousand 2021 2020
Congo 69,564 48,677
Gambia 3,507 3,007
Nigeria 3 1
Norway 62 205
Senegal - -
Guinea-Bissau 314 -
Total 73,450 51,890
Note 16 Property, plant, and equipment
Amounts in USD thousand 2021 2020
Production assets and equipment
Cost
At 1 January 33,445 28,830
Additions 19,759 4,615
Disposals - -
At 31 December 53,204 33,445
Depreciation
At 1 January 9,962 6,243
Charge for the year 3,845 3,719
Depreciation on disposals - -
At 31 December 13,807 9,962
Net carrying amount
At 31 December 39,397 23,483
Production assets and equipment cost includes the following:
Decommissioning costs 11,899 11,899
Oil & gas CAPEX 41,305 21,546
Total 53,204 33,445
PETRONOR E&P ASA ANNUAL REPORT 202174 Financial statements – PetroNor E&P Limited

Note 17 Intangible assets
LICENCES AND APPROVALS
Amounts in USD thousand 2021 2020
Cost
At 1 January 10,396 7,389
Addition 814 3,007
At 31 December 11,210 10,396
Accumulated amortisation and impairment
At 1 January 3,461 2,698
Amortisation 577 763
Impairment - -
At 31 December 4,038 3,461
Net carrying value
At 1 January 6,935 4,691
At 31 December 7,172 6,935
LICENCE OVERVIEW
Congo
In 2017, subsidiary company Hemla E&P Congo SA acquired
interest in three development and production permits
(Tchendo: 20 per cent; Tchibouela: 20 per cent and Tchibeli-
Litanzi: 20 per cent) which will respectively end in December
2037 for each of them with possible extension for 5 years. All
these three licences are collectively called “PNGF Sud” and cover
an area of 482.28km
2
. The operator of the licences is Perenco,
and the carrying value at 31 December 2021 was USD 3.3
million.
There were no indicators of impairment identied under IAS
36 and IAS 38 at 31 December 2021 for the licence cost and
property plant and equipment.
The Gambia
In September 2020, under the terms of the settlement
agreement, a new A4 licence was awarded . The A4 licence
area is of 1,376km
2
and is operated by Company subsidiary
PetroNor E&P Gambia Ltd. At 31 December 2021, the carrying
value of the A4 licence was USD 3.5 million. In 2021, the
Government of The Gambia extended the 'farm-out' phase of
the A4 licence until 18 October 2022. Continuation past this
date requires a rm well commitment and bonus payment.
There were no indicators of impairment identied under IAS
38 at 31 December 2021 for the licence cost.
Guinea-Bissau
78.57 per cent interest of the Sinapa and Esperança licences
are held by the Group through the purchase of SPE Guinea
Bissau AB from Svenska Petroleum Exploration AB on 4
May 2021. The licences are operated by PetroNor, and the
remaining equity is held by FAR Ltd
Senegal
At the signing date of this report, the Company’s subsidiary
African Petroleum Senegal Limited had registered a request
for arbitration proceedings with the International Centre for
the Settlement of Investment Disputes (ICSID) to protect its
interests in the Senegal Oshore Sud Profond and Rusque
Oshore Profond blocks in Senegal (ICSID case ARB/18/24).
The combined licences cover an area of 15,796 km
2
and due
to the arbitration process they have nil carrying value in the
nancial statements at 31 December 2021.
RESERVES
The Group has adopted a policy of regional reserve reporting
using external third-party companies to audit its work and
certify reserves and resources. Reserve and contingent
resource estimates comply with the denitions set by the
Petroleum Resources Management System (“PRMS”) issued
by the Society of Petroleum Engineers (“SPE”), the American
Association of Petroleum Geologists (“AAPG”), the World
Petroleum Council (“WPC”) and the Society of Petroleum
Evaluation Engineers (“SPEE”) in March 2007. The Group uses
the services of AGR Petroleum Services AS for third party
verications of its reserves.
The following is a summary of key results from the reserve
reports (net of the Group’s share):
Asset 1P reserves 2P reserves 3P reserves
MMbbls MMbbls MMbbls
PNGF Sud 14.3 20.6 26.6
Denitions:
1P) Proved Reserves
Proved Reserves are those quantities of petroleum, which by
analysis of geoscience and engineering data, can be estimated
with reasonable certainty to be commercially recoverable,
from a given date forward, from known reservoirs and
under dened economic conditions, operating methods, and
government regulations.
2P) Proved plus Probable Reserves
Probable Reserves are those additional reserves which
analysis of geoscience and engineering data indicate are less
likely to be recovered than Proved Reserves but more certain
to be recovered than Possible Reserves.
PETRONOR E&P ASA ANNUAL REPORT 2021 75Financial statements – PetroNor E&P Limited

3P) Proved plus Probable plus Possible Reserves
Possible Reserves are those additional reserves which analysis
of geoscience and engineering data indicate are less likely to
be recovered than Probable Reserves.
Note 18 Leases
Amounts in USD thousand
Right-of-use assets
Oce building Lease liabilities
At 1 January 2021 212 225
Additions - -
Amortization expense (168) -
Interest expense - 8
Payments made - (175)
At 31 December 2021 44 58
Ageing of lease liabilities
Current 58
Non-current -
Amounts recognised in prot and loss
Amounts in USD thousand 31 December 2021
Amortization expense on right-of-use assets 168
Interest expense on lease liabilities 8
Expense relating to short-term lease -
Total 176
The total cash outow for leases amount to USD 175,000 for the year.
Note 19 Trade and other payables
Amounts in USD thousand Note 2021 2020
Trade payables 22,014 5,226
Due to related parties 24D 3,449 11,69 4
Taxes and state payables 120 348
Other payables and accrued liabilities 4,472 4,970
Total 30,055 22,238
PETRONOR E&P ASA ANNUAL REPORT 202176 Financial statements – PetroNor E&P Limited

Note 20 Loans and borrowings
Amounts in USD thousand 2021 2020
At 1 January 18,912 12,941
Received - 18,912
Principal repayment (5,833) (12,941)
Interest on loan accrued 1,539 1,493
Interest on loan paid (1,539) (1,493)
At 31 December 13,079 18,912
Ageing of loans payable
Current 13,079 4,000
Non-current - 14,912
Total 13,079 18,912
In 2020, the short-term debt facility of USD 12.9 million from
Rasmala (London and Dubai based investor group) was replaced
with a USD 15 million facility with 12 months grace period and
nal maturity date in November 2022. The loan is repaid in
monthly instalments after the initial grace period and carries
an interest rate of 9 per cent plus one-month LIBOR payable
monthly if the oil price is below USD 40 per bbl and 12.5 per cent
if the oil price is above $40 per bbl. The loan is secured against:
■
The assignment of receivables by subsidiary company
Hemla E&P Congo SA (HEPCO);
■
Pledge over one of the bank accounts of subsidiary company
Hemla Africa Holding AS (HAH);
■
Pledge over one of the bank accounts of subsidiary company
HEPCO;
■
Pledge over shares in subsidiary companies, HAH and
HEPCO;
■
Assignment of inter-company loan agreement between HAH
and HEPCO; and
■
Corporate guarantees by the parent company and its
subsidiaries PetroNor E&P Ltd. Cyprus and HEPCO.
On 28 September 2020, subsidiary company HAH paid a USD
3.9 Million dividend to minority interest and related party
Symero Ltd. An amount equal to the dividend was immediately
loaned to the PetroNor E&P Limited by Symero Ltd with
interest rates matching those already provided by external
nancing and no security was provided for the loan. The
maturity date is matched to the USD 15 million facility from
Rasmala.
The Rasmala loan has the following covenants and
undertakings:
■
Cash equal to three monthly instalments must be
maintained on the bank accounts of HAH on a recurring
basis;
■
At least USD 6.0 million from HEPCO oil sales must be paid
into the collection account on a 3-month rolling basis;
■
PetroNor to maintain shareholding level in excess of 70 per
cent in subsidiary company HAH;
■
HAH to maintain shareholding level in excess of 74.25 fper
cent in subsidiary company HEPCO;
■
HAH shareholder equity ratio shall not be less than 30 per
cent; HAH duty to report on nancial statements, pledged
bank account activity and oil inventory;
■
Restrictions on distributions to HAH shareholders, unless
sucient liquidity with cash balances exceeding USD 10.0
million immediately before any such distribution, and
distribution does not exceed 75 per cent consolidated HAH
net prot in any year.
All covenants were complied with and there were no breaches
during the year for both loans payable to Rasmala and Symero.
Note 21 Provisions
DECOMMISSIONING LIABILITY
In accordance with the agreements and legislation, the
wellheads, production assets, pipelines and other installations
may have to be dismantled and removed from oil and natural
gas elds when the production ceases. The exact timing of the
obligations is uncertain and depends on the rate with which
the reserves of the eld are depleted. However, based on the
existing production prole of the PNGF Sud eld and the size
of the reserves, it is expected that expenditure on retirement
is likely to be after more than ten years. The current bases for
the provision are a discount rate of 6.5 per cent (2020: 6.0 per
cent) and an ination rate of 1.6 per cent (2020: 1.6 per cent).
The initial decommissioning liability (ARO) study was prepared
internally by the operator Perenco and was presented to ARO
Committee in 2018. The Company reassessed the applicable
discount rate during 2021 based on the rates of government
bonds issued in the Congo during the year. The impact of the
change in discount factor was not considered material.
PETRONOR E&P ASA ANNUAL REPORT 2021 77Financial statements – PetroNor E&P Limited

The following table presents a reconciliation of the beginning
and ending aggregate amounts of the obligations associated
with the retirement of oil and natural gas properties:
Amounts in USD thousand Note 2021 2020
At 1 January 15,307 14,373
Arising during the year - -
Unwinding of discount on decommissioning 9 995 934
At 31 December 16,302 15,307
Note 22 Share capital
Ordinary shares participate in dividends and the proceeds on
winding up of the Company in proportion to the number of
shares held and in proportion to the amount paid up on the
shares held.
At shareholders’ meetings, each ordinary share entitles the
holder to one vote in proportion to the paid-up amount of the
share when a poll is called, otherwise each shareholder has
one vote on a show of hands.
RECONCILIATION OF MOVEMENT IN SHARES ON ISSUE
Number of fully paid ordinary shares 2021 2020
Balance at the beginning of the year 971,665,288 971,665,288
Issue of shares 355,325,718 -
Balance at end of the year 1,326,991,006 -
Reconciliation of movements in issued capital
Amounts in USD thousand 2021 2020
Balance at beginning of the year 17,735 17,735
Issue of shares 45,943 -
Share issue costs (1,563) -
Share capital at end of the year 62,115 17,735
In March 2021, the PetroNor E&P Ltd completed a Private
Placement divided into two tranches. For Tranche 1,
84,363,636 ordinary shares were issued for no par value and a
subscription price of NOK 1.10 to existing and new investors.
For Tranche 2a and 2b 224,727,273 new ordinary shares have
been issued in Q3 2021. A further 46,234,809 new ordinary
shares for no par value and a subscription price of NOK 1.10
were issued pursuant to the subsequent oering in September
2021. Following the subsequent oering, PetroNor had an
issued and outstanding share capital of 1,326,991,006 shares of
no par value
CAPITAL MANAGEMENT
The management controls the capital of the Company in order
to maximise the return to shareholders and ensure that the
Company can fund its operations and continue as a going
concern. Capital is dened as issued share capital.
The management eectively manages the Company’s capital
by assessing the Company’s nancial risks and adjusting its
capital structure in response to changes in these risks and
in the market. These responses include the management of
expenditure and debt levels, distributions to shareholders and
share and option issues. There have been no changes in the
strategy adopted by the management to control the capital of
the Company since the prior reporting period.
The management monitors capital requirements through cash
ow forecasting. The management may seek further capital
if required through the issue of capital or changes in the
capital structure. The Group has no externally imposed capital
requirements.
PETRONOR E&P ASA ANNUAL REPORT 202178 Financial statements – PetroNor E&P Limited

Note 23 Reserves
The movement in reserves are reected in the statement of
changes in equity.
Foreign currency translation reserve
The foreign currency translation reserve is used to recognise
foreign currency exchange dierences arising on translation of
functional currency to presentation currency.
Retained earnings
All other net gains and losses and transactions with owners
not recognised elsewhere.
Dividends
No dividends were declared during the year by the PetroNor
E&P Limited.
23A. OPTIONS
Holders of options do not have any voting or dividend rights
in relation to the options. Share options are valued using
the stochastic Black-Scholes model. The inputs to the model
are the weighted average share price, the expected average
exercise price, expected life, the risk free rate of return and the
expected volatility. Ten year Australian government bond rates
were used as an equivalent to risk free rate and the expected
volatility was determined with reference to the Company’s
share price. All options are fully vested and so no costs were
charged in the current accounting period (2020 nil).
The following reconciles the outstanding share options granted, exercised and forfeited during the year:
2021 2020
Number of
options
Weighted average
exercise price
equivalent USD
1
Number of
options
1
Weighted average
exercise price
equivalent USD
1
Balance at beginning of the period 1,389,470 0.81 3,266,470 0.53
Awarded - - - -
Lapsed - - (1,877,000) 0.34
Forfeited during the year - - - -
Balance at end of the year 1,389,470 0.79 1,389,470 0.81
Exercisable at end of the year 1,389,470 0.79 1,389,470 0.81
1
The USD equivalent weighted average exercise price at31 December 2021
Grant
Date
Expiry
date
Number of
Options
Expected
life of
Options
(Years) Rate (%)
Volatility
(%)
Dividend
Yield (%)
Exercise
price Nok
Exercise
price
equivalent
USD
Fair value
at grant
date NOK
Fair value
at grant
date
USD
03 Jul
2017
11 Jan
2022 213,400 5 2.97 125 – 2.50 0.28 2.82 0.34
03 Jul
2017
31 May
2022 1,176,070 5 2.97 125 – 7.75 0.88 2.82 0.34
The value of options capitalised during the year was nil
(2020: nil).
The share options outstanding at the end of the year had a
weighted average remaining contractual life of 129 days (2020:
494 days).
PETRONOR E&P ASA ANNUAL REPORT 2021 79Financial statements – PetroNor E&P Limited

Note 24 Related party transactions
24A. SUBSIDIARIES
The principal subsidiaries of the PetroNor E&P Limited group,
all of which have been included in these consolidated nancial
statements, are as follows:
Proportion of eective ownership
interest at 31 December
Name
Country of
incorporation
Principal place
of business
2021 2020
PetroNor E&P ASA Norway Norway 100% -
PetroNor E&P Ltd Cyprus Cyprus 100% 100%
PetroNor E&P Services AS Norway Norway 100% 100%
PetroNor E&P Services Ltd United Kingdom United Kingdom 100% 100%
PetroNor E&P AB Sweden Guinea-Bissau 100% -
PetroNor E&P Nigeria Ltd Nigeria Nigeria 100% 100%
AJE Production AS Norway Norway 100% 100%
Hemla Africa Holding AS Norway Norway 100% 70.707%
Hemla E&P Congo SA Congo Congo 84.15% 52.5%
African Petroleum Corporation Ltd Cayman Islands United Kingdom 100% 100%
PetroNor E&P Gambia Ltd Cayman Islands The Gambia 100% 100%
African Petroleum Senegal Ltd Cayman Islands Senegal 90% 90%
African Petroleum Senegal SAU Senegal Senegal 100% 100%
APCL Gambia BV Netherlands The Gambia 100% 100%
Material non-controlling interests
Set out below is summarised nancial information for each
subsidiary that has non-controlling interests that are material
to the group. The amounts disclosed for each subsidiary are
before inter-company eliminations.
Summarised statement of nancial position
Hemla E&P Congo SA Hemla Africa Holding AS
Amounts in USD thousand
2021 2020 2021 2020
Current asset 37,936 42,019 19,644 30,514
Current liabilities 31,130 19,054 9,187 4,026
Current net assets 6,806 22,965 10,457 26,488
Non-current assets 69,577 27,417 4,827 1,188
Non-current liabilities 16,302 21,986 - 11,000
Non-current net assets/(liabilities) 53,275 5,431 4,827 (9,812)
Net assets 60,081 28,396 15,284 16,676
Accumulated NCI 9,523 7,312 - 4,885
Summarised statement of comprehensive income
Hemla E&P Congo SA Hemla Africa Holding AS
Amounts in USD thousand
2021 2020 2021 2020
Revenue 106,464 67,5 43 - 150
Prot for the period 31,685 18,034 (36) 15,957
Other comprehensive income - - (1,356) (316)
Total comprehensive income for the year 31,685 18,034 (1,392) 15,641
Prot allocated to NCI 8,714 8,556 (312) 4,674
Dividends paid to NCI - 5,150 - 3,912
Summarised cash ows
PETRONOR E&P ASA ANNUAL REPORT 202180 Financial statements – PetroNor E&P Limited

Hemla E&P Congo SA Hemla Africa Holding AS
Amounts in USD thousand
2021 2020 2021 2020
Cash ows from operating activities 39,360 8,245 6,505 2,877
Cash ows from investing activities (25,331) (4,606) - -
Cash ows from nancing activities (6,047) (8,047) (5,833) (11,295)
Net (decrease)/increase in cash and cash
equivalents 8,312 (4,408) 672 (8,418)
On 18 February 2021 PetroNor E&P Ltd announced that the
Company’s ownership interest in Helma Africa Holdings Ltd
(“HAH”) had increased to 100 per cent following the acquisition
of the share interest of Symero Limited in HAH.
24B. KEY MANAGEMENT PERSONNEL REMUNERATION
Key management personnel are those persons having
authority and responsibility for planning, directing and
controlling the activities of the Group, including the Directors
listed on page 9, and the following other key personnel:
Jens Pace Interim Chief Executive Ocer
Claus Frimann-Dahl Chief Technical Ocer
Emad Sultan Strategy and Contracts Manager
Michael Barrett Exploration Manager
Chris Butler Group Financial Controller
Post year-end remuneration
At the approval date of this report the base salary and fees for the following members of key management is as follows:
Individual Title Group Entity
Base salary and fees
/per annum
Total base salary and
fees USD equivalent
E Alhomouz Chair
1
PetroNor E&P Services AS USD 174,000 360,000
Non-Executive Director Hemla E&P Congo SA USD 120,000
J Pace Interim Chief Executive Ocer PetroNor E&P Ltd GBP 412,500 412,500
J Iskander Non-Executive Director Nil Nil
A Neuling Non-Executive Director PetroNor E&P Ltd AUD 48,000 37,300
R Steinepreis Non-Executive Director PetroNor E&P Ltd AUD 48,000 37,300
I Tybring-Gjedde Non-Executive Director PetroNor E&P Services AS NOK 250,000 28,750
G Kielland Non-Executive Director PetroNor E&P Services AS NOK 250,000 28,750
E Sultan Strategy & Contracts Manager
1
PetroNor E&P Services AS USD 204,000 204,000
C Frimann-Dahl Chief Technical Ocer PetroNor E&P Services AS NOK 2,500,000 287,500
M Barrett Exploration Director PetroNor E&P Services Ltd GBP 215,000 283,800
C Butler Group Financial Controller PetroNor E&P Services Ltd GBP 140,000 184,800
A Hicks Company Secretary PetroNor E&P Ltd AUD 24,000 18,650
1
Fees are charged by related party Petromal LLC and are not paid to the individual; above gures represent the company’s fair value estimate of associated
costs for the individual’s services
FX rates used:
NOK 1.00 : USD 0.115
GBP 1.00 : USD 1.32
PETRONOR E&P ASA ANNUAL REPORT 2021 81Financial statements – PetroNor E&P Limited

Remuneration of key management personnel 2021
Amounts in USD Designation
Salary and
fees
Other cash
benets
Post-
employment
benets
Termination
fees Total
Management
K Søvold Exec Director & CEO 288,118 821 21,721 - 310,659
J Pace
1
Exec Director & CEO 21,281 - - 21,281
G Ludvigsen
4
Business Development Manager 357,710 110 - - 357,820
C Frimann-Dahl Chief Technical Ocer 221,648 780 20,732 - 2 43,160
M Barrett Exploration Director 296,475 2,598 - - 299,073
C Butler Group Financial Controller 174,825 3,724 17,4 83 - 196,032
E Sultan Strategy & Contracts Manager
Related party fees
3
168,000 - - - 168,000
A Hicks Company Secretary 27,035 - - - 27,035
Sum 1,555,093 8,033 59,935 - 1,623,061
Directors’
remuneration
E Alhomouz Chair
3
174,000 - - - 174,000
J Iskander Non-Exec Director - - - - -
Jens Pace
1
Non-Exec Director 26,628 - - - 26,628
A Neuling Non-Exec Director 26,787 - - - 26,787
R Steinepreis Non-Exec Director 32,546 - - - 32,546
I Smines Tybring Gjedde Non-Exec Director 38,001 - - - 38,001
G Kielland
2
Non-Exec Director 25,994 - - - 25,994
Sum 297,169 - - - 297,169
Directors’ remuneration for subsidiaries
Amounts in USD Designation
Salary and
fees
Other cash
benets
Post-
employment
benets
Termination
fees Total
E Alhomouz Non-Exec for HEPCO 120,000 - - - 120,000
K Søvold Non-Exec for HEPCO 66,000 - - - 66,000
G Ludvigsen Non-Exec for HEPCO 27,500 27,500
Sum 213,500 - - - 213,500
TOTAL 2,065,762 8,033 59,935 2,133,730
1
On 16 December 2021, Mr Pace was appointed as interim CEO and subsequently resigned as a Non-Exec Director.
2
Appointed 1 February 2021.
3
Remuneration is not paid to the individual, as fees charged on an arms-length basis are included in a monthly lump sum charged by related party Petromal
LLC, above gures represent the company’s fair value estimate of associated costs for the individual’s services.
4
Following his resignation as a director G Ludvigsen continued to provide services charged on an arms-length by a related party Hagan AS.
PETRONOR E&P ASA ANNUAL REPORT 202182 Financial statements – PetroNor E&P Limited

Remuneration of key management personnel 2020
Amounts in USD Designation
Salary and
fees
Other cash
benets
Post-
employment
benets
Termination
fees Total
Management
K Søvold Exec Director & CEO 254,107 832 22,114 - 277,053
J Pace
1
Exec Director & CEO 83,039 1,318 - 448,618 532,975
S West
2
Exec Director & CFO 58,884 2,030 5,888 346,077 412,879
G Ludvigsen Exec Director & Business
Development Manager 254,107 832 23,471 - 278,410
C Frimann-Dahl Chief Technical Ocer 200,432 747 18,962 - 220,141
M Barrett Exploration Director 246,595 2,131 - - 248,726
C Butler Group Financial Controller 147,766 5,766 14,777 - 168,309
E Sultan Strategy & Contracts Manager
Related party fees
3
232,500 - - - 232,500
A Hicks Company Secretary 23,995 - - - 23,995
Sum 1,501,425 13,656 85,212 794,695 2,394,988
Directors’ remuneration for PetroNor E&P Ltd Australia
Amounts in USD Designation
Salary and
fees
Other cash
benets
Post-
employment
benets
Termination
fees Total
E Alhomouz Non-Exec Chair
Related party fees
3
255,000 - - - 255,000
J Iskander Non-Exec Director - - - - -
Jens Pace
1
Non-Exec Director - - - - -
A Neuling
4
Non-Exec Director 24,403 - - - 24,403
R Steinepreis
4
Non-Exec Director 22,600 - - - 22,600
I Smines Tybring Gjedde
5
Non-Exec Director 17,565 - - - 17,565
T Turner
6
Non-Exec Director 1,760 - - - 1,760
D King
7
Non-Exec Director (3,000) - - - (3,000)
Sum 318,328 - - - 318,328
Directors’ remuneration for subsidiaries
Amounts in USD Designation
Salary and
fees
Other cash
benets
Post-
employment
benets
Termination
fees Total
E Alhomouz Non-Exec for HEPCO 120,000 - - - 120,000
K Søvold Non-Exec for HEPCO 66,000 - - - 66,000
G Ludvigsen Non-Exec for HEPCO 66,000 - - - 66,000
Sum 252,000 - - - 252,000
TOTAL 2,071,753 13,656 85,212 794,695 2,965,316
1
On 29 February 2020 Mr Pace resigned as CEO but remained on the board as a Non-exec Director. Mr. Pace agreed to waive his Non-Exec Director
remuneration for one year in recognition of the termination fees agreed for resigning as CEO.
2
Resigned 29 February 2020.
3
Remuneration is not paid to the individual, as fees are included in a monthly lump sum charged by related party Petromal LLC, above gures represent the
company’s fair value estimate of associated costs for the individual’s services.
4
Appointed 6 April 2020.
5
Appointed 29 May 2020.
6
Resigned 8 February 2020.
7
Resigned 1 February 2020.
PETRONOR E&P ASA ANNUAL REPORT 2021 83Financial statements – PetroNor E&P Limited

Share holdings by Directors and other Key Management Personnel
Balance
1 January 2021
Shares
purchased
Granted as
remuneration
Net change
other
Balance
31 December 2021
K Søvold jointly with G Ludvigsen
1
233,555,857 - - 44,763,636 278,319,493
K Søvold
2
45,000,000 - - 45,000,000 90,000,000
G Ludvigsen
3
60,000,000 - - 50,439,418 9,560,582
J Pace 1,498,938 - - 80 1,498,858
M Barrett 1,151,667 20 - - 1,151,687
C Butler 234,296 20 - - 234,316
C Frimann-Dahl
4
50,000 554,545 - - 604,545
Total 341,490,758 554,585 - 140,203,134 381,369,481
1
Shares are held by NOR Energy AS, a company controlled jointly by K Søvold and G Ludvigsen through an indirect benecial interest, and Symero Ltd, a
company held 100 per cent by NOR Energy AS.
2
Shares are held by Gulshagen III AS and Gulshagen IV AS, a company controlled by K Søvold through an indirect benecial interest along with a close
associate of K Søvold.
3
Shares are held by Pust for Livet AS, a company controlled by a close associate of G Ludvigsen.
4
Shares are held by Snake Oil AS, a company controlled by C Frimann-Dahl
At 31 December 2021, Eyas Alhomouz held no shares personally but holds inuence over 481,481,666 shares (2020: 371,961,246 shares) as the CEO of
signicant shareholder Petromal LLC.
Other members of key management not included in the above table held no shares during the current year
No warrants or options were held by Directors and other Key Management Personnel during the current year.
24C. SIGNIFICANT SHAREHOLDERS
Shareholder Place of incorporation
Ownership
31 December 2021
Ownership
31 December 2020
Petromal LLC – Sole Proprietorship LLC UAE 36.28% 38.28%
NOR Energy AS Norway 10.14% 24.03%
Symero Ltd Cyprus 10.46% -
On 18 February 2021 PetroNor announced that the Company's
net indirect interest in PNGF Sud, PetroNor’s core asset, had
increased from 10.5 per cent to 16.83 per cent following a USD
18 million contingent acquisition of all of Symero Limited's
(“Symero”) shares in Hemla Africa Holding AS (“HAH”) (the
“Symero Transaction”), and a court ruling in Congo related to
parts of MGI International S.A.’s (“MGI”) indirect share in PNGF
Sud (the “MGI Ruling”). Symero's shares in HAH represented
29.293 per cent of all issued and outstanding shares in HAH,
and following completion of the Symero Transaction, the
Company owns 100 per cent of all issued and outstanding
shares in HAH. Symero is a company owned by NOR Energy
AS, which in turn is controlled by former CEO of PetroNor, Knut
Søvold, and former Director of PetroNor, Gerhard Ludvigsen,
and therefore the Symero Transaction was considered a
related party transaction at the time of completion, and
as such was subject to the approval by the shareholders of
the Company by ordinary resolution at an Extraordinary
General Meeting of the Company having had the benet of an
independent valuation report.
24D. TRANSACTIONS AND PERIOD-END BALANCES WITH RELATED PARTIES
Transactions with related parties included in the consolidated
statement of comprehensive income:
Amounts in USD thousand 2021 2020
Petromal – Sole Proprietorship LLC 554 587
Administrative expenses 554 587
Petromal LLC is the largest shareholder in the Company and
since 2017 has had an agreement to provide technical and
project management services to the PetroNor Group.
PETRONOR E&P ASA ANNUAL REPORT 202184 Financial statements – PetroNor E&P Limited

Balances due from and due to related parties disclosed in the consolidated statement of nancial position:
Amounts in USD thousand 2021 2020
Loan receivable from MGI International S.A.
1
- 3,639
Total receivables from related parties (Note 13) - 3,639
Other payable to Nor Energy AS 2 ,136 3,378
Other payable to Petromal – Sole Proprietorship LLC 1,281 2,030
Other payable to Symero Ltd. 32 108
Other payable to MGI International S.A. - 6,178
Total payables to related parties (Note 19) 3,448 11,69 4
Loan payable Symero Ltd 3,912 3,912
Loan payable to related parties (Note 20) 3,912 3,912
1
During 2018, Hemla Africa Holding AS (HAH AS) provided a loan of USD 7 million to MGI International SA, (minority shareholder in Hemla E&P Congo SA
(HEPCO). The loan repaid directly by HEPCO to HAH AS from its yearly dividends being 25 per cent of MGI’s share of dividend in the rst year and 40 per cent
thereafter. The loan did not carry any interest .
Amounts due from / to related parties included in the
consolidated statement of nancial position (other than the
loans to related parties) are interest-free and have no xed
repayment terms.
On 28 September 2020, subsidiary company Hemla Africa
Holding AS paid a USD 3.9 million dividend to minority interest
and related party Symero Ltd. An amount equal to the dividend
was immediately loaned to PetroNor E&P Limited by Symero Ltd
with interest rates matching those already provided by external
nancing and no security was provided for the loan.
Note 25 Acquisition of subsidiaries
On 28 April 2021 PetroNor completed the acquisition of the
entire issued share capital of SPE Guinea-Bissau AB from
Svenska Petroleum Exploration AB. The transaction allowed
PetroNor to assume the operatorship and 78.57 per cent
interest in both the Sinapa (Block 2) and Esperanca (Blocks 4A
and 5A) licences in Guinea-Bissau.
This strategic acquisition broadens PetroNor’s portfolio in the
MSGBC basin , and we are currently completing interpretation
of data with a view to participating in a combined Guinea-
Bissau - The Gambia drilling campaign in 2023.
Information is respect of the assets and liabilities acquired and
the fair value allocations to the assets in accordance with the
provisions of “IFRS3 – Business Combinations “ is as follows:
Amounts in USD thousand
Inventories 1,665
Trade and Other Receivables 14
Cash and bank balances 534
Sum 2,213
Non current assets
Intangible assets 157
Sum 157
Total assets 2,370
Current liabilities
Trade and other payables 2,320
Total Liabilities 2,320
Net Assets 50
PETRONOR E&P ASA ANNUAL REPORT 2021 85Financial statements – PetroNor E&P Limited

Consideration (cash):
USD’000 50
The SEK 434,238 consideration paid for the transaction was
calculated to be SEK 1 greater than the SEK book value of the
net assets of SPE Guinea- Bissau on completion. As the fair
value of the net assets acquired equalled to the consideration
paid no goodwill was recognised.
Note 26 Risk management
The Group’s principal nancial liabilities comprise accounts
payable and amounts due to related parties. The main
purpose of these nancial instruments is to manage short-
term cash ow and raise nance for the Group’s capital
expenditure program. The Group has various nancial assets
such as accounts receivable and cash.
It is, and has been throughout the year ended 31 December
2021, the Group’s policy that no speculative trading in
derivatives shall be undertaken.
The main risks that could adversely aect the Group’s
nancial assets, liabilities or future cash ows are credit risk,
liquidity risk, interest rate risk and foreign currency risk. The
management reviews and agrees policies for managing each of
these risks which are summarized below.
The following discussion also includes a sensitivity analysis
that is intended to illustrate the sensitivity to changes in the
market variables on the Group’s nancial instruments and
shows the impact on prot or loss and shareholders’ equity,
where applicable. Financial instruments aected by market
risk include accounts receivable, accounts payable and
accrued liabilities.
The sensitivity has been prepared for periods ended 31
December 2021 using the amounts of debt and other nancial
assets and liabilities held at those reporting dates.
CREDIT RISK
Credit risk refers to the risk that a counterparty will default
on its contractual obligations resulting in nancial loss to the
Group. At 31 December 2020, the Group’s maximum exposure
to credit risk – without taking into account any collateral held
or other credit enhancements, which will cause a nancial
loss to the Group due to failure to discharge an obligation
by the counterparties and nancial guarantees provided by
the Group arises from the carrying amount of the respective
recognised nancial assets as stated in the statement of
nancial position.
To minimise credit risk, the Group has tasked its management
to develop and maintain the Group’s credit risk gradings to
categorise exposures according to their degree of risk of default.
The credit rating information is supplied by independent rating
agencies where available and, if not available, the management
uses other publicly available nancial information and the
Group’s own trading records to rate its major customers and
other debtors. The Group’s exposure and the credit ratings of its
counterparties are continuously monitored, and the aggregate
value of transactions concluded is spread amongst approved
counterparties.
The Company’s current credit risk grading framework
comprises the following categories:
Category Description Basis for recognising expected credit losses
Performing The counterparty has a low risk of default and does
not have any past-due amounts
12-month ECL
Doubtful Amount is >30 days past due or there has been a
signicant increase in credit risk since initial recognition
Lifetime ECL – not credit-impaired
In default Amount is >90 days past due or there is evidence
indicating the asset is credit-impaired
Lifetime ECL – credit-impaired
Write-o There is evidence indicating that the debtor is in severe
nancial diculty and the Company has no realistic
prospect of recovery
Amount is written o
PETRONOR E&P ASA ANNUAL REPORT 202186 Financial statements – PetroNor E&P Limited

The tables below detail the credit quality of the Company’s
nancial assets as well as the Company’s maximum exposure
to credit risk by credit risk rating grades.
Amounts in USD thousand Notes
External
credit
rating
Internal
credit
rating
12-month or
lifetime ECL
Gross
carrying
amount
Loss
allowance
Net
carrying
amount
31 December 2021
Trade receivables 13 N/a (i) Lifetime ECL 13,431 - 13,431
Due from related parties 13, 24d N/a - Lifetime ECL - - -
Advance against decommissioning cost 13 N/a - Lifetime ECL 26,837 - 26,837
Cash and cash equivalents 14 Aa3/B N/a 12-month ECL 31,755 - 31,755
31 December 2020
Trade receivables 13 N/a (i) Lifetime ECL 5,408 - 5,408
Due from related parties 13, 24d N/a - Lifetime ECL 3,639 - 3,639
Advance against decommissioning cost 13 N/a - Lifetime ECL 21,260 - 21,260
Cash and cash equivalents 14 Aa3/B N/a 12-month ECL 14,113 - 14,113
(i) For trade receivables and amounts due from related parties, the Group has applied the simplied approach in IFRS 9 to measure the loss allowance at
lifetime ECL. The expected credit losses are estimated using a provision matrix by reference to past default experience of the debtor and an analysis of the
debtor’s current nancial position, adjusted for factors that are specic to the debtors, general economic conditions of the industry in which the debtors
operate and an assessment of both the current as well as the forecast direction of conditions at the reporting date.
LIQUIDITY RISK
The Group seeks to limit its liquidity risk by ensuring nancial
support is available from the shareholders. The Group’s terms
of sales requires amounts to be paid within 45 to 60 days of
the date of approval of progress billings. Trade payables are
normally settled within 90 to 120 days of the date of receipt of
invoice.
The table below summarises the maturity prole of the
Group’s nancial liabilities at 31 December 2020 based on
contractual undiscounted payments.
Amounts in USD thousand Note On demand
Less than
1 month
Between
1 and 3
months
Between
3 months
and 1 year
More than
1 year Total
31 December 2021
Trade accounts payable 19 21,944 - 5 65 22,014
Amounts due to related parties 24d 3,449 - - - - 3,912
Loan payable 20 - - 2,500 10,579 - 13,079
Total 3,449 21,944 2,500 10,579 65 38,542
Amounts in USD thousand Note On demand
Less than
1 month
Between
1 and 3
months
Between
3 months
and 1 year
More than
1 year Total
31 December 2020
Trade accounts payable 19 544 479 4,203 - - 5,226
Amounts due to related parties 24d 11,986 - - - - 11,986
Loan payable 20 - - - 4,000 14,912 18,912
Total 12,530 479 4,203 4,000 14,912 36,124
The Company had USD 31.8 million (2020: 14.1 million) in
unrestricted cash at 31 December 2021. Should additional
funding be required in the future for additional capital
expenditure for new development phases or working capital
requirements, the Company has various alternatives available
which it can explore to full such additional requirements.
The options include, amongst others, debt nancing, otake
prepayment structures. As a result, the nancial statements
have been prepared under the assumption of going concern
and realisation of assets and settlement of debt in normal
operations.
PETRONOR E&P ASA ANNUAL REPORT 2021 87Financial statements – PetroNor E&P Limited

INTEREST RATE RISK
The Group is exposed to interest rate risk on its interest-
bearing assets and liabilities and seeks to limit this risk by
obtaining favourable interest rates.
31 December 2021 31 December 2020
Amounts in USD thousand +150bp -150bp +150bp -150bp
Loans payable (196) 196 (284) 284
CURRENCY RISK
The Group operates internationally and is exposed to risk
arising from various currency exposures, primarily with
respect to the Norwegian Kroner (NOK), and the Great British
Pound (GBP). The Group has transactional currency exposures.
Such exposure arises from sales or purchases in currencies
other than the respective functional currency.
The Group reports its consolidated results in USD; any
change in exchange rates between its operating subsidiaries’
functional currencies and the USD aects its consolidated
statement of comprehensive income and statement of
nancial position when the results of those operating
subsidiaries are translated into USD for reporting purposes.
Group companies are required to manage their foreign
exchange risk against their functional currency.
A 20 per cent strengthening or weakening of the USD against
the following currencies at 31 December 2021 would have
increased / (decreased) equity and prot or loss by the
amounts shown below.
The Group’s assessment of what a reasonable potential
change in foreign currencies that it is currently exposed to
have been changed as a result of the changes observed in the
world nancial markets. This hypothetical analysis assumes
that all other variables, including interest rates and commodity
prices, remain constant.
31 December 2021 31 December 2020
Amounts in USD thousand +20% -20% +20% -20%
USD vs NOK
Cash 1,040 (1,044) 58 (58)
Receivables - - 61 (61)
Payables (92) 92 (25) 25
Total 948 (952) 94 (94)
USD vs GBP
Cash 3 (3) 4 (4)
Receivables 8 (8) 2 (2)
Payables (6) 6 (42) 42
Total 5 5 (36) 36
CAPITAL RISK
The primary objective of the Group’s capital management
is to continuously evaluate measures to strengthen its
nancial basis and to ensure that the Group is fully funded
for its committed 2022 activities. The Group manages its
capital structure and makes adjustments to it in light of
changes in economic conditions. In order to maintain or
change the capital structure, the Group may adjust the
amount of dividend payments to shareholders, return capital
to shareholders or issue new shares. The Group has no
signicant debt arrangements in place and has the exibility to
source conventional debt capital from the markets.
The Group is continuously evaluating the capital structure,
with the aim of having an optimal mix of equity and debt
capital to reduce the Group’s cost of capital and looking at
avenues to procure capital in the forthcoming year.
PETRONOR E&P ASA ANNUAL REPORT 202188 Financial statements – PetroNor E&P Limited

Note 27 Financial instruments – Fair values
Financial instruments comprise nancial assets and nancial
liabilities.
Financial assets consist of bank balances and cash, amounts
due from related parties and trade and some other
receivables. Financial liabilities consist of amounts due to
related parties, loans payable, trade account payables and
some other liabilities.
Fair value through
prot or loss
Amortised
cost
Fair Value through other
comprehensive income
Amounts in USD thousand 2021 2020 2021 2020 2021 2020
Financial Assets
Cash and cash equivalents - - 31,755 14,113 - -
Trade and other receivables - - 13,820 9,397 - -
Other Receivables 26,837 21,260
Total - - 72,412 44,770 - -
Financial Liabilities
Trade and other payables - - 30,055 22,238 - -
Loans and borrowings - - 13,079 18,912 - -
Total - - 43,134 41,150 - -
The fair values of the Group's nancial instruments are not materially dierent from their carrying amounts at the reporting date
largely due to the short term maturities of these instruments.
Note 28 Commitments and contingencies
COMMITMENTS
Production asset commitments
As at 31 December 2021, the Group had approved the budget
for PNGF Sud operations in Congo that included planned capex
expenditure for coming year of USD 50.6 million (2020 USD
33.8 million) representing HEPCO's equity interest funding
commitment in the licence.
Exploration commitments
The Company has entered into obligations in respect of
its exploration projects. Outlined below are the minimum
expenditures required at 31 December
Amounts in USD thousand 2021 2020
Within one year
1
40,000,000 40,000,000
1
The commitment in Senegal includes USD 40 million for an exploration
well in each licence, however this assumes that the Company is successful
in retaining the legal title for these licences and that the Company then
drills these wells with 90 per cent equity.
CONTINGENCIES
In December 2021 the National Authority for Investigation and
Prosecution of Economic and Environmental Crime in Norway
(Økokrim) opened investigations into criminal charges and
allegations of corruption brought against individuals related to
the Company.
At the signing date of this report, Økokirm has conrmed
that neither PetroNor nor any of its subsidiaries is under
investigation. As outlined in the directors’ report the board
has taken a series of remediation steps to assure the further
implementation of anti-corruption measures. While the
Company has continued to operate eectively since the
investigations started, it has used signicant resources to
address this matter at a cost to the business. Furthermore, it
is uncertain how long the investigations into the individuals
may continue and how the outcome of those investigations
may indirectly impact the business. At this stage, the only
certainty is that while the investigations continue, it may raise
the perceived risk prole of the Company thus, potentially
impacting the Group's capacity to transact with new and
existing partners. Whilst the reputational cost cannot be
quantied, this may increase work required by partners to
mitigate concerns about the risk prole.
PETRONOR E&P ASA ANNUAL REPORT 2021 89Financial statements – PetroNor E&P Limited

Note 29 Events subsequent to reporting date
On 27 January 2022, the Nigeria Upstream Petroleum
Regulatory Commission (formerly the Nigerian Department
of Petroleum Resources) provided its consent to PetroNor’s
acquisition of Panoro’s ownership interest in Oil Mining Lease
no. 113 (“OML 113”) oshore Nigeria, containing the Aje oil and
gas eld, and for the transfer of OML 113 to Aje Production
AS (“Aje Production”). As previously announced, following
completion of the Transaction, Panoro’s intention is to declare
a special dividend and distribute to its shareholders USD$
10 million equivalent in PetroNor shares in order for Panoro
shareholders to retain a direct listed exposure to Aje/OML 113.
It is expected that the transaction will complete in Q2 2022.
The Group successfully completed the redomicile process
in February 2022. The implementation of the scheme of
arrangement on 24 February 2022 resulted in PetroNor E&P
ASA replacing PetroNor E&P Ltd as the top company of the
Group. PetroNor E&P Ltd was delisted from the Oslo Euronext
Expand on the same day and on 28 February 2022 the shares of
PetroNor E&P ASA were listed and began trading on the main
Oslo Stock Exchange. The nancial statements are presented as
a continuance of the business of PetroNor E&P Ltd.
During March 2022, the 1,366,564 shares that had not been
transferred to the VPS in Norway prior to the scheme of
arrangement were sold back into the market and the sales
proceeds were distributed to the former predominantly
Australian investors.
A CPR update prepared by AGR Petroleum Services AS on the
Company’s PNGF Sud asset in Congo was released on 6 April
2022. The update represented an increase of approximately 2
per cent for 2P and an increase of 4 per cent for 2C on a gross
basis.
On 11 April 2022 PetroNor announced that they had signed a
pre-payment sales agreement with ADNOC Trading during the
quarter and has invoiced against entitlement production. On
the same date it was announced that PetroNor had received a
notication from Økokrim that the Company's Chairman of the
Board, Mr. Eyas Alhomouz (US citizen), had been made subject
to the ongoing investigations carried out by Økokrim and been
given the status as suspect, and that the U.S. Department
of Justice had opened a separate investigation into these
allegations, based on information from Økokrim.
At the beginning of 2022, Russia’s invasion of Ukraine
deepened the energy crisis and led to an immediate eect
in increasing oil and gas prices. Economic sanctions towards
Russia and the economic uncertainty may have an impact on
our business and our markets going forward.
Except for the above, the Company has not identied any events
with signicant accounting impacts that have occurred between
the end of the reporting period and the date of this report.
Note 30 Summary of accounting policies
Accounting policies are selected and applied in a manner which
ensures that the resulting nancial information satises the
concepts of relevance and reliability, thereby ensuring that the
substance of the underlying transactions or other events is
reported.
The following is a summary of the material accounting policies
adopted by the Group in the preparation of the consolidated
nancial statements. The accounting policies have been
consistently applied, unless otherwise stated.
30A. ADOPTION OF NEW AND REVISED ACCOUNTING
STANDARDS
No change in IFRS eective for the 2021 nancial statements
are relevant this nancial year
Amendments to IFRS 9, IAS 39, IFRS 7, IFRS 4 and IFRS 16 -
Interest Rate Benchmark Reform - Phase 2
In August 2020, the IASB issued Phase 2 of its project which
amends IFRS 9 Financial Instruments, IAS 39 Financial
Instruments: Recognition and Measurement, IFRS 7 Financial
Instruments: Disclosures, IFRS 4 Insurance Contracts and
IFRS 16 Leases. Phase 2 nalises the Board’s response to the
ongoing reform of interbank oer rates (IBOR) and other
interest rate benchmarks.
The amendments complement Phase 1 issued in 2019 and
focus on the eects of nancial statements when a company
replaces the old interest rate benchmark with an alternative
benchmark rate as a result of the reform.
The Phase 2 amendments mainly consist of the following:
■
Practical expedient for particular changes to contractual
cash ows
■
Relief from specic hedge accounting requirements
■
Disclosure requirements
The amendments have had the following eects:
Amendment to IFRS 16 - Covid-19-Related Rent
Concessions
In March 2021, the IASB issued Covid-19-related rent
concessions beyond 30 June 2021 to extend the relief period
by another year. The International Accounting Standards
Board amended IFRS 16 Leases to provide relief to lessees
from applying the IFRS 16 guidance on lease modications to
rent concessions arising as a direct consequence of the Covid-
19 pandemic. The amendment does not aect lessors.
The amendment exempts lessees from having to consider
individual lease contracts to determine whether rent
concessions occurring as a direct consequence of the Covid-
19 pandemic are lease modications and allows lessees to
account for such rent concessions as if they were not lease
modications. It applies to Covid-19-related rent concessions
that reduce lease payments due on or before 30 June 2022.
Lessees must apply the practical amendment retrospectively,
recognizing the cumulative eect of initially applying the
PETRONOR E&P ASA ANNUAL REPORT 202190 Financial statements – PetroNor E&P Limited

amendment as an adjustment to the opening balance
of retained earnings (or other component of equity, as
appropriate) at the beginning of the annual reporting period in
which the amendment is rst applied.
The extension of the amendment is eective for annual
periods beginning on or after 30 June 2021, but earlier
application is permitted.
This amendment had no eect on the Group.
Amendments to standards and interpretations with a
future eective date
Standards and interpretations that are issued up to the date of
issuance of the consolidated nancial statements, but not yet
eective are disclosed below. The Group’s intention is to adopt
the relevant new and amended standards and interpretations
when they become eective, subject to EU approval before the
consolidated nancial statements are issued.
At the date of authorisation of these nancial statements,
the Group has not applied the following new and revied IFRS
standards that have been issued are not yet eective :
Amendment to IAS 1 Classication of liabilities as
current or non-current
Amendments to IAS 16 Proceeds before intended use
Amendments to IAS 37 Onerous contracts , costs of
fullling a contract
Amendments to IAS 8 Denition of account estimates
Amendments to IAS
1 and IFRS practise
statement 2
Disclosure of accounting policies
Amendments to IAS 12 Deferred tax related to assets
and liabilities arising from a
single transaction
Annual improvements
2018-2020 cycle
Amendments to IFRS 1 rst-
time adoption of international
nancial reporting standards,
IFRS 9 nancial instruments, IFRS
16 leases, and IAS 41 agriculture
30B. CONSOLIDATION
The consolidated nancial statements comprise the nancial
statements of PetroNor E&P Limited (“the Company”) and
its subsidiaries (together "the Group") for the year ended 31
December 2021.
An entity has been assessed as being controlled by the Group
when the Group is exposed, or has the rights, to variable returns
from its involvement with the entity and has the ability to aect
those returns through its power over the entity. Specically, the
Group controls an entity if and only if the Group has:
■
Power over the entity (i.e., existing rights that give it the
current ability to direct the relevant activities of the entity)
■
Exposure, or rights, to variable returns from its involvement
with the entity, and
■
The ability to use its power over the entity to aect its returns
When the Group has less than a majority of the voting or
similar rights of an entity, the Group considers all relevant
facts and circumstances in assessing whether it has power
over an entity, including:
■
The contractual arrangement with the other vote holders of
the entity
■
Rights arising from other contractual arrangements
■
The Group’s voting rights and potential voting rights
The Group reassesses whether or not it controls an entity if
facts and circumstances indicate that there are changes to
one or more of the three elements of control. Consolidation
of a subsidiary begins when the Group obtains control over
the subsidiary and ceases when the Group loses control of
the subsidiary. Business combinations are accounted for by
using the acquisition method. Assets, liabilities, income and
expenses of a subsidiary acquired or disposed of during the
year are included in the statement of comprehensive income
from the date the Group gains control until the date the Group
ceases to control the subsidiary.
Prot or loss and each component of other comprehensive
income (OCI) are attributed to the equity holders of the parent
of the Group and to the non-controlling interests, even if this
results in the non-controlling interests having a decit balance.
When necessary, adjustments are made to the nancial
statements of subsidiaries to bring their accounting policies
into line with the Group’s accounting policies. All intra-group
assets and liabilities, equity, income, expenses and cash ows
relating to transactions between members of the Group are
eliminated in full on consolidation.
A change in the ownership interest of a subsidiary, without a
loss of control, is accounted for as an equity transaction.
If the Group loses control over a subsidiary, it:
■
Derecognises the assets (including goodwill) and liabilities of
the subsidiary
■
Derecognises the carrying amount of any non-controlling
interests
■
Derecognises the cumulative translation dierences
recorded in equity
■
Recognises the fair value of the consideration received
■
Recognises the fair value of any investment retained
■
Recognises any surplus or decit in prot or loss
■
Reclassies the parent’s share of components previously
recognised in OCI to prot or loss or retained earnings, as
appropriate, as would be required if the Group had directly
disposed of the related assets or liabilities.
Joint Operations
A joint arrangement is a joint operation whereby the Group and
the other parties that have joint control over the arrangement
have contractual rights to the assets and obligation for the
liabilities relating to the arrangement. All decisions about the
relevant activities require unanimous consent.
When assessing if a joint arrangement is a joint operation,
the Group assesses the structure of the arrangement, the
legal form, the contractual agreement and other facts and
circumstances.
The Group recognises its assets, liabilities, revenue and
expenses and its relative share of assets, liabilities, revenue
and expenses of the joint operation.
When the Group enters into transactions with a joint operation
in which it is a joint operator, the Group recognises gains and
PETRONOR E&P ASA ANNUAL REPORT 2021 91Financial statements – PetroNor E&P Limited

losses resulting from such a transaction only to the extent of
the other parties’ interests in the joint operation.
30C. SEGMENT REPORTING
An operating segment is a component of an entity that engages
in business activities from which it may earn revenues and
incur expenses (including revenues and expenses relating to
transactions with other components of the same entity), whose
operating results are regularly reviewed by the entity’s chief
operating decision-makers to make decisions about resources
to be allocated to the segments and assess their performance
for which discrete nancial information is available. This
includes start-up operations which are yet to earn revenues.
Operating segments have been identied based on the
information available to chief operating decision-makers –
being the Board and the executive management team.
Information about other business activities and operating
segments that are below the quantitative criteria are
combined and disclosed in a separate category called “all other
segments”.
30D. FOREIGN CURRENCY TRANSLATION
Functional and presentation currency
The Company has decided to use United States Dollars as
its presentation currency, being the functional currency of
all major subsidiaries in the Group. Where the functional
currencies of entities within the consolidated group dier
from United States Dollars, they have been translated into
United States Dollars. The functional currency of PetroNor E&P
Limited is United States Dollars.
Transactions and balances
Transactions in foreign currencies are initially recorded in the
functional currency by applying the exchange rates ruling at
the date of the transaction. Monetary assets and liabilities
denominated in foreign currencies are retranslated at the
rate of exchange ruling at the reporting date and any gains or
losses are recognised in the income statement.
Non-monetary items that are measured in terms of historical
cost in the foreign currency are translated using the exchange
rate at the date of the initial transaction. Non-monetary items
measured at fair value in a foreign currency are translated
using the exchange rates at the date when the fair value was
determined.
Translation of Group Companies’ functional currency to
presentation currency
On consolidation, the assets and liabilities of foreign
operations are translated into United States Dollars at the rate
of exchange prevailing at the reporting date and their income
and expenditure are translated at exchange rates prevailing
at the dates of the transactions. The exchange dierences
arising on translation for consolidation are recognised in other
comprehensive income. On disposal of a foreign operation, the
component of other comprehensive income relating to that
particular foreign operation is recognised in prot or loss.
30E. CASH AND CASH EQUIVALENTS
Cash and cash equivalents include cash on hand, deposits held at
call with banks, other short-term highly liquid investments with
original maturities of three months or less, and bank overdrafts.
Bank overdrafts are shown within short-term borrowings in
current liabilities in the statement of nancial position.
30F. TRADE RECEIVABLES
Trade receivables are amounts due from customers for goods
sold or services performed in the ordinary course of business.
They are generally due for settlement within 30 to 90 days
and are therefore all classied as current. Trade receivables
are recognised initially at the amount of consideration that
is unconditional unless they contain signicant nancing
components, when they are recognised at fair value. The
Group holds the trade receivables with the objective to collect
the contractual cash ows and therefore measures them
subsequently at amortised cost using the eective interest
method.
Trade receivables are written o when there is no reasonable
expectation of recovery. Indicators that there is no reasonable
expectation of recovery include, amongst others, the failure of
a debtor to engage in a repayment plan with the Group, and a
failure to make contractual payments for a period of greater
than 120 days past due.
Impairment losses on trade receivables and contract assets
are presented as net impairment losses within operating
prot. Subsequent recoveries of amounts previously written
o are credited against the same line item.
30G. INVENTORY
The crude oil inventory and the material and supplies
inventory are valued at the lower of cost and net realisable
value. Cost is determined using the weighted average method.
Net realisable value is the estimated selling price, less
applicable selling expenses. The cost of inventory includes all
costs related to bringing the inventory to its current condition,
including processing costs, labour costs, supplies, direct
and allocated indirect operating overhead and depreciation
expenses, where applicable, including allocation of xed and
variable costs to inventory.
30H. TANGIBLE ASSETS
Property plant and equipment
Oil & gas production assets
Oil and gas production assets are aggregated exploration and
evaluation tangible assets and development expenditures
associated with the production of proved reserves.
The cost of development and production assets also includes
the cost of acquisitions and purchases of such assets, directly
attributable overheads and the cost of recognising provisions
for future restoration and decommissioning.
Where major and identiable parts of the production assets
have dierent useful lives, they are accounted for as separate
items of property, plant and equipment. Costs of minor repairs
and maintenance are expensed as incurred. Oil and gas
production assets have a nite life.
Depreciation
Oil and gas properties are depreciated using the unit-of-
production method. Unit-of-production rates are based on 1P
proved reserves, which are oil, gas and other mineral reserves
estimated to be recovered from existing facilities using current
operating methods. Oil and gas volumes are considered
produced once they have been measured through meters at
custody transfer or sales transaction points at the outlet valve
on the eld storage tank.
Field infrastructure exceeding beyond the life of the eld is
PETRONOR E&P ASA ANNUAL REPORT 202192 Financial statements – PetroNor E&P Limited

depreciated over the useful life of the infrastructure using a
straight-line method.
Property, plant and equipment not associated with exploration
and production activities are carried at cost less accumulated
depreciation. These assets are also evaluated for impairment.
Depreciation of other assets is calculated on a straight-line
basis as follows:
Computer equipment 20 – 33.33%
Furniture, xtures & ttings 10 – 33.33%
Motor vehicles 20%
30I. INTANGIBLE ASSETS
Exploration and evaluation activity involves the search for
hydrocarbon resources, the determination of technical
feasibility and the assessment of commercial viability of an
identied resource. For each area of interest, expenditure
incurred in the acquisition of rights to explore and all
costs directly associated with holding the licence such as
rental, training and corporate and social responsibility are
capitalised as exploration and evaluation intangible assets.
Signature bonuses required by licence agreements are
capitalised as exploration and evaluation intangible assets.
Other costs directly associated with the licence are expensed
as incurred.
Exploration, evaluation and development expenditure is
recorded at historical cost and allocated to cost pools on
an area of interest. Expenditure on an area of interest is
capitalised and carried forward where rights to tenure of the
area of interest are current and:
■
it is expected to be recouped through successful
development and exploitation of the area of interest or
alternatively by its sale; or
■
exploration and evaluation activities are continuing in
an area of interest but at reporting date have not yet
reached a stage which permits a reasonable assessment
of the existence or otherwise of economically recoverable
reserves.
Accumulated costs in respect of areas of interest which are
abandoned are written o in full against prot in the period in
which the decision to abandon the area is made.
Projects are advanced to development status when it is
expected that further expenditure can be recouped through
sale or successful development and exploitation of the area of
interest.
All capitalised costs are subject to commercial and
management review, as well as review for indicators of
impairment at least once a year. This is to conrm the
continued intent to develop or otherwise extract value from
the discovery. When this is no longer the case, the costs are
written o through the statement of prot or loss and other
comprehensive income.
When proved reserves of oil and natural gas are identied and
development is sanctioned by the management, the relevant
capitalised expenditure is rst assessed for impairment and
(if required) any impairment loss is recognised, then the
remaining balance is transferred to oil and gas properties.
Proceeds from disposal or farm-out transactions of intangible
exploration assets are used to reduce the carrying amount of
the assets. When proceeds exceed the carrying amount, the
dierence is recognised as a gain. When the Group disposes of
its full interests, gains or losses are recognised in accordance
with the policy for recognising gains or losses on sale of plant,
property and equipment.
Generally Intangible assets can be viewed indenite as
they will be retained on the balance sheet until impaired or
transferred to oil and gas properties. Certain licence related
costs capitalised as intangible assets are deemed to have a
nite life and are accreted over the life of the licence area.
Depreciation
Licence related costs capitalised as Intangible assets are
depreciated using the unit-of-production method. Unit-of
production rates are based on 1P proved reserves, which are
oil, gas and other mineral reserves estimated to be recovered
from existing facilities using current operating methods. Oil
and gas volumes are considered produced once they have
been measured through meters at custody transfer or sales
transaction points at the outlet valve on the eld storage tank.
30J. BORROWING COSTS
Borrowing costs that are directly attributable to the
acquisition, construction or production of a qualifying non-
current asset are added to the cost of the asset during the
period of time that is required to complete and prepare the
asset for its intended use. Borrowing costs are capitalised to
the extent that funds are borrowed specically for the purpose
of obtaining a qualifying asset. To the extent that funds are
borrowed generally and used for the purpose of obtaining a
qualifying asset, the amount of borrowing costs eligible for
capitalisation is determined by applying a capitalisation rate to
the expenditures on that asset. All other borrowing costs are
expensed as incurred.
30K. REVENUE
(i) Revenue from petroleum products
Revenue from the sale of crude oil is recognised when
a customer obtains control (“sales” or “lifting” method).
Normally this is when title passes at point of delivery.
Revenues from production of oil properties are recognised
based on actual volumes lifted and sold to customers during
the period.
(ii) Other revenue
Under a production sharing contract, where the Group is
required to pay prot oil tax and royalties on production
of crude oil, such payments are settled in kind (where the
government lift the crude it is entitled to). The Group presents
a gross-up of the prot oil tax as an income tax expense with
a corresponding increase in oil and gas revenues and any
associated royalties are included in the cost of sales.
The Group assesses whether it acts as a principal or agent in
each of its revenue arrangements. The Group has concluded
that in all sales transactions it acts as a principal.
(iii) Variable consideration
If the consideration in a contract includes a variable amount,
the Group recognises this amount as revenue only to the
PETRONOR E&P ASA ANNUAL REPORT 2021 93Financial statements – PetroNor E&P Limited

extent that it is highly probable that a signicant reversal will
not occur in the future.
(iv) Interest
Interest revenue is recognised on a time-proportional
basis using the eective interest method. This is a method
of calculating the amortised cost of a nancial asset and
allocating the interest income over the relevant period using
the eective interest rate, which is the rate that exactly
discounts the estimated future cash receipts through the
expected useful life of the nancial asset to the net carrying
amount of the nancial asset.
30L. LEASES
The Group as lessee
The Group assesses whether contract is or contains a lease,
at inception of the contract. The Group recognises a right-of-
use asset and a corresponding lease liability with respect to all
lease arrangements in which it is the lessee, except for short-
term leases (dened as leases with a lease term of 12 months
or less) and leases of low value assets. For these leases, the
Group recognises the lease payments as an operating expense
on a straight-line basis over the term of the lease unless
another systematic basis is more representative of the time
pattern in which economic benets from the leased assets are
consumed.
The lease liability is initially measured at the present value of
the lease payments that are not paid at the commencement
date, discounted by using the rate implicit in the lease. If
this rate cannot be readily determined, the Group uses its
incremental borrowing rate.
Lease payments included in the measurement of the lease
liability comprise:
■
Fixed lease payments (including in-substance xed
payments), less any lease incentives;
■
Variable lease payments that depend on an index or
rate, initially measured using the index or rate at the
commencement date;
■
The amount expected to be payable by the lessee under
residual value guarantees;
■
The exercise price of purchase options, if the lessee is
reasonably certain to exercise the options; and
■
Payments of penalties for terminating the lease, if the lease
term reects the exercise of an option to terminate the lease.
The lease liability is presented as a separate line item in the
statement of nancial position.
The lease liability is subsequently measured by increasing
the carrying amount to reect interest on the lease liability
(using eective interest method) and by reducing the carrying
amount to reect the lease payments made.
The Group remeasures the lease liability (and makes a
corresponding adjustment to the related right-of-use asset)
whenever:
■
the lease term has changed or there is a change in the
assessment of exercise of a purchase option, in which case
the lease liability is remeasured by discounting the revised
lease payments using a revised discount rate.
■
the lease payments change due to changes in an index or
rate or a change in expected payment under a guaranteed
residual value, in which cases the lease liability is
remeasured by discounting the revised lease payments
using the initial discount rate (unless the lease payments
change is due to a change in a oating interest rate, in which
case a revise discount rate is used).
■
a lease contract is modied, and the lease modication is
not accounted for as a separate lease, in which case the
lease liability is remeasured by discounting the revised lease
payments using a revised discount rate.
The Group did not make any such adjustments during the
periods presented.
Right of use assets
The Group measures the right-of use asset at cost, less any
accumulated depreciation and impairment losses, adjusted for
any remeasurement of lease liabilities. The cost of the right-of-
use asset comprise:
■
The amount of the initial measurement of the lease liability
recognised
■
Any lease payments made at or before the commencement
date, less any incentives received
■
Any initial direct costs incurred by the Group. An estimate
of the costs to be incurred by the Group in dismantling and
removing the underlying asset, restoring the site on which it
is located or restoring the underlying asset to the condition
required by the terms and conditions of the lease, unless
those costs are incurred to produce inventories.
The Group applies the depreciation requirements in IAS 16
Property, Plant and Equipment in depreciating the right-of-use
asset, except that the right-of-use asset is depreciated from
the commencement date to the earlier of the lease term and
the remaining useful life of the right-of-use asset.
The Group applies IAS 36 Impairment of Assets to determine
whether the right-of-use asset is impaired and to account for
any impairment loss identied.
Variable rents that do not depend on an index or rate are not
included in the measurement of the lease liability and the
right-of-use asset. The related payments are recognised as
an expense in the period in which the event or condition that
triggers those payments occurs and are included in the line
‘Administrative expenses’ in the statement of prot or loss.
30M. TAXES
The income tax expense or benet for the period consists of
two components: current and deferred tax.
The current income tax payable or recoverable is calculated
using the tax rates and legislation that have been enacted or
substantively enacted at year-end in each of the jurisdictions
and includes any adjustments for taxes payable or recovery in
respect of prior periods.
Deferred tax assets and liabilities are determined using the
balance sheet liability method based on temporary dierences
between the carrying value of assets and liabilities for nancial
reporting purposes and their tax bases. In calculating the
deferred tax assets and liabilities, the tax rates used are those
that have been enacted or substantively enacted by year-end
in each of the jurisdictions and that are expected to apply
when the assets are recovered, or the liabilities are settled.
PETRONOR E&P ASA ANNUAL REPORT 202194 Financial statements – PetroNor E&P Limited

Revenue-based taxes
In addition to corporate income taxes, the Group’s
consolidated nancial statements also include and recognise
as income taxes, other types of taxes on net income such as
certain revenue-based taxes.
Production-sharing arrangements
According to the production-sharing arrangement (PSA)
in certain licences, the share of the prot oil to which the
Government is entitled in any calendar year in accordance
with the PSA is deemed to include a portion representing the
corporate income tax imposed upon and due by the Group.
This amount will be paid directly by the government on behalf
of the Group to the appropriate tax authorities.
The income tax expense
The current income tax is calculated using the PSA, paid in
barrels and booked as income tax and also shown as revenue.
Sales tax
Revenues, expenses and assets are recognised net of the
amount of sales tax except where the sales tax incurred on
a purchase of assets or services is not recoverable from the
taxation authority, in which case the sales tax is recognised
as part of the cost of acquisition of the asset or as part of the
expense item as applicable.
Receivables and payables that are stated with the amount of
sales tax included in total amount reported.
The net amount of sales tax recoverable from, or payable to,
the taxation authority is included as part of receivables or
payables in the statement of nancial position.
Current and deferred tax balances attributable to amounts
recognised directly in equity are also recognised directly in
equity.
30N. EMPLOYEE BENEFITS
Provision is made for benets accruing to employees in
respect of wages and salaries, annual leave and long service
leave when it is probable that settlement will be required, and
they are capable of being measured reliably. Provisions made
in respect of employee benets expected to be settled within
12 months are measured at their nominal values using the
remuneration rate expected to apply at the time of settlement.
Provisions made in respect of employee benets, which are
not due to be settled within 12 months are determined using
the projected unit credit method.
30O. DEFINED CONTRIBUTION PENSION PLAN
The Group pays contributions into dened contribution plans.
Obligations for contributions to dened contribution pension
plans are recognised as an expense in the income statement in
the periods during which services are rendered by employees.
30p. Trade and other payables
Trade and other payables are carried at amortised cost and
due to their short-term nature, they are not discounted.
30Q. PROVISIONS
(i) General
Provisions are recognised when the Group has a present
obligation (legal or constructive) as a result of a past event. It
is probable that an outow of resources embodying economic
benets will be required to settle the obligation and a reliable
estimate can be made of the amount of the obligation.
Where the Group expects some or all of the provision to be
reimbursed, for example under an insurance contract, the
reimbursement is recognised as a separate asset but only
when the reimbursement is virtually certain. The expense
relating to any provision is recognised through prot and loss
net of any reimbursement. If the eect of the time value of
money is material, provisions are discounted using a current
pre-tax rate that reects, where appropriate, the risks specic
to the liability. Where discounting is used, the increase in the
provision due to the passage of time is recognised as interest
expense. The present obligation under onerous contracts is
recognised as a provision.
(ii) Decommissioning liability
A decommissioning liability is recognised when the Group
has a present legal or constructive obligation as a result
of past events, and it is probable that an outow of
resources will be required to settle the obligation, and a
reliable estimate of the amount of obligation can be made.
A corresponding amount equivalent to the obligation
is also recognised as part of the cost of the related
production plant and equipment. The amount recognised
in the estimated cost of decommissioning, discounted
to its present value. Changes in the estimated timing of
decommissioning or decommissioning cost estimates are
dealt with prospectively by recording an adjustment to the
provision, and a corresponding adjustment to production
plant and equipment. The unwinding of the discount on the
decommissioning liability is included as a nance cost.
An escrow account is maintained by the operator of the licence
and is governed by a joint operating agreement and the
Congolese Government rules. The Group’s share, paid against
the decommissioning liability until the balance sheet date, is
classied as an advance against decommissioning liability in
current assets.
30R. SHARE CAPITAL
Contributed equity is recognised at the fair value of the
consideration received by the Group, less any capital raising
costs in relation to the issue.
Incremental costs directly attributable to the issue of new
shares or options are shown in equity as a deduction, net of
tax, from the proceeds.
30S. DIVIDEND DISTRIBUTION
Dividend distribution to the Company’s shareholders is
recognised as a liability in the Group’s nancial statements
in the period in which the dividends are declared and
appropriately authorised or approved by the Company’s
shareholders' general meeting.. Interim dividends proposed
by the Board of Directors are recognised as liabilities upon
declaration.
30T. FINANCIAL INSTRUMENTS
A nancial instrument is any contract that gives rise to a
nancial asset of any one entity and a nancial liability or
equity instrument of another entity.
(i) Financial assets
Financial assets are classied, at initial recognition, as
subsequently measured at amortised cost, fair value through
PETRONOR E&P ASA ANNUAL REPORT 2021 95Financial statements – PetroNor E&P Limited

other comprehensive income (OCI), and fair value through
prot or loss, as appropriate.
The classication of nancial assets at initial recognition
depends on the nancial asset’s contractual cash ow
characteristics and the Group’s business model for managing
them. With the exception of trade receivables that do not
contain a signicant nancing component or for which the
Group has applied the practical expedient, the Group initially
measures a nancial asset at its fair value plus, in the case
of nancial assets not subsequently measured at fair value
through prot or loss, transaction costs that are attributable
to the acquisition of the nancial asset.
In order for a nancial asset to be classied and measured at
amortised cost or fair value through OCI, it needs to give rise
to cash ows that are solely payments of principal and interest
(SPPI) on the principal amount outstanding. This assessment is
referred to as the SPPI test and is performed at an instrument
level.
The Group’s business model for managing nancial assets
refers to how it manages its nancial assets in order to
generate cash ows. The business model determines whether
cash ows will result from collecting contractual cash ows,
selling the nancial assets, or both.
Purchases or sales of nancial assets that require delivery
of assets within a time frame established by regulation
or convention in the marketplace (regular way trades) are
recognised on the trade date, i.e. the date that the Group
commits to purchase or sell the asset.
Financial assets are recognised initially at fair value, normally
being the transaction price. In the case of nancial assets not at
fair value through prot or loss, directly attributable transaction
costs are also included. The subsequent measurement of
nancial assets depends on their classication, as set out
below. The Group derecognises nancial assets when the
contractual rights to the cash ows expire or the nancial asset
is transferred to a third party. This includes the derecognition
of receivables for which discounting arrangements are entered
into. The classication depends on the business model for
managing the nancial assets and the contractual cash ow
characteristics of the nancial asset.
Subsequent measurement
For purposes of subsequent measurement, nancial assets are
classied in 4 categories:
■
Financial assets at amortised cost (debt instruments)
■
Financial assets at fair value through OCI with recycling of
cumulative gains and losses (debt instruments)
■
Financial assets designated at fair value through OCI with no
recycling of cumulative gains and losses upon derecognition
(equity instruments)
■
Financial assets at fair value through prot or loss
■
The Group has not designated any nancial assets at fair
value through prot or loss.
■
Financial assets at amortised cost (debt instruments)
■
The Group measures nancial assets at amortised cost if
both of the following conditions are met:
■
The nancial asset is held within a business model with
the objective to hold nancial assets in order to collect
contractual cash ows;
And
■
The contractual terms of the nancial asset give rise to
specied dates to cash ows that are solely payments of
principal and interest on the principal amount outstanding.
Financial assets at amortised cost are subsequently measured
using the eective interest (EIR) method and are subject to
impairment. Gains and losses are recognised in prot or loss
when the asset is derecognised, modied or impaired.
Cash equivalents
Cash equivalents are short-term, highly-liquid investments
that are readily convertible to known amounts of cash, are
subject to insignicant risk of changes in value and generally
have a maturity of three months or less from the date of
acquisition. Cash equivalents are classied as nancial assets
measured at amortised cost.
Loans granted
Loans granted that have xed or determinable payments that
are not quoted in an active market are classied as nancial
assets at amortised cost and are measured at amortised cost
using the eective interest method, less any impairment.
Interest income is recognised by applying the eective interest
rate.
Derecognition
A nancial asset (or, where applicable, a part of a nancial
asset or part of a group of similar nancial assets) is primarily
derecognised (i.e. removed from the Group’s consolidated
statement of nancial position) when:
■
The rights to receive cash ows from the asset have expired
or the Group has transferred its rights to receive cash ows
from the asset or has assumed an obligation to pay the
received cash ows in full without material delay to a third
party under a ‘pass-through’ arrangement; and either (a) the
Group has transferred substantially all the risks and rewards
of the asset, or (b) the Group has neither transferred nor
retained substantially all the risks and rewards of the asset,
but has transferred control of the asset.
■
The Group has transferred its rights to receive cash
ows from an asset or has entered into a pass-through
arrangement, it evaluates if, and to what extent, it has
retained the risks and rewards of ownership. When it has
neither transferred nor retained substantially all of the
risks and rewards of the asset, nor transferred control of
the asset, the Group continues to recognise the transferred
asset to the extent of its continuing involvement. In that
case, the Group also recognises an associated liability. The
transferred asset and the associated liability are measured
on a basis that reects the rights and obligations that the
Group has retained.
Impairment of nancial assets
The Group recognises an allowance for expected credit losses
(ECLs) for all debt instruments not held at fair value through
prot or loss. ECLs are based on the dierence between the
contractual cash ows due in accordance with the contract
and all the cash ows that the Group expects to receive,
discounted at an approximation of the original eective
interest rate. The expected cash ows will include cash ows
from the sale of collateral held or other credit enhancements
that are integral to the contractual terms.
PETRONOR E&P ASA ANNUAL REPORT 202196 Financial statements – PetroNor E&P Limited

ECLs are recognised in two stages. For credit exposures for
which there has not been a signicant increase in credit risk
since initial recognition, ECLs are provided for credit losses
that result from default events that are possible within the
next 12 months (a 12-month ECL). For those credit exposures
for which there has been a signicant increase in credit risk
since initial recognition, a loss allowance is required for credit
losses expected over the remaining life of the exposure,
irrespective of the timing of the default (a lifetime ECL).
For trade receivables and contract assets, the Group applies a
simplied approach in calculating ECLs. Therefore, the Group
does not track changes in credit risk, but instead recognises a
loss allowance based on lifetime ECLs at each reporting date.
The Group has established a provision matrix that is based
on its historical credit-loss experience, adjusted for forward-
looking factors specic to the debtors and the economic
environment.
The Group considers a nancial asset in default when
contractual payments are 90 days past due. However,
in certain cases, the Group may also consider a nancial
asset to be in default when internal or external information
indicates that the Group is unlikely to receive the outstanding
contractual amounts in full before taking into account any
credit enhancements held by the Group. A nancial asset
is written o when there is no reasonable expectation of
recovering the contractual cash ows.
(ii) Financial liabilities
Initial recognition and measurement
Financial liabilities are classied, at initial recognition, as
nancial liabilities at fair value through prot or loss, nancial
liabilities at amortised cost, payables, or as derivatives
designated as hedging instruments in an eective hedge, as
appropriate.
All nancial liabilities are recognised initially at fair value and,
in the case of loans and borrowings and payables, net of
directly attributable transaction costs.
The Group’s nancial liabilities include trade and other
payables, loans and borrowings including bank overdrafts, and
derivative nancial instruments.
Subsequent measurement
After initial recognition, interest-bearing loans and borrowings
are subsequently measured at amortised cost using the EIR
method. Gains and losses are recognised in prot or loss
when the liabilities are derecognised as well as through the EIR
amortisation process.
Amortised cost is calculated by taking into account any
discount or premium on acquisition and fees or costs that are
an integral part of the EIR. The EIR amortisation is included as
nance costs in the statement of prot or loss.
This category generally applies to interest-bearing loans and
borrowings. For more information, refer to Note 20.
Payables are measured at their nominal amount when the
eect of discounting is not material.
Foreign exchange gains and losses
For nancial liabilities that are denominated in a foreign
currency and are measured at amortised cost at the end
of each reporting period, the foreign exchange gains and
losses are determined based on the amortised cost of the
instruments. These foreign exchange gains and losses are
recognised in the ‘foreign exchange gain / (loss)’ line item
in prot or loss for nancial liabilities that are not part of
a designated hedging relationship. For those which are
designated as a hedging instrument for a hedge of foreign
currency risk, foreign exchange gains and losses are
recognised in other comprehensive income and accumulated
in a separate component of equity.
The fair value of nancial liabilities denominated in a foreign
currency is determined in that foreign currency and translated
at the spot rate at the end of the reporting period. For nancial
liabilities that are measured as at Fair Value through prot
and loss , the foreign exchange component forms part of the
fair value gains or losses and is recognised in prot or loss for
nancial liabilities that are not part of a designated hedging
relationship.
Derecognition of nancial liabilities
The Group derecognises nancial liabilities when, and only
when, the Group’s obligations are discharged, cancelled or
have expired. The dierence between the carrying amount of
the nancial liability derecognised and the consideration paid
and payable is recognised in prot or loss.
When the Group exchanges – with the existing lender – one
debt instrument into another one with substantially dierent
terms, the exchange is accounted for as an extinguishment
of the original nancial liability and the recognition of a new
nancial liability. Similarly, the Group accounts for substantial
modication of terms of an existing liability or part of it as
an extinguishment of the original nancial liability and the
recognition of a new liability. It is assumed that the terms are
substantially dierent if the discounted present value of the
cash ows under the new terms, including any fees paid net of
any fees received and discounted using the original eective
rate is at least 10 per cent dierent from the discounted
present value of the remaining cash ows of the original
nancial liability. If the modication is not substantial, the
dierence between (1) the carrying amount of the liability
before the modication; and (2) the present value of the cash
ows after modication is recognised in prot or loss as the
modication gain or loss within other gains and losses.
(iii) Fair value measurement
The Group measures derivatives at fair value at each balance
sheet date and, for the purposes of impairment testing,
uses fair value less costs to sell (FVLCD) to determine the
recoverable amount of some of its non-nancial assets.
Fair value is the price that would be received to sell an asset
or paid to transfer a liability in an orderly transaction between
market participants at the measurement date. The fair value
measurement is based on the presumption that the transaction
to sell the asset or transfer the liability takes place either:
■
In the principal market for the asset or liability
Or
■
In the absence of a principal market, in the most
advantageous market for the asset or liability
PETRONOR E&P ASA ANNUAL REPORT 2021 97Financial statements – PetroNor E&P Limited

The principal or the most advantageous market must be
accessible by the Group.
The fair value of an asset or a liability is measured using the
assumptions that market participants would use when pricing
the asset or liability, assuming that market participants act in
their economic best interest.
A fair value measurement of a non-nancial asset takes into
account a market participant's ability to generate economic
benets by using the asset in its highest and best use or by
selling it to another market participant that would use the
asset in its highest and best use.
The Group uses valuation techniques that are appropriate in
the circumstances and for which sucient data are available to
measure fair value, maximising the use of relevant observable
inputs and minimising the use of unobservable inputs.
All assets and liabilities for which fair value is measured or
disclosed in the nancial statements are categorised within
the fair value hierarchy, described as follows, and based
on the lowest-level input that is signicant to the fair value
measurement as a whole:
Level 1 – Quoted (unadjusted) market prices in active markets
for identical assets or liabilities
Level 2 – Valuation techniques for which the lowest-level input
that is signicant to the fair value measurement is directly or
indirectly observable
Level 3 – Valuation techniques for which the lowest-level
input that is signicant to the fair value measurement is
unobservable
(iv) Osetting of nancial instruments
Financial assets and nancial liabilities are oset, and the net
amount is reported in the consolidated statement of nancial
position if there is a currently enforceable legal right to oset
the recognised amounts and there is an intention to settle
on a net basis, to realise the assets and settle the liabilities
simultaneously.
30U. JOINT ARRANGEMENTS
Joint arrangements are arrangements of which two or more
parties have joint control. Joint control is the contractual
agreed sharing of control of the arrangement which exists
only when decisions about the relevant activities require
unanimous consent of the parties sharing control. Joint
arrangements are classied as either a joint operation or
joint venture, based on the rights and obligations arising
from the contractual obligations between the parties to the
arrangement.
To the extent the joint arrangement provides the Company
with rights to the individual assets and obligations arising from
the joint arrangement, the arrangement is classied as a joint
operation and as such, the Company recognises its:
■
Assets, including its share of any assets held jointly;
■
Liabilities, including its share of any liabilities incurred
jointly;
■
Revenue from the sale of its share of the output arising from
the joint operation;
■
Share of revenue from the sale of the output by the joint
operation; and
■
Expenses, including its share of any expenses incurred
jointly.
To the extent the joint arrangement provides the Company
with rights to the net assets of the arrangement, the
investment is classied as a joint venture and accounted for
using the equity method. Under the equity method, the cost of
the investment is adjusted by the post-acquisition changes in
the Company’s share of the net assets of the venture.
30V. CURRENT VERSUS NON-CURRENT CLASSIFICATION
The Group presents assets and liabilities in the statement of
nancial position based on current/non-current classication.
An asset is current when it is either:
■
Expected to be realised or intended to be sold or consumed
in the normal operating cycle;
■
Held primarily for the purpose of trading;
■
Expected to be realised within 12 months after the reporting
period;
■
Cash or cash equivalent unless restricted from being
exchanged or used to settle a liability for at least 12 months
after the reporting period.
All other assets are classied as non-current.
A liability is current when either:
■
It is expected to be settled in the normal operating cycle
■
It is held primarily for the purpose of trading
■
It is due to be settled within 12 months after the reporting
period
■
There is no unconditional right to defer the settlement of the
liability for at least 12 months after the reporting period
The Group classies all other liabilities as non-current.
Deferred tax assets and liabilities are classied as non-current
assets and liabilities.
30W. BUSINESS COMBINATIONS AND GOODWILL
In order to consider an acquisition as a business combination,
the acquired asset or groups of assets must constitute a
business (an integrated set of operations and assets conducted
and managed for the purpose of providing a return to the
investors). The combination consists of inputs and processes
applied to these inputs that have the ability to create output.
Acquired businesses are included in the nancial statements
from the transaction date. The transaction date is dened as
the date on which the company gains control over the nancial
and operating assets. This date may dier from the actual
date on which the assets are transferred. Comparative gures
are not adjusted for acquired, sold or liquidated businesses.
On acquisition of a licence that involves the right to explore
for and produce petroleum resources, it is considered in each
case whether the acquisition should be treated as a business
combination or an asset purchase. Generally, purchases
of licences in a development or production phase will be
regarded as a business combination. Business combinations
are accounted for using the acquisition method. The cost
of an acquisition is measured as the aggregate of the
consideration transferred, measured at acquisition date fair
value and the amount of any non-controlling interest (NCI)
in the acquiree. For each business combination, the Group
elects whether to measure NCI in the acquiree at fair value or
PETRONOR E&P ASA ANNUAL REPORT 202198 Financial statements – PetroNor E&P Limited

at the proportionate share of the acquiree’s identiable net
assets. Acquisition-related costs are expensed as incurred and
included in administrative expenses.
The initial accounting for a business combination can be
changed if new information about the fair value at the
acquisition date is present. The allocation can be amended
within 12 months of the acquisition date [provided that the
initial accounting at the acquisition date was determined
provisionally]. The non-controlling interest is set to the non-
controlling interest’s share of identiable assets and liabilities
[alternative fair value]. The measurement principle is done
for each business combination separately. When the Group
acquires a business, it assesses the assets and liabilities
assumed for appropriate classication and designation
in accordance with the contractual terms, economic
circumstances and pertinent conditions as at the acquisition
date. This includes the separation of embedded derivatives
in host contracts by the acquiree. Those acquired petroleum
reserves and resources that can be reliably measured are
recognised separately in the assessment of fair values on
acquisition. Other potential reserves, resources, and rights
for which fair values cannot be reliably measured are not
recognised separately, but instead are subsumed in goodwill.
Goodwill is recognised as the aggregate of the consideration
transferred and the amount of any non-controlling interest
and deducted by the net of the acquisition-date amounts of
the identiable assets acquired and the liabilities assumed.
Goodwill is not depreciated but is tested at least annually for
impairment. In connection with this, goodwill is allocated to
cash-generating units or groups of cash-generating units that
are expected to benet from synergies from the business
combination.
If the fair value of the equity exceeds the acquisition cost in a
business combination, the dierence is recognised as income
immediately upon the acquisition date.
PETRONOR E&P ASA ANNUAL REPORT 2021 99Financial statements – PetroNor E&P Limited

Company statement of comprehensive income
– Petronor E&P ASA
Amounts in USD thousand Note
For the period
ended
31 December 2021
Other operating income
Administrative expenses (6)
Prot from operations (6)
Finance expense -
Loss before tax (6)
Tax expense -
Prot/(Loss) for the year (6)
Other Comprehensive income: -
Total comprehensive income/(loss) (6)
(Loss) for the year attributable to:
Owners of the parent (6)
Total (6)
Total comprehensive income/(loss) attributable to:
Owners of the parent -
-
Loss per share attributable to members:
Basic (loss) per share -
Diluted (loss) per share -
The accompanying notes form part of these nancial statements.
PETRONOR E&P ASA ANNUAL REPORT 2021100 Financial statements – PetroNor E&P ASA

Company statement of nancial position
– PetroNor E&P ASA
Amounts in USD thousand Note At31 Dec 2021
ASSETS
Current assets
Trade and other receivables -
Cash and cash equivalents 5 114
Total 114
Non-current assets
Investments -
Total -
Total assets 114
LIABILITIES
Current liabilities
Trade and other payables 6
Total 6
Total liabilities 6
NET ASSETS 108
Issued capital and reserves attributable to owners of the parent
Share capital 6 114
Reserves -
Retained earnings (6)
TOTAL EQUITY 108
The accompanying notes form part of these nancial statements.
The nancial statements were approved and authorised for issue by the Board of Directors on 29 April 2022.
Company statement of changes in equity – PetroNor E&P ASA
Amounts in USD thousand Note
Share
capital
Other paid
in capital
Retained
earnings Total
For the period ended 31 December 2021
Balance at 1 October 2021 114 - - 114
Loss for the year (6) (6)
Other comprehensive income - - - -
Total comprehensive loss for the year - - (6) (6)
BALANCE AT 31 DECEMBER 2021 114 - (6) 108
The accompanying notes form part of these nancial statements.
PETRONOR E&P ASA ANNUAL REPORT 2021 101Financial statements – PetroNor E&P ASA

Company statement of cash ow – PetroNor E&P ASA
(Amounts in USD thousand) Note
For the period ended
31 December 2021
Cash ows from operating activities
Loss for the year (6)
Total (6)
(Increse)/Decrease in trade and other receivables -
(Decrease)/increase in trade and other payables 6
Cash (used in)/generated from operations -
Income taxes paid -
Net cash ows from operating activities -
Financing activities
Issue of ordinary shares 114
Proceeds from loans and borrowings -
Net cash (used in)/from nancing activities 114
Net increase/(decrease) in cash and cash equivalents
Cash and cash equivalents at beginning of year 5 -
Cash and cash equivalents at end of year 114
The accompanying notes form part of these nancial statements.
PETRONOR E&P ASA ANNUAL REPORT 2021102 Financial statements – PetroNor E&P ASA

Notes to the nancial statements – PetroNor E&P ASA
Note 01 Corporate information
Petronor E&P ASA is a public limited company, incorporated in
Norway.
Registered Oce:
Frøyas gate 13
0243 Oslo
Norway
Tel +47 22 55 46 07
DIRECTORS
The names of Directors in oce during the nancial period
and until the date of approval of these nancial statements are
as follows. Directors were in oce for this entire period unless
otherwise stated.
Current members:
Role Appointed
E Alhomouz Non-Exec Chair 1 October 2021
I Tybring-Gjedde Non-Exec Director 1 October 2021
G Kielland Non-Exec Director 1 October 2021
J Iskander Non-Exec Director 8 October 2021
Pace was appointed to the Board 1 October 2021 and resigned
9 February 2022.
The Company was established on 1 October 2021, and these
nancial statements prepared for Petronor E&P ASA and cover
the period ended 31 December 2021. The nancial statements
were approved by resolution of the Board on 29 April 2022.
The Company and PetroNor E&P Limited ("PetroNor Australia")
entered into a Scheme Implementation Agreement on 7
October 2021. Under the Scheme, all of PetroNor Australia
shares held by PetroNor Australia shareholders were
transferred to the Company. In exchange PetroNor Australia
shareholders received one new Company share for every
one PetroNor Australia share held. On 29 November 2021, an
Extraordinary General Meeting was held in PetroNor E&P Ltd
by order of the Supreme Court of Western Australia where the
shareholders of the Company approved the proposed Scheme
of Arrangement. This arrangement will be accounted as a
continuance of the business of PetroNor E&P Limited . Please
see note 10 for an extended disclosure.
Following the shareholders’ approval, PetroNor E&P Ltd
received the nal approval from the Supreme Court of
Western Australia on 17 February 2022, followed by delisting
of its shares from Euronext Expand on 24 February 2022 in
conjunction with the listing of PetroNor E&P ASA.
Following the 1 to 1 share swap, PetroNor E&P ASA began
trading on Oslo Stock Exchange 28 February 2022.
Note 02 Basis of preparation
PetroNor E&P ASA’s nancial statements have been prepared
in accordance with International Financial Reporting Standards
(IFRS) as adopted by the EU and are mandatory for nancial
years beginning on or after 1 January 2021. Additional
disclosures required by the Norwegian Accounting Act are also
provided.
The preparation of nancial statements in conformity with
IFRSs requires the use of certain critical accounting estimates.
It also requires the management to exercise its judgments in
applying the Company's accounting policies.
There are no areas involving a high degree of judgment or
complexity.
Going Concern
The Financial Statements have been prepared on a Going
Concern basis, under the going concern assumption an entity is
ordinarily viewed as continuing in business for the foreseeable
future. The Company recognises that in order to fund
on-going operations and pursue organic and inorganic growth
opportunities for the wider PetroNor Group it will require
additional funding. This funding may be sourced through joint
venture equity or share issues or through debt nance.
As at the signing date of this report, the pooling agreement
between two third parties necessary to enable the new
otaker to lift rst quarter 2022 oil production is believed
to be close to completion. The Group is currently advancing
potential contingency arrangements to improve working
capital should further signicant delays to completion of
the pooling agreement and lifting schedule eventuate. As
at the date of this report, it is not yet clear whether any
such arrangements will be necessary and no new binding
arrangements have been entered into. Global macro-economic
factors are considered to be strongly in the Company’s favour
at present with high demand leading to high oil prices and the
Board is condent a solution to any short-term working capital
requirements will be implementable as necessary.
There are Group outstanding amounts due to related party
shareholders Petromal and NOR Energy for the remaining
cash consideration of the 2019 reverse takeover transaction
of USD 1.3 million and USD 2.1 million respectively. Plus, the
Group has a USD 3.9 million debt facility with related party
shareholder Symero that is due to be repaid in November
2022, and a USD $5.6 million debt facility with Rasmala
that will be repaid in equal instalments up to November
2022. In addition the Group has material potential capital
PETRONOR E&P ASA ANNUAL REPORT 2021 103Financial statements – PetroNor E&P ASA

commitments associated with its exploration portfolio.
Settlement of the borrowings detailed above would leave
the Group debt free. However, the Group plans to renance
and consolidate its’ various debt positions before the year
end, to provide additional working capital and strengthen
its balance sheet, . While it is acknowledged that the recent
Økokrim investigation as detailed in Note 9 Commitments
and Contingencies may complicate renancing initiatives and
extend timetables, the Board is condent that renancing
measures will be able to be completed as necessary.
These conditions indicate a material uncertainty that may cast
a signicant doubt about the entity’s ability to continue as a
going concern and, therefore, that it may be unable to realise
its assets and discharge its liabilities in the normal course
of business. This nancial statments have been prepared
on the going concern basis which assumes the continuity of
normal business activity and the realisation of assets and the
settlement of liabilities in the normal course of business.
The underlying business of the PetroNor Group created a
consoldidated net prot after tax of USD 21.1 million for the
year ended 31 December 2021, with strong production from
the Congo assets generating 3,614 bopd in rst quarter of
2022. As at 31 December 2021 the Group had a cash balance
of US 31.8 million. The Group has entered into a new otake
agreement with a new partner, listed the Company on the
main Oslo Børs and continued to host data rooms for potential
partners to join with the Group on its exploration portfolio,
demonstrating that the business has continued to operate
eectively, and businesses remain willing to engage with the
Group.
This has enabled the directors to form the opinion that the
Company will be in a position to continue to meet its liabilities
and obligations for a period of at least twelve months from the
date of signing this report.
This nancial report does not include any adjustments relating
to the recoverability and classication of recorded asset
amounts or to the amounts and classication of liabilities that
might be necessary should the Company not continue as a
going concern.
The nancial statements have been prepared on the basis of
uniform accounting principles for similar transactions and
events under otherwise similar circumstances.
The nancial report is presented in United States Dollars.
Note 03 Employee benefit expenses
The Company has no employees
Note 04 Auditors’ remuneration
No audit fees have been incurred for the period.
Note 05 Cash and cash equivalents
(Amounts in USD thousand) At 31 December 2021
Cash in bank 114
Note 06 Equity
SHARE CAPITAL
All shares have equal rights and are freely transferable Share capital
Number of fully paid ordinary shares:
At 31 December 2021
Issue of shares
1
114
Balance at end of the period 114
1
On 1 October 2021, the Company issued 100,000 shares at NOK 10 each. All the shares are owned by PetroNor E&P Ltd, the immediate parent company
registered in Australia and listed on Oslo Euronext Expand.
PETRONOR E&P ASA ANNUAL REPORT 2021104 Financial statements – PetroNor E&P ASA

Note 07 Risk management
The risk management disclosures reect the status of the
Company as at the balance sheet date. As the ultimate parent
of the PetroNor Group in 2022, risk policies and disclosures will
reect the risk prole of the extended Group. Please refer to
Note 26 to the Consolidated nancial statements of PetroNor
E&P Limited as included in this annual report.
CREDIT RISK
Credit risk refers to the risk that a counterparty will default
on its contractual obligations resulting in nancial loss to
the Company. As at 31 December 2021, the Company’s
maximum exposure to credit risk without taking into account
any collateral held or other credit enhancements – which will
cause a nancial loss to the Group due to failure to discharge
an obligation by the counterparties and nancial guarantees
provided by the Company – arises from the carrying amount
of the respective recognised nancial assets as stated in the
statement of nancial position.
To minimise credit risk, the Company has tasked its
management to develop and maintain the Group’s credit
risk gradings to categorise exposures according to their
degree of risk of default. The credit rating information is
supplied by independent rating agencies where available
and, if not available, the management uses other publicly
available nancial information and the Company’s own
trading records to rate its major customers and other
debtors. The Company’s exposure and the credit ratings of its
counterparties are continuously monitored, and the aggregate
value of transactions concluded is spread amongst approved
counterparties.
The Company’s current credit risk grading framework
comprises the following categories:
Category Description Basis for recognising expected credit losses
Performing The counterparty has a low risk of default and does not have any
past-due amounts
12-month ECL
Doubtful Amount is >30 days past due or there has been a signicant
increase in credit risk since initial recognition
Lifetime ECL – not credit-impaired
In default Amount is >90 days past due or there is evidence indicating the
asset is credit-impaired
Lifetime ECL – credit-impaired
Write-o There is evidence indicating that the debtor is in severe nancial
diculty and the Company has no realistic prospect of recovery
Amount is written o
The table below details the credit quality of the Company’s
nancial assets as well as the Company’s maximum exposure
to credit risk by credit risk rating grades.
As at 31 December 2021:
Other receivables
External credit rating n/a
Internal credit rating -
12 month or lifetime ECL Lifetime ECL
Gross carrying amount USD’000’s 114
Loss allowance -
Net carrying amount 114
For other receivables, the Company has applied the simplied
approach in IFRS 9 to measure the loss allowance at lifetime
ECL. The expected credit losses are estimated using a
provision matrix by reference to past default experience of
the debtor and an analysis of the debtor’s current nancial
position, adjusted for factors that are specic to the debtors,
general economic conditions of the industry in which the
debtors operate, and an assessment of both the current as
well as the forecast direction of conditions at the reporting
date.
LIQUIDITY RISK
The Company seeks to limit its liquidity risk by ensuring
nancial support is available from the shareholders. Trade
payables are normally settled within 90 to 120 days of the date
of receipt of invoice.
The table below summarises the maturity prole of the
Group’s nancial liabilities at 31 October 2021 based on
contractual undiscounted payments.
(Amounts in USD thousand) On demand
Between 1 and
3 months
Between 3 months
and 1 year Total
31 December 2021
Other payables - - - 6
PETRONOR E&P ASA ANNUAL REPORT 2021 105Financial statements – PetroNor E&P ASA

Note 08 Financial instruments – Fair values
Financial instruments comprise nancial assets and nancial
liabilities.
Financial assets consist of bank balances and cash. Financial
liabilities consist of other liabilities.
The fair values of the Group’s nancial instruments are
not materially dierent from their carrying amounts at the
reporting date largely due to the short-term maturities of
these instruments.
Note 09 Commitments and contingencies
In December 2021 the National Authority for Investigation and
Prosecution of Economic and Environmental Crime in Norway
(Økokrim) opened investigations into criminal charges and
allegations of corruption brought against individuals related to
the Company.
At the signing date of this report, Økokirm has conrmed
that neither PetroNor nor any of its subsidiaries is under
investigation. As outlined in the directors’ report the board
has taken a series of remediation steps to assure the further
implementation of anti-corruption measures. While the
Company has continued to operate eectively since the
investigations started, it has used signicant resources to
address this matter at a cost to the business. Furthermore, it
is uncertain how long the investigations into the individuals
may continue and how the outcome of those investigations
may indirectly impact the business. At this stage, the only
certainty is that while the investigations continue, it may raise
the perceived risk prole of the Company thus, potentially
impacting the Group's capacity to transact with new and
existing partners. Whilst the reputational cost cannot be
quantied, this may increase work require As of the period
ended 31 October 2021 the Company had no commitments or
contingencies.
Note 10 Group arrangements and redomicile process
On 24 February 2022, the Company announced that
it had issued 1,326,991.006 ordinary shares as part of
the implementation of the Scheme of Arrangement and
re-domicile from Australia to Norway. The Scheme of
Arrangement involved establishing a new entity (being the
Company) for the purposes of carrying out the Share Swap
whereby shares in PetroNor E&P Ltd. ("PetroNor Australia")
were to be swapped for shares in the Company. The shares in
PetroNor Australia were to be delisted in conjunction with the
listing of the Company PetroNor E&P ASA. PetroNor E&P ASA
submitted its application for its shares to be listed on Oslo
Stock Exchange 27 October 2021.
On 29 November 2021, an extraordinary general meeting was
held in PetroNor E&P Ltd by order of the supreme court of
Western Australia where the shareholders of the Company
approved the proposed Scheme of Arrangement. Following the
shareholders’ approval, PetroNor E&P Ltd received the nal
approval from the supreme court of Western Australia on 17
February 2022, followed by delisting of its shares from Euronext
Expand on 24 February 2022 in conjunction with the listing of
PetroNor E&P ASA. Following the 1 to 1 share swap, PetroNor E&P
ASA began trading on Oslo Stock Exchange 28 February 2022.
Under the Australian scheme, all of the shares held by
PetroNor E&P Ltd. (Australia) shareholders were transferred
to PetroNor E&P ASA. The shareholders are thus, in all
material respects, identical before and after the transaction.
Therefore, this will be treated as a continuance of business
under the Company (being the new listing entity). The nancial
statements for the Company going forward will be presented
as a continuance of the activities of the Australian company
PetroNor Australia. The nancial statements of PetroNor
Australia have been prepared on the assumption that the
Group will continue as a going concern with the realisation of
assets and settlement of debt in normal operations. Accounts
will be prepared in compliance with International Financial
Reporting Standards (IFRS) as issued by the Accounting
Standards Board and in accordance with the requirements of
applicable Norwegian laws.
As the nancial statements of the Company going forward will
be treated as a continuance of the business of PetroNor E&P
Limited , the results presented below would represent the
group consolidated results of PetroNor E&P ASA for the year
ended 31 December 2021.
PETRONOR E&P ASA ANNUAL REPORT 2021106 Financial statements – PetroNor E&P ASA

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
For the year ended 31 December 2021
(Amounts in USD thousand)
Revenue 106,463
Cost of sales (34,585)
Gross prot 71,878
Other operating income 866
Administrative expenses (13,131)
Prot from operations 57,343
Finance expense (3,041)
Foreign exchange gain / (loss) (56)
Prot before tax 54,246
Tax expense (33,102)
Prot/(Loss) for the year 21,14 4
Other Comprehensive income:
Exchange losses arising on translation of foreign operations (364)
Total comprehensive income/(loss) 20,780
Prot/(Loss) for the year attributable to:
Owners of the parent 12,314
Non-controlling interest 8,830
Total 21,14 4
Total comprehensive income/(loss) attributable to:
Owners of the parent 12,208
Non-controlling interest 8,572
Total 20,780
PETRONOR E&P ASA ANNUAL REPORT 2021 107Financial statements – PetroNor E&P ASA

CONSOLIDATED STATEMENT OF FINANCIAL POSITION
As at 31 December 2021
(Amounts in USD thousand)
ASSETS
Current assets
Inventories 6,227
Trade and other receivables 13,820
Cash and cash equivalents 31,755
Total current assets 51,802
Non-current assets
Property, plant and equipment 39,397
Intangible assets 7,172
Right-of-use assets 44
Other receivables 26,837
Total non-current assets 73,450
Total assets 125,252
LIABILITIES
Current liabilities
Trade and other payables 29,996
Lease liability 58
Loans and borrowings 13,079
Total current liabilities 43,133
Non-current liabilities
Loans and borrowings -
Lease liability -
Provisions 16,302
Total non-current liabilities 16,302
Total liabilities 59,435
NET ASSETS 65,817
Issued capital and reserves attributable to owners of the parent
Share capital 62 ,115
Reserves (1,421)
Retained earnings (1,390)
Total 59,304
Non-controlling interests 6,513
TOTAL EQUITY 65,817
PETRONOR E&P ASA ANNUAL REPORT 2021108 Financial statements – PetroNor E&P ASA

CONSOLIDATED STATEMENT OF CHANGES IN CASH FLOWS
For the year ended 31 December 2021
(Amounts in USD thousand)
Cash ows from operating activities
Prot for the year 54,246
Adjustments for:
Depreciation and amortisation 4,422
Amortization of right-of-use asset 168
Unwinding of discount on decommissioning liability 995
Net foreign exchange dierences (364)
Total cash ows from operating activities 59,467
(Increse)/Decrease in trade and other receivables (8,062)
Increase in advance against decommissioning cost (5,577)
Increase in inventories (2,649)
(Decrease)/increase in trade and other payables 7,758
Cash (used in)/generated from operations 50,937
Income taxes paid (33,102)
Net cash ows from operating activities 17,835
Investing activities
Purchases of property, plant and equipment (19,759
Purchases of intangible assets (814)
Net cash ows from investing activities (20,573)
Financing activities
Issue of ordinary shares 27,943
Proceeds from loans and borrowings (1,563)
Repayment of loans and borrowings (5,833)
Repayment of principal portion of lease liability (159)
Repayment of interest portion of lease liability (8)
Dividends paid to non-controlling interest -
Net cash (used in)/from nancing activities 20,380
Net increase/(decrease) in cash and cash equivalents 17,642
Cash and cash equivalents at beginning of year 14,113
Cash and cash equivalents at end of year 31,755
PETRONOR E&P ASA ANNUAL REPORT 2021 109Financial statements – PetroNor E&P ASA

Note 11 Summary of significant accounting policies
The following is a summary of the material accounting policies
adopted by the Company in the preparation of the nancial
statements. The accounting policies have been consistently
applied, unless otherwise stated.
11.A CASH AND CASH EQUIVALENTS
Cash and cash equivalents include cash on hand, demand
deposits, other short-term highly liquid investments with
original maturities of three months or less.
11.B TRADE AND OTHER PAYABLES
Trade and other payables are carried at amortised cost and
due to their short-term nature, they are not discounted.
11.C SHARE CAPITAL
Incremental costs directly attributable to the issue of new
shares are shown in equity as a deduction, net of tax, from the
proceeds.
As per Note 01 (Corporate Information) and Note 10 (Group
Arrangements and redomicile process), following the
completion of the redomicile process PetroNor E&P ASA has
become the ultimate parent entity for the PetroNor Group.
Accordingly a more extended set of accounting policies for
the Company will be adopted commencing 1 January 2022.
These policies will mirror the previous policies of PetroNor
E&P Limited as disclosed in Note 30 to the Consolidated
nancial statements of PetroNor E&P Limited which have been
disclosed in this annual report.
Note 12 Financial instruments
A nancial instrument is any contract that gives rise to a
nancial asset of any one entity and a nancial liability or
equity instrument of another entity.
Financial assets
The Company´s nancial assets are other receivables and cash
and cash equivalents.
The classication of nancial assets at initial recognition
depends on the nancial asset’s contractual cash ow
characteristics and the Company’s business model for
managing them. The Company initially measures a nancial
asset at its fair value.
Financial assets at amortised cost
The Company measures nancial assets at amortised cost if
both of the following conditions are met:
■
The nancial asset is held within a business model with
the objective to hold nancial assets in order to collect
contractual cash ows and,
■
The contractual terms of the nancial asset give rise to
specied dates to cash ows that are solely payments of
principal and interest on the principal amount outstanding.
Financial assets at amortised cost are subsequently measured
using the eective interest (EIR) method and are subject to
impairment. Gains and losses are recognised in prot or loss
when the asset is derecognised, modied or impaired.
Cash equivalents
Cash equivalents are short-term, highly-liquid investments
that are readily convertible to known amounts of cash, are
subject to insignicant risk of changes in value and generally
have a maturity of three months or less from the date of
acquisition. Cash equivalents are classied as nancial assets
measured at amortised cost.
Derecognition
A nancial asset (or, where applicable, a part of a nancial
asset or part of a group of similar nancial assets) is primarily
derecognised (i.e. removed from the Company’s statement of
nancial position) when the rights to receive cash ows from
the asset have expired or the Company has transferred its
rights to receive cash ows from the asset or has assumed
an obligation to pay the received cash ows in full without
material delay to a third party under a ‘pass-through’
arrangement; and either (a) the Company has transferred
substantially all the risks and rewards of the asset, or (b) the
Company has neither transferred nor retained substantially all
the risks and rewards of the asset, but has transferred control
of the asset.
Financial liabilities
Financial liabilities are classied, at initial recognition, as loans
and borrowings, payables, or as derivatives designated as
hedging instruments in an eective hedge, as appropriate.
Derivatives are recognised initially at fair value. Loans,
borrowings and payables are recognised at fair value net of
directly attributable transaction costs.
Derivatives are nancial liabilities when the fair value is
negative, accounted for similarly as derivatives as assets.
Loans, borrowings and payables
After initial recognition, interest-bearing loans and borrowings
are subsequently measured at amortised cost using the EIR
method. Gains and losses are recognised in prot or loss
when the liabilities are derecognised as well as through the EIR
amortisation process.
Amortised cost is calculated by taking into account any
discount or premium on acquisition and fees or costs that are
an integral part of the EIR. The EIR amortisation is included as
nance costs in the statement of prot or loss.
Payables are measured at their nominal amount when the
eect of discounting is not material.
PETRONOR E&P ASA ANNUAL REPORT 2021110 Financial statements – PetroNor E&P ASA

Derecognition of nancial liabilities
A nancial liability is derecognised when the obligation under
the liability is discharged or cancelled or expires. When an
existing nancial liability is replaced by another from the same
lender on substantially dierent terms, or the terms of an
existing liability are substantially modied, such an exchange
or modication is treated as the derecognition of the original
liability and the recognition of a new liability. The dierence
in the respective carrying amounts is recognised in the
statement of prot or loss.
Note 13 Events after the reporting period
The Company successfully completed the redomicile process
in February 2022 as disclosed in Note 10. The implementation
of the scheme of arrangement on 24 February 2022 resulted
in PetroNor E&P ASA replacing PetroNor E&P Ltd as the top
company of the PetroNor Group. PetroNor E&P Ltd was
delisted from the Oslo Euronext Expand on the same day and
on 28 February 2022 the shares of PetroNor E&P ASA were
listed and began trading on the main Oslo Stock Exchange. The
nancial statements are presented as a continuance of the
business of PetroNor E&P Ltd.
During March 2022, the 1,366,564 shares that had not been
transferred to the VPS in Norway prior to the scheme of
arrangement were sold back into the market and the sales
proceeds were distributed to the former predominantly
Australian investors.
The redomicile process as disclosed in note 10 completed post
period.
At the beginning of 2022, Russia’s invasion of Ukraine
deepened the energy crisis and led to an immediate eect
in increasing oil and gas prices. Economic sanctions towards
Russia and the economic uncertainty may have an impact on
our business and our markets going forward.
Events after the reporting period that do not aect the
company’s nancial position on the end of the reporting
period but which will aect the company’s nancial position in
the future are disclosed if signicant.
PETRONOR E&P ASA ANNUAL REPORT 2021 111Financial statements – PetroNor E&P ASA

Statement of Directors’ responsibility
Pursuant to the Norwegian Securities Trading Act section 5-5 with
pertaining regulations we hereby conrm that, to the best of our
knowledge, the company's nancial statements for 2021 have been
prepared in accordance with IFRS, as provided for by the EU, and in
accordance with the requirements for additional information provided
for by the Norwegian Accounting Act. The information presented in
the nancial statements gives a true and fair picture of the Company's
liabilities, nancial position and results viewed in their entirety.
To the best of our knowledge, the Board of Directors' Report gives a
true and fair picture of the development, performance and nancial
position of the business, and includes a description of the principal
risk and uncertainty factors facing the Company and its subsidiaries.
Additionally, we conrm to the best of our knowledge that the
"Payments to governments" included in the Directors’s Report has
been prepared in accordance with the requirements in the Norwegian
Securities Trading Act Section 5-5a with pertaining regulations.
29 April 2022
The Board of Directors
PetroNor E&P ASA
Eyas Alhomouz
Chair of the Board
Gro Kielland
Director
Joseph Iskander
Director
Ingvil Smines Tybring-Gjedde
Director
PETRONOR E&P ASA ANNUAL REPORT 2021112 Financial statements – PetroNor E&P ASA

BDO AS
Munkedamsveien 45
P
.O. Box 1704 Vika
N-0121 Oslo
Independent Auditor's Report PetroNor E&P Limited - 2021 page 1 of 2
Independent Auditor's Report
To the Board of Directors in PetroNor E&P Limited
Opinion
We have audited the special purposeconsolidated financial statements of PetroNor E&P Limited.
The special purpose consolidated financial
statements comprise:
• The financial statements of the group,
which comprise the balance sheet as at
31 December 2021, and income
statement, statement of
comprehensive income, statement of
changes in equity and cash flows for
the year then ended, and notes to the
financial statements, including a
summary of significant accounting
policies.
In our opinion:
• The accompanying financial statements
give a true and fair view of the
financial position of the group as at 31
December 2021, and its financial
performance and its cash flows for the
year then ended in accordance with
International Financial Reporting
Standards as adopted by the EU.
Basis for Opinion
We conducted our audit in accordance with International Standards on Auditing (ISAs). Our
responsibilities under those standards are further described in the Auditor’s Responsibilities for the
Audit of the Financial Statements section of our report. We are independent of the Company and
the Group as required by laws and regulations and International Ethics Standards Board for
Accountants’ International Code of Ethics for Professional Accountants (including International
Independence Standards) (IESBA Code), and we have fulfilled our other ethical responsibilities in
accordance with these requirements. We believe that the audit evidence we have obtained is
sufficient and appropriate to provide a basis for our opinion.
Material uncertainty regarding the Groups’s ability to continue as a going concern
We draw attention to Note 2 and the Board of Director's report, which state that the Group is
currently advancing potential contingent arrangements to improve working capital in the event this
will be necessary. Furthermore, it is stated that the Group has outstanding amounts due to related
party shareholders, plus other debt facilities due in 2022, and material potential capital
commitments associated with its exploration portfolio. The Group plans to refinance and
consolidate its various debt positions before year-end, but acknowledges that the recent Økokrim
investigation as detailed in Note 28 may complicate refinancing initiatives and extend timetables.
As stated in Note 2 and the Board of Directors’ report, these events or conditions, along with other
matters as set forth in note Note 2 and the Board of Directors’ report, indicate that a material
uncertainty exists that may cast significant doubt on the Groups’s ability to continue as a going
concern. Our opinion is not modified in respect of this matter.
Other information
The Board of Directors and the Managing Director (management) is responsible for the other
information. The other information comprises the Board of Directors’ report and other information
PETRONOR E&P ASA ANNUAL REPORT 2021 113Auditor’s report 2021

Independent Auditor's Report PetroNor E&P Limited - 2021 page 2 of 2
BDO AS, a Norwegian liability company, is a member of BDO International Limited, a UK company limited by guarantee, and forms part of the international BDO
network of independent member firms. The Register of Business Enterprises: NO 993 606 650 VAT.
in the Annual Report, but does not include the financial statements and our auditor’s report
thereon. Our opinion on the financial statements does not cover the other information.
In connection with our audit of the financial statements, our responsibility is to read the other
information and, in doing so, consider whether the other information is materially inconsistent with
the consolidated financial statements or our knowledge obtained in the audit or otherwise appears
to be materially misstated. If, based on the work we have performed, we conclude that there is a
material misstatement of this other information, we are required to report that fact. We have
nothing to report in this regard.
Responsibilities of the Board of Directors and the Managing Director for the Financial Statements
Board of Directors and the Managing Director (management) are responsible for the preparation of
financial statements that give a true and fair view in accordance with International Financial
Reporting Standards as adopted by the EU, and for such internal control as management determines
is necessary to enable the preparation of financial statements that are free from material
misstatement, whether due to fraud or error.
In preparing the financial statements, management is responsible for assessing the Company’s and
the Group's ability to continue as a going concern, disclosing, as applicable, matters related to going
concern and using the going concern basis of accounting unless management either intends to
liquidate the Company or Group or to cease operations, or has no realistic alternative but to do so.
Auditor’s Responsibilities for the Audit of the Financial Statements
Our objectives are to obtain reasonable assurance about whether the financial statements as a
whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s
report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a
guarantee that an audit conducted in accordance with ISAs will always detect a material
misstatement when it exists. Misstatements can arise from fraud or error and are considered
material if, individually or in the aggregate, they could reasonably be expected to influence the
economic decisions of users taken on the basis of these financial statements.
For further description of Auditor’s Responsibilities for the Audit of the Financial Statements
reference is made to:
https://revisorforeningen.no/revisjonsberetninger
BDO AS
Børre Skisland
State Authorised Public Accountant
(This document is signed electronically)
PETRONOR E&P ASA ANNUAL REPORT 2021114 Auditor’s report 2021

BDO AS
Munkedamsveien 45
P
. O. Box 1704 Vika
N-0121 Oslo
Independent Auditor's Report PetroNor E&P ASA - 2021 page 1 of 4
Independent Auditor's Report
To the General Meeting in PetroNor E&P ASA
Report on the Audit of the Financial Statements
Opinion
We have audited the financial statements of PetroNor E&P ASA.
The financial statements comprise:
• The balance sheet as at 31 December
2021
• The income statement, statement of
comprehensive income for 2021
• Statement of changes in equity
• Statement of cash flows for the year
that ended 31 December 2021
• Notes to the financial statements,
including a summary of significant
accounting policies
In our opinion:
• The financial statements comply with
applicable statutory requirements, and
• The financial statements give a true
and fair view of the financial position
of the Company as at 31 December
2021, and its financial performance and
its cash flows for the year then ended
in accordance with International
Financial Reporting Standards as
adopted by the EU.
Our opinion is consistent with our
additional report to the Audit Committee.
Basis for Opinion
We conducted our audit in accordance with International Standards on Auditing (ISAs). Our
responsibilities under those standards are further described in the Auditor’s Responsibilities for the
Audit of the Financial Statements section of our report. We are independent of the Company as
required by laws and regulations and International Ethics Standards Board for Accountants’
International Code of Ethics for Professional Accountants (including International Independence
Standards) (IESBA Code), and we have fulfilled our other ethical responsibilities in accordance with
these requirements. We believe that the audit evidence we have obtained is sufficient and
appropriate to provide a basis for our opinion.
To the best of our knowledge and belief, no prohibited non-audit services referred to in the Audit
Regulation (537/2014) Article 5.1 have been provided.
We have been the auditor of PetroNor E&P ASA for 1 year from the incorporation of the company on
1 October 2021.
Material uncertainty regarding the Company’s ability to continue as a going concern
We draw attention to Note 2 and the Board of Director's report, which state that the Group is
currently advancing potential contingent arrangements to improve working capital in the event this
will be necessary. Furthermore, it is stated that the Group has outstanding amounts due to related
party shareholders, plus other debt facilities due in 2022, and material potential capital
commitments associated with its exploration portfolio. The Group plans to refinance and
consolidate its various debt positions before year-end, but acknowledges that the recent Økokrim
PETRONOR E&P ASA ANNUAL REPORT 2021 115Auditor’s report 2021

Independent Auditor's Report PetroNor E&P ASA - 2021 page 2 of 4
BDO AS, a Norwegian liability company, is a member of BDO International Limited, a UK company limited by guarantee, and forms part of the international BDO
network of independent member firms. The Register of Business Enterprises: NO 993 606 650 VAT.
investigation as detailed in Note 9 may complicate refinancing initiatives and extend timetables. As
stated in Note 2 and the Board of Directors’ report, these events or conditions, along with other
matters as set forth in Note 2 and the Board of Directors’ report, indicate that a material
uncertainty exists that may cast significant doubt on the Company’s ability to continue as a going
concern. Our opinion is not modified in respect of this matter.
Key Audit Matters
Key audit matters are those matters that, in our professional judgment, were of most significance in
our audit of the financial statements of the current period.
Description of the key audit matter
How the key audit matter was addressed in
the audit
Scheme of Arrangement and redomicile from
Australia to Norway
PetroNor E&P ASA was incorporated in October
2021 with the purpose of becoming the new
parent company of the PetroNor Group
following the implementation of a Scheme of
Arrangement and successful completion of a
process to redomicile from Australia to
Norway.
The Scheme of Arrangement involved
establishing PetroNor E&P ASA for the purpose
of carrying out a share swap whereby shares in
PetroNor E&P Limited were to be swapped for
shares in PetroNor E&P ASA. On 24 February
2022, PetroNor E&P Limited delisted its shares
on Euronext Expand in conjunction with the
listing of PetroNor E&P ASA shares on the Oslo
Stock Exchange on 28 February 2022. Under the
Scheme of Arrangement, the shares held by
PetroNor E&P Limited shareholders were
transferred to PetroNor E&P ASA, and in all
material respects the shareholders are
identical before and after this 1:1 share swap.
The share swap transaction will be accounted
for as a continuance of business in the
PetroNor Group, with PetroNor E&P ASA as new
parent company. In the following reporting
periods, the consolidated financial statements
of PetroNor E&P ASA will be presented as a
Our audit procedures have included an
assessment of management’s proposed
accounting treatment of the Scheme of
Agreement and process to redomicile from
Australia to Norway.
We have also evaluated the adequacy of the
information provided in the notes and the
Board of Directors’ report concerning the
Scheme of Arrangement and process to
redomicile from Australia to Norway.
PETRONOR E&P ASA ANNUAL REPORT 2021116 Auditor’s report 2021

Independent Auditor's Report PetroNor E&P ASA - 2021 page 3 of 4
BDO AS, a Norwegian liability company, is a member of BDO International Limited, a UK company limited by guarantee, and forms part of the international BDO
network of independent member firms. The Register of Business Enterprises: NO 993 606 650 VAT.
continuation of the activities in PetroNor E&P
Limited.
As at 31 December 2021, PetroNor E&P ASA was
not a parent company and has therefore not
prepared consolidated financial statements for
2021. However, for information purposes the
annual report for PetroNor E&P ASA for 2021,
includes audited special purpose consolidated
financial statements for PetroNor E&P Limited
for 2021.
Due to the material impact on the presentation
of the financial statements for PetroNor E&P
ASA for 2021, we have considered the Scheme
of Arrangement and redomicile process a key
audit matter in the audit of the Company.
See Note 10 and the Board of Directors’ report
for detailed information about the Scheme of
Arrangement and redomicile process.
Other information
The Board of Directors and the Managing Director (management) is responsible for the other
information. The other information comprises the Board of Directors’ report. Our opinion on the
financial statements does not cover the other information.
In connection with our audit of the financial statements, our responsibility is to read the other
information and, in doing so, consider whether the other information is materially inconsistent with
the financial statements or our knowledge obtained in the audit or otherwise appears to be
materially misstated. If, based on the work we have performed, we conclude that there is a
material misstatement of this other information, we are required to report that fact. We have
nothing to report in this regard.
Opinion on the Board of Director’s report
Based on our knowledge obtained in the audit, in our opinion the Board of Directors’ report
• is consistent with the financial statements and
• contains the information required by applicable legal requirements.
Responsibilities of the Board of Directors and the Managing Director for the Financial Statements
The Board of Directors and the Managing Director (management) are for the preparation of financial
statements that give a true and fair view in accordance with International Financial Reporting
Standards as adopted by the EU, and for such internal control as management determines is
necessary to enable the preparation of financial statements that are free from material
misstatement, whether due to fraud or error.
PETRONOR E&P ASA ANNUAL REPORT 2021 117Auditor’s report 2021

Independent Auditor's Report PetroNor E&P ASA - 2021 page 4 of 4
BDO AS, a Norwegian liability company, is a member of BDO International Limited, a UK company limited by guarantee, and forms part of the international BDO
network of independent member firms. The Register of Business Enterprises: NO 993 606 650 VAT.
In preparing the financial statements, management is responsible for assessing the Company’s
ability to continue as a going concern, disclosing, as applicable, matters related to going concern
and using the going concern basis of accounting unless management either intends to liquidate the
Company or to cease operations, or has no realistic alternative but to do so.
Auditor’s Responsibilities for the Audit of the Financial Statements
Our objectives are to obtain reasonable assurance about whether the financial statements as a
whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s
report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a
guarantee that an audit conducted in accordance with ISAs will always detect a material
misstatement when it exists. Misstatements can arise from fraud or error and are considered
material if, individually or in the aggregate, they could reasonably be expected to influence the
economic decisions of users taken on the basis of these financial statements.
For further description of Auditor’s Responsibilities for the Audit of the Financial Statements
reference is made to:
https://revisorforeningen.no/revisjonsberetninger
Report on compliance with Regulation on European Single Electronic Format (ESEF)
Opinion
We have performed an assurance engagement to obtain reasonable assurance that the financial
statements with file name 984500AEEH2D2AK42C11-2021-12-31-en.xhtml have been prepared in
accordance with Section 5-5 of the Norwegian Securities Trading Act (Verdipapirhandelloven) and
the accompanying Regulation on European Single Electronic Format (ESEF).
In our opinion, the financial statements have been prepared, in all material respects, in accordance
with the requirements of ESEF.
Management’s Responsibilities
Management is responsible for preparing and publishing the financial statements in the single
electronic reporting format required in ESEF. This responsibility comprises an adequate process and
the internal control procedures which management determines is necessary for the preparation and
publication of the financial statements.
Auditor’s Responsibilities
For a description of the auditor’s responsibilities when performing an assurance engagement of the
ESEF reporting, see: https://revisorforeningen.no/revisjonsberetninger
BDO AS
Børre Skisland
State Authorised Public Accountant
(This document is signed electronically)
PETRONOR E&P ASA ANNUAL REPORT 2021118

Glossary and denitions
Bbl One barrel of oil, equal to 42 US gallons or 159 litres
Bcf Billion cubic feet
bopd Barrels of oil per day
boepd Barrels of oil equivalent per day
CPP Production sharing contract, “Contrat de Partage de Production” in French
CPR Competent Person’s Report
Group or PetroNor Group PetroNor E&P Limited and its subsidiaries
IOR Improved oil recovery
MMbbl Million barrels of oil
MMBOE Million barrels of oil equivalent
Mmscfd Million standard cubic feet per day
PDP Proven Developed Producing (reserves)
PSC Production sharing contract
SNPC Société National des Pétroles du Congo
Corporate directory
DIRECTORS
Eyas Alhomouz, Chair
Joseph Iskander
Gro Kielland
Ingvil Smines Tybring-Gjedde
REGISTERED OFFICE
Frøyas gate 13
0243 Oslo
Norway
Tel +47 22 55 46 07
STOCK EXCHANGE LISTING
Oslo Børs
Ticker: PNOR
ISIN: NO0011157232
SHARE REGISTRAR
DNB Bank ASA,
Verdipapirservice
Dronning Eufemias gate 30
0191 Oslo
Norway
AUDITORS
BDO AS
Munkedamsveien 45, Vika
Atrium
0121 Oslo
Norway
Tel +47 23 11 91 00
PETRONOR E&P ASA ANNUAL REPORT 2021 119

PetroNor E&P ASA petronorep.com