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Soecietatea Energetica Electrica S.A.

Related Party Transaction Dec 5, 2024

2280_rns_2024-12-05_6c334768-ea74-4c58-97e6-e8556cdf1d8e.pdf

Related Party Transaction

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To: Romanian Financial Supervisory Authority (FSA)

Bucharest Stock Exchange (BSE)

London Stock Exchange (LSE)

Current report in compliance with the Law 24/2017 on issuers of financial instruments and market operations, FSA Regulation no. 5/2018 on issuers of financial instruments and market operations, and the Bucharest Stock Exchange Code

Report date: 5 December 2024

Company name: Societatea Energetica Electrica S.A. (Electrica)

Headquarters: 9 Grigore Alexandrescu Street, 1st District, Bucharest, Romania

Phone/fax no.: 004-021-2085999/ 004-021-2085998

Fiscal Code: RO 13267221

Trade Register registration number: J40/7425/2000

Subscribed and paid in share capital: RON 3,395,530,040

Regulated market where the issued securities are traded: Bucharest Stock Exchange (BSE) and London Stock Exchange (LSE)

Significant events to be reported: Transactions with related parties according to Art. 108 of Law No. 24/2017 concluded by Electrica Furnizare SA (EFSA), subsidiary of Societatea Energetica Electrica SA (Electrica), with OPCOM

Electrica informs its shareholders and investors about the conclusion/execution, in the period 1 October – 30 November 2024, of some transactions between EFSA, Electrica's subsidiary, and OPCOM, whose cumulated value exceeds the threshold of 5% of Electrica's net assets, according to Electrica's individual financial statements at 30 June 2024, respectively exceeds the value of RON 200,247,479.

Details regarding these transactions, containing information about the date of execution, type of transaction, description of its scope, total value of the transaction, expiry date, mutual debts and receivables, guarantees, penalties, payment due dates and methods are presented in the Annex below.

According to the contractual conditions between EFSA and OPCOM in the conventions in the table in the annex, invoices are issued with the date of the last day of the month of delivery and are sent electronically either in the first three working banking days of the following month, or in the first 5 working days of the following month for which the services are provided/months of delivery/months in which the transactions are carried out (see the column "Terms and payment methods"). Thus, some of the invoices included in this report were received and registered after 30 November 2024 (the date when the reporting threshold was exceeded), this represents the reason for the date of this report.

CFO Stefan Frangulea

Agreement Type and No.,
execution date
Scope of the agreement Value of
transactions
(RON th.)
Date of entry
into force
Expiry date Guarantees
(RON th.)
Penalties
(RON th.)
Payment due dates and payment methods
Buyer: EFSA
Seller: OPCOM
1. Convention no.
65/7473/03Feb2023
Sell - purchase of electricity - DAM + IM
Transaction and administration tariff
277,024.50 1-Jan-2023 undetermined 67,041 See Note 1
below
See Note 4 below
2. Convention
34861/31Jul2023 PCSCV/
PC ESRE CV
Centralized Market organization and
administration services
for electricity from renewable sources
supported through green certificates
126.71 1-Aug-2023 undetermined N/A See Note 2
below
The payment of the invoice is made by the participant in the respective market,
in full by bank transfer, with payment order, within a maximum of 5 (five)
working days from the date of receipt of the invoice. The invoice is considered
paid on the date of registration of the payment in the bank statement of
OPCOM SA (from the Procedures regarding invoicing and payment of
regulated tariffs, practiced by OPCOM https://www.opcom.ro/anunturi-stiri
fpa/ro/10)
3. Agreement
81670/1Oct2015
AA3/1274/07 July 2021
Data access and reporting for compliance
with the provisions on the integrity and
transparency of the wholesale energy market
(REMIT)
3.15 7-Jul-2021 undetermined N/A See Note 3
below
The invoice will be issued and sent electronically (by e-mail) by OPCOM
within no more than 5 working days from the date of receipt of the invoice
from ACER and will contain the breakdown of the fee charged by ACER in
2021 by component. The Market Participant undertakes to pay the invoice in
full by bank transfer, with a payment order, within a maximum of 5 working
days from the date of its receipt.
4. Contract
54165/27Dec2023 MACEE
Sale/purchase of electricity through
The annual mechanism for the centralized
purchase of electricity (MACEE)
133,447.59 1-Jan-2024 31-Dec-2024 150,000 N/A See Note 5 below
5. Convention
52627/12Dec2022 MACEE
4609001019
Organization and administration services of
the Centralized Electricity Purchase
Mechanism (MACEE)
61.88 1-Jan-2023 undetermined N/A N/A The invoice related to the bilateral T trans value (to which VAT is added, as the
case may be) is sent electronically (by e-mail) in the first 3 working days of the
month following the month in which the electricity sale-purchase transactions
were made. Payment by bank transfer, with payment order, within a maximum
of 5 working days from the date of receipt of the invoice.
6. Convention
23656/17May2023
PC-OTC, PCCB-LE-flex,
PCCB-NC
Organization and administration services of
the Centralized Market of bilateral and
forward electricity contracts
363.04 17-May-2023 undetermined N/A N/A Payment of the invoice shall be made by the respective market participant in
full by bank transfer, with a payment order, within a maximum of 5 (five)
working days from the date of receipt of the invoice. The invoice shall be
considered paid on the date of registration of the payment in OPCOM SA's
bank statement.
Seller: EFSA
Buyer: OPCOM
7. Convention no.
65/7473/03Feb2023
Sell - purchase of electricity - DAM + IM
Trading and administration tariff
10,076.53 1-Jan-2023 undetermined N/A N/A DAM Participants issue the invoices, with the date of the last day of the
delivery month and send them to OPCOM S.A. by e-mail / fax, in the first
three working banking days of the month following the month of delivery.

Annex: Details regarding the transactions concluded by EFSA with OPCOM in the period 1 October – 30 November 2024 of the kind listed in Art. 108 of Law No. 24/2017

Due and not due mutual debts of EFSA to OPCOM at 29 November 2024: - 178,065.13 th RON Total executed amount during 1 October – 30 November 2024: 421,103.40 th RON Due and not due mutual receivables of EFSA from OPCOM at 29 November 2024: - 878.43 th RON Note 1: The letter of bank payment guarantee/financial guarantee in the form of a cash deposit remitted to the account of OPCOM S.A. will be executed on the working banking day following the day on which the refusal to execute the IDD was received.

Note 2: To pay the equivalent of the penalty, if, due to his fault, a transaction on PCSCV is canceled.

Note 3: OPCOM has the right to suspend the execution of the obligations assumed by the Agreement if the Beneficiary of the Services does not fulfill his payment obligation in full, within a maximum of 5 working days from the date of receipt of the invoice, without prior notification being necessary. During the suspension period, i.e. starting with the date immediately following the deadline of maximum 5 (five) working days (offer/transaction day, as the case may be) for the fulfillment of the payment obligations, OPCOM is exonerated from any responsibility for the non-execution of the obligations assumed by the Agreement. The suspension of the execution of OPCOM's obligations will last until the moment when the Beneficiary of the Services fully pays the outstanding amounts due to OPCOM. The participant undertakes to pay late penalties, calculated as a percentage of the unpaid amount, starting with the day immediately following the due date and until the date of full payment of the owed amount; the applicable percentage rate is the one regulated by the Fiscal Procedure Code in force on the date of application, in terms of late penalties applied in case of non-payment of fiscal obligations.

Note 4: The buyer must ensure the necessary financial availability to debit the account opened at the Settlement Bank, at the amount requested by OPCOM S.A. through the direct debit instruction calculated according to the Daily Settlement Notes, at the terms provided in the SEPA Direct Debit Mandate and to document, monthly, the collection of rights and the payment of mutual obligations, of equal value, by accessing the compensation/regularization mechanisms provided in the "Procedure regarding receipts and payments related to transactions on the Market..."

OPCOM S.A. issues the invoices dated the last day of the month of delivery and sends them, signed electronically, by email, to the Participants in the first three banking days of the month following the month of delivery. The participant has the obligation to ensure the necessary availability in the current account opened at the Settlement Bank, in order to debit the amounts related to the value of the net payment obligations.

Note 5: The buyer has the obligation to have and maintain a cash account (lei) at a commercial bank in Romania and to conclude a SEPA Direct Debit Mandate by which he authorizes that OPCOM S.A. to issue whenever necessary an IDD on his account in accordance with the provisions imposed under the Procedure regarding collections and payments related to sales and purchases through MACEE.

The Seller issues the invoice for the value of the electricity sold, with the date of the last day of the month of delivery for which it is issued, and sends it to the Buyer, signed electronically, by email, in the first 4 bank working days of the month following the month of delivery.

The payment obligations of the Buyer, for each day of delivery, are paid by direct debit instructions issued by the Seller on bank working days.

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